Framework Agreement

BİLİRA KRİPTO VARLIK ALIM SATIM PLATFORMU A.Ş. SERVICES AND ACTIVITIES
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This Preliminary Information and Risk Disclosure Form for Transactions of Bilira Kripto Varlık Alım Satım Platformu A.Ş. (“BiLira” or the “Company”) has been prepared in accordance with the provisions on standard terms under the Turkish Code of Obligations No. 6098, the Regulation on Distance Contracts, and the Communiqué No. III-35/B.1 on the Principles of Establishment and Operation of Crypto Asset Service Providers issued by the Capital Markets Board of Türkiye. The purpose of this Form is to provide information to the Customer, within the scope of the Crypto Asset Purchase and Sale Services Framework Agreement (“Agreement”) to be executed with the Customer, regarding BiLira’s key corporate information, provisions of the Agreement that may be to the detriment of the Customer, general risks associated with crypto assets, specific risks related to the crypto assets subject to the transaction, and the terms and conditions applicable to the crypto asset services and activities offered on the BiLira Platform (“Platform”)
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1. INFORMATION REGARDING THE SERVICE PROVIDER
   • Company Title: Bilira Kripto Varlık Alım Satım Platformu A.Ş.
   • Mersis No: 0175077334400001
   • Registered Address: Esentepe Mah. Kore Şehitleri Cad. No: 16/1 İstanbloom Rezidans, İç Kapı No: 33 Şişli, İstanbul
   • Contact Details:
     
     • E-mail: support@bilira.co
     • Website: kripto.bilira.co
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2. FUNDAMENTAL CHARACTERISTICS OF THE SERVICE
   BiLira provides an online platform service that enables customers to conduct transactions involving crypto assets, including purchase and sale, exchange, initial offerings, transfers, and similar operations, in accordance with the provisions of the Capital Markets Law No. 6362. The main services offered through the Platform are as follows:
   
   
   • Buying or selling crypto assets listed on the Platform against Turkish lira or other crypto assets, with BiLira as the counterparty,
   • Crypto asset transfer transactions,
   • Management of crypto asset balances through the Customer account,
   • Enabling Turkish lira deposit and withdrawal transactions.
     
     The Agreement between BiLira and the Customer is concluded for an indefinite term, and both parties have the right to unilaterally terminate the Agreement. In addition, the conditions for termination in the presence of just cause are set forth in the Agreement.
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3. CONDITIONS OF SERVICE
   
   • Parties to the Trading Transactions
     The Customer’s orders for buying or selling crypto assets may be executed against the orders of other customers, market makers, liquidity providers, or BiLira itself, acting on its own behalf and account, in accordance with the Platform’s Order Execution Policy to provide the best possible outcome. Executed buy or sell orders may result in loss for the Customer and profit for BiLira.
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   • Fees and Commissions
     
     • The commission rates and/or fee tariffs applicable to trading transactions on the Platform are published at https://kripto.bilira.co/, and fees and commissions payable for each transaction shall also be displayed at the time of the transaction, including VAT and other taxes.
     • Commission rates may vary depending on market conditions, the types of crypto assets, or Platform policies.
     • You are required to duly fulfill, within the prescribed time periods, all obligations arising from the transactions conducted under the Agreement, including any transaction fees and tax liabilities payable to crypto asset custody service providers, banks, third-party crypto asset trading platforms, blockchain networks, and other authorized institutions in connection with the services and transactions to be provided under the Agreement. In the event of non-performance of your obligations within the specified period and/or the occurrence of any events of default, you shall be deemed to be in default and shall be liable to pay default interest, penalty fees, and any other related amounts as specified in the Agreement.
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   • Payment Method
     
     • Customers may deposit Turkish lira into the Platform via wire transfer/EFT, FAST, or other supported payment methods, and may then use the deposited balance to carry out crypto asset trading transactions.
     • The supported payment methods and their respective transaction times are published on the Platform’s website. The Platform shall not be liable for delays occurring outside its control in Turkish lira and crypto asset deposits and withdrawals.
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   • Refund/Withdrawal Conditions
     
     • Crypto assets and their trading are exempt from the right of withdrawal under the Regulation on Distance Contracts. In other words, once a crypto asset transaction is executed, the Customer may not exercise the right of withdrawal.
     • However, if the Customer wishes to withdraw Turkish lira or crypto asset balances deposited into the Platform without having used them for trading, they may request a refund after deduction of applicable transaction fees (e.g., transfer fees).
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   • Custody of Customer Funds and Crypto Assets
     
