Power of Attorney Agreement

1. PARTIES TO THE AGREEMENT
1.1. The Parties accept that their information is shown in the table below, and that this agreement, which covers a specific legal assistance and amount or value, carries evidentiary value, and is in accordance with the law, has been drawn up and signed freely in accordance with their will, pursuant to Article 163 and following articles of the Attorneys' Act and within the scope specified in this agreement.


1.2. The Client accepts to deliver a photocopy of a valid identity document and (if a legal entity) a copy of the tax plate to the Attorney upon signing this agreement, and agrees that these documents are an integral part of the agreement.

2. SUBJECT OF THE AGREEMENT (Scope of Legal Assistance)
2.1. The subject of this agreement is the provision of legal assistance by the Attorney as clearly defined in the "Special Provisions of the Agreement" section. Even if included in the power of attorney, any legal work (new lawsuit, execution proceeding, appeal application, etc.) not explicitly stated in this agreement is not covered by this agreement.

3. COMMENCEMENT and DURATION OF THE AGREEMENT
3.1. The Parties accept that this agreement commences as of the date of signature, remains valid until the work subject to the agreement is conclusively finalized, and that the conditions will be reviewed by the parties at the end of each calendar year, and if necessary, a new fee and terms agreement will be signed.

4. RIGHTS OF THE CLIENT
4.1. Right to Information: The Client has the right to receive information about the status of the file regularly and immediately upon request, pursuant to the Attorneys' Act. The initial consultation meeting within the scope of the attorney relationship established by the signing of this agreement is free of charge, limited to a maximum of 45 (forty-five) minutes.
4.2. Right to Examine the File: The Client has the right to examine the file at the Attorney's office and to obtain copies by paying the photocopy cost, provided that reasonable prior notice is given.

5. GENERAL PROVISIONS OF THE AGREEMENT
5.1. The fee specified in this agreement covers only the first instance proceedings of the work defined in Article 2 of the agreement. Legal remedies such as appeal (istinaf, temyiz) and all other additional legal assistance are subject to a separate fee.
5.2. The Client cannot give power of attorney to another lawyer for the same work without obtaining the written consent of the Attorney. Otherwise, the entire attorney fee arising from this agreement becomes immediately due and payable.
5.3. The Client is obliged to deliver any information, document, and notification document requested from them to the Attorney within 3 (three) days at the latest. Provisions regarding the penal clause to be applied in case of delay in this obligation are regulated in the "Special Provisions" section.
5.4. The Client's verbal instructions may be confirmed by the Attorney via e-mail or other written communication channels. If the Client does not object to this confirmation within 2 (two) business days, they are deemed to have approved the instruction.
5.5. Evidence Agreement and Blockchain Integration: The Parties accept that digital communication records between them such as e-mail, SMS, WhatsApp, and digital data recorded with a timestamp on the Notary Public Blockchain or Ethereum Public Ledger platform, depending on the Attorney's preference, shall be accepted as evidence. This system is used to ensure secure proof between the parties. These records are strengthened by being approved with a digital timestamp by notaries authorized in Turkey, and an access link with a hash code is provided to both parties. These data are in the nature of a written evidence agreement pursuant to Article 193 of the Code of Civil Procedure, supported by electronic signature within the scope of the Electronic Signature Law No. 5070.
5.6. The Attorney may use the authority of delegation (transferring the work to another lawyer) if they deem it necessary.
5.7. In case there are multiple Clients, they are jointly and severally liable for all debts arising from this agreement.
5.8. The preservation of all original documents subject to the lawsuit and proceedings is the responsibility of the Client.

