| TeamSpeak 3.x - End User License Agreement |
| Revised: February 2nd, 2010 |
| |
| THIS IS A LEGAL AGREEMENT between "you", the individual, company, or |
| organization utilizing TeamSpeak brand software, TeamSpeak Systems GmbH, |
| a Kruen, Germany based company, and Triton CI & Associates, Inc., a |
| California, USA based Corporation. |
| |
| USE OF TEAMSPEAK SOFTWARE INDICATES YOUR ACCEPTANCE OF THESE TERMS. |
| |
| As used in this Agreement, the term "TeamSpeak software" means TeamSpeak |
| version 3.x voice communication software, both client and server, as |
| made available from www.TeamSpeak.com together with any and all |
| enhancements, upgrades, or updates that may be provided to you by |
| TeamSpeak Systems GmbH. |
| |
| 1. APPLICABLE LAW |
| |
| All terms in this Agreement relating to ownership, distribution, |
| prohibited conduct, or upgrades to TeamSpeak software, specifically |
| Sections 2, 6, 11, and 12, will be handled by TeamSpeak Systems GmbH in |
| accordance with the laws of Kruen, Germany. |
| |
| Triton CI & Associates, Inc., is TeamSpeak Systems GmbH's official |
| sales, licensing, and billing partner for TeamSpeak software. As such, |
| all terms in this Agreement relating to TeamSpeak sales, billing, |
| compliance with licensing, including related issues such as piracy or |
| banning of servers, will be handled by Triton CI & Associates, Inc. in |
| accordance with the laws within the State of California, USA. |
| |
| 2. OWNERSHIP |
| |
| Ownership of TeamSpeak software and any accompanying documentation shall |
| at all times remain with TeamSpeak Systems GmbH. This Agreement does not |
| constitute the sale of TeamSpeak software or any accompanying |
| documentation, or any portion thereof. Without limiting the generality |
| of the foregoing, you do not receive any rights to any patents, |
| copyrights, trade secrets, trademarks or other intellectual property |
| rights relating to TeamSpeak software or any accompanying documentation. |
| All rights not expressly granted to you under this Agreement are |
| reserved by TeamSpeak Systems GmbH. |
| |
| 3. DEFINITIONS |
| |
| 3.1 TeamSpeak Client and Server |
| TeamSpeak software consists of both a TeamSpeak Client and TeamSpeak |
| Server application. The TeamSpeak Server is the application which acts |
| as a host and allows two or more client connections to communicate with |
| one another. The TeamSpeak Client is the application which connects to |
| the TeamSpeak Server and contains end-user functionality which includes |
| initiating a data stream for voice communication with another client |
| connection. Sample screenshots of both the TeamSpeak Client and Server |
| applications can be found at http://www.teamspeak.com/?page=screenshots. |
| |
| 3.2 TeamSpeak Software Development Kit (TeamSpeak SDK) |
| TeamSpeak software may also consist of a Software Development Kit or |
| SDK. The TeamSpeak SDK is a set of development tools and documentation |
| which allows software engineers to create customized or integrated |
| applications typically as part of an existing product or service. The |
| TeamSpeak SDK includes API information, sample code, tools, |
| documentation, and other related items. |
| |
| 3.3 TeamSpeak Virtual Server |
| A TeamSpeak Virtual Server is any instance within the TeamSpeak Server |
| application (binary executable) which allows the TeamSpeak Client |
| application to connect. A single executed TeamSpeak Server application |
| (binary executable) will by default create a single Virtual Server. |
| However, the TeamSpeak Server application is capable of creating and |
| hosting multiple Virtual Servers within any single running binary |
| executable, where each server contains its own configuration properties |
| which to the end-user may appear to act as a stand-alone server. |
| |
| 3.4 TeamSpeak Server Slot |
| A TeamSpeak Server Slot (or just "slot") is utilized when a single |
| TeamSpeak Client connection is established to any given TeamSpeak |
| Virtual Server. The maximum "slots" or "slot count" can be individually |
| configured for each Virtual Server and defines the maximum number of |
| users that can simultaneously connect to that Virtual Server at any |
| given time. For example, a Virtual Server configured for 10 slots will |
| allow up to 10 simultaneous user connections before it generates a |
| "server full" error message to the 11th user attempting to connect to |
| the same Virtual Server. |
| |
| 3.5 Commercial Entity |
| A commercial entity is an individual, company, or organization which |
| demonstrates (typically via but not limited to a website) that it is in |
| business to turn a profit of any kind; be it monetary, from direct sales |
| or rental fees, advertising profit, or through the privileged use of |
