Publisher (Developer) Distribution Agreement

Plain-language summary (not legally binding). You keep ownership of your game. You give Benerits a non-exclusive, worldwide licence to host, show and promote it, including inside Benerits' own mobile app wrappers. Every version is reviewed before it goes live, and Benerits decides where and how prominently games appear. Benerits runs all advertising through its SDK, and you get 50% of the Net Ad Revenue from your game, or 70% if you keep the web version exclusive to Benerits for 12 months after Full Launch (see Schedule A). Your game must not show its own ads, run trackers or analytics, redirect players elsewhere, or collect player data. You receive aggregated statistics only, never personal data. Fraudulent or invalid traffic can lead to revenue being withheld or clawed back and to termination. Either party can end the relationship, and revenue you have already earned is still paid. Disputes go to arbitration at the Istanbul Arbitration Centre (ISTAC) under Turkish law. Only the numbered clauses below are binding. This box is not.

This Publisher (Developer) Distribution Agreement (the "Agreement") is entered into between:

[BENERITS LEGAL ENTITY NAME], a company incorporated under the laws of the Republic of Türkiye, with its registered address at [REGISTERED ADDRESS], registered with trade registry / MERSIS no. [TRADE REGISTRY / MERSIS NO.], tax office / tax no. [TAX OFFICE / TAX NO.], contact: [CONTACT EMAIL: [email protected]] ("Benerits", "we" or "us"); and

the natural person or legal entity identified as the publisher in the Studio account through which this Agreement is accepted (the "Publisher" or "you"),

each a "Party" and together the "Parties".

By clicking "I accept" (or an equivalent control) in the Studio, or by submitting a Game for review, the Publisher agrees to be bound by this Agreement. If the person accepting does so on behalf of a legal entity, that person represents and warrants that he or she has full authority to bind that entity, and "Publisher" refers to that entity.

1. Definitions and Interpretation

1.1 In this Agreement, the following capitalised terms have the meanings set out below. Terms defined in Schedule A have the same meaning when used in this Agreement.

• "Ad Formats" means the advertising formats that Benerits makes available through the SDK or the Portal from time to time, currently "Interstitial Ads" (full-screen ads shown at a natural break in gameplay), "Rewarded Ads" (ads the player chooses to watch in exchange for an in-game reward) and "Banner Ads" (display ads rendered by the Portal outside the Game frame).
• "Ad & SDK Policy" means the Benerits Ad & SDK Policy for Publishers, as amended in accordance with Clause 30.
• "Ad Networks" means the third-party advertising networks, exchanges, mediation platforms and other demand sources through which Benerits sells advertising inventory, currently including AppLovin (MAX mediation) and Google (AdMob, Google Ad Manager and H5 Games Ads), together with any network Benerits adds or replaces in the future.
• "Addendum" means a Game Distribution Addendum concluded for a specific Game in the form made available in the Studio, which records the Game, the Revenue Share tier, the exclusivity election, the effective date, the Territory and any Special Terms.
• "Affiliate" means, in relation to a Party, any entity that directly or indirectly controls, is controlled by or is under common control with that Party, where "control" means ownership of more than 50% of the voting rights or the power to direct management.
• "Aggregated Statistics" means statistical information relating to a Game (such as plays, play time, retention, ratings, impressions and revenue) that is aggregated and de-identified such that it does not relate to an identified or identifiable natural person.
• "Applicable Law" means all laws, regulations, binding decisions of competent authorities and court orders applicable to a Party or to the relevant activity, including Data Protection Laws, consumer protection, advertising, sanctions, export control, anti-bribery and tax laws.
• "Basic Launch" means the initial release stage of a Game in which it is made available on the Portal with limited visibility (for example, in new-release shelves, search results or to a sample of players) so that its performance can be measured.
• "Brand Guidelines" means Benerits' guidelines on the use of the Benerits Marks, as published in the Studio.
• "Build" means a compiled, executable HTML5 version of a Game (including its JavaScript, WebAssembly, assets and configuration files) that is uploaded to the Studio, excluding source code.
• "Business Day" means a day other than a Saturday, a Sunday or an official public holiday in the Republic of Türkiye (including half-day eves of religious holidays).
• "Cloud Save" means the SDK feature by which a Game stores and retrieves a player's game progress on Benerits' servers, as described in Clause 7.
• "Confidential Information" has the meaning given in Clause 20.1.
• "Content Policy" means the Benerits Content Policy & Community Guidelines that set out the content standards for Games and related materials, as amended in accordance with Clause 30.
• "Data Protection Laws" means all Applicable Laws relating to personal data and privacy, including the Turkish Law No. 6698 on the Protection of Personal Data ("KVKK") and its secondary legislation, Regulation (EU) 2016/679 ("GDPR"), the GDPR as retained in the laws of the United Kingdom ("UK GDPR") and the Data Protection Act 2018, the ePrivacy Directive 2002/58/EC and its national implementations, the California Consumer Privacy Act as amended by the California Privacy Rights Act ("CCPA/CPRA"), and the Children's Online Privacy Protection Act ("COPPA").
• "Effective Date" means the date on which the Publisher accepts this Agreement electronically in accordance with Clause 32.
• "Exclusivity Period" has the meaning given in Clause 9.2.
• "Full Launch" means the release stage in which a Game is eligible to appear on all shelves, categories and surfaces of the Portal, as determined by Benerits in accordance with Clause 5.7.
• "Game" means each game (including all of its Versions, Builds, updates, levels, characters, audio-visual elements, titles, names and related materials) that the Publisher submits to Benerits under this Agreement.
• "Gameplay Content" means screenshots, video recordings, live streams, clips, GIFs and similar audio-visual material depicting a Game being played, whether created by Benerits, players or content creators.
• "Intellectual Property Rights" means all copyrights and related rights (including rights under Turkish Law No. 5846 on Intellectual and Artistic Works ("FSEK")), trade marks, service marks, trade names, domain names, designs, patents, rights in software, rights in databases, rights in know-how and trade secrets, rights of publicity and personality, and all other intellectual property rights, in each case whether registered or unregistered, together with all applications, renewals and extensions, anywhere in the world.
• "Invalid Traffic" or "IVT" has the meaning given in Clause 12.1.
• "Link-Hosted Game" means a Game that, with Benerits' prior approval, is served from infrastructure operated by or for the Publisher at a URL submitted in the Studio rather than from a Build hosted by Benerits.
• "Marketing Materials" means the Game's title, logo, icons, thumbnails, key art, descriptions, screenshots, trailers and other promotional assets supplied by the Publisher or generated by Benerits from the Game in accordance with Clause 4.3.
• "Native Wrapper" means a native software application for iOS, Android or another operating system, published by or for Benerits under its own developer accounts, which embeds, packages or displays one or more Games (for example, in a web view).
• "Net Ad Revenue" has the meaning given in Schedule A.
• "Other Web Portal" has the meaning given in Clause 9.3.
• "Personal Data" means any information relating to an identified or identifiable natural person, and includes "personal information" under the CCPA/CPRA.
• "Player" means any natural person who accesses or plays a Game on or through the Portal or a Native Wrapper.
• "Player Data" means any Personal Data relating to Players, including account data, gameplay data, Cloud Save data, device and browser information, identifiers, consent records and advertising identifiers.
• "Player Terms" means the Benerits Player Terms of Service that govern Players' use of the Portal, as published by Benerits.
• "Policies" means the Content Policy, the Ad & SDK Policy, the Brand Guidelines, the SDK Documentation and any other policy expressly incorporated into this Agreement, each as amended in accordance with Clause 30.
• "Portal" means the Benerits online game platform available at benerits.com and its sub-domains, localised versions, successor domains, Native Wrappers and any other website, application or service operated by or for Benerits through which Games are made available to Players.
• "Revenue Share" means the percentage of Net Ad Revenue payable to the Publisher in respect of a Game in accordance with Schedule A and the applicable Addendum.
• "Schedule A" means the Revenue Share Schedule attached to and forming part of this Agreement.
• "SDK" means the Benerits software development kit (including its JavaScript library, application programming interfaces, sample code and tools) that Benerits makes available for integration into Games, together with its updates and successors.
• "SDK Documentation" means the technical documentation for the SDK and the Studio published by Benerits (including at /studio/docs), as updated from time to time.
• "Server-Connected Game" means a Game that exchanges data at run-time with servers operated by or for the Publisher or a third party (for example, for multiplayer, leaderboards or live operations), other than Benerits' own servers.
• "Special Terms" means any terms set out in the "Special terms" section of an Addendum.
• "Standard Tier" and "Web-Exclusive Tier" have the meanings given in Schedule A.
• "Studio" means Benerits' online developer console through which Publishers create accounts, accept agreements, upload Builds, submit Games, receive review decisions, view Aggregated Statistics and statements, and manage payment details.
• "Territory" means the whole world, unless Special Terms provide otherwise.
• "Version" means each distinct release of a Game submitted for review, identified by a version number or Build in the Studio.

1.2 In this Agreement, unless the context requires otherwise: (a) clause headings are for convenience only and do not affect interpretation; (b) references to Clauses are to clauses of this Agreement, and references to Schedule A include its clauses; (c) "including" and similar words mean "including without limitation"; (d) words in the singular include the plural and vice versa; (e) a reference to a law includes that law as amended, re-enacted or replaced and its secondary legislation; (f) "written" and "in writing" include email and notices given through the Studio; (g) "days" means calendar days unless Business Days are specified; and (h) the rule of interpretation against the drafter shall not apply to the extent permitted by Applicable Law, without prejudice to Article 23 of Turkish Code of Obligations No. 6098 ("TBK") where it mandatorily applies.

2. Structure of the Agreement

2.1 Contract documents. The contract between the Parties consists of: (a) this Agreement; (b) Schedule A; (c) each Addendum; and (d) the Policies, which are incorporated into this Agreement by reference.