     • The services offered are performed online via the BiLira Platform.
     • Crypto asset trading transactions are executed instantly. The service shall be deemed fulfilled at the moment the Customer’s order is executed.
     • Transfer (deposit or withdrawal) times for crypto assets listed on the Platform may vary depending on the blockchain network’s confirmation times. The Platform shall not be held responsible for delays occurring outside its control regarding Turkish lira and crypto asset deposits and withdrawals.
     • Cash and crypto assets belonging to the Customers shall be held with authorized banks and crypto asset custodians as per applicable regulations. The list of authorized institutions where cash and crypto assets are held is available on the Platform.
     • Turkish Lira withdrawal requests shall be processed on the same day, subject to FAST transaction limits and cash balance remuneration rules.
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4. RESOLUTION OF COMPLAINTS AND DISPUTES
   
   • The Customer may submit any complaints or objections regarding the service to BiLira via the communication channels specified above, or through the support form or live support line available on the Platform.
   • Customers may apply to the TSPB Arbitration Committee or to Consumer Arbitration Committees and Consumer Courts to resolve any issues or disputes they may experience.
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5. PROTECTION OF PERSONAL DATA
   
   • BiLira processes and stores customers’ personal data in accordance with Law No. 6698 on the Protection of Personal Data and related legislation.
   • Details and rights related to customers’ personal data are further explained in the Privacy Policy published on the Platform.
   • Customers are solely responsible for keeping their account passwords and one-time login codes confidential and secure.

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PROVISIONS OF CRYPTO ASSET TRADING SERVICES FRAMEWORK AGREEMENT
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1. PARTIES
   This Framework Agreement on Crypto Asset Trading Services (“Agreement”) is concluded between:
   
   • Bilira Kripto Varlık Alım Satım Platformu Anonim Şirketi (“Platform” or “BiLira”), a joint stock company with its registered address at Esentepe Mah. Kore Şehitleri Cad. Istanbloom No: 16/1, BB: 33, Şişli, Istanbul, and
   • The above-mentioned customer (“Customer”), who has been identified in accordance with the provisions of Law No. 5549 and the Communiqué on Establishment and Operating Principles.
     
     Under this Agreement, BiLira and the Customer may individually be referred to as a “Party”, and collectively as the “Parties”
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2. DEFINITIONS
   The following terms used in this Agreement shall have the meanings set forth below:

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Any terms not defined in this Agreement shall bear the meaning ascribed to them, if any, under the Law or the applicable legislation.
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3. SUBJECT AND SCOPE OF THE AGREEMENT

The subject of this Agreement is to regulate the general rights and obligations regarding the crypto asset services and activities to be provided by the Platform to the Customer in accordance with Articles 3, 35/B and 35/C of the Law. This Agreement is a framework agreement which regulates the relationship between the Platform and the Customer in general, is executed once at the beginning, and constitutes the basis of individual transactions.

In case the Agreement is signed by the Parties, the Customer agrees to the opening of an account in their name before the Platform, and the Platform undertakes to carry out all necessary work and transactions for the account to be opened in the name of the Customer. The Platform shall also fulfill its obligations regarding identity verification in accordance with Law No. 5549 and relevant legislation, as well as its information obligations under Law No. 6502 on the Protection of Consumers and relevant legislation within the scope of this Agreement.

The signature of the Agreement by the Customer does not obligate the Platform to provide all services and activities within the scope of the Agreement unless the conditions specified in the legislation or in the Agreement are fulfilled by the Customer.

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4. RISK DISCLOSURE TO THE CUSTOMER
   
   1. The Preliminary Information and Risk Disclosure Form of the BiLira Crypto Asset Trading Platform, which is located at the beginning of this Agreement and includes the General Risk Disclosure Statement on Crypto Asset Transactions, is an integral part of this Agreement. The Customer acknowledges, declares, and undertakes that before signing this Agreement or accepting it remotely, they have read and understood the BiLira Crypto Asset Trading Platform Preliminary Information and Risk Disclosure Form, received a copy of it, and will act with awareness of the explanations and risks specified therein.
   2. In addition to the General Risk Disclosure Form, the Customer is obliged to read the risk disclosures and explanations to be made by BiLira, particularly regarding all commission, fee, and tax amounts or rates related to the transactions performed on the Platform, information on market makers and liquidity providers, where the Customer's crypto assets and cash are held, whether the Customer's transactions are matched with a counterparty and, if so, how such matching is notified—after completing the Customer Due Diligence process and after their accounts have been opened at BiLira, but before performing any transaction on the Platform. The Customer is aware that unless the relevant disclosures are confirmed as read and understood, they will not be able to benefit from the relevant crypto asset services of BiLira and undertakes to act in accordance with the risks and explanations specified while using the relevant crypto asset services. BiLira may, at its sole discretion, require the Customer to re- read the relevant risk disclosure and explanations and confirm that they have understood them before continuing to perform a new transaction on the Platform at any time.
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5. CUSTOMER IDENTIFICATION
   
