Effective Date: August 2026

These Seller Membership Terms ("Terms") govern the relationship between Latitudes Online (Pty) Ltd ("Latitudes", "we", "our" or "us") and any artist, gallery or organisation ("Seller", "you" or "your") listing artworks for sale on the Latitudes Online platform (“Platform”).

By creating a Seller account, accepting these Terms electronically, paying the applicable Membership Fee or continuing to use the Platform, you agree to be bound by these Terms.

1. Seller Membership

Seller Membership provides approved artists, galleries and organisations with access to list and sell artworks through the Platform.

Membership becomes active once:

• Your application has been approved by Latitudes;
• You have accepted these Terms; and
• You have paid the applicable Membership Fee.

Membership is valid for twelve (12) months and may be renewed annually.

The Platform is a curated marketplace.
Acceptance of applications, Sellers and artworks remains entirely at the discretion of Latitudes.

Membership includes the core Platform, sales, operational and marketing services described in these Terms. Certain additional marketing, editorial, curatorial, sales and promotional opportunities may be offered at Latitudes' discretion and are not guaranteed as part of Membership.

2. Membership Fees and Commission

Membership Fees and commission rates are published on the Latitudes website and may be updated from time to time.

At the Effective Date of these Terms:
Membership Fees and Commission

• Artist: Annual membership fee of R1,800 with a 30% commission.
  
• Gallery / Organisation: Annual membership fee of R5,400 with a 20% commission.
  

Commission applies to all sales that originate through Latitudes, including purchases completed directly through the Platform or sales resulting from introductions or enquiries generated by Latitudes.

The Membership Fee contributes to the Seller's ongoing participation on the Platform and Latitudes' provision, maintenance, development and promotion of the Platform and its Seller network.

Commission is payable on successful sales originating through Latitudes and supports the sales, payment-processing, collector-engagement, administrative and related services provided by Latitudes in facilitating those transactions.

Latitudes may amend Membership Fees or commission rates by publishing updated fees before the next renewal period.

Any amendment to the Membership Fee or commission rate will apply from the Seller's next renewal period and will not retrospectively change the commercial terms applicable to an existing Membership period or completed transaction.

3. Latitudes Responsibilities

During an active Membership, Latitudes will:

• Provide the Seller with access to a Seller profile and the Platform's available listing and content-management functionality;
• Host and display approved Seller and artwork content on the Platform, subject to these Terms and the Platform's technical and curatorial requirements;
• Provide e-commerce functionality through which eligible artworks may be offered for sale;
• Facilitate Purchaser enquiries and transactions originating through Latitudes;
• Process payments received through the Platform and account to the Seller in accordance with these Terms;
• Provide reasonable operational support relating to listings, sales and use of the Platform; and
• Promote the Platform and its participating Sellers collectively through Latitudes' ongoing marketing, communications, sales and collector-engagement activities.

Latitudes also undertakes marketing, editorial, sales and curatorial initiatives through channels that may include newsletters, website features, social media, editorial content, collector communications, exhibitions, viewing rooms and other campaigns.

Inclusion of an individual Seller or artwork in any particular marketing campaign, editorial feature, exhibition, viewing room, social media post, newsletter, collector recommendation or other promotional opportunity is curated at Latitudes' discretion and is not guaranteed as part of Membership.

Latitudes will use reasonable efforts to maintain the availability and functionality of the Platform. From time to time, access may be interrupted for maintenance, upgrades, technical issues or circumstances outside Latitudes' reasonable control.

Latitudes does not guarantee a minimum number of views, enquiries, marketing features, collector introductions or sales.

4. Listing Artworks

Sellers are responsible for ensuring that all information submitted to Latitudes is accurate, complete and kept up to date.

By listing an artwork, you confirm that:

• You have the legal authority to sell the artwork;
• All descriptions, artwork locations, dimensions, prices and edition details are accurate;
• The images fairly represent the artwork;
• The artwork does not infringe the rights of any third party.

If an artwork is sold elsewhere or becomes unavailable, you must update or remove the listing as soon as reasonably possible.

5. Sales Through Latitudes

A sale is considered to have originated through Latitudes where:

• The transaction is completed through the Platform;
• The Purchaser first became aware of the artwork or Seller through Latitudes;
• Latitudes introduced the purchaser to the Seller; or
• Latitudes materially facilitated the transaction.

Sellers agree not to bypass Latitudes in order to avoid paying commission. Where a transaction originates through Latitudes, the applicable commission remains payable regardless of how the final sale is completed.

6. Payments and Deductions

Latitudes will collect payment from the Purchaser where applicable and will pay the Seller the balance owing after deduction of:

• The applicable Latitudes commission;
• VAT or other taxes that Latitudes is legally required to deduct or account for;
• Refunds, chargebacks or transaction reversals relating to the relevant sale, where applicable; and
• Any other costs that have been expressly agreed with the Seller in writing in relation to that transaction.

No other deductions will be made from amounts owing to the Seller without the Seller's prior agreement or where required by law.

