Membership Agreement

1. Parties and purpose of the Agreement

1.1. This Membership Agreement (the “Agreement”) is entered into between VISION VENTURES TEKNOLOJİ TASARIM VE PAZARLAMA ANONİM ŞİRKETİ (“Watchlabb”), located at Caferağa Mah. Şifa Sk. No: 19, Kolektif House, Kadıköy/İstanbul, with MERSİS number 0925125301600001, and the natural person who accepts the Agreement electronically (the “Member”). Watchlabb can be contacted at destek@watchlabb.com and through the official support channels published on the website.

1.2. The Agreement governs the terms of membership, the use of accounts and the parties’ rights and obligations arising from membership in respect of the watchlabb.com website and the web-based mobile app used through this site (the “Platform”).

1.3. Watchlabb is a platform that enables watch listings to be published and interested persons to reach one another. The membership relationship does not make Watchlabb the seller, buyer, representative or guarantor of a watch sale between members. The paid services that Watchlabb offers separately, and the tasks it undertakes in the Trink service, are assessed within the framework of the terms of the relevant service.

2. Scope of the services and related terms

2.1. Depending on the status of their account, their verification level, the availability of the service and any plan entitlements, the Member may manage their profile, browse listings, add them to favourites, follow members or stores, create Watch Radar and notification preferences, post listings and manage their existing listings. Store applications, purchases of paid services and Trink applications are subject to the additional conditions required for the relevant transaction.

2.2. For ordinary watch listings, Watchlabb does not charge a sales commission on the watch sale between the parties. Doping services, such as making a listing more prominent, and store plans are services separate from the watch sale. In the Trink service, however, a service fee, as explained in the terms of the relevant transaction, may arise on a completed transaction.

2.3. The details of special transactions such as listing publication, store use, paid services, Trink and auctions are governed by the terms made available during the relevant transaction. This Agreement contains no undertaking that a feature not yet offered may be used or that all services are free of charge.

2.4. Provisions relating to a specific service apply first in respect of that service. An agreement or consent that the Member must accept separately is not deemed accepted merely because it is named in this Agreement.

3. Formation of membership and sign-in methods

3.1. The Member must be at least 18 years of age and have the legal capacity to carry out membership transactions. A person acting on behalf of a business must be authorised to do so and must provide accurate business information. Opening a store is additionally subject to the store application and acceptance process.

3.2. New membership may be started using one of the authentication methods offered on the Platform: a one-time verification code sent to the phone number via WhatsApp or, for Turkish numbers, by SMS; or authentication with a Google or Microsoft account. Sign-in with a one-time code sent to an e-mail address is for existing accounts that can use this sign-in method; it is not offered as a new e-mail membership.

3.3. Signing in with Google or Microsoft only provides authentication through the relevant account. Permissions given to that provider do not constitute acceptance of the Watchlabb membership agreement or marketing consent for Watchlabb. Completion of the required profile information and acceptance of the membership terms presented on the Platform may be requested separately.

3.4. The Agreement enters into force upon the Member’s electronic acceptance, after the Member has been given the opportunity to access the text. The technical creation of an account or the verification of a sign-in code does not, on its own, mean that all legal texts have been accepted. Watchlabb may restrict transactions that require membership until the required acceptance of membership has been completed.

3.5. The Member uses information that belongs to them and is up to date. The Member may not create an unauthorised membership using another person’s identity, phone number or account, and may not open misleading or duplicate accounts to circumvent restrictions. Watchlabb may request additional verification to resolve incorrect or conflicting accounts.

3.6. There may be areas where membership is not required to browse public listings. Membership does not mean that the right to post listings or to use every service is acquired unconditionally.

4. Account security and verification

4.1. The Member protects access to their phone, e-mail account, Google/Microsoft account and open sessions. The Member does not share one-time sign-in codes with third parties. If the Member suspects unauthorised access, they report it without delay through the official support channels.

4.2. Keeping phone, e-mail and other contact details up to date is the Member’s responsibility. If the phone number is changed, re-verification may be requested. Changes to information that has passed identity verification, such as first name and surname, may be subject to a correction process in which accuracy is checked.