   1. BiLira shall verify the identity information of the Customer before commencing the service, either in person or through remote access tools permitted by the legislation, in accordance with Law No. 5549 and relevant legislative provisions. Within this scope, the Customer is responsible for providing the requested information and documents correctly, completely, accurately, and up to date. In the case of a joint account opening, identity verification shall be performed separately for each joint account holder. BiLira reserves the right to apply enhanced due diligence measures when deemed necessary.
   2. By accepting this Agreement, the Customer declares and warrants that they are not a person or an authorized representative or beneficial owner of a legal entity subject to sanctions or restrictions imposed by the Republic of Turkey, or listed on any international or foreign sanctions lists such as those of OFAC (U.S. Office of Foreign Assets Control), the United Nations Security Council, etc.
   3. The Customer declares and undertakes that, during the signing or remote acceptance of this Agreement, they act solely on their own behalf and not on behalf of another, and in case they act on behalf of someone else, they are obliged to notify BiLira in writing and to fill out the Beneficial Owner Declaration Form attached to this Agreement. The Customer also declares and accepts that they will carry out transactions on the BiLira account personally and shall not grant access or usage rights to any third party. If it is determined that the Customer acts contrary to this article, BiLira shall have the right to immediately terminate this Agreement and to stop or cancel all requested orders, transfers, and other transactions, and to take any other necessary measures.
   4. The Customer acknowledges and declares that they have provided and will provide to BiLira the references and information verifying their identity, address, place and date of birth, signature circular, tax certificate, trade registry record, source of assets, estimated net worth, source of funds and crypto assets, commercial reputation, and similar information, as requested or to be requested by BiLira in accordance with the applicable legislation or a risk- based approach or to fulfill BiLira’s legitimate interests or legal obligations. The Customer accepts and declares that BiLira may terminate the Agreement immediately for just cause and stop or cancel all requested orders, transfers, and other transactions if the requested information or documents are not submitted timely, correctly, completely, and accurately. The Customer further declares and undertakes to notify BiLira in writing without delay of any changes to such information and accepts that until such notification is made, BiLira is authorized to rely on the information currently available to it while carrying out transactions under this Agreement.
   5. Without prejudice to the provisions on joint accounts, each Customer may only have one account, and transactions may only be carried out in the name and on behalf of that account.
   6. The Customer may not transfer, sell, donate, or allow third parties to use their account and rights on the Platform under any name or for any reason whatsoever. In the event it is determined that the Customer has acted contrary to this article, BiLira shall have the right to immediately terminate the Agreement for just cause and to stop or cancel all requested orders, transfers, and other transactions. The Customer shall be liable for all damages arising from violations of this article, and any administrative or criminal sanctions imposed on BiLira and/or its executives shall be recourseable to the Customer.
   7. The Customer accepts and declares that in the event of any transfer, merger, inheritance, the inclusion of new right holders in joint accounts, or the withdrawal of any existing ones, the Agreement must be renewed, and otherwise, BiLira may unilaterally terminate the Agreement.
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6. JOINT ACCOUNT
   
   1. In the event of joint account holders, each joint account holder shall be jointly and severally liable to BiLira for the rights and obligations arising from the Agreement. Instructions or requests received from any of the joint account holders shall also bind the other joint account holders, and notifications made to any one of the joint account holders shall be valid and binding for all joint account holders. Moreover, BiLira shall be deemed released from all obligations towards all joint account holders to the extent of any payment and/or delivery made to any one of the joint account holders or their duly authorized attorney.
   2. Joint account holders may determine a specific share ratio among the cash and crypto assets in their account held with BiLira according to the principles of shared ownership. Joint account holders are entitled to make changes and restrictions to the rights and authorities of joint account holders by submitting written instructions to BiLira. Furthermore, it is possible to include another person in the joint account upon the written request jointly submitted by all account holders. In this case, according to Article 1 of the Agreement, the renewal of the Agreement is mandatory. From the date the registered letter or written instruction is received by BiLira, the new participant accepts all consequences and responsibilities arising from all transactions related to the account. If one of the account holders wishes to disassociate from the account, they shall declare in writing that they waive all receivables arising from this account in favor of the other account holders.
   3. In the event of the death of one of the account holders, the surviving holders accept that they are solely responsible for any obligations that may arise towards the tax authorities and the heirs of the deceased regarding the payments made to them by BiLira.
   4. In the event that a precautionary measure or attachment decision is duly served upon BiLira by courts, enforcement and bankruptcy offices, or other relevant authorities against one or more of the account holders at the request of the other(s), BiLira shall suspend any payments from the account.
   5. If there is collective ownership over the cash or crypto assets in the account, and a precautionary measure or attachment decision is served on BiLira against any joint account holder, such a measure or decision may be applied to the entire joint account regardless of the share of the account holder in question, and BiLira shall be free not to make any payment to any of the account holders.
   6. In cases where the party or parties to the Agreement change due to transfer, merger, inheritance, inclusion of new right holders in joint accounts or withdrawal of any of the existing ones, renewal of the Agreement shall be mandatory. However, if the changing right holders do not wish to enter into an agreement, the rights within the account shall be transferred to the universal successors based on the documents proving the universal succession, the account shall be closed, and the Agreement shall automatically terminate.
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7. PROVISIONS REGARDING THE REPRESENTATION OF THE CUSTOMER
   