2.2 Order of precedence. In the event of a conflict, the following order of precedence applies: (a) the Special Terms of the relevant Addendum, but only for the Game concerned and only to the extent the Special Terms expressly state that they override a specified provision; (b) this Agreement; (c) Schedule A; (d) the rest of the relevant Addendum; (e) the Ad & SDK Policy; (f) the Content Policy; and (g) the other Policies.

2.3 Addenda. After a Version of a Game has been approved in review, Benerits will make an Addendum available in the Studio. No Game will be released on the Portal until the Publisher has accepted the Addendum for that Game. Each Addendum incorporates this Agreement and Schedule A, and together they form a separate contract for the Game concerned, so that the termination or expiry of one Addendum does not affect the others.

2.4 Policies. The Publisher shall comply with the Policies in force from time to time. The Policies are published in the Studio, and the version in force on any date is the version published in the Studio on that date.

3. Eligibility, Account and Verification

3.1 Eligibility. The Publisher must be: (a) a legal entity duly incorporated and validly existing; or (b) a natural person who has reached the age of majority in his or her country of residence and in any event is at least 18 years old, and who has full legal capacity. The Publisher enters into this Agreement for trade, business, craft or professional purposes and not as a consumer. The Publisher acknowledges that consumer protection legislation, including Turkish Law No. 6502 on Consumer Protection, therefore does not apply to this Agreement.

3.2 Accuracy of information. The Publisher shall provide complete, accurate and current information in the Studio (including legal name, address, tax residence, tax identification, contact and payment details) and shall update it within 10 days of any change. Benerits may rely on the information provided and is not liable for any loss arising from inaccurate or outdated information, including payments made to incorrect accounts.

3.3 Verification. Benerits may at any time require the Publisher to provide documents or information to verify its identity, its authority, its beneficial owners, its tax status, or its compliance with Clauses 25 and 26 ("Verification"). Benerits may suspend submissions, releases and payments until Verification has been completed to its reasonable satisfaction.

3.4 Account security. The Publisher is responsible for all activity in its Studio account, shall keep its credentials confidential, shall enable any security measures Benerits makes available (such as multi-factor authentication), and shall notify Benerits without undue delay of any unauthorised access. Benerits may treat any instruction given through the Publisher's Studio account as given by the Publisher.

3.5 Team members. Where the Studio allows the Publisher to invite team members, the Publisher is responsible for their acts and omissions as if they were its own, and shall ensure that each team member complies with this Agreement.

4. Licence Grant

4.1 Distribution licence. Subject to the terms of this Agreement, the Publisher grants to Benerits and its Affiliates a non-exclusive, worldwide, transferable only in accordance with Clause 27, sublicensable only in accordance with Clause 4.6, licence, for the term set out in Clause 4.9, to exercise the following rights in and to each Game and its Marketing Materials, in any medium and by any technical means now known or developed in the future, for the purposes of operating, distributing, monetising and promoting the Portal and the Games:

(a) reproduction (FSEK Article 22): to copy, store, cache, mirror, back up and archive the Game and its Builds, in whole or in part, on servers, content delivery networks and devices;

(b) distribution (FSEK Article 23): to distribute the Game to Players, including by making it available for download or installation as part of a Native Wrapper;

(c) public performance and display (FSEK Article 24): to display, perform and execute the Game publicly;

(d) communication to the public (FSEK Article 25): to transmit, stream, serve and make the Game available to the public by wire or wireless means, including over the internet and in such a way that members of the public may access it from a place and at a time individually chosen by them;

(e) adaptation (FSEK Article 21), limited to the technical adaptations described in Clause 4.4; and

(f) the right to authorise Players to access, play and use the Game on the Portal in accordance with the Player Terms.

4.2 Platforms and Native Wrappers. The licence in Clause 4.1 covers distribution through the Portal on desktop and mobile web browsers and through Native Wrappers, including their publication on third-party app stores (such as the Apple App Store and Google Play) under Benerits' developer accounts, and through smart TV, in-car or other devices capable of running HTML5 content via Benerits' own applications. The Publisher may, by stating so in the Special Terms of an Addendum, exclude a Game from Native Wrappers. Any distribution of a Game on a third-party website or service that is not operated by or for Benerits (syndication) requires the Publisher's prior written consent, which may be given in the Special Terms.

4.3 Marketing licence. The Publisher further grants Benerits and its Affiliates a non-exclusive, worldwide, royalty-free licence, for the term set out in Clause 4.9, to reproduce, adapt (including resizing, cropping, re-formatting, translating and subtitling), distribute, display and communicate to the public the Marketing Materials, and to create and use Gameplay Content, thumbnails, short videos, trailers and other promotional materials derived from the Game, together with the Publisher's name, trade names and logos, in each case to market and promote the Game and the Portal on the Portal, in Native Wrappers, in newsletters, on social media, in app store listings, in advertising campaigns (including user-acquisition campaigns on third-party platforms), in press materials and at events. Benerits will not materially alter the Game's title or logo without the Publisher's consent, except for technical re-formatting and localisation of descriptive text.

4.4 Technical adaptations. Benerits may make technical adaptations to Builds that are reasonably required to host, secure, serve, optimise or monetise the Game, including: compression and re-encoding of assets; changing file paths and content-delivery settings; wrapping the Game in a sandboxed frame; injecting or updating the SDK loader, consent tools and security headers; applying content security policies; adapting the Game's display to screen sizes and orientations; and automatic translation or localisation of metadata. Benerits will not modify the gameplay, storyline, characters, artwork or audio of a Game without the Publisher's consent, except to disable a feature that breaches this Agreement pending a corrected Version.

4.5 Gameplay Content by Players and creators. The Publisher grants Benerits the right to permit, and hereby itself permits, Players and content creators (including participants in the Benerits Creator Programme) to capture, record, stream, edit, publish and monetise Gameplay Content on third-party platforms such as YouTube, Twitch, TikTok and Instagram, provided that such Gameplay Content does not distribute a playable copy of the Game. The Publisher shall not, and shall ensure that its licensors do not, make copyright or content-identification claims (such as YouTube Content ID claims) against Gameplay Content created in accordance with this Clause 4.5. The Publisher may ask Benerits to exclude a Game from this permission by giving notice in the Studio. Such an exclusion has effect only for Gameplay Content created after Benerits confirms it.

4.6 Sublicensing. Benerits may sublicense the rights granted in this Clause 4 only: (a) to its Affiliates; (b) to hosting, content delivery, security, analytics and other service providers acting on its behalf; (c) to Ad Networks, to the extent strictly necessary to serve and measure advertising in or around the Game; (d) to app-store operators, to the extent necessary to distribute Native Wrappers; (e) to Players, as described in Clause 4.1(f); and (f) to Players and content creators, as described in Clause 4.5. Benerits remains responsible for the acts of its sublicensees under items (a) and (b) as if they were its own.

4.7 No transfer of ownership. As between the Parties, the Publisher (or its licensors) retains all right, title and interest, including all Intellectual Property Rights, in and to the Games and the Marketing Materials. Nothing in this Agreement assigns or transfers any Intellectual Property Rights in a Game to Benerits. Benerits (or its licensors) retains all right, title and interest, including all Intellectual Property Rights, in and to the Portal, the Studio, the SDK, the SDK Documentation, the Benerits Marks, Aggregated Statistics and all data, software and materials created by Benerits, including Gameplay Content and promotional materials created by Benerits, to the extent that they do not reproduce protected elements of a Game. All rights not expressly granted are reserved.

4.8 Moral rights. The Publisher shall ensure that each author of a Game consents, to the fullest extent permitted by FSEK and other Applicable Law, to the uses described in this Clause 4, including the technical adaptations in Clause 4.4, and undertakes not to exercise moral rights (including the rights to disclose the work, to be named and to prevent modification) in a way that would prevent those uses. Benerits will credit the Publisher as the developer of the Game on the Game's page on the Portal, in the form entered in the Studio.

4.9 Term of licences. The licences in this Clause 4 start, for each Game, when the Game is first submitted for review, and continue until the Game is removed from the Portal in accordance with Clause 16 or this Agreement or the relevant Addendum terminates, subject to Clause 23. Until the Game is released, Benerits may exercise the licences only to review and test the Game.

4.10 Feedback. If the Publisher provides suggestions or feedback about the Portal, the Studio or the SDK, Benerits may use them freely and without obligation to the Publisher. This does not grant Benerits any right in the Games.

5. Submission and Review

5.1 Submission. To submit a Game, the Publisher shall upload a Build or, where Benerits has approved a Link-Hosted Game, submit the URL, and shall complete all required metadata in the Studio. This includes the title, description, categories, controls, supported devices and orientations, the languages supported, the age-appropriateness and content descriptors required by the Content Policy, a list of third-party assets, engines and licences used (Clause 13.2), and the Marketing Materials. The Publisher shall not upload source code, and Benerits has no obligation to accept or retain source code.

5.2 Link-Hosted Games. Benerits may accept a Link-Hosted Game at its discretion. For each Link-Hosted Game, the Publisher shall: (a) ensure that the content served at the submitted URL is identical to the Version approved in review; (b) not change that content except by submitting a new Version for review in accordance with Clause 17; (c) maintain availability, performance and security at least equal to Benerits' hosting standards published in the SDK Documentation; and (d) not use the hosting infrastructure to collect Player Data or to track Players. Benerits may at any time require the Publisher to supply a Build of a Link-Hosted Game for hosting by Benerits, and may mirror or cache a Link-Hosted Game in accordance with Clause 4.1(a).

