1. Definitions:

a. The Auction Bridge For Conservation Network (also, the Auction Bridge Network or the Network): is a business unit of Shepro Travel Group, Inc. d.b.a. Latitude Expeditions. It is not an independent business or legal entity.

b. Latitude Expeditions: A full-service travel advisor and tour operator that provides custom travel services globally.

c. Supplier: An owner/operator of safari properties that provide accommodations and services to Tour Operators such as Latitude Expeditions. Suppliers are Members of the Network.

d. Foundation: A U.S.-based non-profit organization with a wildlife and conservation mandate. Foundations are Members of the Network.

e. Donor (also, Foundation Donor): Donor are advocates of the Foundation who contribute money to the foundation in various forms. Donors are not directly members of the Network but receive Network benefits through the Foundations they support.

f. Gifted Prize: A travel package that is gifted to the Network from a Supplier and ultimately to a specific Foundation for use in their fundraising events via an auction format. The Gifted prize is purchased by the Donor with proceeds going to the Foundation and delivery of the package and related services provided by Latitude Expeditions the Supplier(s).

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2. Membership

A Supplier or Foundation becomes a member of the Auction Bridge for Conservation Network, under the Terms and Conditions specified in this document.

The specific terms of each individual prize — dates, room types, inclusions, blackout dates, and validity — are confirmed separately in a short, one-page Auction Prize Donation form for that prize.

There is no membership fee. No Member pays the Network simply to participate, and each Member bears its own costs of being a Member.

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3. Purpose of Auction Bridge for Conservation Network (“Auction Bridge”, “The Network”)

Every year, hundreds of U.S. conservation foundations and other non-profits host fundraising events that include auctions – some of which may include days’ accommodations on a safari trip. The donor with the winning bid writes a check, receives “the prize”, but the connection to the actual conservation mission remains shallow. The Network brings together Suppliers of premier, wildlife and community -focused safari properties and Foundations with conservation mandates and their pool of donors in a more meaningful way.

The Auction Bridge is built to deepen engagement at every stage and bring the parties closer together:

➢ The auction prize is specially curated from the Network’s Suppliers to a Foundation’s missions and donors’ interests. The Supplier reaches the foundation’s broad audience of donors to provide exposure to their meaningful impact on the conservation ecosystem.

➢ The Network provides a long-term avenue to build a stronger relationship between Donors and Suppliers, Foundation and Donors. Rather than a prize that simply gets redeemed, the auction win becomes the entry point to a curated journey where the Donor sees conservation in action across the four-Cs (Conservation, Community, Culture, and Commerce). Seeing the work firsthand is what turns a donor into an advocate and can motivate larger and repeat giving.

➢ The Network is designed to channel sustainable revenue for Suppliers and Latitude. The foundation keeps 100% of the winning bid price, and the larger trips built around each prize generate paid nights that fund the properties actually doing the protecting — anti-poaching units, research programs, and community partnerships (employment for trackers, guides, and reformed poachers turned rangers). This makes conservation less dependent on a one-time donation and thus, more self-sustaining.

➢ The Network puts the four stakeholders behind the same outcome. Suppliers gain revenue and values-aligned exposure; foundations raise more at no marginal cost; donors get a world-class experience with genuine purpose and Latitude Expeditions benefits from increased revenue and further connection to travelers. Within this model, Latitude also gives back a portion of its revenue to the cause. This shared incentive creates a thriving conservation ecosystem and the wildlife and communities it supports.

The benefits compound over time. Each cycle — bid, travel, witness impact, give again or return — strengthens the donor's tie to the cause and raises the Supplier's conservation profile among the audience most likely to keep supporting it.

The Network's purpose is to build a durable bridge between the U.S. philanthropic market and Africa's top conservation properties, so that money, awareness, and personal commitment keep flowing to the places doing the work.

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4. How the Network Operates

For each yearly prize cycle:

• Suppliers donate a prize to the Network: For example, a two- or three-night stay for two people. The prize will be defined with each Supplier’s standard limitations and exclusions, notably addressing park fees and conservation levies associated with the “free” days.

• Latitude Expeditions as administrators of the Network, place the prize within our curated network of nonprofits with African wildlife mandates. We will aim to position it as a headline bidding lot at the Foundation’s fundraising event.

• The donor bids and wins: The foundation receives 100% of the winning bid price. Through the event and auction process, Suppliers gain exposure to the full, conservation-minded audience, with Latitude’s marketing focus elaborating on the Suppliers role and past conservation success.

• We build a larger trip: The winning prize serves as the starting point for a larger custom itinerary. We use our best efforts to sell additional nights at the Supplier’s properties at standard rates, so that the donated nights convert to meaningful revenue.

• The donor travels: The guest experiences Suppliers’ property and conservation work firsthand — which can motivate repeat travel and further giving.

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5. What Suppliers Provide:

• One or more auction prizes per year. The first prize gifted serves as the Suppliers Membership in the Auction Bridge Network. Any future prizes to be gifted will be made at the Suppliers discretion based on success of prior prizes and discussion with Latitude Expeditions. We suggest that prizes are at least for two nights for two people and have a validity date for 15 months from date of the auction. They may come with blackout dates and other conditions. The initial prize will be defined in an Auction Prize Donation form provided to the Foundation and valued at retail (rack) rates.

