TERMS & CONDITIONS
THIS PAGE SETS OUT THE TERMS ON WHICH TEPILO LIMITED ("TEPILO") PROVIDES YOU WITH THE SERVICES (DEFINED BELOW) AND ACCESS TO WWW.TEPILO.COM ("WEBSITE"). PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE SERVICES AND THE WEBSITE. BY USING THE SERVICES AND THE WEBSITE (WHOLLY OR PARTLY) IN ANY WAY, YOU AGREE TO BE BOUND BY THESE TERMS.
YOU ARE ADVISED TO PRINT AND RETAIN A COPY OF THESE TERMS FOR YOUR FUTURE REFERENCE.
The General Conditions under Section A shall have general application to all users of the Services and the Website. Sections B shall apply to the Registered User acting as a Seller, in addition to the provisions under Section A.
SECTION A: GENERAL PROVISIONS
1. INFORMATION ABOUT TEPILO LIMITED
1.1 The Website is owned and managed by Tepilo LYD, a company registered in England and Wales with the company registration number 06853802 and having its registered address at 3 The Plough Brewery, 516 Wandsworth Road, London, SW8 3JX.
1.2 Tepilo provides you with the facility to upload and find details of residential properties for sale or to let, including without limitation, to view, browse, advertise and negotiate for the sale/lease and purchase/tenancy of residential properties between private individuals ("Services").
1.3 Tepilo may be contacted by email at firstname.lastname@example.org or by writing, to the registered address in clause 1.1.
2.1 In order to use some of the Services, you will be required to register as a User with Tepilo using the online registration form made available to you on the Website. By completing the online registration form, you consent to Tepilo conducting verification and security procedures in respect of the information provided in such online registration form.
2.2 You hereby warrant that the information provided by you to Tepilo is true, accurate and correct. You further warrant that you shall promptly notify Tepilo in the event of any changes to such information provided.
2.3 Upon the completion and submission of the online registration form by you on the Website, you shall be sent a verification email to the email address provided by you in the online registration form. This verification email will contain details of how to confirm your registration. You will be required to activate your registration in accordance with the instructions set out in such verification email.
2.4 You shall keep your registration details for the Website ("Login Details") confidential and secure. Without prejudice to the other rights and remedies of Tepilo, Tepilo reserves the right to promptly disable your Login Details and suspend your access to the Services and/or the Website in the event Tepilo has any reason to believe that you have breached any of the provisions set out herein.
2.5 As a Registered User, you may use the Services as a seller or a buyer of the properties advertised by other Registered Users.
2.6 In the event you choose not to register with Tepilo as a User, you may continue to browse and use certain functionalities of the Website as an Unregistered User.
3. FORMATION OF CONTRACT BETWEEN TEPILO AND YOU
3.1 The date of commencement of your Contract with Tepilo shall be determined as follows:
3.1.1 where you are a Registered User, then upon your registration with Tepilo pursuant to clause 2.1; or
3.1.2 where you are a Unregistered User, then upon your first use of the Website.
3.2 Notwithstanding the foregoing, Tepilo reserves the right to:
3.2.1 accept or reject your application as a Registered User; and/or
3.2.2 refuse you access to the Services and/or Website (partly or wholly) whether you are a Registered User or Unregistered User if you breach any of the provisions hereunder.
3.3 Unless otherwise expressly set out to the contrary herein, your Contract with Tepilo shall remain in force:
3.3.1 where you are a Registered User, for the duration of your registration with Tepilo; or
3.3.2 where you are an Unregistered User, for the duration in which you use the Services and the Website as an Unregistered User.
3.4 You may terminate your Contract with Tepilo as a Registered User at anytime by:
3.4.1 giving written notice to Tepilo using the contact details detailed in clause 1.1 ; and
3.4.2 ceasing all use to and access of the Service and the Website.
3.5 Tepilo may suspend or terminate your access to the Service and/or the Website (wholly or partly), whether you are a Registered User or an Unregistered User in the event that:
18.104.22.168 the third party services and network providers cease to make the third party service or network available to Tepilo;
3.5.2 Tepilo believes that you or someone using your Login Details has failed to comply with one or more of these Terms;
3.5.3 Tepilo believes that there has been fraudulent use, misuse or abuse of features and functionalities of the Services and/or the Website (in whole or in part);
3.5.4 Tepilo believes that you have provided it with any false, inaccurate or misleading information; or
3.5.5 Tepilo believes that you are not acting in a personal capacity.
3.6 Upon termination of your Contract with Tepilo as a Registered User, your use and access to the Services and the Website as a Registered User shall cease.