5.3 Automated checks. Each Version is subject to automated checks. These may include malware and security scanning, detection of the game engine, of external domains and network requests, of advertising, tracking and analytics code and of prohibited third-party SDKs, verification of SDK integration and events, checks of viewport, loading performance, file size, cross-origin isolation requirements and browser compatibility, and similarity checks against existing content. The Publisher shall not attempt to evade, detect or defeat automated checks, including by serving different content to reviewers and to Players.

5.4 Human review. Each Version that passes the automated checks is reviewed by Benerits personnel or contractors, who assess compliance with this Agreement and the Policies, technical quality, playability, age-appropriateness and suitability for the Portal.

5.5 Review decisions. After review, Benerits will notify the Publisher through the Studio of one of the following decisions: (a) approved; (b) changes requested, with a statement of the changes required; or (c) rejected, with a statement of the principal reasons, unless giving reasons is prohibited by Applicable Law or would compromise security or an investigation. Benerits may take into account any factor it considers relevant, including the quality and originality of the Game, the Portal's existing catalogue and Player safety. Benerits has no obligation to approve any Game or Version. Review times shown in the Studio are estimates only.

5.6 Resubmission and appeal. The Publisher may resubmit a Version after addressing the changes requested or the reasons for rejection. The Publisher may also ask for a rejection decision to be reconsidered by giving reasons through the Studio within 30 days. Benerits will consider the request in good faith and communicate its final decision within a reasonable time. That decision is without prejudice to Clause 31.

5.7 Basic Launch and Full Launch. Once the Addendum has been accepted, an approved Game is first released in Basic Launch. Benerits will decide whether and when to move a Game to Full Launch on the basis of its performance and quality. The factors Benerits may consider include engagement, retention, average play time, ratings, technical stability, load times, ad performance, Player feedback and compliance with the Policies. The factors and any indicative thresholds published in the Studio are for guidance only, and meeting them does not entitle the Publisher to Full Launch. Benerits may return a Game from Full Launch to Basic Launch, or limit its visibility, if its performance or compliance declines.

5.8 Editorial discretion. Benerits has sole editorial discretion over the presentation of Games on the Portal. This includes decisions on whether, where, when, how prominently and for how long a Game is shown, on its placement on shelves, in categories, in search and in recommendations, and on the tags, localised titles and descriptions, thumbnails and page layout used. Benerits may run experiments (such as A/B tests of thumbnails or placement). Benerits does not guarantee any particular placement, visibility, traffic, number of Players, ad fill, eCPM or revenue, and the Publisher acknowledges that the success of a Game on the Portal is uncertain.

5.9 Age suitability and ratings. The Publisher shall accurately complete the content questionnaire in the Studio. Benerits may assign or adjust an age classification for any Game, restrict it to certain audiences, or apply contextual (non-personalised) advertising to it, and the Publisher shall not design a Game to be primarily directed at children under 13 unless Benerits has expressly agreed in the Special Terms.

5.10 Unreleased Games. Benerits shall treat unreleased Builds and metadata as Confidential Information of the Publisher until their release on the Portal.

6. Technical Requirements

6.1 Mandatory SDK integration. Each Game shall integrate the current supported version of the SDK in accordance with the SDK Documentation and the Ad & SDK Policy. At a minimum, each Game shall correctly implement initialisation, the loading events (including loadingProgress and loadingDone), the gameplay events (gameplayStart and gameplayStop), the pause, resume, mute and unmute handlers, and, where the Game displays advertising, the SDK ad-request methods for Interstitial Ads and Rewarded Ads. Where the Game uses Cloud Save, it shall do so only through the SDK. SDK integration is a condition of monetisation and of Cloud Save. Games that do not integrate the SDK correctly may be rejected, receive no Revenue Share or be removed.

6.2 No own advertising, trackers or analytics. Benerits has the exclusive right to monetise and measure Games on the Portal. The Publisher shall not include in any Game, or load at run-time: (a) any advertising, sponsorship messages, cross-promotions or house ads, other than through the SDK or as expressly permitted in the Special Terms; (b) any advertising, attribution, analytics, telemetry, crash-reporting, heat-mapping, fingerprinting or tracking code, pixel, beacon, cookie or SDK, whether operated by the Publisher or a third party; or (c) any engine or middleware telemetry that transmits data about Players or devices (for example, engine analytics services). Where an engine enables such features by default, the Publisher shall disable them before submission.

6.3 No external redirects or links. A Game shall not: (a) redirect Players, open new windows or tabs, or navigate the top-level page to any destination outside the Portal; (b) contain links, QR codes, calls to action or references that invite Players to visit other websites, game portals, app stores or social networks, or to download other software, except as permitted in the SDK Documentation or the Special Terms; or (c) make network requests to any domain other than the Benerits domains specified in the SDK Documentation, except for Link-Hosted Games and Server-Connected Games to the extent approved under Clauses 5.2 and 6.5.

6.4 No collection of Player Data. The Publisher shall not, directly or indirectly, collect, receive, request, store, access or otherwise process any Player Data through a Game or otherwise. In particular, the Publisher shall not: (a) implement its own log-in, registration, account, chat, messaging or social features; (b) ask Players for their name, email address, telephone number, date of birth, location, photographs or other Personal Data; (c) read or write cookies or device storage for any purpose other than storing game state that is strictly necessary for the Game to function on the Player's own device and that does not contain identifiers; (d) access device sensors, the camera, the microphone, geolocation, contacts or clipboard, except where strictly necessary for gameplay, disclosed in the Studio and approved by Benerits; or (e) attempt to identify, profile, fingerprint or re-identify Players.

6.5 Server-Connected Games. A Server-Connected Game may be released only if Benerits has approved it in writing, which may be in the Special Terms. The Parties shall first have concluded any data processing agreement and other terms that Benerits reasonably requires to ensure that the processing of any Player Data (including IP addresses) by the Publisher's servers complies with Data Protection Laws and Clause 19. In the absence of such approval and terms, the Game shall not exchange data with any server other than Benerits' servers.

6.6 Quality, performance and compatibility. Each Game shall: (a) load and run reliably on the browsers and device classes specified in the SDK Documentation; (b) respect the size, loading-time and performance limits published in the SDK Documentation; (c) adapt to the viewport and orientation provided by the Portal; (d) not play audio before the Player has interacted with the Game and shall respect mute events; (e) pause gameplay and audio when the Portal sends a pause event or an advertisement is displayed; and (f) not consume excessive CPU, GPU, memory, battery or bandwidth, and not perform cryptocurrency mining, background processing or other activity unrelated to gameplay.

6.7 Security. Each Game shall be free of viruses, worms, trojan horses, ransomware, spyware, time bombs, back doors, crypto-miners and any other code designed to disrupt, damage, gain unauthorised access to or exfiltrate data from any system ("Malicious Code"). A Game shall not: (a) load or execute code from remote sources other than as approved; (b) use obfuscation for the purpose of concealing functionality from review; (c) attempt to escape the sandboxed frame, access the parent page or other Games, or interfere with the Portal's user interface, consent tools or advertising; or (d) exploit browser or device vulnerabilities. The Publisher shall notify Benerits without undue delay, and in any case within 48 hours, after becoming aware of any vulnerability or Malicious Code in a released Game.

6.8 SDK licence. Subject to this Agreement, Benerits grants the Publisher a non-exclusive, non-transferable, non-sublicensable, revocable, royalty-free licence during the term of this Agreement to use the SDK and the SDK Documentation solely to integrate the SDK into Games for distribution on the Portal. The Publisher shall not: (a) modify, adapt or create derivative works of the SDK, except as the SDK Documentation expressly permits; (b) decompile, disassemble or reverse-engineer the SDK, except to the extent that Article 38 of FSEK or other Applicable Law permits this notwithstanding a contractual prohibition; (c) use the SDK to integrate any game into a service other than the Portal; or (d) circumvent, disable or interfere with any function of the SDK. The SDK is provided "as is", subject to Clause 14.

6.9 SDK changes. Benerits may update the SDK and the SDK Documentation at any time. Where an update requires changes to a released Game, Benerits will give at least 90 days' notice, unless a shorter period is required for security reasons, by Applicable Law or by an Ad Network. If the Publisher does not submit a compliant Version within that period, Benerits may limit monetisation of the Game or remove it.

6.10 Local storage. Where a Game stores game state locally on the Player's device (for example, in localStorage or IndexedDB within the Game's origin), it shall do so only for the purpose permitted in Clause 6.4(c). Where the Game has been approved for Cloud Save, it shall prefer Cloud Save through the SDK for progress persistence.

7. Cloud Save

7.1 Approval required. Cloud Save is available for a Game only after Benerits has approved that Game for Cloud Save, as indicated in the Studio or the Addendum. Benerits may grant, refuse, limit or withdraw that approval at its discretion, including where the Game's save data does not comply with the Ad & SDK Policy.

7.2 Use through the SDK only. A Game approved for Cloud Save shall read and write save data only through the SDK's Cloud Save methods and within the size, frequency, format and content limits set out in the Ad & SDK Policy and the SDK Documentation.

7.3 Content of save data. Save data shall contain only game-state information that is necessary to restore a Player's progress, such as levels, scores, settings, unlocked items and inventory. Save data shall not contain: (a) any Personal Data; (b) any free text entered by Players, other than short in-game display names that the Game does not require to be real names; (c) any secrets, credentials, keys, tokens or personal identifiers; or (d) any executable code or external URLs.

7.4 Ownership and control. Cloud Save data is stored and controlled by Benerits in connection with the Player's relationship with Benerits under the Player Terms and the Benerits Privacy Policy. As between the Parties, the Publisher has no right, title or interest in Cloud Save data, and the Publisher will never receive Cloud Save data or any other Personal Data associated with it. Benerits may make available to the Publisher de-identified technical diagnostics (for example, error rates or the distribution of save sizes) as Aggregated Statistics.