4.3. Phone and identity verification are required for transactions such as posting a listing, opening a store and applying for Trink. Bidding in an auction also requires phone and identity verification and a valid PASS. These verifications and the related records are a fundamental rule of the Platform, in order to prevent fraud, to be able to identify the person carrying out a transaction and to be able to provide information when requested by the competent authorities. A person who does not accept these rules cannot use the relevant transactions; the rules are the same for members living outside Türkiye. Watchlabb may ask for verification to be renewed in the event of suspected fraud, inconsistent information or for security reasons, and may suspend the relevant transaction until the required verification is completed.

4.4. Service providers such as Didit may be used for identity verification. The information processed, the verification method, and the retention and transfer conditions are explained in the relevant privacy notices. Where a process requires separate explicit consent, that consent is obtained separately; this Agreement is not a general consent to the processing of personal data or biometric data.

4.5. Identity or phone verification shows that an account has been matched with certain information. It does not guarantee the person’s honesty, their ability to pay, the ownership or originality of the watch, or that they will fulfil a sales commitment. Verification labels, store status or other marks on the Platform may not be used in these senses.

5. Listings and the Member’s declarations

5.1. The Member who posts a listing declares that they are the owner of the watch or are authorised to sell the watch and to carry out the transactions that are the subject of the listing; that the listing, photographs and descriptions reflect the truth; that the watch is original; and that its sale is not unlawful.

5.2. The Member discloses, accurately and in a way that is not misleading, any known fault, damage, replaced parts, work carried out on the watch, missing accessories, the status of documents and any other important features that may affect the buyer’s decision. The Member may not create listings for watches that are non-original, stolen, unlawfully acquired or that they are not authorised to sell. The Member may not deliver a product other than the watch shown in the images, and may not use images of a different product as if they were their own.

5.3. Price, availability and contact details are kept up to date. The status of the listing is changed appropriately for a watch that has been sold or is no longer offered for sale. The Member is responsible for fulfilling their obligations arising from the listing, offers, payment, hand-over, the condition of the product and their own commercial activity.

5.4. Listings may be published automatically or placed under review, depending on the account and listing type. Previously published listings may also be reviewed again. Publication of a listing does not mean that Watchlabb has physically seen the watch, carried out an expert examination, verified the declarations or approved the sale of the watch. A check based on photographs and descriptions does not constitute a guarantee as to the originality, working order or ownership of the watch, or as to hidden faults.

5.5. The Member may, within the permissions granted to them, edit their listing, deactivate it, mark it as sold or remove it. These actions do not automatically cancel a sale that has taken place, a separately established commitment, or a transaction record that must be retained by law.

5.6. Unless it has expressly undertaken otherwise, Watchlabb does not undertake that a listing will be published within a certain period, that it will receive a certain number of views or offers, or that the watch will be sold for a certain price.

6. The Platform’s role in watch sales

6.1. In ordinary listings, the seller and the buyer agree directly on the features of the watch, its price, the payment method, its inspection, its hand-over, the costs and the other terms of the sale. This sales relationship is established between the persons concerned. Watchlabb does not become a party to the sales contract merely because of membership or the publication of a listing, and does not make statements on behalf of the parties.

6.2. Unless it expressly states that it does so, Watchlabb does not provide an escrow payment or product delivery guarantee service for ordinary listings. It does not assume the other party’s obligation where the seller fails to send the watch, the buyer fails to pay, a deposit is lost, money is sent to a third party’s account or the product turns out to be different from its description.

6.3. The buyer and the seller should check the person they are dealing with, the watch and the payment details in a manner appropriate to the nature of their transaction. Sending a deposit to persons one does not know, and paying into a third party’s account instead of the other party’s, carry significant risks. Platform membership, verification information, a store being listed or having spoken with support does not mean that Watchlabb has assumed these risks.

6.4. Watchlabb may review complaints sent to it from the perspective of Platform security, apply measures to the relevant accounts and listings, and cooperate with the competent authorities in response to lawful requests. These activities are not an undertaking to guarantee the debt of the buyer or the seller, to resolve a dispute conclusively, to refund the price or to take back the watch.

7. Stores, paid services, Trink and auctions

7.1. Store status depends on the application, verification and the relevant store terms. The presence of a store on the Platform does not mean that it sells on behalf of Watchlabb or that Watchlabb guarantees all of the store’s transactions. The store representative states their authority and the business information accurately.

