This English version is provided for information purposes only. This document is governed by and construed in accordance with Turkish law, and the Turkish version is the sole authentic text. In the event of any discrepancy, inconsistency or conflict between the Turkish version and this English version, the Turkish version shall prevail.
When does this agreement apply?
This document applies where a travel agency offers its own package tours, camps and similar products for sale on the Platform. In this model the agency owns, organises and performs the product. The Platform collects payment from the end customer and pays the balance to the agency as a payout after deducting its commission.
If the relationship runs the other way — that is, if the agency sells the Platform’s tours to its own customers and collects payment itself — the applicable document is the Travel Agency Reseller Agreement, not this one. In mixed relationships where both documents are relevant, the document matching the direction of each individual product and booking applies to that transaction.
1. Parties
This Travel Agency Supplier Agreement (the “Agreement”) is concluded between Sporara Teknoloji Ticaret A.Ş. and Esteprime Özel Sağlık Turizm ve Danışmanlık A.Ş., operating the Platform, and the travel agency whose details are recorded during the application and approval process (the “Agency”). Each is referred to as a “Party” and together as the “Parties”.
The corporate details of the companies operating the Platform are set out below:
| Company | Address | Tax office / no | MERSIS | Contact |
|---|---|---|---|---|
| Sporara Teknoloji Ticaret A.Ş. | Halaskargazi Mah. Halaskargazi Cad. Garanti Apt. No: 4 İç Kapı No: 5 Şişli / İstanbul | Mecidiyeköy / 7811137059 | — | 0850 270 0 260 · [email protected] |
| Esteprime Özel Sağlık Turizm ve Danışmanlık A.Ş. | Şirinevler Mah. Adnan Kahveci Blv. Cemal Akın Plaza No: 194 İç Kapı No: 51 Bahçelievler / İstanbul | Kocasinan / 3800551357 | 0380055135700018 | 0850 270 0 260 · [email protected] |
Services on the Platform are allocated between those companies as follows: Camp and tour services are provided by Esteprime Özel Sağlık Turizm ve Danışmanlık A.Ş.; all other services are provided by Sporara Teknoloji Ticaret A.Ş.. Accordingly, the company that is a Party to this Agreement in respect of the operations, collection and payout processes carried out in the tour and camp category is Esteprime Özel Sağlık Turizm ve Danışmanlık A.Ş. (TÜRSAB Licence No: 12558). Where this Agreement refers to the “Platform”, this means Esteprime Özel Sağlık Turizm ve Danışmanlık A.Ş. as regards commercial rights and obligations relating to tour and camp products, while Sporara Teknoloji Ticaret A.Ş. also holds rights and obligations as regards the technical infrastructure, account management and platform rules.
The Agency’s trade name, tax office and number, address, operating licence number, TÜRSAB membership number, bank account details, authorised contact details and an electronic mail address suitable for service of notices are declared by the Agency in the application form and form an integral part of this Agreement.
2. Definitions
- Platform: the website published at https://sporara.com together with the associated mobile applications and partner interfaces.
- Agency: the travel agency offering its products for sale on the Platform and holding a valid operating licence under Law No. 1618 on Travel Agencies (Seyahat Acentaları ve Seyahat Acentaları Birliği Kanunu).
- Listing: the whole of the promotional, itinerary, price and condition information for the Agency’s product as published on the Platform.
- Participant: the natural person who actually benefits from the service.
- Buyer: the natural or legal person who completes the purchase through the Platform.
- Gross Amount: the total sale price, inclusive of taxes, collected from the Buyer.
- Commission: the amount to which the Platform is entitled on the Gross Amount in consideration for its intermediary service, the rate of which is displayed in the partner interface.
- Payout: the amount payable to the Agency after deducting the Commission and any statutory withholdings from the Gross Amount.
- Intermediary Service Provider: a person who provides the electronic commerce environment for the economic and commercial activities of others, within the meaning of Law No. 6563 on the Regulation of Electronic Commerce (Elektronik Ticaretin Düzenlenmesi Hakkında Kanun).