7.5 Compatibility. The Publisher is responsible for ensuring that each new Version of a Game correctly reads save data created by earlier Versions, or migrates it, so that Players do not lose progress. Benerits may refuse a Version that would cause Players to lose progress.

7.6 Availability and deletion. Benerits does not guarantee the availability, integrity or permanence of Cloud Save data. Benerits may reset, limit, delete or refuse to store save data where it breaches this Clause 7, where a Player requests deletion or exercises other rights under Data Protection Laws, where the Player's account is closed, where retention periods under the Privacy Policy expire, or after the Game has been removed from the Portal.

7.7 Games without Cloud Save. If a Game has not been approved for Cloud Save, it shall not attempt to call the Cloud Save methods, and any progress persistence shall comply with Clauses 6.4(c) and 6.10.

8. Monetisation and Revenue Share

8.1 Advertising only. Games on the Portal are monetised exclusively through advertising served by Benerits. Unless the Special Terms provide otherwise, a Game shall not include in-app purchases, paid unlocks, subscriptions, donations or tipping, loot boxes purchasable with real money, cryptocurrency, non-fungible tokens or other blockchain-based assets, gambling or gambling-like mechanics with real-money value, or paid product placements.

8.2 Benerits' control of advertising. Benerits has sole control over the sale and serving of advertising in and around Games. This includes the selection of Ad Networks and demand sources, mediation, pricing and floors, formats, frequency caps, placement rules implemented by the Portal, consent management, and the categories of advertisers and ads permitted or blocked. Benerits may add, remove or replace Ad Networks at any time. Benerits does not guarantee any level of ad fill, eCPM or revenue. The Publisher may ask Benerits to block specific advertising categories for a Game, and Benerits will consider such requests in good faith.

8.3 Revenue Share. In consideration for the licences granted under this Agreement, Benerits shall pay the Publisher the Revenue Share applicable to each Game, calculated and paid in accordance with Schedule A. The Revenue Share tier for each Game is recorded in its Addendum and is the Standard Tier unless the Publisher has made a valid exclusivity election under Clause 9.

8.4 Native Wrappers. Net Ad Revenue from ad impressions served in a Game while it is played in a Native Wrapper is included in the calculation of the Revenue Share for that Game at the tier applicable to that Game, unless the Special Terms provide otherwise.

8.5 Creator Programme. Fees payable by Benerits to content creators under the Benerits Creator Programme are paid out of Benerits' share of Net Ad Revenue and do not reduce the Publisher's Revenue Share.

8.6 Sole consideration. The Revenue Share is the sole consideration payable to the Publisher under this Agreement. Benerits pays no advance, minimum guarantee, launch bonus or other fee unless the Special Terms provide for it. Each Party bears its own costs of performing this Agreement.

8.7 Set-off. Benerits may set off against any amount payable to the Publisher any amount that the Publisher owes to Benerits under this Agreement, including amounts recoverable under Clauses 9.6 and 12 and under Schedule A. Where Benerits exercises a right of set-off, it will provide a written statement of the amounts set off.

8.8 Taxes. Taxes are addressed in Schedule A.

9. Exclusivity Option

9.1 Election. For each Game, the Publisher may elect in the Addendum to make the web version of the Game exclusive to Benerits in accordance with this Clause 9. The Web-Exclusive Tier applies only if the Addendum records an exclusivity election for that Game.

9.2 Exclusivity Period. Where the Publisher has made an exclusivity election, the exclusivity commitment starts on the effective date of the Addendum and ends 12 months after the date on which the Game reaches Full Launch, as recorded in the Studio (the "Exclusivity Period"). If the Game does not reach Full Launch, the Exclusivity Period ends as provided in Clause 9.7.

9.3 Exclusivity commitment. During the Exclusivity Period, the Publisher shall not, and shall ensure that its Affiliates and licensees do not, distribute, make available, license or permit the distribution of the web version of the Game, or any version of the Game that is substantially similar to it in gameplay and content (including a re-skin, a renamed version or a version with minor changes), on any Other Web Portal. "Other Web Portal" means any website, web application, platform or service operated by or for a person other than Benerits through which browser-playable games are made available to the public. This includes game portals, aggregators and marketplaces for web games, instant-game platforms within social networks, messaging services, search engines or video platforms, and game distribution or syndication networks that supply HTML5 games to third-party websites.

9.4 Permitted distribution. The following does not breach Clause 9.3: (a) the distribution of native versions of the Game (for example, on iOS, Android, Windows, macOS, Linux or game consoles) through app stores or desktop stores, provided that those versions are not playable in a web browser without installation; (b) the making available of the web version on a website that the Publisher itself owns and operates as its own studio or portfolio website, provided that the Game is not syndicated from that website to Other Web Portals; (c) private, non-public test builds made available to a limited number of testers; and (d) any other distribution expressly permitted in the Special Terms.

9.5 Existing distribution. Before accepting an Addendum with an exclusivity election, the Publisher shall ensure that the web version of the Game has been removed from all Other Web Portals, or shall list all remaining Other Web Portals in the Special Terms together with the date (no later than 30 days after the effective date of the Addendum) by which it will be removed. The Publisher shall use its best efforts to procure the removal of copies of the Game placed on Other Web Portals by third parties without its authorisation and shall promptly inform Benerits of them.

9.6 Breach of exclusivity. If the Publisher breaches Clause 9.3 or 9.5: (a) the Game's Revenue Share tier changes to the Standard Tier with effect from the first day of the calendar month in which the breach began; (b) Benerits may recover, including by set-off under Clause 8.7, the difference between the Revenue Share paid at the Web-Exclusive Tier and the Revenue Share that would have been paid at the Standard Tier for the period from that date; and (c) if the breach is not cured within 15 days after notice, or if the Publisher has breached Clause 9.3 before, Benerits may treat the breach as material for the purposes of Clause 22.3. This Clause 9.6 does not apply to unauthorised distribution by third parties, provided that the Publisher has complied with its obligations under Clause 9.5.

9.7 No Full Launch. If a Game with an exclusivity election has not reached Full Launch within 120 days after its Basic Launch, the Publisher may end the exclusivity election by notice in the Studio. In that case, the Exclusivity Period ends and the Standard Tier applies from the first day of the calendar month following the notice. Revenue Share already paid at the Web-Exclusive Tier is not recoverable.

9.8 After the Exclusivity Period. After the end of the Exclusivity Period, the Web-Exclusive Tier continues to apply to the Game for as long as the Publisher continues to comply with Clause 9.3 as if the Exclusivity Period were continuing. The Publisher may end this continued exclusivity at any time by notice in the Studio, or by distributing the web version on an Other Web Portal after the end of the Exclusivity Period. In either case, the Standard Tier applies from the first day of the calendar month in which the notice was given or the distribution began, and the Publisher shall inform Benerits through the Studio within 5 Business Days of such distribution. Distribution after the end of the Exclusivity Period is not a breach of this Agreement.

10. Content Standards

10.1 Each Game, its Marketing Materials and all other materials supplied by the Publisher shall comply with the Content Policy and Applicable Law in all countries of the Territory in which the Game is made available.

10.2 The Publisher is solely responsible for the content of its Games. Benerits' review, approval or release of a Game does not mean that Benerits confirms that the Game complies with the Content Policy or Applicable Law, and it does not relieve the Publisher of any obligation or liability.

10.3 Benerits may, on the basis of the Content Policy or its assessment of local law, restrict a Game geographically, apply an age classification or require changes as a condition of continued distribution.

11. Ad & SDK Policy Compliance

11.1 The Publisher shall comply with the Ad & SDK Policy and shall design, implement and operate each Game so that advertising is requested and displayed only in the circumstances permitted by it.

11.2 The Publisher acknowledges that Ad Networks impose their own policies on Benerits and that breaches of the Ad & SDK Policy may cause Benerits to lose revenue, suffer penalties or lose access to Ad Networks. The Publisher shall comply with any additional requirements of an Ad Network that Benerits notifies to the Publisher.

11.3 Benerits may enforce the Ad & SDK Policy in accordance with the enforcement measures set out in it, without prejudice to its rights under Clauses 12, 16 and 22.

12. Invalid Traffic and Fraud

12.1 Definition. "Invalid Traffic" or "IVT" means any ad request, impression, click, conversion, play, session, event or other activity that is not the result of genuine interest of a human Player acting in good faith, or that an Ad Network or Benerits reasonably determines to be invalid. This includes: (a) clicks or impressions generated by the Publisher, its personnel, Affiliates or agents, or by anyone at their direction ("self-clicks"); (b) activity generated by bots, scripts, crawlers, emulators, device farms, spiders or other automated means; (c) incentivised clicks or impressions, including offering Players rewards or benefits for clicking or viewing ads other than through the Rewarded Ads mechanism of the SDK; (d) manipulation, spoofing or falsification of SDK events, ad calls, identifiers or metrics; (e) fake, simulated or artificially inflated plays, sessions or play time; (f) traffic purchased or procured from sources that generate low-quality or non-human traffic; (g) ads requested or displayed in violation of the Ad & SDK Policy, including hidden, stacked or looped ads; and (h) any other activity defined as invalid traffic under industry standards (including the Media Rating Council's invalid traffic guidelines) or under an Ad Network's policies.

12.2 Publisher obligations. The Publisher shall not generate, cause, encourage or knowingly benefit from IVT. It shall promptly inform Benerits if it becomes aware of IVT relating to its Games and shall cooperate fully with any investigation by Benerits or an Ad Network, including by providing information and explanations requested within 10 Business Days.