7.2. The scope, price, start, duration and any applicable withdrawal or refund conditions of paid services such as Doping, store plans and auction PASS are subject to the documents shown at the time of purchase. The termination of membership does not, on its own, require every fee to be refunded, nor does it remove any refund or application right that exists by law.

7.3. Trink is a separate service that brings together a person who wishes to sell their watch with member stores that make offers, and includes the offer, hand-over, check and reporting steps explained in the relevant transaction. The amount shown to the seller and Watchlabb’s service fee are determined by the Trink terms and the transaction information. Membership does not, on its own, place Watchlabb under an obligation to buy the watch.

7.4. Acceptance of a Trink application, the forwarding of an offer, the preparation of a report or the store’s approval of the purchase is not a guarantee that the sale will definitely take place. The seller may withdraw from the sale without the store’s permission until the full confirmed net amount payable to them has actually reached their registered account. After full payment, a request to take the watch back or for an agreed cancellation is discussed with the store that bought the watch. Payment, the transfer of the watch to the store and, if the watch remains at the centre, its safekeeping on behalf of the store are governed by the relevant Trink terms. Watchlabb does not assume the store’s debt merely because it acts as intermediary; its own safekeeping and checking duties, and any payment duties it has separately undertaken, continue.

7.5. In listings offered by the auction method, bidding, the reserve price, the determination of the winner, the sharing of contact details and the completion of the sale are subject to the Auction Rules. The determination of the winner is not, on its own, a final sale; the seller reserves the right to approve the sale separately. A party’s failure to fulfil its obligations does not place Watchlabb under an obligation to sell, buy or pay for the watch on that party’s behalf.

8. Prohibited use and misuse

8.1. The Member may not engage in any of the following conduct:

• Using false identity, document or transaction information, or posting misleading listings; committing fraud or assisting in it.

• Manipulating price and interest through non-genuine offers, collusive transactions or other accounts; fraudulently circumventing publication or plan limits.

• Using the name, logo, communication channel or verification signature of Watchlabb, a store or another person without permission; requesting sign-in codes or unauthorised payments.

• Threatening or harassing other members, or publishing discriminatory or unlawful content; unlawfully disclosing other people’s personal information.

• Using the Platform for unauthorised bulk advertising, unsolicited messages, malicious software or unauthorised access; circumventing security measures or disrupting the system.

• Extracting or copying Platform data and content in bulk without permission, or using them to create another database or service; rights of use arising from law are reserved.

• Knowingly producing unfounded complaints or documents; misusing review processes in order to harm another member.

8.2. A complaint made in good faith, a legal application, the pursuit of one’s rights or the lawful reporting of a negative experience does not constitute misuse. Watchlabb does not automatically treat the mere existence of a disagreement between the parties as fraud.

9. Review, restriction and termination of membership

9.1. In the event of a breach of the law or of this Agreement, suspected fraud, inconsistency in verification, a security risk, a misleading listing, a request from a competent authority or repeated misuse, Watchlabb may request information and explanations; reject a listing, remove it from publication, restrict the relevant function, temporarily suspend the account or terminate the membership.

9.2. Repeated breaches of the stated transaction rules, false claims or systematic misleading conduct may be investigated. The failure of a single sale to take place, or the exercise of a right to withdraw from a transaction, does not on its own constitute misuse. If it is established that a Store which made the highest offer in Trink Saat and obtained the Seller’s acceptance has repeatedly, in succession or at different times, withdrawn from the purchase without justified reason even though the reports were consistent with the listing, the management may restrict or end the Store’s participation in Trink Saat. This assessment is made on the basis of transaction records and the related explanations. Watchlabb does not apply fines, contractual penalties or withdrawal penalties in connection with membership and the use of its services; decisions on access to the service are assessed separately.

9.3. Where there is an urgent security, fraud or unlawfulness risk, interim measures may be applied without prior notice. Where giving notice is not objectionable in law or in terms of the security of the review, the Member is given the reasons and an opportunity to appeal. The Member may submit explanations and objections through the support channels; the decision may be re-evaluated in the light of new information and documents.

9.4. Having purchased a paid plan does not confer the right to keep an account or listing that involves a breach open. The effect of a restriction on paid services is determined having regard to the nature of the breach, the service provided, the relevant service agreement and the provisions that must mandatorily be applied.