| intangible goods and services. |
| |
| Example of a Commercial Entity: |
| A hosting company or organization which charges a monthly fee for the |
| use of a TeamSpeak server OR a hosting company or organization which |
| does NOT charge a monthly fee for the use of a TeamSpeak server but |
| earns substantial profit from advertising, or from other products or |
| services of any kind. |
| |
| Example of a Commercial Entity profiting from advertising: |
| An organization advertising for products or services offered by a |
| hosting company in exchange for the use of a TeamSpeak server means the |
| hosting company will be considered to be a commercial entity, even if |
| they choose not to charge anything at all for the use of any of their |
| TeamSpeak servers. This situation is commonly referred to as a clan or |
| guild "sponsorship". |
| |
| Example of a Commercial Entity profiting from intangible goods: |
| A "payment" is made to an individual or hosting company using virtual |
| currency (gold, etc.) within a popular massively multiplayer online game |
| (MMOG) in exchange for the use of a TeamSpeak server means the |
| individual or hosting company will be considered to be a commercial entity. |
| |
| 3.6 Non-Profit Entity |
| A non-profit entity is an individual or organization which does NOT |
| utilize TeamSpeak software for profit of any kind; be it monetary, from |
| direct sales or rental fees, advertising profit, or intangible goods and |
| services. |
| |
| Example 1: A clan or guild hosting a TeamSpeak server for their own |
| private use while complying with all terms and conditions set forth in |
| Section 5.1 of this Agreement. |
| |
| Example 2: An individual hosting a TeamSpeak server for private use to |
| communicate with friends or family over the Internet while complying |
| with all terms and conditions set forth in Section 5.1 of this Agreement. |
| |
| 4. LICENSE FEES |
| |
| Based on the definitions above, license fees may be applicable to |
| entities utilizing the TeamSpeak Server application. License fees are |
| NOT applicable to the TeamSpeak Client application. All Commercial |
| Entities using the TeamSpeak Server application for any reason must pay |
| a license fee, regardless of whether or not they choose to charge fees |
| for the use of their servers. Non-Profit Entities using the TeamSpeak |
| Server application do not need to pay a license fee; however, these |
| entities must comply with the terms and conditions set forth in the |
| License Types applicable to Non-Profit Entities below. If you are |
| uncertain as to whether you qualify as a Non-Profit Entity you must |
| contact Triton CI & Associates, Inc. via e-mail at sales@tritoncia.com |
| or via http://support.tritoncia.com. |
| |
| 5. LICENSE TYPES |
| |
| 5.1. Non-Profit License: Unregistered |
| This license type is for an individual or organization which is |
| non-profit in nature, and does not require registration on our website |
| nor a license key. An individual or organization operating under this |
| license may install and use TeamSpeak software on one or more physical |
| machines, without paying a license fee, provided that the following |
| conditions are met: |
| a. The individual or organization must be non-profit in nature. |
| TeamSpeak Systems GmbH and Triton CI & Associates, Inc. reserve the |
| right to assess and determine if any individual or organization is |
| non-profit in nature. |
| b. The individual or organization may host up to 32 slots using only 1 |
| Virtual Server for their entire operation. Exceeding the use of 32 slots |
| or 1 Virtual Server over multiple physical machines operated by the same |
| individual or organization is strictly prohibited. |
| |
| 5.2. Non-Profit License: Registered |
| This license type is for an individual or organization which is |
| non-profit in nature, and requires registration on our website and the |
| use of a license key. An individual or organization operating under this |
| license may install and use TeamSpeak software on one or more physical |
| machines, without paying a license fee, provided that the following |
| conditions are met: |
| a. The individual or organization must register their operation and |
| apply for this license type via Triton CI & Associates, Inc.'s website |
| at https://sales.tritoncia.com/users/register.php. |
| b. The individual or organization must be non-profit in nature. |
| TeamSpeak Systems GmbH and Triton CI & Associates, Inc. reserve the |
| right to assess and determine if any individual or organization is |
| non-profit in nature. |
| c. The individual or organization may host up to 512 slots using a |
| maximum of 10 Virtual Servers for their entire operation. Any |