12.3 Remedies. If Benerits or an Ad Network detects or reasonably suspects IVT or fraud in connection with a Game or the Publisher, Benerits may, in addition to any other remedy: (a) exclude from Net Ad Revenue, and withhold, the revenue attributable to the IVT; (b) offset or claw back Revenue Share previously paid in respect of IVT, in accordance with Schedule A; (c) suspend payment of all Revenue Share to the Publisher pending an investigation for a period not exceeding 90 days from the date of the suspension notice, after which Benerits will pay any amount not attributable to IVT; (d) limit or disable advertising in, or suspend or remove, the Game; and (e) terminate this Agreement or any Addendum in accordance with Clause 22.4.

12.4 Ad Network determinations. The Publisher acknowledges that Ad Networks may deduct, withhold or claw back amounts for IVT according to their own determinations, which are often not subject to challenge by Benerits. Such amounts are excluded from Net Ad Revenue in accordance with Schedule A. Benerits will share with the Publisher the information it receives from the Ad Network about such determinations to the extent permitted by the Ad Network.

12.5 Benerits' determination. Benerits will make its own IVT determinations in good faith on the basis of the technical evidence reasonably available to it. On request, it will provide the Publisher with a summary of the grounds for its determination, excluding information whose disclosure would compromise its detection methods or the security of the Portal.

13. Publisher Warranties

13.1 General. The Publisher represents, warrants and undertakes on the Effective Date, on each submission of a Version and throughout the term of this Agreement that:

(a) it has full power, capacity and authority to enter into and perform this Agreement and each Addendum;

(b) it is the sole owner of the Game, or otherwise holds all rights necessary to grant the licences in Clause 4, free of any lien, encumbrance or conflicting grant;

(c) the Game, the Marketing Materials and their use in accordance with this Agreement do not and will not infringe or misappropriate any Intellectual Property Rights or other rights (including rights of privacy and publicity) of any third party, and do not violate any Applicable Law;

(d) the Game contains no Malicious Code;

(e) the Game complies with Clauses 6, 7 and 8.1 and with the Policies;

(f) the Game does not collect or otherwise process Player Data, save as expressly approved for Server-Connected Games under Clause 6.5;

(g) all information provided in the Studio, including the content questionnaire and the list of third-party components, is complete and accurate;

(h) it has not granted and will not grant to any third party any right that conflicts with the rights granted to Benerits, including any exclusivity that would prevent distribution on the Portal; and

(i) there is no pending or threatened claim, litigation or proceeding that could materially affect its ability to perform this Agreement or Benerits' exercise of the licences granted.

13.2 Third-party components. Without limiting Clause 13.1, the Publisher represents and warrants that it has obtained, and will maintain, valid licences for every third-party component included in or used to create the Game that permit the uses under this Agreement (including commercial distribution on the web, distribution in Native Wrappers and the use of Gameplay Content under Clause 4.5). This includes: (a) game engines, frameworks and run-times (for example, Unity, Godot, Construct, GameMaker, Defold, Phaser, Cocos, Three.js and PlayCanvas), including any requirements relating to splash screens, revenue thresholds or subscription tiers; (b) fonts, including web-font embedding rights; (c) music, sound effects and voice recordings, including rights administered by collective management organisations, where required; (d) artwork, 3D models, textures, sprites and animations; (e) open-source software, in compliance with its licence terms; and (f) assets generated with artificial-intelligence tools, in compliance with the terms of those tools. The Publisher shall not include any component under a licence that would require Benerits to disclose or license the source code of the Portal, the SDK or any Native Wrapper, or impose other obligations on Benerits beyond attribution notices supplied by the Publisher in the Studio. Where Benerits requests it, the Publisher shall within 10 Business Days provide copies or other evidence of such licences.

13.3 Compliance with law. The Publisher shall comply with all Applicable Law in the performance of this Agreement, including Data Protection Laws, laws on advertising and marketing to children, and tax laws.

14. Benerits Warranties and Disclaimers

14.1 Benerits represents and warrants that it has full power, capacity and authority to enter into and perform this Agreement.

14.2 Benerits will calculate and pay the Revenue Share in accordance with Schedule A, and will process Player Data in connection with the Portal in accordance with Data Protection Laws.

14.3 Except as expressly provided in this Agreement and to the maximum extent permitted by Applicable Law, the Portal, the Studio, the SDK, the SDK Documentation, Aggregated Statistics and all other services and materials provided by Benerits are provided "as is" and "as available". Benerits disclaims all other warranties, whether express or implied, including warranties of merchantability, fitness for a particular purpose, non-infringement, uninterrupted or error-free operation and the accuracy of estimates shown in the Studio. Benerits does not warrant that any Game will be approved, released, moved to Full Launch or promoted, or that it will generate any particular amount of traffic or revenue.

15. Indemnities

15.1 By the Publisher. The Publisher shall defend, indemnify and hold harmless Benerits, its Affiliates and their respective directors, officers, employees and agents (the "Benerits Indemnitees") from and against all losses, damages, liabilities, fines, penalties, settlements, costs and expenses (including reasonable legal fees and costs of arbitration or litigation) arising out of or in connection with any claim, demand, action, investigation or proceeding by a third party (including an Ad Network, an app-store operator, a Player or a governmental or regulatory authority) to the extent it arises from:

(a) any allegation that a Game, the Marketing Materials, or their use in accordance with this Agreement infringes or misappropriates any Intellectual Property Rights or other rights of a third party (the "IP Indemnity");

(b) any breach by the Publisher of Clauses 6, 7, 8.1, 12, 13 or 19, or of the Policies;

(c) any processing of Player Data by or for the Publisher; or

(d) any IVT or fraud caused, generated or procured by the Publisher or persons acting on its behalf.

15.2 By Benerits. Benerits shall defend, indemnify and hold harmless the Publisher and its directors, officers and employees from and against all losses, damages, liabilities, settlements, costs and expenses (including reasonable legal fees) arising out of any claim by a third party alleging that the SDK, when used in accordance with this Agreement, infringes the Intellectual Property Rights of that third party. This obligation does not apply to claims arising from any modification of the SDK not made by Benerits, from the combination of the SDK with materials not supplied by Benerits, or from the Game itself.

15.3 Procedure. The indemnified Party shall: (a) notify the indemnifying Party of the claim promptly, and any delay shall only reduce the indemnifying Party's obligations to the extent it is prejudiced by the delay; (b) allow the indemnifying Party to control the defence and settlement of the claim, provided that the indemnifying Party shall not, without the indemnified Party's prior written consent (not to be unreasonably withheld), settle any claim in a way that imposes an admission of fault, non-monetary obligation or liability on the indemnified Party; and (c) provide reasonable cooperation at the indemnifying Party's expense. The indemnified Party may participate in the defence with its own counsel at its own expense. Where a regulatory authority is involved, Benerits may retain control of its own communications with that authority.

15.4 Mitigation. If a Game becomes, or in Benerits' reasonable opinion is likely to become, the subject of a claim covered by Clause 15.1(a), Benerits may immediately suspend or remove the Game, and the Publisher shall at its own cost, and at Benerits' option, procure the rights necessary for continued distribution or modify the Game so that it is no longer infringing without materially reducing its functionality.

16. Takedown and Removal

16.1 Removal by Benerits. Benerits may, at any time and without liability, suspend, restrict (including geographically), disable monetisation of or remove any Game or Version from the Portal, in whole or in part, where: (a) Benerits reasonably believes that the Game breaches this Agreement, the Policies or Applicable Law; (b) Benerits receives a third-party notice, complaint, court order or order of a public authority concerning the Game; (c) this is necessary to protect Players, the security or integrity of the Portal or Benerits' relationship with Ad Networks or app-store operators; (d) the Game has technical faults, performs poorly or is inactive; or (e) Benerits decides for editorial or commercial reasons to discontinue the Game. In the cases in items (d) and (e), Benerits will give at least 15 days' notice through the Studio, unless there is an urgent reason not to do so. In all other cases, Benerits will notify the Publisher of the measure and the reasons for it without undue delay, unless prohibited by Applicable Law or an authority.

16.2 Notice-and-takedown. Benerits acts as a hosting provider (yer sağlayıcı) within the meaning of Turkish Law No. 5651 on the Regulation of Internet Publications and the Combating of Crimes Committed by Means of Such Publications, and as a hosting service provider under the Digital Services Act (Regulation (EU) 2022/2065) and the U.S. Digital Millennium Copyright Act (17 U.S.C. § 512), to the extent that these apply. Benerits operates notice-and-takedown procedures, including counter-notice procedures, as described in the Benerits Copyright & Takedown Policy. On receipt of a notice concerning a Game, Benerits may remove or disable access to the Game in accordance with those procedures and with Applicable Law, and will forward the notice, or a summary of it, to the Publisher. The Publisher may submit a counter-notice or a statement of reasons. Where Benerits acts in accordance with this Clause 16.2, it has no liability to the Publisher. Benerits may terminate the accounts of Publishers that repeatedly infringe.

16.3 Removal requested by the Publisher. The Publisher may request the removal of a Game from the Portal at any time by giving at least 30 days' notice through the Studio. Benerits will remove the Game within 10 Business Days after the end of the notice period. If the Publisher notifies Benerits, with reasonable supporting information, that it has lost the rights necessary to distribute the Game or that continued distribution would infringe a third party's rights or breach Applicable Law or a court order, Benerits will remove the Game as soon as reasonably practicable and in any event within 10 Business Days after receiving the notification, without waiting for the 30-day notice period to expire. The Publisher remains liable for its warranties and indemnities in respect of the period before removal.

16.4 Effect of removal. Upon removal of a Game: (a) Benerits will cease to make the Game available to new sessions on the Portal, and will release an update to Native Wrappers without the Game in the ordinary course of its release cycle, and in any event within 60 days; (b) Revenue Share accrued up to the date of removal remains payable in accordance with Schedule A; (c) Benerits may retain copies of the Game and its Marketing Materials for archival, legal, audit, dispute-resolution and security purposes, but not for making them available to the public; (d) Benerits is not obliged to withdraw Gameplay Content or promotional materials already published by it or by third parties before the removal date, but will not create new ones; and (e) Cloud Save data will be handled in accordance with Clause 7.6.

