International
Terms of Sale

Important Notice: These International Terms of Sale are intended for customers purchase (eurlex.europa.eu)(gov.uk) (consumer.ftc.gov) (tuketici.ticaret.gov.tr) or through an international-facing sales page. The Service Provider is established in Türkiye. Nothing in these Terms limits or excludes any mandatory consumer rights available to a Buyer under the laws of the country in which the Buyer is habitually resident, where those rights cannot legally be waived or restricted by contract.

1. SERVICE PROVIDER INFORMATION

These International Terms of Sale for Training and Digital Services (the “Terms”) are entered into between the service provider specified below and the person or entity purchasing a Service through the Website.

1.1. Service Provider (“HimerAgile”, “we”, “us” or the “Provider”)

Service Provider: Çiğdem Şengül, trading under the brand name HimerAgile
Business Address: Mithatpaşa Mah. Abdulhamit Han Cad. Kemer Life 23 Metal Yapı Konut No: 19-23 İç Kapı No: 14, Eyüpsultan / Istanbul, Türkiye
Email: contact.himera@himeragile.com
Telephone: +90 532 491 04 30
Website: www.himeragile.com

1.2. Buyer (“Buyer” or “you”)

The Buyer is the individual or legal entity whose information is provided during the order and payment process, including name, contact details, billing details and, where applicable, participant details.

The Provider and the Buyer are together referred to as the “Parties”.

2. SCOPE AND APPLICABILITY

2.1. These Terms govern the online sale and delivery of training programmes, workshops, webinars, learning events, certificate programmes, related educational services and Digital Content offered under the HimerAgile brand through the Website or an associated international checkout page.

2.2. The specific Service purchased by the Buyer, including its format, scope, date, price, currency and included materials, shall be described on the relevant programme page, order summary or checkout page and forms an integral part of these Terms.

2.3. These Terms are intended to apply to both Consumer Buyers and Business Buyers, subject to the distinctions expressly stated below. Where the Buyer purchases a Service for business, trade or professional purposes, provisions that apply only to consumers, including statutory withdrawal rights, shall apply only where mandatory law requires otherwise.

2.4. Certain enterprise programmes, customised training services, advisory engagements or cohort-based corporate purchases may be governed by a separate signed proposal, statement of work or business services agreement. If there is a conflict, that separately executed agreement shall prevail for the relevant purchase.

3. DEFINITIONS

For the purposes of these Terms:

Business Buyer means a person or entity purchasing a Service wholly or mainly for trade, business, craft or professional purposes.

Consumer Buyer means an individual purchasing a Service wholly or mainly for purposes outside their trade, business, craft or profession.

Digital Content means any content supplied in digital form, including digital workbooks, templates, recorded learning content, videos, downloadable documents, online modules or similar electronic materials.

Live Training means any scheduled in-person or live online training, workshop, webinar, cohort session or learning event delivered at a specific date or time.

Service means the Live Training, Digital Content, online access, educational programme or related learning service purchased by the Buyer.

Website means www.himeragile.com and any checkout, registration or payment page operated for the sale of HimerAgile Services.

4. BUYER STATUS AND AUTHORITY

4.1. During checkout, the Buyer may be asked to indicate whether the purchase is made as an individual consumer or on behalf of a business or organisation.

4.2. If the Buyer purchases a Service on behalf of a business or organisation, the Buyer confirms that they have authority to make the purchase and bind that business or organisation to these Terms.

4.3. A request for a corporate invoice, multiple participant registration, company-funded participation or use of a business billing identity may indicate that the purchase is made for professional or business purposes. The Provider may request clarification of the Buyer’s status where necessary to apply the correct contractual and tax treatment.

5. SERVICE AND ORDER INFORMATION

The order summary or checkout page shall state, as applicable:

Name of Service / Training Programme: [Populated at checkout]

Service Format: [In-person / Live online / Digital content / Hybrid]

Duration: [Populated at checkout]

Location / Online Access Details: [Populated at checkout]

Participant Name(s): [Populated at checkout]

Included Materials / Certificate: [Populated at checkout]

Price and Currency: [EUR / USD / GBP / Other]

Taxes Included or Payable: [Populated at checkout]

Discount / Campaign: [If applicable]

Total Amount Payable: [Populated at checkout]

Payment Method: [Card / Bank transfer / Other]

Invoice Details: [Populated at checkout]

5.1. The Buyer is responsible for reviewing the Service details, dates, delivery format, time zone, language, fees and participation requirements before submitting an order.