9.5. Watchlabb may develop its services according to technical and security needs, and may suspend them temporarily for maintenance or for compelling reasons. This power does not mean that obligations relating to services already purchased, or the Member’s acquired rights, are automatically removed.

10. Content and intellectual property rights

10.1. The Member must hold the necessary rights or authorisation to use the photographs, text and other content they upload. The Member may not upload content that infringes the copyright, trade mark, personality or other rights of third parties.

10.2. The Member grants permission to store, reproduce, adapt the technical format of, transmit and publish their content to the extent necessary for it to be displayed on the Platform and in the promotion of the related listing links. This permission does not mean that ownership of the content is transferred to Watchlabb; it is limited to the Platform service and the promotion of the related listing. The use of personal data and of marketing communications directed at individuals is additionally subject to the relevant data processing and consent rules.

10.3. When a listing is removed, new publication and promotional use cease; reasonable steps are taken to remove copies in current campaigns and in technical caches. The retention of necessary records with restricted access because of a legal obligation or a dispute is assessed separately.

10.4. The rights in the Platform’s software, design and trade marks, and in content belonging to Watchlabb, belong to Watchlabb or to the relevant rights holders. Membership does not grant the right to use them, or to allow third parties to use them, other than in the ordinary use of the service.

11. Notifications, communication preferences and support

11.1. Watchlabb may send notifications that are necessary for providing the service, such as sign-in and verification codes, account security, verification results, payment and plan transactions, ongoing store or Trink processes and important changes to the Agreement. Notifications may be made, as appropriate to the transaction, within the Platform, via WhatsApp, by e-mail or by permitted browser/device notifications.

11.2. Optional notifications such as price changes on favourites, listings by followed members and Watch Radar matches are managed through the channel and preference settings offered on the Platform. The scope of notifications required for a transaction is kept limited to that purpose; campaign content is not made mandatory under this heading.

11.3. Promotional and campaign messages are sent where the necessary consent for commercial electronic messages exists. The Member may withdraw their marketing consent through the opt-out and preference management methods provided. Membership, acceptance of the Agreement or writing to the support line does not, on its own, constitute marketing consent. Not giving, or withdrawing, marketing consent does not prevent membership.

11.4. The Member keeps their contact details up to date and checks the notifications relating to their ongoing transactions. A message may be delayed or may not arrive for technical reasons. The sending of a notification does not, on its own, mean in every case that it has been read or legally served; notifications that are subject to a special form by law are subject to their own rules.

11.5. Automated replies and AI-assisted help may be used on the WhatsApp support line; where necessary, the conversation may be transferred to the team. Support conversations and the data used in this service are processed in accordance with the principles explained in the relevant privacy notice. A support reply or referral does not create any product, payment or third-party guarantee that has not been expressly undertaken.

11.6. Before making contact, the Member should check the current official channels published on the Platform. If the Watchlabb signature has been made available for use, the signature set by the Member may be used in the relevant WhatsApp messages, other than sign-in/verification code messages. The signature is a security aid; it is not a guarantee of a watch or of a payment. The Member should not share their sign-in code or personal signature information with third parties.

12. Personal data and privacy

12.1. Information on the processing of personal data relating to membership, verification, listing and service transactions is set out in the privacy notice under KVKK (Turkish Personal Data Protection Law No. 6698), the privacy and cookie documents made available on the Platform and, where necessary, in information specific to the processing concerned.

12.2. Documents obtained for identity verification, and the verification result and other information that the Platform must keep in its own records, are assessed separately. The deletion of a document held by a service provider does not mean that all transaction records are deleted at the same time, nor that all identity information may be retained indefinitely.

12.3. Information and documents may be shared with the competent authorities or the relevant service providers where there is a lawful basis and to the extent necessary. Forwarding a complaint does not mean that the other Member’s identity details will automatically be disclosed to the complainant. Contact details shown to the parties for carrying out a transaction may not be used outside the stated purpose.

12.4. Data subject applications and deletion requests may be submitted through the application channels shown on the Platform. Acceptance of this Agreement does not mean waiving data protection rights or giving blanket consent to all data processing activities.

13. Closure and deletion of the account

13.1. The Member may request the closure of their account and the deletion of their personal data from the deletion section of their account or through the official support channels. Appropriate security steps may be applied to verify the authority of the person making the request.