17. Updates

17.1 New Versions. Every new Version of a Game, including patches, content updates and changes to Marketing Materials that are more than minor corrections, shall be submitted through the Studio and is subject to review under Clause 5. Until a new Version is approved and released, Benerits may continue to make available the Version currently live.

17.2 Expedited review. Where a new Version fixes a security vulnerability, Malicious Code, a legal problem or a critical defect, the Publisher shall mark it as such in the Studio, and Benerits will use reasonable efforts to review it as a priority.

17.3 Required updates. Benerits may by notice require the Publisher to submit an updated Version: (a) to comply with changes to the SDK (Clause 6.9), the Policies or Applicable Law; (b) to correct a breach of this Agreement; or (c) to fix defects reported by Players. The Publisher shall submit a compliant Version within 30 days after the notice, or within any shorter period that Benerits reasonably specifies for security, legal or Ad Network reasons. If the Publisher does not do so, Benerits may apply the measures in Clause 16.1.

17.4 No material change without review. The Publisher shall not change a released Game other than by a Version approved in review. This includes, for Link-Hosted Games and Server-Connected Games, changes to server-side content or configuration that materially change the gameplay, content, network behaviour or advertising behaviour of the Game.

17.5 Maintenance. The Publisher shall use reasonable efforts to maintain each released Game in a playable condition on the browsers and devices supported by the Portal and to respond to reasonable requests from Benerits relating to defects within 10 Business Days.

18. Aggregated Statistics

18.1 Benerits will make available to the Publisher in the Studio Aggregated Statistics relating to its Games, which may include plays, Players, play time, retention, ratings, favourites, impressions by Ad Format, estimated and final revenue and Revenue Share. The type, granularity and frequency of the Aggregated Statistics are determined by Benerits.

18.2 To protect the privacy of Players, Benerits may suppress, round or add noise to statistics relating to small groups of Players, and will not make available any statistics that could identify an individual Player.

18.3 The Publisher may use the Aggregated Statistics relating to its own Games for its internal business purposes, including the improvement of its Games, and may disclose them in accordance with Clause 20.4. The Publisher shall not attempt to re-identify any Player from Aggregated Statistics or to combine Aggregated Statistics with other data for that purpose.

19. Data Protection

19.1 Roles. In relation to Player Data: (a) Benerits is the data controller (veri sorumlusu) for Player Data processed in connection with the Portal, including account, gameplay, Cloud Save, device and consent data; (b) Ad Networks act as independent controllers for their own processing of Player Data for advertising purposes or, where their terms so provide, as processors or service providers of Benerits; and (c) the Publisher is neither a controller nor a processor of Player Data, because it receives only Aggregated Statistics, which do not constitute Personal Data, and never receives Personal Data relating to Players.

19.2 No Personal Data to the Publisher. Benerits will not disclose Player Data to the Publisher. The Publisher shall not request, collect or attempt to obtain Player Data. If the Publisher nevertheless receives Player Data (for example, due to a technical error or Player communication), it shall: (a) notify Benerits without undue delay, and in any case within 48 hours; (b) not use, disclose or retain the data; (c) securely delete it at Benerits' direction; and (d) cooperate with Benerits in meeting any obligations under Data Protection Laws, including obligations to notify breaches to the Turkish Personal Data Protection Authority (Kişisel Verileri Koruma Kurumu) or other supervisory authorities.

19.3 Server-Connected Games. Where a Server-Connected Game has been approved under Clause 6.5, the processing of any Player Data by the Publisher is subject to the data processing agreement or other terms concluded under that Clause, which prevail over Clause 19.1(c) to the extent of any conflict.

19.4 Player-facing information. Benerits informs Players about the processing of their Personal Data through its Privacy Policy, its information notices under Article 10 of the KVKK and its consent management tools. The Publisher shall not provide Players with any privacy notices or consent requests of its own within a Game.

19.5 Children. The Publisher acknowledges that the Portal is not directed to children under 13, that Benerits requires a minimum age of 13 (or such higher age of digital consent as applies in the Player's country), and that Benerits does not serve personalised advertising to Players under 16 or where the required consent has not been given. The Publisher shall not design or market any Game in a way that would cause the Portal or the Game to be directed to children under 13 within the meaning of COPPA or equivalent laws unless expressly agreed in the Special Terms.

19.6 Publisher personnel data. Benerits processes Personal Data of the Publisher's representatives, team members and (if the Publisher is a natural person) of the Publisher itself, for the purposes of concluding and performing this Agreement, making payments, complying with legal obligations (including tax, anti-money-laundering and sanctions obligations) and protecting its legitimate interests, as described in the Benerits Privacy Policy and the information notice provided in the Studio. Where the Publisher provides Personal Data of its personnel, it shall ensure that it has provided them with the necessary information.

19.7 CCPA/CPRA. To the extent the CCPA/CPRA applies, Benerits does not sell or share Player Data with the Publisher, and the Publisher shall not attempt to receive such data.

20. Confidentiality

20.1 Definition. "Confidential Information" means all non-public information disclosed by or on behalf of one Party (the "Discloser") to the other Party (the "Recipient") in connection with this Agreement, whether before or after the Effective Date, which is marked as confidential or which a reasonable person would understand to be confidential. For Benerits, Confidential Information includes non-public information about the Portal, the SDK, the Studio, review criteria, Ad Networks, eCPMs, advertising terms, IVT detection methods, statistics about other publishers and the Portal as a whole, and the Special Terms. For the Publisher, Confidential Information includes unreleased Builds, unreleased plans and non-public business information.

20.2 Obligations. The Recipient shall: (a) use the Confidential Information only to perform this Agreement or exercise its rights under it; (b) not disclose it to any third party, except to its Affiliates, employees, contractors, professional advisers, auditors, financiers and potential acquirers who need to know it for those purposes and are bound by confidentiality obligations no less protective than this Clause 20; and (c) protect it with at least the same degree of care it uses for its own confidential information, and no less than reasonable care.

20.3 Exceptions. Clause 20.2 does not apply to information that: (a) is or becomes publicly available without breach of this Agreement; (b) was lawfully known to the Recipient before disclosure without an obligation of confidentiality; (c) is lawfully received from a third party without an obligation of confidentiality; or (d) is independently developed by the Recipient without use of the Confidential Information. The Recipient may disclose Confidential Information to the extent required by Applicable Law, a court or a competent authority, provided that it, where legally permitted, gives the Discloser prompt notice and cooperates in any effort to obtain protective treatment.

20.4 Publisher's own figures. The Publisher may disclose the total Revenue Share it has received and the Aggregated Statistics of its own Games (for example, in portfolio presentations, investor materials or public posts). It shall not disclose Ad Network-level data, eCPM data broken down by Ad Network or country, the Special Terms, or any other information identified in the Studio as confidential.

20.5 Duration. The obligations in this Clause 20 continue during the term of this Agreement and for three years after its termination, and indefinitely in relation to trade secrets for as long as they remain trade secrets.

20.6 Return and destruction. Upon termination, or upon the Discloser's request, the Recipient shall return or destroy the Discloser's Confidential Information, except for copies that it is required to retain under Applicable Law or that are kept in routine back-ups, which shall remain subject to this Clause 20.

21. Publicity and Trade Marks

21.1 Benerits may identify the Publisher as a developer on the Portal and may refer to the Publisher by name and logo in lists of partners, in case studies based on Aggregated Statistics and in promotional materials. The Publisher may ask in writing that its logo not be used in partner lists, and Benerits will comply for future materials.

21.2 Subject to the Brand Guidelines, Benerits grants the Publisher a non-exclusive, non-transferable, revocable, royalty-free licence during the term of this Agreement to use the Benerits name, logos and "available on Benerits" badges (the "Benerits Marks") solely to indicate that its Games are available on the Portal. The Publisher shall not register or use any trade mark, domain name, social-media handle or app name that consists of or is confusingly similar to the Benerits Marks, and shall not suggest that Benerits endorses the Publisher other than as the distributor of its Games.

21.3 Neither Party shall issue a press release about the Parties' relationship without the prior written consent of the other Party, which shall not be unreasonably withheld.

22. Term and Termination

22.1 Term. This Agreement starts on the Effective Date and continues for an indefinite period until terminated in accordance with this Clause 22. Each Addendum starts on its effective date and continues until the Game is removed under Clause 16 or the Addendum or this Agreement is terminated.

22.2 Termination for convenience. Either Party may terminate this Agreement, or any Addendum, for convenience by giving at least 30 days' notice through the Studio or by email. Termination by the Publisher of an Addendum for a Game with a running Exclusivity Period is permitted, and the exclusivity commitment ends when the Game is removed. The Publisher shall not be entitled to any Revenue Share at the Web-Exclusive Tier in respect of any period after the removal date.

22.3 Termination for breach. Either Party may terminate this Agreement or any affected Addendum with immediate effect by notice if the other Party commits a material breach of this Agreement and (if the breach is capable of remedy) fails to remedy it within 15 days after receiving notice specifying the breach and requiring it to be remedied.

22.4 Termination by Benerits with immediate effect. Benerits may terminate this Agreement, or any Addendum, with immediate effect by notice if: (a) the Publisher, or anyone acting on its behalf, engages in fraud or generates IVT intentionally or repeatedly; (b) a Game contains Malicious Code, or the Publisher collects Player Data in breach of Clause 6.4; (c) the Publisher breaches Clause 25 or 26, or becomes subject to sanctions described in Clause 25; (d) the Publisher repeatedly breaches the Policies after having received warnings under the enforcement measures of the Ad & SDK Policy; (e) the Publisher becomes insolvent, is declared bankrupt, applies for or is granted a moratorium or concordat (konkordato), enters into liquidation (other than a solvent reorganisation), or suffers any analogous event in any jurisdiction; (f) the continued performance of this Agreement would, in Benerits' reasonable opinion, breach Applicable Law or the requirements of an Ad Network or app-store operator that are essential to the Portal; or (g) the Publisher fails to complete Verification within 30 days of a request.