5.2. Unless expressly stated otherwise, scheduled times are stated in Türkiye time (UTC+3). Buyers participating from other countries are responsible for checking the corresponding local time before completing their purchase.

6. ORDER FORMATION AND CONTRACT DOCUMENTS

6.1. By submitting an order that entails payment, the Buyer confirms that they have reviewed and accepted these Terms and the order-specific details displayed before payment.

6.2. An order becomes binding when payment is successfully completed or, where payment by bank transfer or invoice has been expressly accepted by the Provider, when the Provider confirms registration in writing.

6.3. Following the order, the Provider shall send or make available to the Buyer an electronic confirmation setting out the purchased Service, payment information and a copy or link to the applicable Terms.

6.4. The Buyer is responsible for providing accurate and accessible email, billing and participant information. The Provider shall not be responsible for non-delivery of access details caused by inaccurate information supplied by the Buyer.

7. FEES, CURRENCY, TAXES AND PAYMENT

7.1. The price and applicable currency for each Service shall be stated before checkout. Prices may be displayed in EUR, USD, GBP, TRY or another stated currency.

7.2. Taxes, including VAT or any applicable indirect tax, shall be included or added as expressly stated at checkout and handled in accordance with applicable tax rules.

7.3. The Buyer is responsible for any foreign exchange charges, international card fees, transfer fees or charges imposed by the Buyer’s bank or payment service provider, unless expressly stated otherwise at checkout.

7.4. Payments may be processed through a secure third-party payment provider. The Provider does not store full card details unless expressly stated and legally permitted.

7.5. Where payment is rejected, reversed, charged back without lawful basis, or not received, the Provider may suspend or cancel access to the Service, without prejudice to any mandatory rights of a Consumer Buyer.

7.6. An invoice shall be issued using the billing information supplied by the Buyer, in accordance with applicable Turkish tax and invoicing requirements and any relevant cross-border tax obligations.

8. DELIVERY OF SERVICES AND PARTICIPATION CONDITIONS

8.1. In-Person Training

8.1.1. In-person training shall be delivered at the date, time and location stated in the order confirmation or programme page.

8.1.2. The Buyer is responsible for travel, accommodation, visa, insurance and other participation-related costs unless the Provider expressly confirms otherwise in writing.

8.1.3. If the Provider is ready and able to deliver the Service, the participant’s non-attendance does not mean that the Service has not been made available, subject always to any mandatory statutory rights and the applicable cancellation policy.

8.2. Live Online Training

8.2.1. Live online training shall be delivered through the online platform specified by the Provider. Access instructions shall be sent to the email address supplied by the Buyer.

8.2.2. The Buyer is responsible for having adequate internet access, compatible equipment, required software and the ability to join the session from the Buyer’s location.

8.2.3. Technical failures attributable to the Buyer, the Buyer’s equipment, local internet provider, corporate firewall or time-zone miscalculation shall not constitute failure by the Provider to deliver the Service.

8.3. Digital Content and Online Access

8.3.1. Where a Service includes Digital Content or access to an online learning environment, the applicable access method and access period shall be stated on the programme page, order page or confirmation email.

8.3.2. Digital Content is licensed for the permitted use stated in Article 13 and is not sold or transferred as intellectual property.

9. CHANGES, POSTPONEMENT OR CANCELLATION BY HIMERAGILE

9.1. The Provider may reschedule, modify the delivery format of, or cancel a Service where reasonably necessary due to insufficient participant numbers, trainer illness or unavailability, venue or platform disruption, safety considerations, force majeure or other circumstances materially affecting proper delivery.

9.2. Where the Provider changes a scheduled Service materially, the Provider shall inform affected Buyers using the contact information supplied during registration.