13.2. Where there are ongoing processes such as a store closure, or a Trink hand-over, check, payment or refund process, automatic account deletion may be restricted until these are safely concluded. In this case, the Member may submit closure requests, requests to withdraw from the transaction and data requests through support. An ongoing transaction does not remove the right to make a data subject application.

13.3. On closure of the account, access to membership functions ends and the related listings are removed from public view. Closure does not automatically terminate debts that have already arisen, sales relationships previously established by the parties, or ongoing hand-overs, payments and disputes. The status of unused paid entitlements is determined according to the relevant service terms.

13.4. Data for which there is no longer a purpose of processing and no legal ground for retention is deleted, destroyed or anonymised. The unnecessary profile information of an account that has made no listing, payment or transaction is not kept indefinitely on the assumption that it may be needed in future.

13.5. Records necessary for proof of acceptance of the Agreement, payment and service records, and records necessary for obligations arising from legislation or for a specific dispute may be retained with restricted access, limited to the relevant purpose and the legal retention period. Removing a public listing and keeping the necessary transaction record in the legal archive are different operations. At the end of the period, if there is no other legal reason requiring retention, these records are also deleted or anonymised.

14. Limits of liability

14.1. The Member is responsible for their own listing, their declarations, the content they upload and the transactions they carry out with the other party. Claims relating to the ownership, originality, non-conformity, hand-over or price of a watch sold are, as a rule, directed against the parties to the relevant sales relationship. Watchlabb does not assume these obligations merely because it provides listing space, carries out identity verification or helps with communication between the parties.

14.2. The conduct of third parties reached through the Platform, correspondence conducted outside the Platform and money transfers are not under Watchlabb’s control. Watchlabb does not give any guarantee of payment, purchase, delivery or indemnity for a transaction it has not expressly undertaken or for the performance of a third party. The subsequent restriction of an account does not result in Watchlabb assuming all past transactions either.

14.3. Interruptions affecting the communications operator, the internet connection, a third-party sign-in provider or other external services may affect access to the Platform and notifications. To the extent permitted by legislation, Watchlabb does not assume the consequences of events beyond its control; its obligation to take the reasonable technical and security measures necessary to run its own service continues.

14.4. If Watchlabb suffers direct loss as a result of the Member’s unlawful conduct, its rights in respect of that loss are reserved. This provision does not mean that every complaint, third-party claim or cost is automatically charged to the Member without review.

14.5. The limits in this Agreement do not remove Watchlabb’s obligations arising from the services it itself provides, its own liability for a watch of which it has actually taken delivery, its liability arising from wilful misconduct or gross negligence, or consumer, data protection and other rights that cannot be excluded by law.

15. Changes to the Agreement and acceptance records

15.1. Watchlabb reserves the right to change free listing limits, plan contents, fees, service periods, and the scope and operation of the services, to create or end campaigns, to add new services or to discontinue a service. This Agreement and the related terms may also be updated in line with changes in the services or in legislation.

15.2. The current text enters into force on the date on which it is published on the Platform. Changes that materially affect the Member’s rights and obligations are announced on the Platform and in the member panel; renewed acceptance is not requested. A Member who continues to use the Platform is deemed to have accepted the current text. A Member who does not accept the change may close their account.

15.3. Changes do not apply retroactively. Paid services already purchased are completed under the terms in force on the date of purchase.

15.4. The text and version for which electronic acceptance was given, when it was given and through which action are recorded in a provable manner. The Member may request, through the support channels, information on the texts and versions they have accepted in relation to their account. These records do not remove the right to use other lawful evidence or to challenge the records.

16. Governing law and entry into force

16.1. Turkish law applies to the Agreement, regardless of the country in which the Member lives. Mandatory consumer, personal data and other protective provisions and mandatory rules on jurisdiction are reserved.

16.2. The Member may first submit their issues to Watchlabb’s official support channels. A support application does not suspend statutory application periods and does not remove the right to apply to the competent court, enforcement office, consumer arbitration committee or relevant administrative authorities.

16.3. The invalidity of one provision does not automatically prevent the application of the other provisions; the legislation that should apply in place of the invalid provision is taken as the basis.

16.4. This Agreement enters into force upon the Member’s electronic acceptance and applies until the membership ends. Provisions on transactions, record retention, intellectual property and disputes which by their nature continue after membership remain in force, limited to the relevant purpose and legal periods.