6. OBLIGATIONS OF THE ATTORNEY
6.1. Confidentiality Obligation: The Attorney is obliged to keep confidential all information learned due to their profession, pursuant to Article 36 of the Attorneys' Act.
6.2. Duty of Care: The Attorney undertakes to carry out the work undertaken with the care, loyalty, and attention expected from a prudent attorney.
6.3. Accountability: The Attorney gives a written account upon the Client's request regarding the money collected and expenses made on behalf of the Client.
6.4. Obligation to Return Documents: The Attorney is obliged to return all original documents entrusted to them and belonging to the Client at the end of the work.
6.5. Professional Liability Insurance: The Attorney undertakes to take out professional liability insurance containing coverage in the amount agreed upon by the parties in the 'Special Provisions' section against possible damages arising from professional activities. Unless otherwise agreed, the premium costs of this insurance belong to the Client, and the Client is obliged to pay this amount to the Attorney within 7 (seven) days following the signing of the agreement.

7. FEE
7.1. Fixed Fee (Lump Sum Fee): The fixed fee specified in the "Special Provisions" section is paid to the Attorney in cash at the beginning of the work. This fee is increased in January of each year following the date of the agreement, at the rate of the previous year's Domestic Producer Price Index (D-PPI) announced by the Turkish Statistical Institute or the recommended fee increase rate of the Bar Association to which the Attorney is affiliated, whichever is higher.
7.2. Proportional Fee (Success-Based Fee): In cases where the value of the subject of the lawsuit can be measured in money, in addition to the fixed fee, a proportional attorney fee at the rate of 20% (twenty percent) of the total value ruled in favor at the end of the lawsuit is paid separately to the Attorney. This rate cannot in any way exceed the legal ceiling of 25% specified in Article 164 of the Attorneys' Act.
7.3. Counterparty Attorney Fee: The legal attorney fee imposed on the other party by the court or enforcement offices is independent of the fee agreed upon in this agreement and belongs entirely to the Attorney.
7.4. Taxes: All fees specified in this agreement are net. Legal deductions such as VAT and withholding tax are covered separately by the Client.
7.5. Delay in Payments: A monthly delay interest of 3% (three percent) is applied to all overdue fee and expense payments from the payment date.
7.6. Emergency Fee (Advance): Upon signing this agreement, the Client pays the Attorney the emergency fee in the amount specified in the "Special Provisions" section, to be in the nature of an advance for urgent work and expenses. This fee is used for urgent expenses to be made and overtime to be spent by the Attorney and is deducted in the final calculation to be made at the end of the agreement.
7.7. Priority of Fees and Expenses: All accrued fee and expense receivables of the Attorney are deducted primarily from any money, cash, check, promissory note, or other values collected on behalf of the Client. After the deduction process is completed, the remaining amount is returned to the Client. This provision is applied primarily and independently of the right of retention.

8. EXPENSES
8.1. All fees, expense advances, notification, expert, discovery, travel, accommodation, blockchain, and notary expenses required during the lawsuit and proceedings, as well as other reasonable and documentable professional expenses (e.g., special courier, digital tool subscriptions, special software licenses, etc.) to be made by the Attorney as required by the work and notified to the Client in advance, belong to the Client.
8.2. Necessary and standard expenses to be incurred when the Attorney needs to go out of town for the work are covered by the Client. As a criterion for these expenses, the standard room price of a 4-star hotel in the province where the travel will be made, business class or upper-class economy ticket prices of Turkish Airlines or a similar standard airline company in other countries, and the rental price of a mid-class automatic transmission vehicle in the city visited are taken as a basis. Travel preference is made reasonably and documentably, taking into account the urgency and nature of the work.
8.3. For stationery expenses, the amounts specified in the "Special Provisions" section apply, and these amounts are increased at the D-PPI rate at the beginning of each year.