3. Subject matter and the Platform’s legal position
3.1. The subject matter of this Agreement is to set out the procedures and principles governing the publication and offering for sale on the Platform of the Agency’s package tours, camps and similar products, the collection of the amounts due and the payment of Payouts to the Agency.
3.2. The distance sales contract is concluded between the Buyer and the Agency. The Agency is the seller and package tour organiser within the meaning of Law No. 6502 on Consumer Protection (Tüketicinin Korunması Hakkında Kanun) and the Regulation on Package Tour Contracts (Paket Tur Sözleşmeleri Yönetmeliği), and bears primary responsibility for performance of the service, for defects and for all obligations arising under consumer legislation.
3.3. The Platform acts as an intermediary service provider within the meaning of Law No. 6563 on the Regulation of Electronic Commerce (Elektronik Ticaretin Düzenlenmesi Hakkında Kanun). The Platform is under no obligation to verify the content supplied by the Agency or the lawfulness and contractual conformity of the service, and is neither the seller nor the organiser nor the party bound to perform. The fact that the Platform collects payment does not make it the seller; collection is made in the name and on the account of the Agency by way of payment intermediation.
3.4. So that this distinction is also clear to the Buyer, the Platform displays on the Listing and checkout screens that the seller is the Agency, together with the Agency’s trade name and contact details. The Agency shall ensure that this information is accurate and up to date.
3.5. This Agreement does not create a partnership, ordinary partnership, joint venture, commercial agency within the meaning of the Turkish Commercial Code No. 6102 (Türk Ticaret Kanunu) or employment relationship between the Parties.
4. Licence and membership requirement
The Agency represents, acknowledges and undertakes that, as at the date of this Agreement and continuously throughout its term, it:
- holds a valid and subsisting travel agency operating licence issued under Law No. 1618 on Travel Agencies (Seyahat Acentaları ve Seyahat Acentaları Birliği Kanunu) and the Regulation on Travel Agencies (Seyahat Acentaları Yönetmeliği);
- is and remains a member of the Association of Turkish Travel Agencies (TÜRSAB), with its membership neither suspended nor terminated;
- holds a licence of a class that permits it to organise and sell the products it offers on the Platform; and
- holds all permits, arrangements and authorisations required for programmes operated abroad.
Any change in licence or membership status must be notified to the Platform immediately and in any event within one business day. If the licence or membership is suspended or ceases, the Platform shall remove all of the Agency’s Listings, halt new sales and may terminate this Agreement for cause without notice. In that case Payouts relating to bookings not yet performed shall be withheld until refunds to Buyers have been completed.
The Platform reserves the right to verify licence and membership status at any time; upon request, the Agency shall provide current copies of the relevant documents within five business days.
5. Mandatory package tour insurance and security
5.1. In respect of every package tour it organises, the Agency shall, in accordance with the Regulation on Package Tour Contracts (Paket Tur Sözleşmeleri Yönetmeliği), maintain insurance or security covering the refund of the participants’ travel price in the event of the Agency’s insolvency or financial difficulty before the package tour begins, and the participants’ repatriation costs where such a situation arises during the journey.
5.2. The Agency shall additionally maintain, where required by legislation, the mandatory insurance covering the risks of death, injury and illness of participants; the scope, duration and limits of the policy must be appropriate to the nature of the product offered for sale.
5.3. The Agency shall provide the Platform with current copies of its policies and security documents when this Agreement is concluded, and shall update them within five business days of each renewal. The expiry, cancellation or reduction in cover of a policy must be notified immediately.
5.4. Products without valid insurance or security may not be offered for sale on the Platform. The Platform may remove Listings where a policy has not been produced or is found to have expired. The Platform is not liable for lost sales resulting from such removal.
5.5. The Agency is solely responsible for all losses, administrative fines and participant claims arising from breach of the insurance or security obligation.