9.3. If a Live Training is cancelled by the Provider, the Buyer shall be offered either:

participation in a reasonably equivalent rescheduled or alternative programme; or
a refund of the amount paid for the cancelled Service.

9.4. If a Live Training is materially rescheduled and the new date is not suitable for the Buyer, the Buyer may reject the new date and request a refund within the period stated in the notification.

9.5. The Provider shall not be responsible for the Buyer’s indirect costs, including travel, accommodation, visa, opportunity loss or third-party fees, unless liability cannot be excluded under mandatory applicable law.

10. CANCELLATION AND STATUTORY WITHDRAWAL RIGHTS FOR CONSUMERS

10.1. Mandatory Local Consumer Rights

10.1.1. A Consumer Buyer may have a statutory right to cancel or withdraw from an online purchase under the mandatory consumer laws applicable in the country where the Consumer Buyer is habitually resident.

10.1.2. Nothing in these Terms removes, limits or replaces such mandatory rights where they cannot lawfully be excluded by agreement.

10.2. Consumers in Türkiye, the European Economic Area or the United Kingdom

10.2.1. Subject to applicable exceptions and any more protective mandatory national rules, a Consumer Buyer located in Türkiye, the European Economic Area or the United Kingdom may generally have the right to withdraw from an online contract for services within 14 (fourteen) days from the date the contract is concluded, without giving a reason.

10.2.2. The Consumer Buyer may exercise an applicable withdrawal right by sending an unequivocal statement to the Provider at contact.himera@himeragile.com or by using the Model Withdrawal Form in Annex 1.

10.2.3. Where a valid withdrawal right is exercised, refunds shall be processed in accordance with applicable mandatory law and, unless a different period is required by that law, no later than 14 days after the Provider is informed of the Consumer Buyer’s decision to withdraw.

10.3. Early Commencement of Live Services

10.3.1. If a Consumer Buyer requests that a Service begin during any applicable statutory withdrawal period, the Provider may request the Consumer Buyer’s express instruction to begin performance early and acknowledgment of the legal consequences of doing so.

10.3.2. Depending on applicable local law, if the Consumer Buyer withdraws after performance has begun at their request, the Consumer Buyer may be required to pay a proportionate amount for the part of the Service already supplied, or may lose the withdrawal right after the Service has been fully performed.

10.4. Immediate Supply of Digital Content

10.4.1. Where Digital Content is to be supplied immediately after purchase, the Provider may request the Consumer Buyer’s prior express consent to immediate supply and acknowledgment that, once access or download begins, the Buyer may lose any statutory withdrawal right in relation to that Digital Content to the extent permitted by applicable law.

10.4.2. Unless the Provider has obtained any consent or acknowledgment required by applicable law, the Provider shall not rely upon loss of statutory withdrawal rights arising solely from early digital access.

10.5. Buyers Outside Jurisdictions Providing Mandatory Withdrawal Rights

10.5.1. If the Buyer is not entitled to a mandatory statutory cancellation or withdrawal right under applicable local law, cancellation and refund requests shall be governed by the commercial cancellation and transfer policy in Article 11.

11. COMMERCIAL CANCELLATION, TRANSFER AND REFUND POLICY

Publication Decision Required: This section must be confirmed by HimerAgile before it is published or activated at checkout. The structure below is a recommended customer-friendly policy for scheduled training programmes and does not override mandatory consumer rights.

11.1. Scheduled Live Training Programmes

Unless mandatory applicable law provides the Buyer with more favourable rights:

For cancellation requests received more than 14 calendar days before the start date of the Live Training, the Buyer may choose a full refund or a one-time transfer to another available equivalent programme.
For cancellation requests received between 7 and 14 calendar days before the start date of the Live Training, the Buyer may choose a one-time transfer to another available equivalent programme or a 50% refund.
For cancellation requests received less than 7 calendar days before the start date of the Live Training, no commercial refund shall be due; however, the Provider may offer a one-time programme transfer at its discretion.

11.2. Participant Substitution

For Live Training, the Buyer may nominate a substitute participant by written notice at least 48 hours before the programme begins, provided that the substitute meets any stated eligibility requirements and this does not conflict with applicable certification or regulatory requirements.