| combination of slots or Virtual Servers over multiple physical machines |
| is allowed, as long as the individual or organization does not exceed |
| 512 slots or 10 Virtual Servers. This is also enforced by the license |
| key which is issued after the registration and approval process has been |
| completed. |
| |
| 5.3. Commercial License for ATHPs (Authorized TeamSpeak Host Providers): |
| Recurs Monthly |
| An Authorized TeamSpeak Host Provider License or ATHP License is a |
| license requiring recurring monthly fees. ATHP Licenses are issued to |
| Commercial Entities (an individual, company, or organization) which rent |
| TeamSpeak servers to others for profit of any kind; be it monetary, from |
| direct sales or rental fees, advertising profit, or through the |
| privileged use of intangible goods and services. ATHPs are Commercial |
| Entities which typically charge their customers a monthly fee for the |
| use of a TeamSpeak Virtual Server or include the Virtual Server as part |
| of other services or offerings to their customers free of charge. |
| Commercial Entities operating under the Authorized TeamSpeak Host |
| Provider License may install and use TeamSpeak software on one or more |
| physical machines, and must adhere to the following conditions: |
| a. ATHPs must register for an account on Triton CI & Associates, Inc.'s |
| website at https://sales.tritoncia.com/users/register.php. |
| b. ATHPs are subject to recurring, monthly licensing fees based on the |
| average slot count configured on each Virtual Server hosted by the ATHP |
| during the previous month (e.g. - if a Virtual Server reports being |
| configured for 50 Slots during 15 out of 30 days of the previous month, |
| the Virtual Server will be billed at 25 Slots). These licensing fees are |
| completely indifferent to whether or not an ATHP's customer makes use of |
| their Virtual Server. |
| c. ATHPs are billed monthly, in arrears, by Triton CI & Associates, Inc. |
| All invoices are typically sent on the 1st or 2nd day of every month via |
| email and are also posted to the ATHP's online account via Triton CI & |
| Associates, Inc.'s website at http://sales.tritoncia.com. |
| d. Payments are due 15 days after any invoice is generated (NET 15). It |
| is the ATHP's responsibility to ensure that their invoice is received; |
| whether by the primary email address registered to the ATHP's online |
| account or by a representative of the ATHP ensuring that the ATHP's |
| online account is logged into or checked each month for new invoices. |
| e. ATHPs who become 30 or more days past due on their invoice may have |
| their TeamSpeak Servers banned due to non-payment. |
| f. ATHPs who consistently fail to pay their invoices on time are subject |
| to having their account or license suspended or revoked. |
| g. New ATHPs acknowledge that there will be a $50 setup fee in addition |
| to a minimum monthly license fee of $25 for a minimum slot count of 200. |
| h. ATHPs acknowledge that invoices may occasionally reflect inaccurate |
| data due to incorrectly configured slot counts on licensed Virtual |
| Servers (e.g. - test servers accidentally created with high slot counts, |
| or duplicate data reported back to TeamSpeak Systems GmbH during data |
| center migrations, etc.). As such, invoices are subject to review by |
| both the ATHP and Triton CI & Associates, Inc. Every effort will be made |
| by Triton CI & Associates, Inc. to determine the best course of action |
| when correcting or modifying an invoice. |
| i. ATHPs acknowledge that slot count data for each Virtual Server hosted |
| by the ATHP is reported daily to TeamSpeak Systems GmbH's tracking |
| server located at accounting.teamspeak.com (IP 62.146.63.84) for the |
| purpose of tracking and billing the ATHP accordingly. |
| j. ATHPs may not utilize firewalls or any other tools to prevent |
| communication from their licensed Virtual Servers to TeamSpeak Systems |
| GmbH's tracking server located at accounting.teamspeak.com (IP |
| 62.146.63.84). All outbound traffic, both TCP and UDP, must be made |
| available to the tracking server AND the organization must ensure that |
| DNS is functioning properly and is able to resolve the hostname |
| accounting.teamspeak.com at all times on all physical machines where |
| Virtual Servers are being hosted. |
| k. ATHPs may not alter each individual Virtual Server's slot count on a |
| daily basis (e.g. - via an automated script or third party utility) in |
| order to deliberately or otherwise alter the daily slot count |
| configuration data which is reported to TeamSpeak Systems GmbH's |
| tracking server located at accounting.teamspeak.com (IP 62.146.63.84). |
| l. ATHPs may allow resellers to sell their TeamSpeak Virtual Servers; |
| however, the ATHP must ensure that all of their Virtual Server IPs are |