6. Product, allotment and price notification; keeping information current
6.1. The Agency shall define its products through the partner interface, stating in full the itinerary, departure point and time, duration (days/nights), accommodation and transport details, guiding services, items included and excluded, minimum and maximum participant numbers, age and health requirements, required equipment and documents, and cancellation terms.
6.2. The Agency shall keep allotment and price information accurate and up to date in real time. Where allotment must be closed or a date or price changed, the interface shall be updated without delay. The Agency is responsible for the consequences of bookings that cannot be honoured owing to allotment errors.
6.3. The Agency shall ensure that the price published on the Platform is not higher than the price it applies for the same product in its own channels and other sales channels. The Platform does not impose a minimum price on the Agency; this provision concerns price consistency only.
6.4. The Agency is responsible for the accuracy of the images, texts and itinerary information it uploads. Images, trade marks or texts belonging to others may not be used.
6.5. The Platform may make editorial adjustments regarding publication quality, category placement, image standards and language rules; it may make formal corrections that do not alter the substance of the content and may remove Listings that breach the rules.
7. Service standards and conformity with the itinerary
7.1. The Agency shall perform every booking sold in full and in accordance with the itinerary and characteristics described in the Listing.
7.2. The Agency shall provide equipment, safety gear and competent personnel appropriate to the nature of the activity, and shall comply with health and safety legislation and with the rules of the relevant federations and authorities. For higher-risk activities, participant briefings and health declarations are mandatory.
7.3. Where accommodation, meals, entrance fees and similar items are shown as “included” in the Listing, the Agency shall provide them without additional charge. No mandatory additional payment may be requested from participants during the tour for items not shown in the Listing.
7.4. A hotel or facility may be changed only for an equivalent or higher-class alternative and with notice given without delay. Where a material change is made to the itinerary, the participant shall be offered the choice of accepting the change or withdrawing from the contract with a full refund.
7.5. Where a tour may be cancelled because minimum participant numbers are not met, the cancellation shall as a rule be notified no later than seven days before the start of the service.
8. Guide and transport obligations
8.1. For tours where legislation requires a guide, the Agency shall assign a tourist guide holding a valid work card under Law No. 6326 on the Profession of Tourist Guiding (Turist Rehberliği Meslek Kanunu) and authorised in the relevant language.
8.2. For roles requiring specialist expertise — sports instructors, coaches, diving instructors, mountain and nature guides — the Agency shall assign personnel holding valid certification from the relevant federation or authority. Copies of such certificates shall be provided to the Platform on request.
8.3. Where transport is included in the Listing, the Agency shall provide the vehicle type, capacity and passenger insurance in accordance with legislation. The Agency is responsible for ensuring that the authorisation documents, inspections and compulsory insurance of the vehicles used remain valid.
8.4. The departure point and time shall be as stated in the Listing. Where the departure point changes, participants shall be notified at least twenty-four hours in advance.
8.5. The Agency shall maintain an emergency contact line reachable by participants throughout the tour and shall share that information with them.
9. Information duty regarding participant documents
9.1. Particularly for programmes operated abroad, the Agency shall inform participants before purchase and on a durable medium of passport validity requirements, visa requirements and application procedures, transit visas, travel health insurance, vaccination and medical certificate requirements, consent documents for child participants, and the entry rules of the destination country.
9.2. The Agency is responsible for the accuracy and currency of that information. All consequences arising where a participant is unable to travel because such information was not given, or was not given properly, rest with the Agency.
9.3. Although obtaining and maintaining the validity of documents remains the participant’s responsibility, the Agency shall state this clearly in the Listing and in its pre-sale information.
9.4. The cancellation and refund rules applicable where a visa is refused, a passport is missing or entry is denied shall be set out in advance in the Listing; failing that, they shall be interpreted in favour of the participant.
