Last Updated: October 20, 2025
Effective Date: October 25, 2025
Summary: This Agreement governs the use of all Kooch cybersecurity and compliance services. Please read it carefully before using our site or purchasing our services. By engaging with Kooch, you agree to these terms.
Company: Kooch Yazılım Limited Şirketi (“Kooch”, “we”, “our”, “us”)
Registered Address: Ziya Gökalp Mah. Süleyman Demirel Blv. The Office No: 7E İç Kapı No:136, Başakşehir / İstanbul, Türkiye
MERSİS No: 0577152682700001
Tax Office: İkitelli
Tax ID: 5771526827
Website: https://www.kooch.co / https://www.kooch.com.tr
Email: info@kooch.co
1. INTRODUCTION
These Terms of Service (“Terms”, “Agreement”) govern the use of all services provided by Kooch Yazılım Limited Şirketi, including but not limited to cybersecurity, data protection, and compliance consultancy services offered through our website or under separate written agreements. By accessing, purchasing, or using our services, you (“Client”, “you”, or “your”) agree to be legally bound by these Terms. If you are acting on behalf of a company, you confirm that you have the authority to bind that company to this Agreement.
2. DEFINITIONS
- "Agreement" refers to these Universal Terms of Service.
- "Client" refers to any individual or entity purchasing or using services from Kooch.
- "Confidential Information" includes all non-public information disclosed by one party to the other, including business strategies, client data, technical data, and project deliverables.
- "Deliverables" means the reports, policies, documentation, and other work products created by Kooch and delivered to the Client as part of the Services.
- "Intellectual Property" includes all copyrights, trademarks, trade secrets, methodologies, and know-how owned by Kooch.
- "Services" refers to all consultancy and managed services provided by Kooch as described in Section 3.
- "SOW" (Statement of Work) is a document detailing the specific scope, timeline, and fees for a custom project.
3. SCOPE OF SERVICES
Kooch provides professional consultancy and managed services in the following domains:
- KVKK Launchpad (Entry-level compliance setup and VERBIS registration)
- Full KVKK/GDPR Gap Analysis (Regulatory audit and remediation roadmap)
- ISO 27001 Readiness & Documentation (Pre-certification ISMS implementation)
- Ongoing Compliance Management (Virtual DPO / data protection management)
- Data Protection Representative (DPR) in Türkiye (Local representation service)
All services are delivered according to the procedures and timelines described in our Service Packages & SOP Manual. Custom or project-based services are governed by specific Statements of Work (SOW) or Master Consultancy Agreements (MCA) signed with the client.
4. ACCEPTANCE OF TERMS
By (a) signing a project proposal or SOW, (b) paying an invoice or retainer, or (c) using any Kooch digital platform, the Client acknowledges full acceptance of these Terms. Any service involving the processing of personal data is contingent upon the Client signing Kooch's standard Data Processing Addendum (DPA). If you disagree with any clause herein, you must immediately discontinue use of our services.
5. CONTRACTUAL HIERARCHY
In case of conflict between documents, the order of precedence is:
- Signed Master Consultancy Agreement (MCA)
- Then, a signed Statement of Work (SOW)
- Then, this Universal Terms of Service
- Then, any published Service Policy or FAQ on our website.
6. PAYMENT TERMS
- 6.1. Fees: Fees are stated in proposals or invoices and are payable in TRY, USD, or EUR. All fees quoted are exclusive of Value Added Tax (KDV) or other applicable taxes, which will be added to the invoice at the legally required rate.
- 6.2. Advance Payment: Unless otherwise agreed in a signed SOW, 50% of project fees are due upfront to commence work, with the remaining balance due upon completion or delivery of final deliverables.
- 6.3. Retainer Plans: Ongoing compliance services (e.g., Virtual DPO, DPR) are billed monthly or annually in advance.
- 6.4. Late Payments: Invoices not paid within 14 days of the due date may incur a 2% monthly interest charge and will result in the temporary suspension of services until the outstanding amount is settled.
- 6.5. Expenses: Any out-of-pocket expenses (e.g., travel, accommodation, specific software licenses for the client's benefit) are not included in the service fees and will be billed separately to the Client, subject to prior written approval.