• Once a prize is “won” Latitude will begin to market additional nights to the donor, working directly with the Supplier’s reservations team to find availability for additional days’ stay and other services. These prize days and additional bookings may be coordinated through Latitude’s DMC relationships or directly with the Supplier, on a case-by-case basis, depending on what makes the most effective use of each party’s time. All of Latitude’s DMCs have relationships with the Suppliers in the Network.

• Upon booking additional nights and other services to accompany the prize, we will be entitled to the standard net rates or commissions that would be available to us in our regular course of business as a tour operator.

• The actual safari stay is governed by the Supplier’s standard guest terms and conditions, including those covering rates, cancellations, health and safety, insurance, conduct, and payment of park and conservation levies. The Supplier remains responsible for delivering the accommodation and experiences at its usual standard as outlined in the gifted prize and any addition nights/services that are added. Latitude is responsible for arranging and coordinating the trip and for its own services to the client, but does not control the day-to-day operation of Supplier’s property or services.

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6. What the Foundations Provide:

• Fundraising events with live auction opportunities. We will collaborate with the Foundation’s fundraising and marketing teams to determine what safari suppliers from the Network would be a good fit considering its long-term mission, near-term initiatives, profile of donors, audience size, among other factors.

• Once a prize is gifted the Foundation provides the marketing and the live-auction format.

• Ongoing conversations about interest in bringing donors along with foundation team members to experience conservation in-action. Donor group trips arranged by Latitude Expeditions through Suppliers who have gifted auction prizes has proven popular.

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7. What the Network and Latitude Expeditions Provide:

• Match Network Members of Suppliers and Foundations to get the prize to the right partner. That means only with U.S. foundations whose mission or initiatives aligns with similar conservation values and a donor pool that has the appropriate profile for a Supplier’s property and services.

• Sell additional nights. Provide our high-touch, VIP travel service to the guest and utilize our best efforts to sell additional bed nights with Suppliers who gifted the prize. Note that the full trip desired by the client may typically include other locations and properties, but our priority is to the Supplier gifting the prize.

• Handle logistics. Coordinate all booking logistics so a Supplier’s reservations team receives a clean, standard booking. Conduct full pre-trip briefs on Supplier’s property and conservation work.

• Credit Supplier publicly. Credit the Supplier by name at the auction as a conservation partner — not merely as a prize donor.

• Provide a post-trip guest impact report.

• Promote donor trips. Actively promote FIT and group donor trips to the foundations that are part of the Network. The relationship with Foundation Members will be strengthened via the auction prize donation, which we intend to further cultivate via exclusive donor trips sponsored by the foundation and planned, sold and booked by Latitude with an ongoing focus on the Suppliers’ properties and hands-on conservation activities.

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8. Marketing and Use of Names

Each Member in the Network may identify the other for their role in the Network and use the other's name and logo for that purpose, in line with any brand guidelines provided by any Member. No Network Member shall make misleading claims about the other or imply endorsements that have not been explicitly provided. Any Member may withdraw a specific marketing use upon reasonable written request.

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9. Confidentiality

Any Network Member may receive non-public information from another Member — for example, foundation relationships, donor details, pricing, and guest information. Each Party will keep that information confidential, use it only for the purposes of this program, and protect guest and donor personal information in line with applicable privacy laws. This does not apply to information that is already public or that a Member is legally required to disclose.

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10. Term and Ending Network Membership

The Term of Membership is ongoing, as long as the Network operates. On an annual basis Latitude Expeditions as Network operator will enlist prize gifts from Suppliers and auction prize requests from Foundations. Providing a prize gift by Suppliers each year or an auction prize request each year is not required for ongoing Membership.

Any Network Member may withdraw from membership at any time, subject to the below conditions:

a) Any prize previously gifted to the Network must be honored at the terms agreed at that time. A trip already booked or in planning, will be honored and completed.

b) The sections covering confidentiality and responsibility for the stay continue to apply after the Agreement ends.

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11. Relationship of the Parties

Latitude Expeditions and each Supplier and Foundation are independent businesses. Nothing in this Agreement creates a legal partnership, joint venture or other combined-business relationship.

Notwithstanding the above, for marketing purposes we may refer to each other as ‘Conservation Partners’.​

This Network exists because Latitude has built it. We invest continuously in finding, cultivating, and servicing relationships with U.S. conservation foundations and their donors, and once an auction prize is placed or other travel services are provided, those Foundations are Latitude's clients. Access to Foundations for Suppliers is the core of what membership provides. During a Supplier’s membership in the Network and for 24 months following its termination, neither the Supplier nor the Foundation may directly solicit business from the other party. A Supplier may not accept direct bookings for travel ordinarily arranged by Latitude from any Foundation, donor, or guest introduced to the Supplier through the Network. These restrictions do not apply to relationships that existed before Latitude’s introduction and do not limit a Member’s business activities outside the Network.

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Version 8-7-2026