4. YOUR GENERAL OBLIGATIONS
4.1 You agree that you are solely responsible and liable for all activities on the Website, whether you are a Registered User or an Unregistered User.
4.2 You must promptly notify Tepilo in the event there is a breach of security or any unauthorised use of the Login Details where you are a Registered User. Tepilo may be contacted by email at email@example.com.
4.3 You shall not submit to appear on the Website, any information, Property Data (defined below) review, comment, images, link or other material whatsoever in all format ("User Submissions") that may reasonably be deemed to be offensive, illegal, inappropriate or in any way:
4.3.1 promote racism, bigotry, hatred or physical harm of any kind against any group or individual;
4.3.2 harass or advocate harassment of another person;
4.3.3 display pornographic or sexually explicit material;
4.3.4 promote any conduct that is abusive, threatening, obscene, defamatory or libellous;
4.3.5 promote any illegal activities;
4.3.6 provide instructional information about illegal activities, including violating someone else's privacy or providing or creating computer viruses;
4.3.7 promote or contain information that you know or believe to be inaccurate, false or misleading;
4.3.8 engage in or promote commercial activities and/or sales, including but not limited to contests, sweepstakes, barter, advertising and pyramid schemes, without the prior written consent of Tepilo; or
4.3.9 infringe any rights of any third party.
4.4 You acknowledge that making a User Submission does not guarantee that such User Submission, or any part thereof, shall appear on the Website, but agree that Tepilo may, at its sole discretion, choose to display any User Submission or any part of a User Submission that you make on the Website and hereby grant to Tepilo a non-exclusive, perpetual, irrevocable, worldwide licence to do so.
4.5 You warrant and represent that you own or are licensed to use any and all the intellectual property rights in any User Submissions that you make to the Website.
4.6 You hereby grant to Tepilo a non-exclusive, irrevocable licence to make the User Submissions available to other Registered and Unregistered Users of the Website and to edit the User Submissions in the event that Tepilo deems it necessary or desirable to do so for any reason.
4.7 You hereby grant to Tepilo a non-exclusive, irrevocable licence to make the User Submissions available to other media and publications and to edit the User Submissions in the event that Tepilo deems it necessary or desirable to do so for any reason.
4.8 If you feel that any User Submission made by other Registered and Unregistered Users is objectionable, you are advised to contact Tepilo using the contact details set out on the Website. Tepilo shall use its reasonable endeavours to review the relevant User Submission as soon as is practicable and shall take such action as it deems necessary, if any.
4.9 You further agree that at all times, you shall:
4.9.1 if you are a Registered User, not use your Login Details with the intent of impersonating another person;
4.9.2 if you are a Registered User, not allow any other person to use your Login Details;
4.9.3 not use the information presented on the Website or derived from the Services for any purposes other than those expressly set out in these Terms;
4.9.4 not do anything likely to impair, interfere with or damage or cause harm or distress to any persons using the Website or in respect of the network;
4.9.5 not use the Website, the content therein and/or do anything that will infringe any intellectual property right or other rights of any third parties;
4.9.6 not use any information obtained using the Website otherwise than in accordance with these Terms;
4.9.7 comply with all instructions and policies from Tepilo from time to time in respect of the Website;
4.9.8 co-operate with any reasonable security or other checks or requests for information made by Tepilo from time to time; and
4.9.9 use the information made available to you on the Website at your own risk.
4.10 In the event that Tepilo, in its sole and absolute discretion, considers that you have breached any of the terms set out in this clause 4, Tepilo shall reserve the right to take any action that it deems to be necessary, including without limitation, the termination forthwith and without notice, your use of and access to the Website; and in the case of illegal use, the instigation legal proceedings as appropriate.
4.11 Without prejudice to any of Tepilo's other rights and remedies, Tepilo reserves the right, in its sole and absolute discretion, to take any action that it deems necessary and appropriate in the event it considers that there is a breach or threatened breach of this clause 4.
5. TEPILO OBLIGATIONS
5.1 Tepilo shall use its reasonable obligations to provide you, either as a Registered or an Unregistered User, with the Services, access to the Website and any additional service that Tepilo agrees to provide you at all times.