11.3. Digital Content and Recorded Programmes

Subject to mandatory applicable law, no commercial refund shall be issued after Digital Content, downloadable materials or recorded programme access has been supplied or made accessible, except where the Digital Content is materially defective or cannot be accessed due to a fault attributable to the Provider.

11.4. Relationship with Statutory Rights

This Article provides HimerAgile’s commercial cancellation options. It does not exclude or restrict any non-waivable statutory consumer right available to a Consumer Buyer.

12. SERVICE QUALITY, CONDUCT AND ACCESS RULES

12.1. The Buyer and any participant registered by the Buyer shall participate professionally and shall not disrupt sessions, harass participants or trainers, misuse learning platforms, or engage in conduct that compromises safety or confidentiality.

12.2. The Provider may remove a participant from a session or restrict platform access where reasonably necessary to protect other participants, intellectual property, confidentiality, safety or system integrity. Any refund entitlement shall be assessed in light of the reason for removal and applicable mandatory law.

12.3. A certificate of participation or completion, where included in the purchased Service, may be conditional upon attendance, participation, completion of required activities or other requirements stated on the programme page.

13. INTELLECTUAL PROPERTY AND PERMITTED USE

13.1. Unless expressly stated otherwise in writing, all intellectual property rights in and relating to the AIDIVE™ AI Maturity Framework, HimerAgile training programmes, methodologies, presentations, workbooks, templates, visual materials, learning activities, recordings, Digital Content and other materials supplied in connection with a Service belong to Çiğdem Şengül and/or the relevant rights holder.

13.2. Subject to payment of the applicable fee, the Buyer receives a limited, non-exclusive, non-transferable, non-sublicensable right to use materials supplied under the purchased Service solely for personal learning or the Buyer’s internal individual professional development, unless a separate written licence states otherwise.

13.3. The purchase of a Service does not transfer ownership of any intellectual property and does not grant any right to:

reproduce, publish, distribute, sell, licence or commercially exploit the materials;
deliver training, consulting or certification using the materials or the AIDIVE name;
reproduce or adapt the framework, templates or methodologies for commercial use;
share online access credentials, digital files or learning materials with third parties; or
use HimerAgile or AIDIVE branding in a manner suggesting endorsement, accreditation, partnership or authorised delivery without prior written consent.

13.4. The Buyer and participants may not audio-record, video-record, photograph, screen-record, copy or transmit any training session or learning content without the Provider’s prior written consent.

13.5. If the Provider intends to record a session, participants shall be informed separately in advance and any required privacy notices or consents concerning image, voice or personal data shall be handled separately.

14. CONFIDENTIALITY AND PARTICIPANT CONTRIBUTIONS

14.1. During interactive learning sessions, participants may disclose business examples, experiences or discussion points. Buyers and participants are expected not to disclose another participant’s non-public business information or personal contributions outside the session without permission.

14.2. Unless explicitly agreed in writing, participation in a training programme does not create a professional advisory, employment, partnership, certification body or confidential consulting relationship between the Provider and the Buyer.

14.3. The Buyer should not submit sensitive, confidential, regulated or proprietary information in exercises or online sessions unless specifically invited and subject to appropriate agreed protections.

15. PERSONAL DATA AND MARKETING COMMUNICATIONS

15.1. Personal data collected in connection with registration, payment, invoicing, Service delivery, participant communication, certification, customer support and dispute handling shall be processed in accordance with the Privacy Notice & Data Protection Policy published on the Website and applicable data protection laws.

15.2. Buying or participating in a Service does not automatically constitute consent to receive newsletters, promotional communications or commercial electronic messages.

15.3. Where marketing communications are offered, the Buyer’s consent shall be collected separately, where required, and the Buyer may unsubscribe in accordance with the instructions in the relevant communication.

16. DISCLAIMERS AND LIMITATION OF LIABILITY

16.1. HimerAgile training programmes are educational and professional development services. Unless expressly agreed in a separate written engagement, they do not constitute legal, regulatory, tax, financial, investment or organisation-specific implementation advice.

