What is a EULA?
An end-user licence agreement (EULA) is the contract between the owner of software, a game or an app and the person who uses it. It does not sell the software. It grants a licence: a limited, usually non-exclusive, non-transferable and revocable permission to install and use the program on the terms the owner sets. The user accepts it by clicking “I agree” or by installing or opening the product (clickwrap or browsewrap).
A EULA typically covers the scope of use (devices, users, territory), prohibited acts (copying, reverse engineering, resale, cheating tools), ownership of virtual items and user content, updates, data collection, termination of the account, limitation of liability and governing law. Cloud products usually use terms of service instead, because nothing is installed; the legal analysis in Türkiye is largely the same.
How Turkish law treats a EULA
- A licence under copyright law. Software is a protected work under Law No. 5846 on Intellectual and Artistic Works (FSEK), and a EULA is a licence of the economic rights under Article 48. Article 52 requires contracts on economic rights to be in writing and to list the rights granted one by one. Whether a click accepted online meets that form requirement is debated, so licences that matter (for example a licence back from players or developers) should be itemised and accepted expressly.
- General terms and conditions. A EULA is drafted in advance by one party for many similar contracts, so it falls under Articles 20 to 25 of the Code of Obligations No. 6098 (TBK). Terms against the user’s interest bind only if the user was expressly told of them and could read them (Art. 21); unclear terms are read against the drafter (Art. 23); a clause letting the drafter change the terms unilaterally against the user is deemed unwritten (Art. 24); and terms contrary to good faith that worsen the user’s position are not allowed (Art. 25).
- Consumer law. Where the user is a consumer, Law No. 6502 adds that terms not individually negotiated that create a significant imbalance contrary to good faith are void (Art. 5). Paid digital content and in-app purchases also bring in the distance-contract rules.
What a EULA cannot take away
FSEK Article 38 gives the lawful user of a computer program some rights that a contract cannot remove. Loading, running and correcting errors where necessary for the intended use, and making a back-up copy where necessary for that use, cannot be prohibited by contract. Observing and testing how the program works, and limited decompilation where indispensable for interoperability, are also permitted under the conditions the article sets.
Drafting points for Turkish users
- Show the EULA before purchase or installation, with an active acceptance step, and keep a record of the version accepted.
- Replace “we may change these terms at any time” with advance notice and a right to terminate.
- Define the causes and process for suspending or closing an account, and what happens to paid items.
- Take licences over user content or mods through an itemised undertaking, not a blanket clause over future works.
- Align data collection with the KVKK privacy notice rather than burying it in the EULA.
Is clicking “I agree” enough to bind a user in Türkiye?
For the ordinary terms of use, yes, provided the user was clearly told of the terms and could read them before accepting (TBK Art. 21). For the transfer or licence of copyright economic rights, FSEK Article 52 requires written form and an itemised list of rights, and whether a click satisfies it is disputed.
Can a EULA ban reverse engineering?
Largely, but not completely. FSEK Article 38 lets a lawful user observe and test how a program works and, under strict conditions, decompile the parts needed for interoperability; a contract cannot take away the right to a necessary back-up copy or to load, run and correct the program for its intended use.
Related: General terms and conditions, Licensing, Open-source licence, SaaS. Further reading: virtual items, user content and mods under Turkish law, SaaS terms of service under Turkish law, in-app purchases and refunds.
Sources. Law No. 5846 on Intellectual and Artistic Works and Turkish Code of Obligations No. 6098. Statute links open the official consolidated Turkish texts on mevzuat.gov.tr.