Latitudes will communicate with the Seller to request the Seller's invoice, with the relevant commission deducted from the final sales price excluding VAT

Latitudes will release payment to the Seller 14 days after receiving payment for the order, once the artwork has been delivered to and accepted by the Purchaser. This is to allow for returns, in accordance with South Africa's Consumer Protection Act (CPA).

The Seller is responsible for ensuring that all banking details supplied to Latitudes are accurate and up to date, and must notify Latitudes directly in writing of any changes to those details. Latitudes is entitled to rely on the most recent banking details provided by the Seller and will not be liable for any loss, bank charges or other costs arising from payment to those details where the Seller has failed to notify Latitudes of a change.

7. Cancellations, Returns and Refunds

• Cancellations: If a Purchaser cancels an order before shipping, Latitudes will confirm with the Seller and process any applicable refunds.
• Damaged or Misrepresented Works: If an artwork arrives damaged or does not match the online listing, the Purchaser may request a return or refund. Sellers may be responsible for return shipping costs in such cases.
• Final Sales: Unless otherwise stated, all sales are considered final once the artwork has been delivered and accepted by the Purchaser.

8. Shipping and Delivery

Following a confirmed sale, Latitudes will advise the Seller of the required delivery method.

Depending on the transaction, the Seller will either:

• Deliver the artwork to a Latitudes-designated depot; or
• Deliver the artwork directly to the Purchaser.

Where Latitudes requests direct delivery to the Purchaser, Latitudes may pay the Seller an agreed delivery fee.

The Seller is responsible for ensuring that artworks are professionally packaged, accurately described and made available within the agreed timeframe.

Risk of loss or damage remains with the Seller until the artwork has been delivered to the designated Latitudes depot or directly to the Purchaser, as instructed by Latitudes.

9. Marketing and Intellectual Property

9.1 Seller Content and Intellectual Property

The Seller retains ownership of all intellectual property relating to their artworks.

The Seller grants Latitudes a non-exclusive, worldwide, royalty-free licence to use supplied artwork images, biographies and related content for the promotion of:

• The Platform;
• Exhibitions and viewing rooms;
• Newsletters;
• Social media;
• Press;
• Marketing and promotional material; and
• Other activities relating to the promotion of Latitudes and its Sellers.

This license continues for archival and promotional purposes after an artwork has been sold unless otherwise agreed.

9.2 Latitudes Marketing Activities

Latitudes may use Seller content to promote individual Sellers, artworks and the Platform generally through its website, newsletters, social media, editorial content, press, collector communications, exhibitions, viewing rooms and other marketing activities.

Latitudes will undertake ongoing marketing and communications activities intended to grow awareness of the Platform, its Sellers and available artworks among collectors and other relevant audiences.

9.3 Curated Marketing Opportunities

Individual marketing, editorial, curatorial and sales features are selected by Latitudes based on factors including campaign focus, relevance, available content, collector interest and editorial, curatorial or commercial considerations.

Membership does not guarantee inclusion in any particular newsletter, social media post, website feature, editorial article, exhibition, viewing room, collector recommendation or other individual marketing opportunity.

10. Seller Responsibilities

Sellers agree to:

• maintain accurate artwork information and pricing;
• respond promptly to reasonable requests from Latitudes;
• fulfil confirmed sales;
• conduct themselves professionally when dealing with collectors and clients introduced through Latitudes;
• maintain accurate contact and banking details; and
• uphold the reputation of the Platform.

11. Suspension and Termination

Latitudes may suspend or terminate a Seller’s Membership where a Seller:

• Breaches these Terms;
• Repeatedly provides inaccurate information;
• Fails to fulfill confirmed sales;
• Attempts to avoid paying commission;
• Engages in dishonest or fraudulent conduct; or
• Acts in a manner that may damage the reputation of Latitudes.

Either party may terminate the Membership where the other party materially breaches these Terms and fails to remedy that breach within a reasonable period after receiving written notice of the breach.

A Seller may elect not to renew their Membership at the end of the applicable twelve-month Membership period.

Membership Fees are non-refundable except where required by law.

Where Membership is terminated because of a material breach by Latitudes that Latitudes has failed to remedy within a reasonable period after written notice, Latitudes and the Seller will reasonably determine whether any portion of the Membership Fee should be refunded, taking into account the remaining Membership period and services already provided.

Termination does not affect any commission that remains payable on transactions already introduced through Latitudes.

Any payment already owing to the Seller for completed sales remains payable following termination, subject to the payment, return and deduction provisions of these Terms.

12. Liability and Legal Matters

Sellers remain responsible for their own tax obligations, including VAT where applicable.

Nothing in these Terms limits any rights available under applicable South African law, including the Consumer Protection Act.

Neither party shall be liable for delays or failure to perform obligations resulting from circumstances beyond their reasonable control, including natural disasters, strikes, transport disruptions, power failures or government action.

These Terms are governed by the laws of the Republic of South Africa.

13. Changes to these Terms

Latitudes may update these Terms from time to time.

Updated Terms will be published on the Latitudes website.

Continued use of the Platform or renewal of Membership constitutes acceptance of the updated Terms.

14. Acceptance

By creating a Seller account, accepting these Terms electronically and paying the applicable Membership Fee, the Seller confirms that they have read, understood and agree to be legally bound by these Seller Membership Terms.