Distance sales agreement

DRAFT — not legal advice. Requires review by a qualified lawyer before use.

• Document: Distance Sales Agreement (subscription and credit pack purchases) · Language: English · Version: 0.1 draft · Date: 2026-10-27
• Basis: docs/research/15-payments-tr.md F2, F13–F18; docs/decisions/ADR-005-billing-wisecp.md rev.4 D3.7, D4, D6, D7; docs/compliance/country-rules.md (TR). All placeholders were closed on 2026-10-27 (F1-64) from docs/decisions/01-defaults-2026-10-27.md and the research reports; sentences marked † still await lawyer confirmation. Nothing here is a final commitment.
• Buyer type: business buyers only (decision 2026-10-27, 01-defaults; TODO-Faruk 2n-d). The clauses for individual (consumer) buyers were removed and the numbering was reorganised.
• Commercial decisions (cancellation at period end without refund, 7 days past due, 14 days suspended, no free trial, no instalments) follow docs/decisions/01-defaults-2026-10-27.md; the options not chosen were removed.
• This text is for the purchase flow in the panel and for the website page set required for the PayTR application. The buyer accepts it before paying, and the accepted text version is stored with the order (ADR-005 D3.7).

1. Parties

1.1 Seller / Provider: Faruk Sancak TiklaWeb Bilişim Hizmetleri (sole proprietorship) (“we”, “Provider”), trade registry / MERSIS number none (sole proprietorship), tax office Halkalı Tax Office, tax number 7430527303, address Atatürk Mahallesi Dilek Sokak No: 12 İç Kapı No: 5, Küçükçekmece / İstanbul, phone +90 850 309 65 02, e-mail hello@gondero.com.

1.2 Buyer / Customer: the legal name, tax number or ID number, address and e-mail shown in the billing profile you complete before checkout and in the order summary (“you”, “Buyer”).

1.3 In this Agreement “Service” means the multi-tenant outreach platform offered under the name Gondero, as defined in the Terms of Service.

2. Subject matter

2.1 This Agreement covers your purchase, over the internet, of (a) a subscription to the Service in the plan, billing period and price shown on the order summary, and (b) credit packs that you buy separately.

2.2 The Service is software delivered online (SaaS). Nothing is shipped, and no software is licensed or handed over for you to run yourself.

2.3 Plan limits and included quantities are those shown on the plan page and the order summary at the time of purchase. Credits work as follows: a credit pack is a one-time prepaid purchase, credits are spent from your balance, and when the balance reaches zero the credit-based feature stops until you buy more. Credits included in a plan lapse at the end of the billing period; purchased credit packs do not expire while the subscription is active.

2.4 The Terms of Service, the Acceptable Use Policy, the Privacy Policy and the Data Processing Agreement apply together with this Agreement. If they conflict on a purchase matter (price, payment, renewal, cancellation, refund), this Agreement and the Refund and Cancellation Policy prevail.†

3. Buyer type and scope

3.1 The Service is for businesses and professionals. By buying, you declare that you act for your business or profession and have authority to bind the Buyer.

3.2 Default scope: business buyers. Checkout requires a tax number (company or sole trader). The provisions on the right of withdrawal (Section 9) do not apply to business buyers.

3.3 At present checkout accepts a billing country of Türkiye only. Purchases from other billing countries are refused until the company decides how foreign sales and foreign tax are handled.

4. Prices, VAT and invoices

4.1 Prices are shown in Turkish lira (TL) on the plan page and the order summary. Prices on the website are shown excluding VAT (KDV), and VAT is shown separately on the order summary at the rate in force at the time of sale.

4.2 We may change our prices. Price changes apply to the next billing period and are announced beforehand as set out in Section 13.

4.3 Invoices. We issue an electronic invoice for every sale. The document type is e-Fatura when both seller and buyer are registered e-Fatura users, and e-Arşiv otherwise (VUK General Communiqué 509, IV.2.4.3). The invoice is sent to the e-mail address in your billing profile and is available in the panel. Invoices are issued within the period set by tax law.† For now they are issued manually through the e-Arşiv portal of the Revenue Administration (GİB); an e-invoice integrator may be added later.

4.4 You are responsible for the accuracy of the billing profile (legal name, tax number, address). Corrections after an invoice is issued follow the rules in the Refund and Cancellation Policy.

5. Payment

5.1 Payments are processed by PayTR Ödeme ve Elektronik Para Kuruluşu A.Ş., a licensed payment and e-money institution (“PayTR”). Card payments use 3-D Secure verification.

5.2 Your card number is entered on the secured payment page and sent directly to PayTR. It does not reach our servers, and we do not store it. We keep only the token and display data PayTR returns, such as the last four digits, expiry month and year, and card brand.

