Effective Date:
1. LEGAL NATURE OF THE PLATFORM
Xplore Work is a digital technology and commercial communication platform that facilitates connections between producers, sellers, suppliers, distributors, and other commercial enterprises operating on a global scale.
The Platform may provide technical infrastructure, digital matching, communication, listings, company profiles, and other related digital services that enable users to establish direct commercial relationships.
Unless expressly stated otherwise, Xplore Work is not a party to any commercial transaction or agreement entered into between users.
Xplore Work does not act as a:
- buyer,
- seller,
- manufacturer,
- supplier,
- distributor,
- commercial representative,
- agent,
- broker,
- commission agent,
- carrier,
- actual carrier,
- logistics operator,
- insurer,
- customs broker,
- payment institution, or
- financial intermediary.
The services provided through the Platform are primarily limited to digital infrastructure, commercial matching, communication, and related technology services.
Commercial transactions conducted between users are carried out based solely on the independent will, commercial assessment, and decisions of the respective parties.
2. DISCLAIMER REGARDING CONTENT AND COMMERCIAL REPRESENTATIONS
Company information, product descriptions, product images, price quotations, production capacity statements, stock information, certificates, licenses, commercial documents, and other user content available on the Platform are, unless expressly stated otherwise, provided by the respective users.
Subject to mandatory provisions of applicable law, Xplore Work makes no express or implied representation or warranty regarding the:
- accuracy,
- completeness,
- timeliness,
- authenticity,
- commercial suitability,
- reliability, or
- adequacy for any particular transaction
of information provided by users.
Before making any commercial decision, users are responsible for independently evaluating information obtained through the Platform, verifying relevant documents and representations where necessary, and conducting appropriate commercial due diligence.
Subject to mandatory provisions of applicable law, responsibility for disputes or damages arising from false, incomplete, outdated, or misleading information provided by users rests with the relevant user or commercial parties.
3. COMPANY VERIFICATION AND “VERIFIED” STATUS
Xplore Work may implement verification procedures for certain users or companies in order to enhance Platform security and commercial transparency.
As part of these procedures, Xplore Work may request and review tax documents, trade registry records, business activity certificates, producer certificates, authorization documents, licenses, or other official documentation.
A user or company being designated as “Verified,” “Doğrulanmış,” or with any similar status on the Platform means only that the relevant stages of the verification process determined by Xplore Work have been completed.
Such status does not constitute a guarantee by Xplore Work regarding the:
- financial strength of the company,
- ability to pay,
- creditworthiness,
- commercial reputation,
- quality of its products or services,
- ability to deliver,
- performance of its contractual obligations,
- continuous compliance with applicable laws and regulations, or
- safety or success of any commercial transaction.
Verification does not constitute investment, credit, commercial, or reliability advice or endorsement.
Users are responsible for conducting any independent legal, financial, commercial, and technical due diligence they consider necessary before entering into a commercial relationship.
4. COMMERCIAL TRANSACTIONS AND AGREEMENTS
In connection with commercial relationships established through the Platform, matters including:
- product damage,
- delivery delays,
- payment disputes,
- quality discrepancies,
- breach of contract,
- incomplete delivery,
- defective or non-conforming products,
- false or misleading representations,
- non-payment,
- order cancellations, or
- other commercial disputes between the parties
are the responsibility of the relevant commercial parties.
Xplore Work does not guarantee the performance of agreements entered into between users and, unless expressly agreed otherwise, assumes no debt, obligation, or liability under such agreements.
Unless expressly stated otherwise, Xplore Work does not act as an arbitrator, mediator, court, or mandatory dispute resolution authority in disputes between users.
5. DISCLAIMER REGARDING LOGISTICS AND TRANSPORTATION SERVICES
The Platform may enable users to view logistics options, connect with logistics service providers, or access technical integrations with third-party logistics systems.
Unless expressly stated otherwise, the availability of such features does not mean that Xplore Work is a party to any transportation, freight, warehousing, or logistics agreement.
Issues arising during transportation, including:
- damage,
- loss,
- delay,
- incorrect delivery,
- customs detention or seizure,
- import or export restrictions,
- delivery restrictions resulting from embargoes or sanctions, or
- similar logistics-related issues
may be the responsibility of the relevant carrier, logistics service provider, and/or commercial parties.
Unless expressly assumed otherwise, Xplore Work shall not be considered a carrier or actual carrier.
Any liability arising under mandatory provisions of applicable law remains unaffected.
6. INTERNATIONAL TRADE RISKS
International trade inherently involves economic, legal, political, and operational risks.
Such risks may include, without limitation:
- exchange rate fluctuations,
- changes in import and export regulations,
- customs practices,
- tax changes,
- embargo decisions,
- international sanctions,
- export control restrictions,
- political crises,
- war or armed conflict,
- border or port closures,
- supply chain disruptions,
- logistics disruptions, and
- changes in the laws or regulations of relevant countries.
Users are independently responsible for assessing the laws and regulations applicable to their international commercial activities, including sanctions and export control requirements, customs rules, and other regulatory obligations.
Subject to mandatory provisions of applicable law, Xplore Work shall not be liable for commercial losses or damages arising from such developments that are outside its reasonable control.
7. TECHNICAL INFRASTRUCTURE AND SERVICE CONTINUITY
Xplore Work aims to provide the Platform services with reasonable care and in accordance with appropriate technical standards.
However, Xplore Work does not guarantee that the Platform will at all times be:
- uninterrupted,
- error-free,
- completely free from security vulnerabilities, or
- continuously accessible.