5.2 Tepilo shall be entitled at its own discretion and upon notice to you, to suspend the Services and/or the Website whether wholly or partly for any reason whatsoever including but not limited to repairs, planned maintenance or upgrades and shall not be liable to you for any such suspension on non-availability of the Services and/or the Website (whether wholly or partly).
5.3 Tepilo reserves the right to make any changes to the Services and/or the Website including any functionalities and content therein or to discontinue a specific feature from time to time subject always that
5.3.1 Tepilo notifies you in writing using the Website; and
5.3.2 such changes shall have no material adverse effects to you.
5.4 Tepilo may update or revise these Terms from time to time and shall notify you of any such updates and revisions through a message displayed on the Website. Your continued use of the Services and/or the Website (whether wholly or partly) shall be deemed your acceptance of such change(s) in respect of the updated or revised Terms.
5.5 To provide the Services to you, Tepilo may be required to monitor your use of the Services and/or the Website from time to time. You hereby consent to Tepilo monitoring your use of the Services and the Website.
5.6 Tepilo is not an estate agent and it shall not have and nothing herein shall be deemed to imply that Tepilo shall have any obligation to You or any third party nor any liability in respect of:
5.6.1 negotiations on your behalf with any third parties;
5.6.2 sales, marketing and any other costs associated with selling property;
5.6.3 compliance of the Property Data (as defined in clause B1.1) with statutory and regulatory provisions, including but not limited to the Estate Agents Act 1979, The Energy Performance of Buildings (Certificates and Inspections) (England and Wales) Regulations 2007 and the Home Information Pack Regulations 2007 and the determination of the requirement for and the preparation of any Home Information Pack.
6. YOUR RELATIONSHIP WITH OTHER REGISTERED AND UNREGISTERED USERS
6.1 You acknowledge and agree that Tepilo only provides you with the Services and the Website. You understand that Tepilo is not involved in or is a participant in any way in respect of any contact, meetings, relationship, negotiations and business transactions and contracts between you and other Registered and Unregistered Users.
6.2 Consequently, you acknowledge and agree that Tepilo shall not be liable in any way and for any reason whatsoever in respect of your relationship with other Registered and Unregistered Users.
6.3 You are advised to take all reasonable care when arranging a viewing with other Registered and Unregistered Users. Tepilo further recommends that you seek independent professional advice including without limitation, legal and financial advice if you opt to make or accept an offer for the property advertised.
7. EXCLUSION OF WARRANTIES AND LIMITATION OF LIABILITIES
7.1 You hereby warrant that (a) you are at least 18 years old; (b) you have the right and capacity to enter into and be bound by these Terms; and (c) you shall comply with all applicable laws in the use of the Services and/or the Website.
7.2 You further warrant that the information provided to Tepilo by you are at all times, true, accurate and correct and that you shall promptly inform Tepilo in the event of any changes to such information.
7.3 Tepilo does not verify and does not have any control in respect of any User Submission, Property Data (defined below) and all information made available to you using the Services and on the Website. Consequently, Tepilo does not warrant or guarantee the accuracy, correctness, reliability, suitability or at all in respect of the User Submission, Property Data and all information made available to you. Tepilo advises you not to rely on them to assist in making or refraining from making a decision, or to assist in deciding on a course or a specific cause of action. If you so intend to use and/or rely on the User Submission, Property Data and all such information made available to you on the Website and through the use of the Service, you do so at your own risks and liabilities.
7.4 Additionally, you agree and understand that where Tepilo includes views, opinions, advice and recommendations, these views opinions, advice and recommendations are not endorsed by Tepilo and to the maximum extent permitted by law, Tepilo shall not be liable on account of the accuracy, defamatory nature, completeness, timeliness, suitability or otherwise of such views, opinions, advice and recommendations.
7.5 Links to third party websites may appear on the Website. Such third party websites are not the responsibility of Tepilo and Tepilo accepts no responsibility for the availability, suitability, reliability or content of such third party websites and does not endorse the views expressed therein.
7.6 You acknowledge and agree that Tepilo relies on third party providers to make the Services and the Website available to you. Consequently, Tepilo does not warrant that the Service and the Website shall be uninterrupted or fault-free at all times.
7.7 All warranties, representations, guarantees, conditions and terms other than those expressly set out herein whether express or implied by statute, common law, trade usage or otherwise, and whether written or oral are hereby expressly excluded to the fullest extent permissible by law. Consequently all information, advice, suggestions and recommendations, including without limitation, the User Submissions and the Property Data are provided to you on an "as is" basis.