9. TERMINATION OF THE AGREEMENT, CANCELLATION AND RIGHT OF RETENTION
9.1. In cases where the Client dismisses the Attorney unjustly, the Attorney resigns for a just cause, the Client does not pay the attorney fee or expense advance, the Client waives the lawsuit or settles, the Attorney is entitled to the entire fixed and proportional attorney fee agreed in this agreement.
9.2. Right of Retention: The Attorney may use the right of retention on the lawsuit files belonging to the Client and the money and other values collected on behalf of the Client until all accrued attorney fees and expense receivables are fully paid. The Attorney may use this right with or without prior notice.
9.3. Withdrawal Fee: If the Client wishes to terminate the agreement without any fault or negligence of the Attorney, the fixed fees paid up to that moment are not refunded. In addition, a withdrawal fee at the rate of 50% (fifty percent) of the proportional fee envisaged in this agreement and the value of which is specified in the "Special Provisions" section becomes immediately due and payable on the date the termination notice reaches the Attorney and is paid by the Client.

10. RESOLUTION OF DISPUTES
10.1. Disputes arising between the parties will primarily be tried to be resolved through mediation in accordance with the Mediation Rules of the International Arbitration Mediation Conciliation Alternative Dispute Resolution and Consultancy Center (UTAUM). If no result is obtained from mediation, the dispute will be finally resolved through arbitration in accordance with the UTAUM Arbitration Rules.
10.2. Mediation: All disputes arising from or related to this agreement shall be finally resolved through mediation in accordance with the Mediation Rules of the International Arbitration Mediation Conciliation Alternative Dispute Resolution and Consultancy Center (UTAUM). The parties accept that the mediation clause in this agreement was created by mutual negotiation without any coercion and that resolving disputes primarily through mediation is the product of their true will. The place of mediation is Fethiye. The language of mediation is Turkish. The number of mediators shall be 1. (Turkish) Law applies to the merits of the dispute. In disputes not involving a foreign element, the provisions of the Mediation Minimum Wage Tariff for the relevant year issued pursuant to the Law on Mediation in Civil Disputes No. 6325 apply. In disputes involving a foreign element, the parties and the mediator may agree on the mediator's fee; if they cannot agree, the provisions of the Mediation Minimum Wage Tariff issued annually in accordance with the provisions of the Law on Mediation in Civil Disputes No. 6325 apply.
10.3. Arbitration: All disputes arising from or related to this agreement shall be finally resolved through ARBITRATION in accordance with the Arbitration Rules of the International Arbitration Mediation Conciliation Alternative Dispute Resolution and Consultancy Center (UTAUM). The parties accept that the arbitration clause in this agreement was created by mutual negotiation without any coercion and that resolving disputes through arbitration is the product of their true will. The place of arbitration is Fethiye. The language of arbitration is Turkish. Unless otherwise agreed by the parties, the number of arbitrators shall be 1 for disputes with a value not exceeding 1,500,000.00 TL, and 3 for disputes with a value exceeding 1,500,000.00 TL. (Turkish) Law applies to the merits of the dispute. Arbitration costs and the fee to be given to the Arbitrators will be determined according to the UTAUM Arbitration Center Expense and Fee Tariff.

11. MISCELLANEOUS PROVISIONS
11.1. Notification Addresses: The notification addresses of the parties are the addresses specified in Article 1 of the agreement. Address changes must be notified in writing within 3 days.
11.2. Disciplinary Responsibility: Regarding the disciplinary responsibility arising from the Attorney's professional activities, current disciplinary regulations and professional rules published by the Union of Turkish Bar Associations in the light of relevant decisions of the Constitutional Court are taken as a basis.
11.3. Electronic Signature: The parties accept that secure electronic signatures created in accordance with the Electronic Signature Law No. 5070 and relevant legislation will have legal consequences equivalent to a wet signature.
11.4. Severability: The invalidity of any provision of this agreement does not affect the validity of the other provisions of the agreement.
11.5. Intellectual Property: Intellectual property rights of all written and verbal intellectual outputs (petition, defense, legal report, opinion, etc.) produced by the Attorney within the scope of this power of attorney belong to the Attorney. The Client has the right to use these documents only for the relevant lawsuit and work. They cannot be reproduced without permission, shared with third parties, or used for commercial purposes. In case of violation of this prohibition, the Client irrevocably accepts and undertakes to pay a penal clause of 200,000 TL (Two Hundred Thousand Turkish Liras) to the Attorney without the need for any warning.
11.6. File Retention Obligation and Fee: After the completion of the work subject to the agreement, the Attorney is obliged to keep the file for a certain period in accordance with legal obligations. During this retention period, the Attorney has the right to charge an annual file retention and archiving fee of 5,000 TL. This fee is paid in cash at the beginning of each year. If the fee is not paid, the Attorney's obligation to keep the file ceases.