   1. The Customer may appoint a representative or representatives for the services to be received under this Agreement and for the use of the rights and authorisations it has. The representatives must be authorised by the Customer on behalf of the Customer with a power of attorney issued by a notary public. In this case, the identity information of the representative or representatives shall be determined in accordance with the principles set forth in Article 5. The Customer is obliged to notify BiLira of the identity information of the appointed representative(s), signature samples and the scope and limits of the authorisations granted to the representative(s).
   2. If the Customer is a legal entity, only those persons who are authorised to act on behalf of the Customer and whose names, identities and signature specimens have been notified to BiLira by the Customer shall be authorised to act on behalf of the Customer in signing this Agreement and all orders, instructions, receipts and all other documents and instruments under this Agreement and amendments/amendments thereto, making and collecting payments and in all other transactions related to this Agreement.
   3. BiLira shall carefully and diligently check and examine the details of the identity details and signature samples of the Customer and its representatives and shall not be held liable for any consequences that may arise from the similarity of signatures that are almost identical at first glance, except in cases directly attributable to the fault of BiLira.
   4. The Customer is responsible for determining the limits of the powers granted to its representative under the power of attorney, articles of association, bylaws, bylaws, internal directives and other underlying documents and/or notifying BiLira of the limits of the representative's powers. Unless a special restriction or limitation is imposed on the general representation authority granted to the representative or on the powers within the scope of the power of attorney, the representatives shall be deemed to be authorised to represent the Customer in all transactions between BiLira and the Customer.BiLira shall not be liable for any fraud, error or falsification of powers of attorney, signature circulars or other authorisation documents submitted to BiLira, provided that such acts are not directly attributable to BiLira's fault.
   5. Changes in the Customer’s representatives or in the limits of the authority granted to the representative shall be valid and binding as of the date on which they are duly notified in writing and the legally supporting documents are submitted to BiLira.
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8. PRINCIPLES REGARDING CRYPTO ASSET TRADING ACTIVITIES
   
   1. PRINCIPLES REGARDING PLATFORM USAGE
      
      1. The Customer shall carry out crypto asset trading transactions exclusively through the website, mobile applications, and other interfaces provided by BiLira in compliance with the legislation.
      2. The Customer is solely responsible for ensuring the security of their account information, email address, password, and other related credentials. The Customer must complete all security procedures requested by BiLira within the specified period for compliance with legislation or for security purposes. The Customer shall be liable for all damages arising from failure to complete the requested security procedures within the specified time. The Customer accepts, declares, and undertakes that in the event of any violation of this article, they shall not make any claims against BiLira under any name for any damages arising in their own account and that they irrevocably release BiLira in this regard.
      3. In the event that there is a determination of concrete and strong indications that the Customer, through any transactions performed on the BiLira Platform within the scope of the Agreement, has engaged in unauthorized crypto asset service provision or unauthorized capital markets activity, or has acted in violation of all applicable legislation and general legal principles in force in the Republic of Turkey—particularly Law No. 5549 and Law No. 6415 on the Prevention of the Financing of Terrorism—the Customer accepts and declares that BiLira is authorized to immediately terminate this Agreement and may suspend, cancel, or take other precautionary measures regarding all requested orders, transfers, and other transactions, and that all responsibility arising from such transactions shall belong to the Customer.
      4. The "BiLira" brand, the Platform, the website and mobile applications through which the Platform is accessed, their design, software, copyrights, and all content published therein, including visuals, are protected under BiLira's intellectual and industrial property rights and may not be copied, reproduced, processed, distributed, published, or used in any format without the written consent of BiLira. Legal action shall be taken against any Customer who unlawfully uses the "BiLira" brand.
      5. The Platform may contain links directing to other websites or applications operated by third parties or owned by them (“External Sites”). All such External Sites are entirely independent from BiLira and are subject to their own privacy policies, data collection practices, and terms of use. BiLira shall not be held liable in any manner for the independent policies or operations of these External Sites, and assumes no responsibility for their privacy practices, content, and/or terms of use. The display of, or access to, any trademark, trade name, service mark, design, logo, symbol, or other copyrighted material through such External Sites shall not be construed as an endorsement, approval, or sponsorship by BiLira, nor shall it imply any affiliation with BiLira or that BiLira is legally authorized to use any such material.
      6. If you wish to share information regarding BiLira products and services on any social media platform, including those linked from the Platform by BiLira, you may share such information via your profile on the relevant social media platform without leaving the Platform. Some social media platforms allow the Customer to send and receive data to and from the platform using intermediaries or other technologies. In some cases, data may appear to be collected by BiLira, but is in fact collected directly by the relevant social media platform or by a third-party service provider. Using a social media platform to share any information is subject to the terms of use, personal data protection policies, and other limitations of the relevant platform, and the use of such platforms is entirely the Customer’s responsibility.
      7. If the Customer performs at least one transaction within a calendar month, BiLira shall provide the Customer with an account statement containing information on the transactions conducted during the monthly period, electronically via the Platform, no later than the fifth business day of the following month.
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   2. PRINCIPLES REGARDING DEPOSIT, WITHDRAWAL TRANSACTIONS AND PLATFORM BALANCES
      