10. Commission and the payout process
10.1. The Platform is entitled to Commission calculated on the Gross Amount in consideration for its intermediary service. The Commission rate is displayed in the partner interface by product or category. Changes to the rate are notified at least fifteen days before they take effect and apply only to sales made after notification.
10.2. Amounts collected from Buyers are deemed collected in the name and on the account of the Agency and are held with the Platform until the Payout is made.
10.3. The Payout is calculated in the reconciliation period following the date on which the service is performed. Unless otherwise agreed in writing, payment is made to the bank account notified by the Agency within fifteen days after the reconciliation becomes final.
10.4. Payment of the Payout is conditional on the Agency issuing a duly compliant invoice. The invoice shall be issued consistently with the reconciliation amount and in accordance with tax legislation.
10.5. The Platform is entitled to set off against the Payout amounts relating to refunds and cancellations, chargebacks, compensation paid following Buyer complaints, the Agency’s due debts to the Platform and statutory withholdings.
10.6. Payouts relating to transactions where there is serious doubt as to performance, where a complaint procedure is ongoing or where a fraud investigation is underway may be withheld until the review is completed, for a maximum of thirty days. The reason for withholding shall be notified to the Agency in writing.
10.7. The Agency shall raise any objection to the Payout calculation, with reasons and supporting documents, within seven days of receipt of the reconciliation statement; failing objection within that period, the statement is deemed accepted.
11. Cancellations, refunds and itinerary changes; the contractual withdrawal policy
11.1. For package tours, accommodation, transport and leisure services performed on a specified date or during a specified period, the consumer has no statutory right of withdrawal, pursuant to Article 15(1)(g) of the Regulation on Distance Contracts (Mesafeli Sözleşmeler Yönetmeliği).
11.2. Nevertheless, the Platform grants, of its own volition and on a purely contractual basis, a right of withdrawal exercisable within 30 days of purchase and in any event before the start date of the service. That facility does not arise from any statutory right; it is the Platform’s commercial policy and applies to all tour and camp products offered for sale on the Platform.
11.3. By offering its products for sale on the Platform, the Agency agrees to comply with that policy. Where the contractual right of withdrawal is exercised, actual and documentable deductions originating from hotels, airlines, car rental companies, venues and facilities, seat allocations, guiding services and similar service providers, together with a transaction fee, are deducted from the refund.
11.4. The burden of evidencing those deductions rests with the Agency. Within three business days of the request, the Agency shall provide the Platform with the supplier invoice, booking cancellation record, penalty tariff or equivalent document. A deduction that cannot be evidenced shall not be applied, the refund shall be made to the Buyer without deduction, and that amount shall be set off against the Agency’s Payout.
11.5. For cancellations other than contractual withdrawal, the cancellation tiers published in the Listing apply. Those tiers are determined by the time remaining before the start of the service and are shown to the Buyer before purchase.
11.6. Where cancellation originates from the Agency (allotment error, operational shortcoming, supplier dispute and the like, other than failure to meet minimum participant numbers), the full amount shall be refunded to the Buyer without deduction, and the refund together with any compensation paid to the participant shall be set off against the Agency’s Payout.
11.7. For cancellations due to adverse weather, safety grounds or force majeure, the Agency shall offer the participant an alternative date or a full refund. Notice shall be given at the earliest possible time and through the Platform.
11.8. Where a material change is made to the itinerary, the Agency shall notify the Platform without delay; the Platform shall inform the Buyer and convey the Buyer’s choice to the Agency.
11.9. Refunds are made using the payment method used by the Buyer and in accordance with the processes of the payment institution.
12. Handling of customer complaints
12.1. Complaints concerning performance of the service are addressed to the Agency. The Platform forwards complaints it receives to the Agency without delay.
12.2. The Agency shall respond to a complaint within three business days at the latest and notify its proposed resolution through the Platform. Where a situation arises during the service that requires immediate intervention, that response period shall not be awaited.
12.3. The Agency shall record in writing any defects reported by a participant during performance and shall, where possible, remedy them on site. Where a defect cannot be remedied, an appropriate price reduction shall be offered to the participant.