Service interruptions or performance issues may occur due to:
- scheduled or emergency maintenance,
- system updates,
- software or hardware failures,
- cyberattacks,
- internet or telecommunications outages,
- data center failures,
- cloud infrastructure disruptions,
- third-party service provider failures, or
- force majeure events.
Xplore Work will seek to take appropriate measures to mitigate the effects of technical disruptions that are reasonably beyond its control.
Subject to mandatory provisions of applicable law, Xplore Work shall not be liable for indirect commercial losses resulting from technical disruptions outside its reasonable control.
8. THIRD-PARTY SERVICE PROVIDERS
The Platform may integrate with payment systems, app stores, cloud infrastructure providers, hosting services, mapping services, logistics companies, verification services, analytics tools, or other third-party service providers.
Such services may be provided under the respective third parties’ own terms, privacy policies, technical systems, and legal obligations.
Xplore Work does not guarantee against service interruptions, security issues, or contractual breaches resulting from independent acts or omissions of third-party service providers outside Xplore Work’s reasonable control.
However, this provision shall not be interpreted as excluding liability that may arise from Xplore Work’s own selection, instructions, acts, omissions, or mandatory provisions of applicable law.
9. LIMITATION OF INDIRECT AND CONSEQUENTIAL DAMAGES
To the maximum extent permitted by applicable law, Xplore Work shall not be liable for:
- loss of profit,
- loss of business or revenue,
- business interruption,
- reputational harm,
- loss of data,
- loss of contracts,
- loss of commercial opportunities,
- loss of anticipated savings,
- third-party claims, or
- indirect, incidental, special, or consequential damages.
This limitation applies, to the extent permitted by mandatory provisions of applicable law, regardless of whether the claim is based on contract, tort, negligence, or any other legal theory.
This limitation shall not apply to damages caused intentionally or through gross negligence, or to any other liability that cannot lawfully be excluded or limited.
10. ASSUMPTION OF RISK AND INDEPENDENT COMMERCIAL ASSESSMENT
By using the Platform, the user acknowledges that commercial activities, particularly international trade transactions, involve certain economic, legal, operational, and counterparty risks.
Use of Xplore Work does not eliminate the user’s responsibility to conduct independent commercial assessments and appropriate due diligence.
Where users consider it necessary, they are responsible for obtaining independent legal, tax, financial, customs, insurance, or other professional advice before entering into a transaction.
Information, matching, verification, or technical tools provided through the Platform do not, by themselves, constitute a guarantee that any particular commercial transaction is safe, lawful, profitable, or successful.
11. LEGAL SCOPE AND INTERPRETATION
This Disclaimer and Limitation of Liability Notice shall apply to the fullest extent permitted by applicable law.
Nothing in this Notice shall be interpreted as excluding or limiting:
- liabilities that cannot lawfully be limited or excluded,
- mandatory liability for damages caused intentionally or through gross negligence, or
- user rights arising under mandatory provisions of applicable law.
If any provision of this Notice is found to be invalid or unenforceable under applicable law, such invalidity or unenforceability shall not affect the validity of the remaining provisions.
The relevant provision shall be interpreted and applied to the maximum extent legally permissible.
12. GENERAL LIMITATION OF PLATFORM LIABILITY
Xplore Work aims to provide its services with reasonable care. However, to the maximum extent permitted by mandatory provisions of applicable law, Xplore Work’s liability arising from the use of the Platform is limited.
To the extent permitted by applicable law, Xplore Work’s aggregate liability arising from any event or series of related events shall not exceed the total subscription fees actually paid to Xplore Work by the relevant user during the twelve (12) months immediately preceding the event giving rise to liability.
If the user has not paid any subscription fees to Xplore Work during the relevant twelve (12)-month period, Xplore Work’s aggregate liability shall, to the extent permitted by applicable law, be limited to EUR 100 or its equivalent in local currency.
This limitation applies regardless of the legal basis of the claim, including contract, tort, negligence, or any other legal theory.
However, this limitation of liability shall not apply to damages arising from:
- Xplore Work’s intentional unlawful conduct,
- gross negligence by Xplore Work, or
- any other liability that cannot be excluded or limited under applicable law.
Where mandatory provisions of applicable law impose a higher level of liability, such mandatory provisions shall prevail.
13. INDEMNIFICATION, DEFENSE, AND HOLD HARMLESS
To the extent permitted by applicable law, the user agrees to indemnify and hold harmless Xplore Work, its affiliates, directors, employees, and representatives against third-party claims, lawsuits, administrative proceedings, damages, fines, reasonable costs, and reasonable legal expenses arising out of or relating to the user’s own use of the Platform, commercial activities conducted through the Platform, or unlawful conduct by the user.
This obligation may include, in particular, claims arising from:
- providing false, fraudulent, or misleading information or documents,
- engaging in unlawful commercial activities,
- violating sanctions, embargo, or export control regulations,
- infringing intellectual property rights,
- violating customs or tax regulations,
- infringing third-party rights, or
- violating Platform policies or user obligations.
This indemnification obligation applies only to the extent that the relevant claim or damage arises from the user’s acts, omissions, violations, or matters within the user’s responsibility.
If a third-party claim within the scope of this provision is brought against Xplore Work, the user agrees, subject to applicable law, to provide reasonable cooperation in the defense of such claim and to bear reasonable legal expenses arising from matters for which the user is responsible.
Xplore Work reserves the right to participate in the defense in order to protect its legitimate interests or, subject to applicable law and the circumstances of the relevant matter, to assume control of the defense.
Nothing in this Section shall be interpreted as requiring the user to indemnify Xplore Work for losses arising from Xplore Work’s own fault, negligence, intentional unlawful conduct, or liabilities imposed on Xplore Work by mandatory provisions of law.