      1. The Customer’s cash funds in their accounts on the Platform shall be held in bank accounts operating within the Republic of Turkey in the name of BiLira, and their crypto assets shall be held in wallets of BiLira or with crypto asset custody institutions authorized by the Capital Markets Board with which BiLira has a contractual relationship, subject to the restrictions and provisions of the legislation. The banks and authorized custodians where cash and crypto assets are held shall be announced on the Platform.
      2. The Customer is obliged to designate a bank account registered in their own name, surname, or title and identification number, in other words, an account that belongs to them personally, for the purposes of depositing and withdrawing funds on the Platform. The Customer shall be liable for all damages arising from providing incorrect information about whether the bank accounts belong to them. The Customer accepts, declares, and undertakes that they shall not make any claims against BiLira under any name for damages arising in this regard and irrevocably releases BiLira accordingly. BiLira has the right, either in accordance with Law No. 5549 and other relevant legislation or solely at its own discretion, to require the Customer to deposit funds to the Platform from their own bank account before performing any transaction.
      3. BiLira shall process cash withdrawal requests submitted by the Customer during working days and business hours no later than the same day. For transactions outside working days and outside the hours of 08:30 – 17:00 on any day, FAST transaction limits shall apply.
      4. BiLira shall fulfill crypto asset withdrawal requests submitted by the Customer within the shortest time possible in accordance with sector standards. BiLira shall not be held liable for any delays or faults occurring on the distributed ledger technologies or outside of BiLira’s authority and responsibility.
      5. The Customer shall be liable for any losses or damages arising from the use of a crypto asset wallet that does not meet general standards and security measures for crypto asset deposits and withdrawals, errors, problems, delays, and other faults that occur in distributed ledger technologies or outside BiLira’s area of authority and responsibility, failure to transfer crypto assets to the correct wallet address specified by BiLira for the relevant transaction, failure to write the reference code requested by BiLira in bank transfers, or entering an incorrect code. The Customer irrevocably accepts, declares, and undertakes that they shall not make any claims against BiLira under any name for such losses.
      6. BiLira reserves the right to determine minimum or maximum deposit or withdrawal amounts for crypto asset and cash transactions, taking into account the transaction costs in the relevant distributed ledger or payment systems. Such minimum withdrawal amounts and any changes thereto shall be notified to the Customer via the email address declared on the cover page of this Agreement and shall also be made available electronically via the Platform.
      7. If there is a receivable balance in the Customer’s cash account, BiLira may carry out interest- bearing transactions either collectively or specifically for the Customer. The acceptance of this clause and the Agreement constitutes the Customer’s consent for BiLira to utilize the Customer’s cash balances; however, the Customer may later revoke this consent by providing written notice to BiLira. In case of collective utilization of the Customer’s funds, the revenues obtained shall be proportionally distributed to the Customer’s account. The revenue from the evaluation of cash balances below the minimum threshold determined by BiLira and notified to the Customer via the email address declared in this Agreement shall belong to BiLira.
      8. Cash balances exceeding the minimum threshold set by BiLira shall be utilized in favor of the Customer according to the principles determined by BiLira. However, if the Customer has given an instruction for non-utilization or if their balance is below the specified threshold, the interest-bearing transaction shall be made in favor of BiLira (not the Customer), based on additional approval to be provided by the Customer.
      9. The authority granted to BiLira by this Agreement or by additional approvals given by the Customer regarding the utilization of the Customer’s account balances does not constitute an obligation for BiLira. BiLira may, at its own discretion, choose not to utilize the Customer’s receivable balance, and the Customer may not claim any damages, loss of profit, or any other compensation from BiLira due to non-utilization.
      10. The evaluation of the Customer’s cash balances is subject to the condition that the principal amount will not be subjected to any loss under any circumstances and, if requested by the Customer, will be paid to them within one (1) business day at the latest.
      11. The Customer accepts and declares that BiLira shall have the authority to dispose of all cash and crypto asset accounts on the Platform for the fulfillment of its obligations arising from transactions under this Agreement and for the payment of fees, commissions, and other expenses related to transaction orders, and is authorized to collect the required amounts from the Customer’s accounts on the Platform without the need for an additional instruction for each payment or transfer.
      12. Due to transactions under this Agreement, if, without any legal basis, a duplicate, excess, or erroneous credit entry is made to the Customer’s account, the relevant amount may be retracted ex officio by BiLira without any prior notice to the Customer, and may be collected from the Customer’s account, including by early redemption if necessary. The Customer accepts and undertakes to return such amounts if they have been disposed of, and to compensate any resulting cash losses in cash and any crypto asset losses in crypto assets, and to pay the relevant interest and deductions specified in this Agreement from the date of credit to the date of return.
      13. In case the Customer’s account with BiLira is closed for any reason, or the Customer is no longer legally permitted to conduct transactions due to relevant legislation, or in case of any judicial or administrative request requiring the return of the Customer’s balances, the default rule shall be the transfer of the Customer’s cash and crypto asset balances on the Platform to the bank account and crypto asset wallet notified in writing by the Customer. However, if no such notification is made within a reasonable period determined by BiLira, BiLira shall fulfill its obligation by: (i) transferring the Customer’s cash receivable balance to one of the bank accounts previously used by the Customer for deposits or withdrawals on BiLira; (ii) selling the crypto asset balances at a reasonable value not lower than their market value on platforms operating within the Republic of Turkey (if listed), or at fair value based on foreign market comparables (if only traded on BiLira), converting them to cash, and transferring the resulting cash to a previously used bank account. If the cash or crypto asset balances cannot be returned to the Customer’s bank account or crypto asset wallet for any reason, the Customer may not assert any claims for damages, loss of profits, interest, yield, or unjust enrichment arising from these balances or their conversion into cash.
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   3. PRINCIPLES REGARDING TRADING TRANSACTIONS
      