5.3 Card storage and automatic renewal consent. If you choose to save your card when you buy a subscription, you expressly authorise us to store the PayTR card token and to charge your saved card at the start of each renewal period for the price then valid, until you cancel. This consent is given separately, by a visible checkbox or button that is not pre-selected, and is recorded with the order.†

5.4 Before each renewal charge we send a reminder e-mail in good time before the charge date.† You can update the saved card in the panel. When a card is replaced, the old token is deleted at PayTR. Without a usable card, renewal needs a manual payment.

5.5 If an issuer asks for 3-D Secure on a renewal, we send you a link to complete the payment with your card present.

5.6 Your payment is confirmed only when we have read the payment back from PayTR. Until then, the panel shows the order as pending. A page return from PayTR is not a confirmation.

5.7 PayTR acts as an independent data controller for the payment data it processes under its own notice. Our Privacy Policy and our KVKK notice name PayTR as a recipient.

6. Effective date, term and delivery

6.1 The Agreement is formed when you accept it at checkout and your payment is confirmed under Section 5.6. The accepted text version and the time of acceptance are stored with the order.

6.2 The subscription starts when payment is confirmed and runs for the billing period you chose (monthly or annual). Access is activated electronically right after confirmation (see the Service Delivery page).

6.3 No free trial is offered.

7. Automatic renewal, plan changes and cancellation

7.1 A subscription renews automatically for a period of the same length at the price then valid, until you cancel.

7.2 Cancellation. The owner or a user with billing permission cancels in the panel at any time. Cancellation takes effect at the end of the current paid period. No further charge is made, the Service stays fully available until the period ends, and no refund is made for the remaining time, except as stated in the Refund and Cancellation Policy.

7.3 After the period ends, the subscription is cancelled and the workspace moves to deletion-pending status. For 30 days you can export your data and, if you buy again within that time, your workspace is restored. After that period data is deleted as described in the Terms of Service. Invoice records are kept as required by tax law.

7.4 Plan changes. An upgrade applies immediately. Any additional charge for the upgrade is shown in the order summary before you confirm. A downgrade applies from the next billing period. If your usage is above the new plan’s limits, you cannot open new resources above those limits, and nothing already set up is switched off.

8. Failed payments, suspension and acceptable use

8.1 If a renewal charge fails, the subscription becomes past due. We retry the charge during this period and notify you by e-mail and in the panel. During this time the Service keeps running.

8.2 If the payment is not recovered within 7 days, the workspace is suspended: the panel becomes read-only and sending stops. Replies, bounces and unsubscribe requests continue to be processed so that opt-outs are honoured. A suspended workspace returns to normal when the payment is recovered.

8.3 If the payment is not recovered within 14 days after suspension, the subscription is cancelled and Section 7.3 applies.

8.4 We may also suspend or restrict a workspace for reasons set out in the Acceptable Use Policy (for example bounce or complaint rates above the thresholds, or abuse). That Policy governs these cases. Fees are not refunded for suspensions caused by a breach, except where mandatory law requires a refund.†

8.5 Service level. No uptime percentage or service credit is promised; we run the Service with reasonable care.† We do not promise that messages reach the inbox or produce replies or sales (Terms of Service, Section 14).

9. Right of withdrawal

9.1 Business buyers. The right of withdrawal under consumer law does not apply to a purchase made by a business buyer. Law 6563 art. 3(3) allows parties who are not consumers to agree otherwise on the pre-contract information duties, and this Agreement is built on that basis.

9.2 No contractual withdrawal right is granted to business buyers.

10. Data protection and KVKK

10.1 For your account, billing and security data we act as an independent data controller. Our Privacy Policy and our KVKK Aydınlatma Metni (notice) explain what we process, why, on what legal basis and with whom we share it, including PayTR as the payment institution.

10.2 For lead and recipient data that you process in the Service, you are the controller and we are the processor under the Data Processing Agreement, which applies automatically when you accept this Agreement and the Terms of Service.

10.3 Your billing data is kept as long as tax and accounting law requires; invoice records are kept separately from the workspace data and are not deleted with it.†

11. Disputes and jurisdiction

11.1 This Agreement is governed by the law of Türkiye. The courts and enforcement offices of İstanbul have jurisdiction.†

11.2 Contact us first at hello@gondero.com and try to settle the issue. This does not limit your legal rights.

12. Information before the contract (Law 6563 art. 3)

12.1 Who we are. Legal name Faruk Sancak TiklaWeb Bilişim Hizmetleri (sole proprietorship); MERSIS none (sole proprietorship); tax office and number Halkalı Tax Office / 7430527303; address Atatürk Mahallesi Dilek Sokak No: 12 İç Kapı No: 5, Küçükçekmece / İstanbul; e-mail hello@gondero.com. The same details are shown on the “About us / Imprint” and “Contact” pages of the website.