12.4. Where the Agency fails to provide a resolution within a reasonable time, or where the complaint is manifestly well founded, the Platform may refund or compensate the Buyer and set the amount off against the Agency’s Payout. The Agency shall be notified in writing before set-off and given two business days to object.
12.5. The Platform operates a review and rating system to measure service quality. Repeated well-founded complaints may result in the product being ranked lower, not being featured, being closed to sale, or in termination of this Agreement.
12.6. In applications to consumer arbitration committees and consumer courts, the Agency is the party in its capacity as seller. Where claims are directed at the Platform in its capacity as intermediary service provider, the Platform shall have a right of recourse against the Agency.
13. Brand and content licence
13.1. The Agency represents and undertakes that it holds the rights and authority to use and sub-licence the images, videos, texts, itineraries and brand elements it uploads for publication on the Platform, and that they do not infringe the intellectual property rights of third parties.
13.2. The Agency grants the Platform a worldwide, royalty-free and transferable licence, for the term of this Agreement, to use, reproduce, adapt (including resizing, cropping and format conversion), distribute and communicate that content to the public for the purposes of publishing the Listing, promoting the Platform, search engine visibility, and social media and e-mail campaigns.
13.3. On termination of this Agreement the Platform shall remove the Listings from publication. Copies remaining in archive records, historical order documents and caches fall outside that obligation.
13.4. The Agency may use the Platform’s brand and logo only with the Platform’s written approval and in the approved form. The Agency may not hold itself out as a representative, branch or affiliate of the Platform.
13.5. The Agency shall hold the Platform harmless from all claims, losses and costs arising from allegations of intellectual property infringement made by third parties.
14. Protection of personal data
14.1. In respect of personal data processed under this Agreement, each Party is a separate and independent data controller within the meaning of Law No. 6698 on the Protection of Personal Data (Kişisel Verilerin Korunması Kanunu). No processor relationship is created between the Parties.
14.2. The Platform processes the personal data of Buyers and participants on the basis of its own privacy notice and transfers to the Agency the data necessary for performance of the service. The Platform’s details as data controller are set out below:
| Data controller | Address | Contact for data requests |
|---|---|---|
| Sporara Teknoloji Ticaret A.Ş. | Halaskargazi Mah. Halaskargazi Cad. Garanti Apt. No: 4 İç Kapı No: 5 Şişli / İstanbul | [email protected] |
| Esteprime Özel Sağlık Turizm ve Danışmanlık A.Ş. | Şirinevler Mah. Adnan Kahveci Blv. Cemal Akın Plaza No: 194 İç Kapı No: 51 Bahçelievler / İstanbul | [email protected] |
14.3. The Agency processes the personal data transferred to it solely for the purposes of performing the service, complying with legal obligations and resolving disputes. The Agency may not use that data for its own marketing activities and may not sell or transfer it to third parties.
14.4. The Agency may transfer data to its own suppliers (hotels, transport companies, guides, insurers) to the extent strictly necessary for performance of the service; the Agency is responsible for the lawfulness of such transfers.
14.5. Special categories of personal data, such as health declarations, are processed only to the extent required by the activity and in accordance with Article 6 of the Law, and are not retained after performance of the service beyond the periods prescribed by legislation.
14.6. In the event of a data breach, the Agency shall inform the Platform within twenty-four hours of becoming aware of the breach and shall report the measures taken.
14.7. Further information on the processing of personal data is available at https://sporara.com/kvkk.
15. Limitation of liability
15.1. Responsibility for performance of the service, for defects, for participant safety, for the insurance and security obligations and under consumer legislation rests primarily with the Agency.
15.2. Save in cases of wilful misconduct or gross negligence and in cases of death or personal injury, the Platform’s aggregate liability under this Agreement is limited to the amount of Commission collected by the Platform in respect of the transaction giving rise to the liability.
