Template for review
These terms are a working draft pending legal review and the operating entity’s name and governing jurisdiction (both to be set). Not yet legally binding.
Last updated: June 2026
1. The agreement
This Artist / Seller Agreement (the “Agreement”) is between you (the “Seller”) and [Legal Entity Name] (“Rachel’s Palette,” “we,” “us”). It governs your listing and sale of artwork through the Platform and incorporates the Commission & Payout Schedule, the Authenticity / COA Terms, the Shipping Policy, and the Returns & Refunds Policy.
2. Eligibility and vetting
- Selling is by application and curation. You apply with portfolio links, samples, and a statement, and we review for quality and legitimacy before approving.
- We may approve, decline, or request more information, at our discretion, to maintain the standard of the marketplace.
- On approval you complete payout onboarding, including identity and bank verification (KYC), before you can receive funds.
- You must be legally able to enter this Agreement and to sell the works you list in your jurisdiction.
3. Commission and payouts
We retain a commission on every completed sale and release your payout on delivery confirmation. The exact rate (base 25–35%, default 30%), fees, the fund hold and release timing, refund and chargeback responsibility, and currency handling are set out in the Commission & Payout Schedule, which forms part of this Agreement. You agree to the rate shown in your dashboard when you list.
4. Intellectual property warranties and indemnification
- You warrant that you own, or are fully licensed to sell and reproduce, every work and image you upload, and that doing so infringes no third party's copyright, trademark, moral, or other rights.
- You warrant the authenticity, attribution, edition details, and provenance of each work, consistent with the Authenticity / COA Terms.
- You grant us a non-exclusive, worldwide, royalty-free licence to display, reproduce, and promote your listings and images to operate and market the Platform.
- You indemnify and hold harmless Rachel's Palette and buyers from any claim arising out of your works, your warranties, or your breach of this Agreement, including reasonable legal fees.
- We operate a notice-and-takedown process for claimed infringement and may remove content pending review.
5. Content and conduct standards
- Listings must meet our quality bar — required fields, accurate descriptions, minimum image resolution, and honest representation of condition and dimensions.
- Communicate with collectors respectfully and only through on-platform messaging.
- Do not post false, misleading, harassing, hateful, or unlawful content.
- Honour your stated handling times, pricing, and availability, and keep editions accurate (auto-sold-out when complete).
6. Prohibited items
You may not list or sell:
- Counterfeit, forged, misattributed, or plagiarised work, or work you do not have the right to sell.
- Stolen items, or items of disputed or unlawful provenance.
- Items whose sale or export is restricted or unlawful, including protected cultural property or items requiring licences you do not hold.
- Content that is hateful, that incites violence, or that is otherwise unlawful.
7. Anti-disintermediation
Rachel’s Palette earns its commission only when transactions complete on the Platform, and our buyer protection depends on it. Accordingly:
- You must not steer buyers to complete a purchase off-platform, or solicit, encourage, or accept off-platform payment for works discovered here.
- Do not share personal contact details to circumvent on-platform checkout or messaging before a sale, and do not include such details in listings or images.
- Display-only links (such as your official site or social profiles) are allowed for context, but they must not be used to divert a sale.
- Circumventing the Platform to avoid commission is a material breach and may result in fees owed, suspension, or termination.
8. Seller of record and taxes
Except where Rachel’s Palette is expressly stated to be the seller of record, you are the seller of record for your works and are responsible for your own tax and reporting obligations on amounts you receive. Where marketplace facilitator, VAT/OSS, or Israeli VAT rules require it, we collect and remit applicable taxes and provide you with records. The seller-of-record designation drives liability, returns, and sales-tax responsibility, and is set out for your account.
9. Suspension and termination
- You may close your account at any time; obligations relating to pending orders, payouts, refunds, and chargebacks survive closure.
- We may suspend or terminate your account for breach of this Agreement, fraud, repeated quality or authenticity issues, or where required by law.
- On termination, active listings are removed, but funds for completed sales settle under the normal hold-and-release and dispute rules.
- The warranty, indemnity, anti-disintermediation, and liability terms survive termination.
10. Governing law and changes
This Agreement is governed by the laws of [Governing Jurisdiction]. We may update it; material changes are notified in advance and continued selling after they take effect constitutes acceptance. Questions may be sent to legal@rachelspalette.com.