12.2 Steps to form the contract.

• (a) create an account (e-mail verification may be required);
• (b) choose a plan and billing period, or a credit pack;
• (c) complete the billing profile;
• (d) review the order summary (price, VAT, renewal terms);
• (e) accept this Agreement and, if you wish to save your card, give the separate renewal consent;
• (f) pay on the secured payment page with 3-D Secure;
• (g) the order is confirmed after we read the payment back from PayTR, and an invoice follows.

12.3 Storage of this text and access. The accepted version of this Agreement is stored with the order, together with the time of acceptance. You can view it in the panel and we send a copy to your e-mail address.

12.4 Correcting input errors. Before you pay, the order summary shows all entries, and you can go back and change the plan, billing profile and other entries. After payment, contact hello@gondero.com for corrections.

12.5 Privacy rules. The personal data we process is described in the Privacy Policy and the KVKK Aydınlatma Metni. Cards are handled as in Section 5.

12.6 Alternative dispute resolution. Because this Agreement is made with businesses and professionals, the consumer arbitration committees and consumer courts do not apply to it. Disputes are handled as set out in Section 11.†

13. Changes and notices

13.1 We may update this Agreement. Changes to price or renewal terms are announced by e-mail or in the panel in good time before they apply, and you can cancel under Section 7 before then.

13.2 Notices to you go to the e-mail address in your billing profile and to the panel. Notices to us go to hello@gondero.com.

14. Contact

14.1 Faruk Sancak TiklaWeb Bilişim Hizmetleri (sole proprietorship), Atatürk Mahallesi Dilek Sokak No: 12 İç Kapı No: 5, Küçükçekmece / İstanbul, hello@gondero.com. Privacy contact: privacy@gondero.com.

15. Notes for the reviewing lawyer

• Buyer type: business buyers only (01-defaults, 2026-10-27); the consumer clauses were removed. Confirm whether sole traders and individuals can be refused and that the Regulation’s art. 2(1) scope (consumers) is avoided.
• Withdrawal (Regulation art. 15(1)(ğ)): the consumer clauses, including the performance-start confirmation, were deleted. If consumers are accepted later they must be drafted again with the lawyer; the withdrawal period and procedure are not stated because no source in the project covers them.
• Art. 3(3) of Law 6563: confirm that business buyers can be given the Section 12 information by this text and the website pages.
• Automatic renewal and stored card (Section 5.3 to 5.5): confirm the consent wording and the e-mail reminder duty. PayTR stored-card recurring charges need PayTR’s permission and a Direct API integration (15 F4, F5), and PayTR treats subscription services as higher risk (15 F3, R2).
• Invoice (Section 4.3): e-Arşiv from the first sale and the 7-day issue deadline come from secondary sources (15 F13), so confirm both with the accountant. The integrator is not chosen yet (TODO-Faruk 1a-e, 2n-c).
• Foreign buyers: the foreign-buyer clause was removed; checkout is Türkiye-only (Section 3.3) until TODO 1a-b is answered. Service-export treatment is a per-buyer assessment for the accountant (15 F16, R10).
• Cancellation and refund (Sections 7.2, 7.3, 8.4): cancellation at period end without refund, 7 days past due and 14 days suspended are the defaults of 2026-10-27 (ADR-005 D4, TODO-Faruk 1a-f, 1a-g); no research report gives day counts.
• Governing law, jurisdiction, liability and precedence (Sections 2.4 and 11) need the lawyer’s choice. Check against mandatory rules.
• PayTR role (Section 5.7, 10.1): independent controller per PayTR’s own notice (15 F18). The legal basis for sending buyer data to PayTR (KVKK m.5/2-c) is the lawyer’s call.
• Filled 2026-10-27 (F1-89) from content-input/company.md: name, tax office and number, address and e-mail addresses. It is a sole proprietorship, so there is no MERSIS number; the tradesperson or trader status is for the accountant to confirm. The mailboxes hello@, support@, privacy@, billing@ and security@gondero.com are open. legal@, abuse@, postmaster@, dmarc@ and no-reply@ do not exist yet, so hello@gondero.com is used for legal notices and abuse reports until they do. Statements in the header that the company country is unknown are superseded (Türkiye); the options were decided on 2026-10-27. All placeholders were closed on 2026-10-27 (F1-64); the status table is in README.md.
• † Clauses awaiting lawyer confirmation: 2.4, 4.3, 5.3, 5.4, 8.4, 8.5, 10.3, 11.1, 12.6.