- 6.6. Currency Conversion and Taxes: Exchange-rate conversions for foreign currency invoices will be based on the Turkish Central Bank (TCMB) daily selling rate effective on the date of the invoice. The Client is responsible for any applicable withholding taxes.
- 6.7. Refunds:
- Kooch does not issue refunds for completed deliverables or for time and work already performed.
- Refunds may only be granted if Kooch fails to deliver the agreed scope due to its sole and material fault, after all reasonable remediation efforts have failed.
- Refund requests must be submitted in writing to info@kooch.co within 15 days of the issue occurrence.
- Approved refunds will be processed within 14 business days to the original payment method, net of any bank or payment gateway processing fees.
- 6.8. Chargebacks: Unwarranted credit card chargebacks or payment disputes will result in the immediate suspension of all services. Kooch reserves the right to recover any costs associated with the dispute.
7. CANCELLATION POLICY
A project is considered to have commenced upon the earlier of: (a) the client's payment of the initial invoice, or (b) the official project kickoff meeting.
- 7.1. Before Commencement: Clients may cancel a confirmed project up to 3 business days before the scheduled kickoff for a full refund of the advance payment, minus any non-refundable transaction fees.
- 7.2. After Commencement: If a project is cancelled after commencement, the Client is liable for payment for all work completed to date on a pro-rata basis, and the initial advance payment becomes non-refundable.
- 7.3. Ongoing Retainers: Retainer-based services can be terminated by either party with 30 days’ written notice. Prepaid fees for the notice period are non-refundable.
8. CLIENT RESPONSIBILITIES
The Client agrees to:
- Provide accurate, timely, and complete information required for project execution.
- Designate a primary contact with the authority to make decisions and ensure responsiveness.
- Obtain any internal authorizations necessary for the implementation of recommendations.
- Maintain its own compliance with all applicable laws and regulations.
- Be solely responsible for the internal implementation, management, and ongoing operation of the compliance controls and technical measures recommended by Kooch.
- Not use Kooch’s deliverables for unlawful purposes or misrepresent them as legal advice or an official certification.
- Failure to provide necessary cooperation may result in project delays and does not relieve the Client of its payment obligations.
9. KOOCH RESPONSIBILITIES
Kooch will:
- Perform services with due professional skill, care, and diligence consistent with industry standards.
- Maintain the strict confidentiality of Client information.
- Comply with all applicable Turkish and EU data protection regulations (KVKK, GDPR).
- Provide deliverables as specified in the agreed-upon scope of work.
- Carry professional indemnity and cyber liability insurance.
- Act as an independent contractor, not as the Client’s employee or agent, except where explicitly defined (e.g., the DPR in Türkiye role).
10. CONFIDENTIALITY & DATA PROTECTION
Both parties agree to keep all non-public information strictly confidential. Kooch will process Client data only for the purpose of service delivery, governed by a signed Data Processing Addendum (DPA) compliant with KVKK Article 12 and GDPR Article 28. Confidential information shall not include data that is publicly known, independently developed, or legally required to be disclosed. Each party must implement appropriate technical and organizational measures to protect data.
11. DATA SECURITY & THIRD-PARTY SERVICES
- 11.1. Cybersecurity & Data Integrity: Kooch employs security controls aligned with the ISO 27001 framework and uses encrypted storage and transmission for sensitive Client data. Nevertheless, the Client acknowledges that no digital service is entirely immune from all cyber risks.
- 11.2. Third-Party Tools / Subprocessors: Kooch may use third-party vendors (e.g., cloud providers, CRM, project management software) as subprocessors in the delivery of its services. All such subprocessors are bound by strict confidentiality and data protection obligations consistent with this Agreement and our DPA.
12. INTELLECTUAL PROPERTY RIGHTS
All intellectual property (“IP”) created by Kooch during a project, including templates, methodologies, reports, and documentation, remains the exclusive property of Kooch. The Client receives a non-exclusive, perpetual, royalty-free license to use the deliverables for its internal business purposes only. Clients may not resell, modify for external use, or distribute deliverables without explicit written permission from Kooch. Kooch retains the right to reuse anonymized know-how and frameworks developed during its engagements.
13. WARRANTIES & DISCLAIMERS
Kooch warrants that its services will be performed by qualified professionals in a manner conforming to applicable industry standards. Except as expressly stated, all services and deliverables are provided “as-is” without any other warranty, including merchantability or fitness for a particular purpose.