22.5 Closure of the Portal. Benerits may terminate this Agreement by at least 60 days' notice if it decides to cease operating the Portal or the game-distribution business.

22.6 Suspension. As an alternative to termination where it would be entitled to terminate, Benerits may suspend the Publisher's account, some or all of its Games or payments (subject to the limit in Clause 12.3(c) for payment suspension on suspicion of IVT) until the cause of the suspension has been remedied.

23. Effects of Termination; Survival

23.1 Removal. Upon termination of this Agreement or an Addendum, Clause 16.4 applies to each Game concerned. Benerits will remove those Games within 10 Business Days after the termination takes effect.

23.2 Accrued revenue. Revenue Share accrued up to the date of removal of each Game remains payable in accordance with Schedule A, subject to Benerits' rights under Clauses 8.7 and 12 and Schedule A. Following termination, Benerits will issue a final statement and pay any remaining balance, whether or not it reaches the minimum payment threshold, within 90 days after the end of the calendar month in which the last Game was removed, provided that the Publisher has supplied complete and valid payment and tax information. Where Benerits terminates under Clause 22.4(a), the Revenue Share attributable to the fraud or IVT is forfeited, without prejudice to any other rights of Benerits.

23.3 Licences. Upon termination, the licences granted in Clause 4 end, except to the extent necessary for the purposes described in Clause 16.4(c) and (d) and for the wind-down period of Native Wrappers in Clause 16.4(a). The SDK licence in Clause 6.8 and the licence in Clause 21.2 end with effect from termination.

23.4 Survival. The following provisions survive termination, together with any other provisions which by their nature are intended to survive: Clauses 1, 4.5 (for Gameplay Content created before termination), 4.7, 4.10, 7.4, 7.6, 8.7, 12, 13, 15, 16.4, 19, 20, 23, 24, 25, 26, 29, 31, 32, 33 and 34, and Schedule A in respect of amounts accrued, adjustments, disputes and audits.

23.5 Accrued rights. Termination does not affect any rights, remedies, obligations or liabilities of the Parties that have accrued up to the date of termination.

24. Limitation of Liability

24.1 Excluded losses. Subject to Clause 24.3, neither Party shall be liable to the other, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for any: (a) loss of profits, revenue, business, goodwill or anticipated savings; (b) loss or corruption of data; or (c) indirect, consequential, special or punitive loss or damage, in each case even if foreseeable. Item (a) does not exclude the Publisher's claim to Revenue Share that is due and payable under Schedule A.

24.2 Cap. Subject to Clause 24.3, the total aggregate liability of each Party arising out of or in connection with this Agreement and all Addenda in any consecutive 12-month period shall not exceed the greater of: (a) the total Revenue Share paid by Benerits to the Publisher in the 12 months immediately preceding the event giving rise to the most recent claim; and (b) USD 1,000 (one thousand United States dollars).

24.3 Exclusions from limitation. Nothing in this Agreement limits or excludes either Party's liability for: (a) fraud or fraudulent misrepresentation; (b) wilful misconduct (kast), and gross negligence (ağır ihmal) to the extent that Article 115 of the TBK or other Applicable Law does not permit it to be limited; (c) death or personal injury; (d) the Publisher's obligations under the IP Indemnity (Clause 15.1(a)) and Benerits' obligations under Clause 15.2; (e) the Publisher's breach of Clause 6.4 or Clause 19, or its obligations under Clause 15.1(c) or (d); (f) the Publisher's obligation to repay or allow the set-off of amounts under Clauses 9.6 and 12 and Schedule A, and Benerits' obligation to pay Revenue Share that is due and payable; or (g) any liability that cannot be limited or excluded under Applicable Law.

24.4 Liability for auxiliary persons. To the extent permitted by Article 116 of the TBK, Benerits' liability for its auxiliary persons (yardımcı kişiler), including Ad Networks, hosting providers and payment providers, is limited in accordance with this Clause 24.

24.5 Allocation of risk. The Parties acknowledge that the Revenue Share reflects the allocation of risk in this Clause 24 and that the limitations are reasonable given the non-exclusive, performance-based nature of this Agreement.

25. Sanctions and Export Control

25.1 The Publisher represents and warrants that neither it nor any of its owners, directors, officers or, to its knowledge, its team members or financial institutions: (a) is a person designated on, or owned 50% or more or controlled by persons designated on, any sanctions list maintained by the United Nations Security Council, the Republic of Türkiye (including under Law No. 6415 on the Prevention of the Financing of Terrorism and Law No. 7262 on the Prevention of the Financing of the Proliferation of Weapons of Mass Destruction), the European Union, the United Kingdom or the United States (including the U.S. Treasury Department's Office of Foreign Assets Control); or (b) is located, organised or ordinarily resident in a country or territory subject to comprehensive sanctions.

25.2 The Publisher shall comply with all applicable export control and sanctions laws. It shall not submit any Game that is subject to export restrictions that would prevent its distribution in the Territory, and shall not request payment to an account or through an institution in breach of sanctions.

25.3 Benerits may, without liability, refuse, block, delay or withhold any payment, and may restrict the availability of any Game in any jurisdiction, where it reasonably believes this is necessary to comply with sanctions or export control laws.

26. Anti-Bribery and Anti-Corruption

26.1 Each Party shall comply with all applicable anti-bribery, anti-corruption and anti-money-laundering laws, including the Turkish Criminal Code No. 5237 (in particular Article 252), Law No. 5549 on the Prevention of Laundering the Proceeds of Crime, the U.S. Foreign Corrupt Practices Act and the UK Bribery Act 2010.

26.2 The Publisher shall not offer, promise, give, request or accept any bribe, facilitation payment or improper advantage to or from any person, including Benerits' personnel or reviewers, in order to influence any review decision, placement, promotion or other decision under this Agreement. Any gift or hospitality to Benerits personnel beyond items of nominal value is prohibited.

26.3 A breach of this Clause 26 is a material breach that is not capable of remedy.

27. Assignment and Subcontracting

27.1 The Publisher shall not assign, transfer, novate, encumber or otherwise deal with this Agreement or any Addendum, or any right or obligation under it, without Benerits' prior written consent. Benerits will not unreasonably withhold consent to the transfer of all of the Publisher's rights in a Game, together with the related Addendum, to a person who has passed Verification and accepts this Agreement. For the transfer of Revenue Share receivables, the prior written consent of Benerits is required in accordance with Article 183 of the TBK.

27.2 Benerits may assign or transfer this Agreement, in whole or in part, to an Affiliate or to a successor in connection with a merger, demerger, acquisition, reorganisation or sale of all or substantially all of the business or assets to which this Agreement relates, by giving notice to the Publisher. The Publisher hereby consents in advance to such a transfer of the contract (sözleşmenin devri).

27.3 Benerits may use subcontractors and service providers to perform its obligations, and remains responsible for them in accordance with this Agreement.

27.4 The Publisher shall notify Benerits within 30 days of any change of control of the Publisher.

28. Force Majeure

28.1 Neither Party is liable for any delay or failure to perform its obligations (other than payment obligations for amounts due and payable) to the extent caused by events beyond its reasonable control ("Force Majeure"). Such events include natural disasters, earthquakes, fire, flood, epidemics and pandemics, war, terrorism, riots, strikes (other than strikes by the affected Party's own personnel), acts of government, blocking orders or restrictions on internet access, failures of public telecommunications or power networks, large-scale cyberattacks that could not have been prevented by reasonable security measures, and outages, insolvency or policy changes of Ad Networks, payment providers, hosting providers or app-store operators.

28.2 The affected Party shall notify the other Party promptly, use reasonable efforts to mitigate the effects of the Force Majeure event and resume performance as soon as reasonably practicable.

28.3 If an Ad Network fails to pay Benerits due to Force Majeure or insolvency, the corresponding amounts are not "actually received" for the purposes of Schedule A, and the Revenue Share on those amounts is payable only if and when Benerits receives them.

28.4 If a Force Majeure event prevents a Party from performing a material part of its obligations for more than 60 consecutive days, either Party may terminate the affected Addendum or this Agreement by notice.

29. Notices

29.1 Notices to the Publisher. Benerits may give notices to the Publisher by email to the address registered in the Studio, by displaying them in the Studio (including by notification in the dashboard) or, for notices relating to termination, disputes or legal proceedings, by courier or registered mail to the address registered in the Studio. For Publishers established in Türkiye, Benerits may also use registered electronic mail (Kayıtlı Elektronik Posta, "KEP") or a notary where Applicable Law so requires.

29.2 Notices to Benerits. The Publisher shall give operational notices through the Studio. Legal notices (including notices of breach, termination, disputes and claims) shall be sent by email to [CONTACT EMAIL: [email protected]] and, in the case of notices of termination for breach or notices of dispute, also by courier, registered mail or KEP to [REGISTERED ADDRESS].

29.3 Receipt. A notice is deemed received: (a) if sent by email, at the time of sending, unless the sender receives an automated notice of non-delivery; (b) if displayed in the Studio, when it is first displayed; (c) if sent by KEP, at the time recorded by the KEP system; and (d) if sent by courier or registered mail, on delivery or refusal of delivery. A notice received outside 09:00–18:00 (Istanbul time) on a Business Day is deemed received at 09:00 on the next Business Day.