15.3. As an intermediary service provider, the Platform is under no obligation to investigate the content supplied by the Agency or to monitor whether any unlawful activity is taking place.
15.4. The Agency shall indemnify the Platform against all losses, administrative fines and amounts it is required to pay under decisions of consumer arbitration committees or courts, including legal fees and litigation costs, arising from inaccuracy of the Listing, non-performance or defective performance of the service, absence of insurance or security, loss of the licence and membership requirements, or infringement of third-party rights.
15.5. Neither Party is liable to the other for loss of profit, loss of business or indirect loss.
15.6. The Platform is not liable for temporary unavailability of the service due to technical faults, maintenance or infrastructure outages, absent gross negligence on its part.
16. Force majeure
Earthquake, flood, fire, epidemic, war, acts of terrorism, general strike, mobilisation, decisions of competent authorities, general failures of energy and communications infrastructure, closure of air and sea transport and similar events beyond the Parties’ reasonable control constitute force majeure. The affected Party shall notify the other Party without delay of the event and its estimated duration. Performance of obligations is suspended for the duration of the force majeure. If the force majeure continues for more than thirty days, either Party may terminate the Agreement without compensation, in which case amounts collected for services not performed shall be refunded to Buyers after deduction of actual and documentable costs.
17. Term and termination
17.1. The Agreement enters into force on the date the Agency’s application is approved by the Platform and is of indefinite duration.
17.2. Either Party may terminate the Agreement without cause on thirty days’ prior written notice.
17.3. Either Party may terminate immediately for cause, without notice, in the following cases:
- suspension or termination of the Agency’s operating licence or TÜRSAB membership;
- absence or expiry of the mandatory package tour insurance or security;
- failure to perform confirmed bookings or repeated defective performance;
- provision of inaccurate information in Listings or infringement of third-party intellectual property rights;
- practices that endanger participant safety;
- insolvency, an application for composition with creditors, liquidation or financial distress of either Party.
17.4. On termination, bookings sold before the termination date and falling due for performance thereafter shall be performed on the same terms unless the Parties agree otherwise. If the Agency refuses to perform, refunds made to Buyers shall be set off against the Agency’s Payout.
17.5. Termination does not affect accrued receivables and payables, the confidentiality and data protection obligations, or the liability provisions.
18. Notices, assignment, severability and waiver
18.1. The addresses and electronic mail addresses declared by the Parties in this Agreement and in the partner account are deemed valid addresses for service. Notices sent by electronic mail are deemed served on the business day following dispatch. Cases in which a statutory form of service is prescribed are reserved.
18.2. The Agency may not assign its rights and obligations under this Agreement to third parties without the Platform’s written consent; where it subcontracts performance of a product, it remains liable for the acts of the subcontractor as for its own.
18.3. The invalidity or unenforceability of any provision does not affect the validity of the remaining provisions.
18.4. A Party’s failure or delay in exercising a right does not constitute a waiver of that right.
18.5. The Platform may update this Agreement, its commission tariffs and its partner rules. Updates shall be notified to the Agency at least fifteen days before they take effect. The Agency may terminate the Agreement within that notice period; failing termination within that period, the updated text is deemed accepted.
19. Governing law and jurisdiction
19.1. This Agreement is governed by Turkish law.
19.2. Without prejudice to the legislation on mediation as a procedural precondition, the Parties shall first negotiate in good faith for thirty days in respect of disputes arising from this commercial relationship.
19.3. If the dispute cannot be resolved, the Istanbul (Çağlayan) Courts and Enforcement Offices shall have jurisdiction.
19.4. The Parties agree that commercial books and records, electronic listing, booking, reconciliation and payout records and system and log records shall constitute conclusive evidence within the meaning of Article 193 of the Code of Civil Procedure No. 6100 (Hukuk Muhakemeleri Kanunu).
19.5. Matters not regulated in this Agreement are governed by the Terms of Use and the Platform’s partner rules.