7.8 Nothing in these Terms shall limit or exclude Tepilo's liability in respect of death and personal injury.
7.9 Subject to clause 7.8, Tepilo shall not be liable for any indirect or consequential losses, expectations of a specific nature or anticipated outcome, anticipated savings, loss of profit, loss of data, loss of contract, loss of goodwill and reputation, loss of management time or any other loss however arising and whether caused by tort (including negligence), breach of contract or otherwise even if foreseeable arising out of or in connection with your use and/or reliance of the Service, the Website and the contents therein.
7.10 Unless otherwise expressly set out to the contrary in these Terms, Tepilo's liability to you in connection with your use of the Service and the Website shall be strictly limited to £250.
7.11 In the event you have a dispute with one or more of the Registered or Unregistered Users, you hereby release Tepilo from any claims, demands and damages (whether actual or consequential) of any kind and nature, known and unknown, arising out of or in connection with such disputes.
8. INTELLECTUAL PROPERTY RIGHTS
8.1 Tepilo and/or its licensors own all rights in the intellectual property rights relating to the Services and the Website.
8.2 You are expressly prohibited from:
8.2.1 reproducing, copying, editing, transmitting, uploading or incorporating into any other materials, any of the Service and the Website including without limitation, any information, articles, photographs, images or submissions in ups made available to you using the Services and the Website; and
8.2.2 removing, modifying, altering or using any registered or unregistered marks/logos/design owned by Tepilo and/or its licensors, and doing anything which may be seen to take unfair advantage of the reputation and goodwill of Tepilo or could be considered an infringement of any of the rights in the intellectual property rights owned by and/or licensed to Tepilo.
10.1 If Tepilo fails at any time to insist upon strict performance of its obligations under these Terms, or if it fails to exercise any of the rights or remedies to which it is entitled to under these Terms, this will not constitute a waiver of any such rights or remedies and shall not relieve you from compliance with such obligations.
10.2 A waiver by Tepilo of any default shall no constitute a waiver of any subsequent default.
10.3 No waiver by Tepilo of any of the Terms shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.
10.4 All notification and communication to Tepilo should be sent to the contact details made available to you on the Website.
10.5 If any of these Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent, be severed from the remaining terms, conditions and provisions which shall continue to be valid to the fullest extent permitted by law.
10.6 These Terms represent the entire agreement between you and Tepilo in respect of your use of the Service and the Website and shall supersede any prior agreement, understanding or arrangement between you and Tepilo, whether oral or in writing.
10.7 You acknowledge that in entering into these Terms, you have not relied on any representations, undertaking or promise given by or implied from anything said or written whether on the Website, the Internet or in negotiation between you and Tepilo except as expressly set out in these Terms.
10.8 These Terms are governed by and construed in accordance with English law. The Courts of England shall have exclusive jurisdiction over any disputes arising out of these Terms. If you live outside the United Kingdom, English law shall apply only to the extent that English law shall not deprive you of any legal protection accorded in accordance with the law of the place where you are habitually resident ("Local Law"). In the event English law deprives you of any legal protection which is accorded to you under Local Law, then these terms shall be governed by Local Law and any dispute or claim arising out of or in connection with these Terms shall be subject to the non-exclusive jurisdiction of the courts where you are habitually resident.
10.9 Tepilo reserves the right to modify these Terms at any time. Any changes Tepilo may make to these Terms in the future will be notified and made available to you using the Website. Your continued use of the Services and the Website (or part thereof) shall constitute your agreement to such changes.
SECTION B: REGISTERED USER ACTING AS A SELLER/LANDLORD
This Section B shall apply to you if you are a Registered User and acting as a Seller or Landlord.
B1. YOUR ADDITIONAL OBLIGATIONS AS A SELLER/LANDLORD
B1.1 You are a Registered User acting as a Seller/Landlord if you use the Services to advertise and provide all such information relating to the property including without limitation, providing a detailed description of the property, the relevant measurement and size, floor plans, photographic images and the sale price offered for such property ("Property Data").
B1.2 All Property Data uploaded onto the Website by you shall be in the format as required by Tepilo and shall relate strictly and solely to the property you wish to sell/let. Tepilo reserves the right to edit and/or remove any Property Data which Tepilo reasonably believes does not meet with its formatting requirements and/or relate to the property advertised using the Services.