29.4 Language of notices. Notices shall be in English or, where both Parties are established in Türkiye, in Turkish.

30. Amendments

30.1 Right to propose amendments. Benerits may amend this Agreement, Schedule A, the form of the Addendum or the Policies by giving the Publisher at least 30 days' notice before the amendment takes effect. The notice shall be given by email and in the Studio, shall identify the amended provisions, and shall be accompanied by the amended text.

30.2 Acceptance by continued use. Subject to Clause 30.3, if the Publisher does not terminate this Agreement before the amendment takes effect, the Publisher's continued use of the Studio or continued distribution of its Games on the Portal after the effective date of the amendment constitutes acceptance of the amendment. The Publisher may reject an amendment by terminating this Agreement or the affected Addendum before the amendment takes effect by notice, and in that case the terms in force before the amendment will continue to apply until the Games have been removed.

30.3 Materially adverse changes to the Revenue Share. An amendment that materially adversely affects the Publisher's economic position under Schedule A, such as a reduction of a Revenue Share percentage, a change to the definition of Net Ad Revenue or the attribution methodology to the Publisher's detriment, an extension of the payment period or an increase of the minimum payment threshold, requires the express acceptance of the Publisher in the Studio. If the Publisher does not expressly accept such an amendment, the existing terms continue to apply to its Games, and Benerits may terminate the affected Addenda by at least 30 days' notice under Clause 22.2.

30.4 Urgent amendments. Notwithstanding Clause 30.1, an amendment may take effect on shorter notice (or immediately) where it is required by Applicable Law, by a court or authority or by an Ad Network or app-store operator, or where it is necessary to address a security threat or a risk to Players. Clause 30.3 applies to such amendments.

30.5 Non-adverse changes. Changes that are exclusively beneficial to the Publisher, or that are purely editorial or technical and do not affect the rights and obligations of the Publisher, may take effect immediately upon publication.

30.6 Other amendments. Apart from Clauses 30.1 to 30.5 and the Special Terms agreed in an Addendum, this Agreement can be amended only by a written instrument accepted by both Parties, including by electronic means through the Studio.

31. Governing Law and Dispute Resolution

31.1 Governing law. This Agreement, each Addendum and any non-contractual obligations arising out of or in connection with them are governed by the laws of the Republic of Türkiye, excluding its rules on conflict of laws and excluding the United Nations Convention on Contracts for the International Sale of Goods (1980).

31.2 Negotiation. The Parties shall try to resolve any dispute arising out of or in connection with this Agreement through good-faith negotiations between senior representatives for a period of 30 days after a Party gives notice of the dispute. This does not prevent a Party from seeking interim relief.

31.3 Arbitration. Any dispute, controversy or claim arising out of or in connection with this Agreement or any Addendum, including any question about its existence, validity, interpretation, performance, breach or termination, that has not been resolved under Clause 31.2 shall be finally settled by arbitration administered by the Istanbul Arbitration Centre ("ISTAC") in accordance with the ISTAC Arbitration Rules in force at the time the request for arbitration is filed. Where the amount in dispute falls within the scope of the ISTAC Fast Track Arbitration Rules, those rules shall apply. The seat of arbitration is Istanbul, Türkiye. The tribunal shall consist of a sole arbitrator, unless the amount in dispute exceeds USD 500,000, in which case it shall consist of three arbitrators. The language of the arbitration is English, except that where both Parties are established or resident in Türkiye it shall be Turkish. The award is final and binding on the Parties.

31.4 Interim relief. Nothing in this Clause 31 prevents either Party from seeking interim measures of protection or interim attachment from the Istanbul (Çağlayan) Courts and Enforcement Offices, which have jurisdiction for this purpose, or from the emergency arbitrator under the ISTAC Arbitration Rules.

31.5 Confidentiality of proceedings. The existence and content of the arbitration proceedings and any award are Confidential Information of both Parties, except to the extent that disclosure is required to enforce or challenge the award or by Applicable Law.

31.6 Applicable arbitration law. Where the dispute has a foreign element within the meaning of the Turkish International Arbitration Law No. 4686, that law applies to the arbitration. Otherwise, the provisions on arbitration of the Turkish Code of Civil Procedure No. 6100 ("HMK") apply.

32. Electronic Acceptance, Form and Evidence

32.1 Formation by electronic acceptance. This Agreement and each Addendum are concluded by electronic acceptance ("click-wrap"). The Publisher accepts them by ticking the relevant box and clicking "I accept" (or an equivalent control) in the Studio after the full text has been made available to it. Under Article 1 of the TBK, a contract is formed by the mutual and concordant declarations of intent of the parties. Under Article 12 of the TBK, contracts are not subject to any form unless the law provides otherwise. The Parties agree that this Agreement is validly concluded by electronic acceptance and that no handwritten signature and no secure electronic signature under Electronic Signature Law No. 5070 is required for its formation or validity.

32.2 Arbitration agreement. The arbitration agreement in Clause 31.3 is concluded in electronic form and satisfies the written-form requirements of Article 4 of Law No. 4686 and Article 412 of the HMK, which recognise arbitration agreements concluded by electronic means.

32.3 Licences of economic rights. The Publisher acknowledges that Clause 4.1 individually identifies each economic right licensed, as required by Article 52 of FSEK. To the extent that any Applicable Law requires a form for the licences granted under this Agreement beyond electronic acceptance, the Publisher shall, on request, execute and deliver to Benerits a confirmatory licence instrument in the same terms, signed by hand or with a secure electronic signature, within 10 Business Days of the request. Pending such execution, the Parties acknowledge that the licences have been performed by the delivery of the Games and their release on the Portal at the Publisher's request, and the Publisher agrees not to rely on the absence of such form against Benerits, as doing so would be contrary to the principle of good faith under Article 2 of the Turkish Civil Code No. 4721.

32.4 Records and evidence. Benerits records each acceptance of this Agreement, of an Addendum and of any amendment, including the identity of the Studio user, the Publisher account, the version of the document accepted, the date and time of acceptance, the IP address and the user agent ("Acceptance Records"). In accordance with Article 193 of the HMK, the Parties agree that the Acceptance Records, Benerits' electronic records, server logs, Studio records and emails constitute conclusive evidence of the acceptance, content and performance of this Agreement, without prejudice to either Party's right to prove the contrary.

32.5 Specific acknowledgement of key terms. The Publisher confirms that before accepting this Agreement it was given the opportunity to read, download and store the Agreement, Schedule A and the Policies, and that it has specifically noted and accepts the following provisions, which were brought to its attention separately during acceptance: Clause 5.8 (editorial discretion), Clause 9.6 (consequences of breach of exclusivity), Clause 12 (Invalid Traffic, withholding and clawback), Clause 16.1 (removal by Benerits), Clause 24 (limitation of liability), Clause 30 (amendments) and Clause 31 (governing law and arbitration). The Publisher acknowledges that it has had the opportunity to negotiate these terms and to take legal advice.

32.6 Copies. The Publisher may download the version of this Agreement it accepted, and each Addendum, from the Studio at any time.

33. Language

33.1 This Agreement is made available in English and Turkish. Both versions have been prepared with care to be substantively identical.

33.2 In case of any conflict or inconsistency between the English and Turkish versions, the English version prevails for Publishers and Creators. Where a provision is applied to a consumer residing in Türkiye, the Turkish version prevails for that consumer.

34. General

34.1 Entire agreement. This Agreement (together with the documents listed in Clause 2.1) constitutes the entire agreement between the Parties relating to its subject matter and supersedes all prior agreements, understandings, representations and communications, whether written or oral, relating to that subject matter. Each Party acknowledges that it has not relied on any statement, representation or warranty that is not set out in this Agreement. Nothing in this Clause 34.1 limits liability for fraud.

34.2 Severability. If any provision of this Agreement is found to be invalid, unlawful or unenforceable, in whole or in part, that provision (or part) shall be deemed deleted to the minimum extent necessary. The remaining provisions remain in full force and effect, and, in accordance with Article 27(2) of the TBK, the Parties agree that they would have concluded this Agreement without the invalid part. The Parties shall negotiate in good faith a valid replacement provision that achieves, as closely as possible, the intended economic and legal effect.

34.3 No waiver. No failure or delay by a Party in exercising any right or remedy constitutes a waiver of that or any other right or remedy. A waiver is effective only if given in writing, and only for the specific case for which it is given.

34.4 Relationship of the Parties. The Parties are independent contractors. Nothing in this Agreement creates a partnership, ordinary partnership (adi ortaklık), joint venture, agency, franchise, commercial representation or employment relationship between the Parties. Neither Party has authority to bind the other.

34.5 No third-party rights. Except for the Benerits Indemnitees under Clause 15.1, no person other than the Parties has any right to enforce any term of this Agreement.

34.6 Cumulative remedies. Except as expressly provided otherwise, the rights and remedies under this Agreement are in addition to, and not exclusive of, any rights or remedies provided by law.

34.7 Further assurance. Each Party shall execute such documents and take such actions as may reasonably be required to give full effect to this Agreement.

34.8 Costs. Each Party bears its own costs in connection with the negotiation, conclusion and performance of this Agreement. Any stamp tax (damga vergisi) that may arise in connection with this Agreement shall be borne by the Parties in equal shares, unless an exemption applies.

Contact [BENERITS LEGAL ENTITY NAME] · [REGISTERED ADDRESS] · [TRADE REGISTRY / MERSIS NO.] · [TAX OFFICE / TAX NO.] Legal notices: [CONTACT EMAIL: [email protected]] · Data protection: [DPO / KVKK CONTACT: [email protected]] · EU representative: [EU REPRESENTATIVE, if appointed]

Schedule A (Revenue Share Schedule), the Game Distribution Addendum template, the Ad & SDK Policy and the Content Policy form part of this Agreement as described in Clause 2.