Kooch does not provide legal advice. Our services constitute professional compliance and cybersecurity consultancy, not legal counsel. Clients are strongly encouraged to seek independent legal advice from a qualified lawyer regarding any legal matters or interpretations of law.
14. LIMITATION OF LIABILITY
Kooch’s total cumulative liability under any agreement shall not exceed the total amount paid by the Client for the specific service giving rise to the claim in the preceding 12 months. Kooch is not liable for any indirect, incidental, or consequential damages (including loss of data, profits, or business opportunities). Kooch does not guarantee that Client compliance efforts will prevent regulatory investigations or eliminate fines, as ultimate outcomes depend on external regulatory authorities.
15. TERMINATION
- 15.1. Termination by Kooch: Kooch may suspend or terminate the Agreement with immediate effect if the Client:
- Fails to pay an invoice within 14 days of a late payment notice;
- Commits a material breach of confidentiality or misuses deliverables;
- Becomes insolvent or enters bankruptcy proceedings.
- 15.2. Termination for Cause by Client: The Client may terminate this Agreement with written notice if Kooch commits a material breach of its obligations and fails to remedy such breach within 30 days of receiving a written request to do so.
- 15.3. Effect of Termination: Termination does not affect any accrued rights or payment obligations for services already rendered.
16. FORCE MAJEURE
Neither party shall be liable for failure or delay in performance caused by events beyond its reasonable control, including but not limited to natural disasters, war, pandemics, government acts, systemic internet or power outages, or sophisticated cyberattacks.
17. GOVERNING LAW & DISPUTE RESOLUTION
This Agreement shall be governed by and interpreted under the laws of the Republic of Türkiye. The parties agree to first attempt to resolve any dispute through good-faith negotiation. If a resolution cannot be reached within 30 days, the dispute shall be submitted to the exclusive jurisdiction of the Istanbul (Çağlayan) Courts and Execution Offices. For foreign clients, as an alternative to court proceedings, disputes may be resolved through arbitration under the ISTAC Rules (Istanbul Arbitration Centre), with the arbitration conducted in English and the seat of arbitration in Istanbul.
18. LEGAL & REGULATORY COMPLIANCE
- 18.1. Consumer Rights: Kooch’s services are provided exclusively to commercial business clients (B2B). Provisions under the Turkish Law on Consumer Protection No. 6502 do not apply.
- 18.2. Distance Contracts: Where applicable, this Agreement constitutes a distance service contract as per the Regulation on Distance Contracts (Mesafeli Sözleşmeler Yönetmeliği).
- 18.3. Electronic Signature: Acceptance of these Terms through digital means, including clicking an "Agree" button, paying an online invoice, or confirmation via a verified email address, shall have the same legal validity and effect as a handwritten signature under the Turkish Electronic Signature Law No. 5070.
19. COMPLIANCE WITH EXPORT AND SANCTIONS LAWS
The Client warrants that its use of Kooch services will not violate any Turkish, EU, US, or other international export control or economic sanctions laws. Kooch reserves the right to refuse or suspend service if a violation is suspected.
20. SEVERABILITY & NON-WAIVER
If any clause of this Agreement is deemed invalid or unenforceable by a court of competent jurisdiction, the remaining clauses shall remain in full force and effect. The failure of either party to enforce any right or provision of this Agreement shall not constitute a waiver of that right or provision.
21. AMENDMENTS
Kooch reserves the right to modify these Terms periodically. Updates will be published at www.kooch.co/terms with a new "Last Updated" date. Continued use of our services after such a change constitutes acceptance of the revised Terms.
22. COMMUNICATIONS
Official communications must be sent in writing to:
Email: info@kooch.co
Postal Address: Ziya Gökalp Mah. Süleyman Demirel Blv. The Office No:7E, İç Kapı No:136, Başakşehir, İstanbul, Türkiye
23. ENTIRE AGREEMENT
These Terms, together with any signed SOW, MCA, DPA, or annexes, constitute the entire agreement between Kooch and the Client and supersede all prior oral or written proposals, communications, and understandings.
24. LANGUAGE & INTERPRETATION
This Agreement may be provided in both English and Turkish. In the event of any discrepancy or conflict in interpretation, the English version shall prevail unless explicitly required otherwise by Turkish law.
.webp)