      1. BiLira provides the Customer with crypto asset buying and selling services via the Platform. The Customer may buy or sell crypto assets listed on the Platform at exchange rates determined by BiLira, in exchange for Turkish lira or other crypto asset units. In such buying and selling transactions, BiLira acts as the counterparty to the Customer, and these transactions may result in a loss for the Customer and a profit for BiLira.
      2. The buy and sell prices of crypto assets are determined unilaterally and in real-time by BiLira or by liquidity providers or market makers contracted by BiLira. When the Customer accepts a buy or sell price, they shall be bound by the relevant price and order quantity, and the transaction shall be executed.
      3. In crypto asset purchase transactions, the amount corresponding to the sale price shall be deducted from the Customer’s Turkish lira or crypto asset balance available in their account on the Platform, and the purchased crypto asset shall be credited to the Customer’s account. In crypto asset sale transactions, the quantity of the crypto asset subject to sale shall be deducted from the Customer’s account, and the amount of Turkish lira or other crypto asset unit accepted by the Customer in exchange shall be credited to the Customer’s account. Purchase or sale transactions requested with insufficient balance shall not be executed.
      4. The Customer accepts and undertakes that, for any buy or sell orders placed on the Platform, the corresponding amount of cash or crypto assets shall be blocked by BiLira until the relevant order is executed or cancelled by the Customer.
      5. The Customer’s buy and sell transactions carried out via the Platform and the transaction result forms relating to such transactions shall be sent to the email address declared by the Customer on the cover page of this Agreement, no later than the end of the day on which the transaction was executed.
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9. PRICING
   
   1. BiLira reserves the right, at its sole discretion, to determine transaction fees for crypto asset and cash deposit and withdrawal transactions and/or to charge the Customer for expenses paid to custodians, other platforms, third parties, and distributed ledger technology networks. Such transaction fees and any changes thereto shall be notified to the Customer via the email address declared on the cover page of this Agreement and shall also be made available electronically on the Platform.
   2. BiLira reserves the right, at its sole discretion, to determine transaction fees for executed buy and sell transactions. Such transaction fees and any changes thereto shall be notified to the Customer via the email address declared on the cover page of this Agreement and shall also be made available electronically on the Platform.
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10. BİLİRA’S LIABILITY FOR PLATFORM SERVICES
    