12. SPECIAL PROVISIONS
12.1. In case of a conflict between the general provisions of this agreement and the special provisions in this section, the special provisions apply.
12.2. Ex Officio Transaction Authority: The Attorney has the authority to perform ex officio transactions without a cost limit in cases requiring urgent legal steps (submitting a response petition about to expire, objections to interim decisions, making preparations not to miss legal remedy periods, etc.) during the litigation process. The Attorney reports this transaction and its cost to the Client within 5 business days. If the Client does not object in writing within 2 business days from the report date, they are deemed to have approved the transaction and its cost.
12.3. The recommended fee tariff of the Bar Association to which the lawyer is affiliated applies as supplementary in cases where there is no provision in this agreement.
12.4. Collection of Proportional Fee: All amounts to be collected at the end of the lawsuit or proceeding will be deposited primarily into the Attorney's bank account pursuant to the fee priority provision in Article 7.7, and the Attorney will send the remaining amount to the IBAN number to be notified by the Client within 3 (three) business days after deducting their own fee and expense receivables from this amount.
12.5. Penal Clause (Delay in Document Delivery): The penal clause amount referred to in Article 5.3 is equal to the one-hour consultation fee specified in the recommended fee tariff of the Bar Association to which the Attorney is affiliated, and in any case, cannot be less than 10,000 TL.
12.6. Professional Liability Insurance: The Professional Liability Insurance premium, which is mandatory pursuant to Article 6.5, shall be paid as ............ TL in cash, and this premium shall be paid to the Attorney within 7 (seven) business days following the signing of the agreement. This premium corresponds to a coverage limit of ............ TL.
12.7. Emergency Fee: Pursuant to Article 7.6, the Client shall pay an emergency fee of 10,000 TL upon signing the agreement.
12.8. Promotion Permission: The Client permits the result of the lawsuit to be used as a "success story" - without disclosing names and intimate details - within the scope of the Attorney's professional promotion activities (Attorney's website, social media profiles, brochures, etc.), together with a general summary of the subject of the lawsuit, provided that prior approval is obtained.
12.9. Fixed Fee: The Fixed Attorney Fee for the lawsuit subject to this agreement is ............ TL. VAT is not included in this amount.
12.10. Legal Service: The legal service to be provided by the Attorney is (The legal service to be provided will be written here).

IMPORTANT NOTE AND APPROVAL STATEMENTS

A. INFORMATION AND APPROVAL
I declare that I have read and understood the entire agreement and received a copy. I accept that especially the subject and scope of the agreement (Article 2), fee and payment conditions (Article 7), financial consequences of unjust dismissal and termination of the agreement (Article 9), and provisions regarding penal clauses (Article 5.3, 9.3, and 11.5) have been verbally explained to me by my lawyer separately and that I understand these provisions.
(The Client is requested to write the text "A. INFORMATION AND APPROVAL" above in their own handwriting in the space below.)

CLIENT
(Name-Surname / Title)
(Signature)

B. PROFESSIONAL LIABILITY INSURANCE APPROVAL
I declare that I understand and accept that it is mandatory for the Attorney to take out professional liability insurance pursuant to Articles 6.5 and 12.6 of the Agreement, and that the premium will be covered by me.
(The Client is requested to write the text "B. PROFESSIONAL LIABILITY INSURANCE APPROVAL" above in their own handwriting in the space below.)

Date: .../.../20...

CLIENT
(Name-Surname / Title)
(Signature)