B1.3 You hereby grant to Tepilo a non-exclusive, irrevocable, worldwide licence to publish, make available, edit and remove the Property Data.
B1.4 You warrant that you shall comply with all applicable legislation in respect of your advertisement and intended sale/letting of the property advertised including without limitation, the Estate Agents Act 1979, The Energy Performance of Buildings (Certificates and Inspections) (England and Wales) Regulations 2007. For the avoidance of doubt, You acknowledge and agree that You are fully responsible for determining whether a Homebuyers report or Energy Performance Certificate is required and preparing or organizing the preparation of such a Homebuyers report or Energy Performance Certificate and paying any associated costs.
B1.5 You shall promptly update and procure, at all times, the accuracy and correctness of the Property Data and all other information in respect of the property advertised for sale on the Website. In the event of a material change to the description of the property advertised for sale, you shall procure that the Property Data and all such information relating to such property are immediately amended accordingly or otherwise not later than one (1) working day.
B2. ADDITIONAL WARRANTIES
B2.1 You hereby warrant, represent and guarantee that you are the legal and equitable owner of the property which is advertised for sale or to let on the Website using the Services. You further warrant that you have the legal and equitable right to sell/let such property free from any encumbrances or restrictions.
B2.2 You agree that in the event of any breach of the provisions under clauses B1 and B2, Tepilo shall be entitled to take all actions necessary including without limitation, promptly removing the property advertised for sale/to let and permanently terminating your use of the Services and/or the Website.
SECTION C: TERMS & CONDITIONS APPLICABLE TO THE DIRECTORY SERVICE (“SECTION C”)
Section C shall apply to Clients (as defined below) who wish to use the Tepilo Directory Service (“Directory Service”) as set out below and on the Website in consideration for payment of the charges (“Charges”) as set out on the Website.
In order to use the features and functionalities in the Directory Service, you must be registered as a Client the Website. By ticking the box at the end of the registration form and submitting the registration form you (“Client”) agree to be bound by this Section C in connection with the Directory Service.
C1. DIRECTORY SERVICE
C1.1 In consideration for the payment of the Charges and subject to this Section C, Tepilo shall provide the Directory Service starting on the date the Client registers on the Website (“Commencement Date”) and continue in effect for successive periods of one (1) year until terminated by either party on the provision of not less than three (3) months written notice to the other, such notice to expire on any anniversary of the Commencement Date, or unless terminated in accordance with C4.2.
C1.2 For the avoidance of doubt, the contract between the Client and Tepilo for the Directory Service shall commence on the Commencement Date.
C1.3 The Directory Service shall comprise of the Client’s business details being included on the Tepilo Services Directory page on the Website in the form of a listing (“Listing”).
C1.4 Tepilo reserves the right to amend or alter the provision of the Directory Services (including without limitation functionality) at any time without notice to the Client.
C2. CLIENT OBLIGATIONS
C2.1 The Client shall provide Tepilo with all information required by Tepilo and any copies thereof (“Client Material”) necessary to enable Tepilo to provide the Directory Service.
C2.2 All Client Material provided by the Client to Tepilo shall:
C2.2.1 be accurate, correct and up-to-date;
C2.2.2 not infringe any third party rights, including without limitation, any third party intellectual property rights or any other proprietary rights;
C2.2.3 not breach any applicable statutory or regulatory requirement;
C2.2.4 not be misleading, deceptive or in any way contravene all applicable consumer, e-commerce and data protection legislation;
C2.2.5 not be obscene, defamatory or be in the reasonable view of Tepilo, be deemed to be offensive and/or inappropriate,
C2.2.6 be updated as necessary and provided to Tepilo without delay.
C2.3 Notwithstanding clause C2.2, Tepilo has the right to edit or delete the Client Material that is to be displayed on the Website to the extent necessary for the provision of the Directory Service.
C2.4 The Client shall comply with all applicable law in respect of its use of the Directory Service including without limitation, compliance with all applicable e-commerce directive, consumer protection legislation and data protection and privacy directives.
C2.5 For the avoidance of doubt, Tepilo shall not be liable for any delay or failure to perform its obligations hereunder which arises as a result of a failure by the Client to comply with its obligations under this clause C2.