16.2. The Provider does not guarantee that participation in a Service will result in a particular business outcome, certification outcome, commercial gain, employment opportunity, compliance result or transformation result.

16.3. Nothing in these Terms excludes or limits liability for fraud, wilful misconduct, death or personal injury caused by negligence, breach of mandatory consumer rights, or any liability that cannot lawfully be excluded or limited.

16.4. Subject to Article 16.3 and to the extent permitted by applicable law, the Provider shall not be liable for indirect or consequential loss, lost profits, loss of business opportunity, loss caused by participant non-attendance, local technology failure, travel arrangements, visa refusal or decisions made by the Buyer based solely on educational content.

16.5. For Business Buyers only, subject to Article 16.3, the Provider’s total aggregate liability arising out of the relevant Service shall not exceed the amount actually paid by the Business Buyer for that Service.

17. FORCE MAJEURE

17.1. Neither Party shall be liable for delay or failure to perform caused by circumstances beyond its reasonable control, including natural disaster, epidemic or pandemic, war, terrorism, civil unrest, governmental action, strike, transportation disruption, material internet or infrastructure outage, platform failure outside reasonable control, venue unavailability or serious trainer illness.

17.2. If a force majeure event prevents the Provider from delivering a scheduled Service, the Provider shall notify the Buyer as soon as reasonably practicable and offer a rescheduled programme, an equivalent alternative or a refund for the affected Service, as appropriate.

18. GOVERNING LAW, MANDATORY CONSUMER RIGHTS AND DISPUTE RESOLUTION

18.1. Governing Law. These Terms and any contract formed under them shall be governed by the laws of the Republic of Türkiye, without prejudice to any mandatory consumer protection provisions that apply to a Consumer Buyer under the laws of the country in which that Consumer Buyer is habitually resident.

18.2. Mandatory Consumer Rights. Where mandatory local consumer laws grant a Consumer Buyer rights or remedies that cannot be excluded or limited by agreement, those mandatory rights and remedies shall prevail to the extent required by applicable law.

18.3. Informal Resolution. Before commencing formal proceedings, the Buyer is encouraged to contact the Provider at contact.himera@himeragile.com so that the Parties may attempt to resolve the issue in good faith.

18.4. Jurisdiction for Business Buyers. Any dispute involving a Business Buyer arising out of or in connection with these Terms or a Service shall be subject to the exclusive jurisdiction of the competent courts of Istanbul, Türkiye, unless the Parties agree otherwise in writing.

18.5. Jurisdiction for Consumer Buyers. Subject to mandatory consumer jurisdiction rules applicable in the Consumer Buyer’s country of habitual residence, disputes shall be submitted to the competent courts of Istanbul, Türkiye. Nothing in this Article prevents a Consumer Buyer from bringing a claim before a competent court, tribunal, consumer authority or dispute resolution body available under mandatory applicable law.

19. LANGUAGE, ELECTRONIC COMMUNICATIONS AND SEVERABILITY

19.1. These Terms are published in English for international sales. A Turkish version may also be available. For purchases governed mandatorily by Turkish consumer law, the Turkish consumer-facing documentation shall be provided where required and shall prevail in the event of an inconsistency concerning mandatory Turkish consumer requirements.

19.2. Contractual notices, order confirmations, access instructions, invoices and customer service communications may be sent electronically to the email address supplied by the Buyer.

19.3. If any provision of these Terms is held to be invalid, unlawful or unenforceable, the remaining provisions shall remain in effect to the extent legally permitted.

19.4. Failure by the Provider to enforce any provision of these Terms at a particular time shall not constitute a waiver of that provision or any other right.

20. CONTACT INFORMATION

Questions, cancellation requests, withdrawal notices, refund requests and complaints may be sent to:

Çiğdem Şengül / HimerAgile
Mithatpaşa Mah. Abdulhamit Han Cad. Kemer Life 23 Metal Yapı Konut No: 19-23 İç Kapı No: 14
Eyüpsultan / Istanbul, Türkiye
Email: contact.himera@himeragile.com
Telephone: +90 532 491 04 30
Website: www.himeragile.com