SOFTWARE LICENSE AGREEMENT

Contract number: __________________

This Master Software Sales Agreement (‘Agreement’) is made by and between
Kaya Systems BV Danişmanlik Sanayi Ticaret Limited Şirketi (‘Kaya and Affiliates’) and [CLIENT:․․․․․․․․․․․․․․․] (‘Client’).

[Kaya Address] [Client Address]
Kaya and Affiliates -----
Nispetiye Mahallesi, Gazi Gucnur Sok. Uygur Is Merkezi No:4, D:3 -----
Besiktas Istanbul -----
TURKIYE -----
Tax office/number: Besiktas / 5340743491 -----

WHEREAS:
Kaya and Affiliates have developed software for Microsoft Dynamics AX named:
KAYA TURKISH LOCALIZATION PACK FOR MICROSOFT DYNAMICS AX© (‘Software’); and
Client desires a license for use of the Software; and
Kaya and Affiliates grants such a license on the terms and conditions set forth below.

Definitions

‘Kaya and Affiliates’ shall mean, all Kaya companies under the control of Kaya Systems BV,
Landjuweel 5, 3905 PE Veenendaal, The Netherlands. Where control means ownership of at
least 50% of the voting stock, shares, or other equity interest and possession of the power
to direct or cause the direction of the management and policies of Kaya company.
Kaya Systems BV Danişmanlik Sanayi Ticaret Limited Şirketi, Kaya Solutions BV,
Kaya Consulting BV, are a Kaya company in the sense of the above writing.
The Software and any copies the Client is authorized to make are the intellectual property
and ownership of Kaya and Affiliates. Client is responsible for the Software and will protect
the rights of Kaya and Affiliates by transferring the liability of abuse of confidentially by
third parties other than the Client which has access to the Software.

Payment, Delivery and Other Conditions

Prices for the Software are user based, as follows: As users are regarded Operations users (counted fully) and Activity users
(counted for 25%, meaning 4 Activity users count as 1 user).

A yearly fee of 16% of the purchase (BREP) is charged for the annual renewal of
the Software, starting immediately in year 1.
To be filled in by Client
1) Number of Operations users ##
2) Number of Activity users ##
3) Number of Activity users * 25% ##
4) Total number of users (=1 + 3) ##

If the number of users increases, Client undertakes to inform Kaya in writing immediately.
Kaya will adjust the onetime price accordingly, and directly invoice the extra amount due for
the onetime fee. Also, the BREP will be adjusted accordingly, and the extra amount will directly
be invoiced, taking into consideration the amount of time within the subscription year the higher
onetime price is applicable

The Software and relevant documentation will be delivered to Client as of date of Kaya receiving the Client
payment for the license, the first year BREP and the VAT. Payments will be made in USD to Kaya’s bank account:

Kaya Systems BV Danişmanlik Sanayi Ticaret Limited Şirketi
Is Bankasi, Beyazit Subesi
Swift Code: ISBKTRIS
IBAN TR75 0006 4000 0021 0093 8803 95

User License Agreement

KAYA TURKISH LOCALIZATION PACK FOR MICROSOFT DYNAMICS AX©
NOTICE TO USER: PLEASE READ THIS AGREEMENT CAREFULLY. BY USING ALL OR ANY
PORTION OF THE SOFTWARE YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT.
YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT
SIGNED BY YOU. IF YOU DO NOT AGREE, DO NOT USE THIS SOFTWARE AND
CONTACT KAYA AT INFO@KAYA-CONSULTING.COM

This License Agreement and/or Enhancement Plan are governed by the Microsoft Software License Terms and/or
Microsoft Dynamics Multi-Site Agreement and/or Global Volume Agreement and/or Microsoft Enterprise Agreement
and/or Microsoft Business Ready Enhancement Plan and/or Microsoft Customer Services Agreement and/or Volume
Licensing Online Services Terms for Microsoft Dynamics of Microsoft Corporation.
In it, ‘Microsoft’ or ‘Microsoft Corporation’ must be read as Kaya and Affiliates and ‘software’ must be read
as Kaya and Affiliates Licensed Software and/or Intellectual Property of Kaya and Affiliates. This also applies
to translated versions of these agreements.

This Agreement contains the entire agreement between the parties and supersedes and replaces all such prior agreements
with respect to matters expressly set forth herein. No modification shall be made to this Agreement except in writing
and signed by both parties. This Agreement shall be binding upon the parties and their respective heirs, executors, administrators,
successors, assigns and personal representatives.
As agreed:
…
Place and Date


Istanbul, ....-....-20.. 		Place and Date


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Kaya Turkey		 Client:


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Authorized signature and Company Stamp






Authorized signature and Company Stamp






Name and Title

Johan Langenberg,
Country Director Kaya Turkey		 Name and Title