    1. BiLira is obliged to exercise the utmost care and diligence in the services provided to the Customer and to conduct necessary due diligence when selecting the institutions from which it will receive services, and to exercise the reasonable care and attention expected of it. However, BiLira's liability for the services to be provided under this Agreement shall be limited to cases where fault can be attributed to BiLira. Except for cases where fault is attributable to BiLira, it shall not be held liable for the intent or negligence of the institutions and third parties from which it receives services, or for malfunctions, delays, cyber incidents, and other errors and limitations that may occur in various blockchain systems.
    2. Within this scope, except for situations where fault can be attributed to BiLira as defined in Article 9.1, BiLira shall not be liable for any failure to execute Customer orders and transactions, or the cancellation of an order or transaction agreement due to reasons not originating from BiLira, or the inability to receive data, receipt of incorrect data, failure to execute an order or transaction, or execution of an incorrect order or transaction due to hardware or software technical problems or deficiencies in the data communication systems used by the Customer for reasons not attributable to BiLira, or due to incomplete data broadcasts transmitted by data provider institutions, and other similar reasons that may cause damages to the Customer.
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11. BİLİRA’S RIGHT OF PLEDGE, SET-OFF, RETENTION, AND DEDUCTION
    
    1. The Customer accepts and declares that BiLira shall have the right of pledge, set-off, retention, and deduction—without the need for any further notification to the Customer—over all types of cash, crypto assets, rights, receivables, and capital market instruments in the accounts held by the Customer on the Platform, including crypto assets delivered and deposited into the wallets of contracted custodians on behalf of the Customer, up to an amount sufficient to cover all existing and future debts and obligations of the Customer to BiLira.
    2. BiLira’s right of pledge, set-off, and deduction over cash, crypto assets, rights, receivables, and capital market instruments shall be established at the moment such crypto assets and/or cash are transferred into the Customer’s accounts on the Platform, and shall remain in effect until the complete fulfillment of the Customer’s obligations arising from the services provided by BiLira in line with the purpose of such delivery.
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12. DEFAULT AND INDEMNIFICATION PROVISIONS
    
    1. In the event that the Customer fails to pay the transaction fees, expenses, and all financial obligations—including but not limited to guarantees—that they are required to fulfill under this Agreement, due to insufficient cash or crypto assets in their Platform accounts, and fails to make the payment to BiLira's account as of the date of request or the date on which payment is required despite a demand from BiLira, the Customer shall be deemed in default without the need for any further notice. The Customer accepts, declares, and undertakes that in the event of any of the default situations mentioned above and/or the occurrence of events that significantly adversely affect the Customer’s financial condition, or if the possibility of such situations arising becomes highly probable based on objective criteria, all receivables of BiLira shall become immediately due and payable, and such receivables shall be offset by BiLira ex officio from the Customer’s cash, crypto assets, rights, receivables, capital market instruments, movable property, and all kinds of financial assets based on BiLira’s right of pledge, set-off, retention, and deduction, without the need to initiate any enforcement proceedings; and that if any balance receivables remain after such set-off, and/or if any of the default situations in this clause still exist, the Customer shall pay the outstanding receivables with a default interest of 0.1% per day, along with the related transaction tax and other fund deductions.
    2. In the event that the Customer falls into default under the provisions of this Agreement, or in cases where legal grounds require the realization of collateral to satisfy the receivable, BiLira shall have the right—without any obligation to provide notice or warning, grant a period, obtain permission or approval from any judicial or administrative authority, or fulfill any preliminary requirement such as converting the collateral into cash via auction or any other means—to sell the crypto assets constituting the collateral at a price not lower than the market value on platforms operating within the Republic of Turkey if such assets are listed therein, in order to cover the receivable from the sale proceeds, or to take over ownership of such instruments and offset their value against the Customer's obligations.
    3. In the event that BiLira incurs any legal liability or suffers a loss or debt due to the Customer’s unlawful use of the Platform in violation of this Agreement or applicable laws, the Customer causing such liability or debt shall be obliged to indemnify all damages suffered by BiLira and its executives. The Customer accepts and undertakes to pay a default interest of 0.1% per day for each day the said damage is not compensated.
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13. EFFECTIVENESS AND TERMINATION OF THE AGREEMENT
    