C3.1 The Client shall pay the Charges as set out on the Website to Tepilo. For the avoidance of doubt the Charges are for the use of the Directory Service for successive periods of one (1) year.
C3.2 The Charges shall be payable annually on the Commencement Date and subsequently on each anniversary of the Commencement Date thereafter (unless terminated in accordance with clause C4.2).
C3.3 All Charges are inclusive of VAT at the rates in force at the time the Client signs up for the Directory Service.
C3.4 Tepilo shall be entitled to increase the Charges at any time and shall provide not less than thirty (30) days prior written notice to the Client.
C4. TERM AND TERMINATION
C4.1 This agreement shall commence on the Commencement Date and continue in effect for successive periods of one (1) year until terminated by either party on the provision of not less than three (3) months written notice to the other, such notice to expire on any anniversary of the Commencement Date, or unless terminated in accordance with clause C4.2
C4.2 In any event, this agreement may be terminated immediately on written notice:
C4.2.1 By either party if the other party is in material breach of its contractual obligations and has not remedied such breach within fourteen (14) days after receipt of a written notice of default from the other party. For the avoidance of doubt, and without limitation, breach of any provision under clause C3 is a material breach for these purposes;
C4.2.2 By either party if the other is declared bankrupt, or if a body corporate, has a liquidator, receiver or administrator appointed or enters into any form of arrangement with its creditors, or is otherwise insolvent; or
C4.2.3 If Tepilo withdraws the Directory Service. In such instance Tepilo shall reimburse any Charges already paid by the Client subject pro rata to a reduction in the Charges which corresponds to the Client’s use of the Directory Service up to the date that Tepilo withdraws the Directory Service.
C4.3 Without prejudice to any of its rights and remedies, Tepilo reserves the right to suspend the provision of the Directory Services at any time upon notice to the Client if the Client has breached or if Tepilo has reason to believe that there is a breach of any of the provisions herein.
C5. WARRANTIES AND LIABILITIES
C5.1 All warranties, representations, guarantees, conditions and terms, other than those expressly set out in this Section C whether express or implied by statute, common law, trade usage or otherwise and whether written or oral are hereby expressly excluded to the fullest extent permissible by law. In particular, Tepilo does not guarantee any specific result(s) from the provision of the Directory Service.
C5.2 Subject to clause C5.5 (for which liability shall remain unlimited) the maximum aggregate liability for Tepilo arising from or in connection with this Section C, whether arising in contract, tort (including negligence) or otherwise, shall not exceed the Charges for any successive period of one (1) year.
C5.3 In no event shall Tepilo be liable for:
C5.3.1 any loss of profits, loss of data, business interruption, loss of use, loss of use, loss of goodwill and reputation (whether direct or indirect), loss of contracts, expectation loss, loss of anticipated savings and loss of management time; or
C5.3.2 any indirect or consequential losses of any nature whatsoever.
C5.4 In the event that Tepilo fails to comply with its obligations under this Section C, then it shall be entitled to be given a reasonable opportunity to remedy any errors and re-perform its obligations (wholly or partly).
C5.5 For the avoidance of doubt, nothing in this Section C shall be deemed to exclude, restrict or limit the liability of either party for death or personal injury resulting from their negligence or any liability for fraudulent misrepresentation.
C5.6 The parties accept that the limitations and exclusions set out in this Section C are reasonable having regard to all the circumstances.
C6. INTELLECTUAL PROPERTY RIGHTS
C6.1 Nothing in this Section C shall serve to transfer from Tepilo to the Client the Listing, and all right, title and interest in and to the Listing, if applicable, shall remain exclusively with Tepilo and/or Tepilo’s licensors.
C6.2 Tepilo hereby grants the Client, a non-exclusive, non-assignable, non-transferrable and non-sub-licensable licence to use the Listing, if applicable, strictly for the provision of the Directory Service. For the avoidance of doubt, on termination for any reason of this Section C, the licence granted under this clause C6.2, if applicable, shall terminate forthwith.
C6.3 Nothing in this Section C shall prevent Tepilo from using any know-how, methods, techniques or procedures owned or developed by it in the course of providing the Directory Service and/or the Listing to the Client for any purpose.
C6.4 All right, title and interest in the Client Material shall remain exclusively with the Client and/or its licensors.
C6.5 The Client hereby grants Tepilo a non-exclusive, licence to use the Client Material to the extent and for the duration necessary to provide the Directory Service and to sub-license