    1. This Agreement shall enter into force as of the “Agreement Date” specified on the cover page and shall remain in effect until it is terminated. Either Party may terminate the Agreement by giving at least five (5) business days’ notice via notary public or registered mail with return receipt.
    2. Each Party shall have the right to immediately terminate this Agreement in the event that: (i) the other Party falls into default, or (ii) the other Party is in a state of insolvency (bankruptcy, administration by a trustee, concordat), or (iii) the other Party loses the legal conditions necessary to fulfill the obligations undertaken under this Agreement, or (iv) due to a legal change, the performance of the Agreement becomes impossible or excessively burdensome. Immediate termination shall become effective upon delivery of the written notice of termination (via notary public or registered mail with return receipt) to the relevant Party. In the event that one of the Parties exercises the right of immediate termination, all accounts opened in the name of the Customer shall be closed, and all existing and future receivables of BiLira related to this Agreement shall be paid immediately by the Customer.
    3. Following termination, the cash and crypto assets in the Customer’s accounts shall be transferred by BiLira to the account or wallet notified by the Customer.
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14. AMENDMENT OF THE AGREEMENT
    The Parties may amend all or part of the terms and provisions of this Agreement based on mutual consent formed by mutually approving such changes via the Platform. By this article, the Customer consents to the amendment of this Agreement in electronic form. In order for the amendments to be made through the Platform, it is mandatory that the Customer accesses the Platform using the password assigned to them and gives electronic confirmation that they have read and understood the relevant amendments.
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15. LEGAL EVIDENCE CLAUSE
    All correspondence and notifications, reports, fax messages, and records—whether in whole or in part—exchanged between the Parties, as well as receipts and invoices containing the written consent of either Party, correspondence sent to the Customer's email address notified under this Agreement, and the records, ledgers, and computer records of the Parties, shall constitute exclusive evidence between the Parties within the scope of this Agreement in accordance with Article 193 of the Civil Procedure Law No. 6100 of the Republic of Turkey.
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16. NON-ASSIGNMENT CLAUSE
    The Customer is personally responsible for fulfilling the obligations under this Agreement. The Customer may not assign or transfer this Agreement or any of the rights or obligations arising from it, in whole or in part, to any person without the prior written consent of BiLira. Any action to the contrary shall constitute a breach of this Agreement.
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17. NOTIFICATIONS
    
    1. Without prejudice to the exceptions specified in this Agreement, all notifications, requests, and other notices to be made by BiLira to the Customer shall be sent to the email address provided on the cover page of this Agreement or to the address stated on the cover page by registered mail with return receipt, courier, or hand delivery. The Customer accepts and undertakes that the address specified in this article constitutes their legal notification address, and that such address is currently valid and in use; that any changes to said address or contact details shall be notified to BiLira in writing, and unless such changes are notified in writing to the other party, any notification made to the addresses and contact details specified herein shall be deemed legally valid and produce all legal effects of a valid notice.
    2. BiLira may procure external services particularly for purposes such as customer identification and verification, providing technical support to the Customer, and managing customer complaints and requests via call center services, and the Customer’s information may need to be shared with such external service providers. The sharing of Customer data with relevant external service providers is subject to the privacy notice published on the Platform and, where applicable, the explicit consent form.
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18. SEVERABILITY
    If any provision, article, or condition of this Agreement is or becomes, at any time and for any reason, wholly or partially invalid, unlawful, or unenforceable, such circumstance shall in no way affect or impair the validity and enforceability of the remaining provisions, articles, or conditions, all of which shall remain in full force and effect. In such case, the Parties shall negotiate in good faith to replace the wholly or partially invalid, unlawful, or unenforceable provisions with new, valid, and enforceable ones that have the same economic and legal effect on the Parties.
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19. GOVERNING LAW AND DISPUTE RESOLUTION
    
    1. This Agreement shall be governed by Turkish law.
    2. Without prejudice to the Customer’s right to take legal action through courts or other legal remedies, the Customer may apply to the TSPB Arbitration Committee in accordance with the Directive of the Turkish Capital Markets Association (TSPB) on the Arbitration Committee for Customer Disputes, for the resolution of disputes arising from crypto asset trading activities with BiLira.
    3. Without prejudice to Article 19.2 of this Agreement, the courts and enforcement offices of Istanbul (Çağlayan) shall have jurisdiction over disputes arising from the implementation or interpretation of this Agreement.
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20. MISCELLANEOUS PROVISIONS
    
    1. Any provisions of this Agreement that violate the Law, Law No. 5549, or the regulations and decisions of the Capital Markets Board (CMB), the Financial Crimes Investigation Board (MASAK), and other relevant public institutions and authorities shall not be enforceable. In cases not regulated by this Agreement, the provisions of the applicable legislation shall apply.
    2. Due to the applicable legislation or any amendments thereto, the declaration and payment of any taxes, withholding taxes, expenses, fees, or similar financial obligations arising and/or to arise against the Customer from portfolio income shall be the sole responsibility of the Customer.