| licensed at all times. Resellers are not required to register and |
| purchase a separate ATHP license for themselves as long as all Virtual |
| Servers sold by the reseller are licensed through the ATHP. |
| |
| 5.4. Commercial License: Annual Activation |
| A Commercial License is a license requiring annual activation. |
| Commercial Licenses are issued to Commercial Entities (an individual, |
| company, or organization) which utilize TeamSpeak servers in a |
| commercial environment but are not in the business of hosting or renting |
| servers to others for a recurring fee. Examples include, but are not |
| limited to, Internet Cafes or small businesses using TeamSpeak for |
| internal communication. Commercial Entities operating under the |
| Commercial License must adhere to the following conditions: |
| a. Commercial Entities must register for an account on Triton CI & |
| Associates, Inc.'s website at |
| https://sales.tritoncia.com/users/register.php. |
| b. Upon expiration of the annual licensed term, the Commercial Entity |
| must purchase an additional year of activation in order to continue |
| using TeamSpeak. |
| c. Commercial Entities may utilize their license on multiple physical |
| machines, provided the Commercial Entity abides by the limitations on |
| its purchased slots and the maximum number of Virtual Servers for which |
| they are licensed. |
| d. Commercial Entities cannot re-sell any portion of their licensed |
| slots or Virtual Servers to others for a recurring fee of any kind. |
| |
| 5.5 Software Development Kit Integration License or "SDK Integration |
| License" |
| A Software Development Kit Integration License or SDK Integration |
| License is a license which may require a one-time fee, recurring fees, |
| or other pre-determined fees. SDK Integration Licenses are typically |
| issued to Commercial Entities (an individual, company, or organization) |
| which utilize TeamSpeak software to create customized or integrated |
| applications as part of an existing product or service. Commercial |
| Entities operating under the SDK Integration License must adhere to the |
| following conditions: |
| a. You may use the TeamSpeak SDK with only one product at a time. Any |
| intent to utilize the TeamSpeak SDK with a different product will |
| constitute a new Agreement, and new license fees may apply. |
| b. You may NOT distribute, sell, lease, rent, lend, or sublicense any |
| part of the TeamSpeak SDK to any third party without prior written |
| consent from TeamSpeak Systems GmbH or Triton CI & Associates, Inc. |
| c. You may NOT use the TeamSpeak SDK to design or develop software to |
| upload or otherwise transmit any material containing software viruses or |
| other computer code, files or programs designed to interrupt, destroy, |
| or limit the functionality of any software or hardware. |
| d. You may NOT represent that the programs you develop using the |
| TeamSpeak SDK are certified or otherwise endorsed by either TeamSpeak |
| Systems GmbH or Triton CI & Associates, Inc. |
| e. You may NOT use the TeamSpeak name or any other trademarks of |
| TeamSpeak Systems GmbH in connection with programs that you develop |
| using the TeamSpeak SDK without prior written consent from TeamSpeak |
| Systems GmbH or Triton CI & Associates, Inc. |
| |
| 6. DISTRIBUTION VIA THE INTERNET |
| |
| The preferred method of distribution of TeamSpeak software over the |
| Internet is via TeamSpeak Systems GmbH's official website at |
| www.TeamSpeak.com. You may not distribute TeamSpeak software otherwise |
| over the Internet, unless you obtain prior written consent from |
| TeamSpeak Systems GmbH or Triton CI & Associates, Inc. to do so. |
| |
| 7. THIRD PARTY DISTRIBUTION PROHIBITED |
| |
| Distribution of TeamSpeak software by you to third parties (e.g. - |
| publishers, magazines, third party products, etc.) is also hereby |
| expressly prohibited unless you obtain prior written consent from |
| TeamSpeak Systems GmbH or Triton CI & Associates, Inc. to do so. |
| |
| 8. TERMINATION |
| TeamSpeak Systems GmbH or Triton CI & Associates, Inc. reserves the |
| right to terminate your license for TeamSpeak software at any time or |
| for any reason. Your license may also be terminated if you are in breach |
| of any of the terms and conditions set forth in this Agreement. Upon |
| termination, you shall immediately discontinue using TeamSpeak software |
| and destroy all copies and related intellectual property in your |
| possession, custody or control. |
| |
| 9. BILLING |
| Triton CI & Associates, Inc., is TeamSpeak Systems GmbH's official |
| sales, licensing, and billing partner for TeamSpeak software. As such, |
| all billing matters for Commercial Entities are handled by Triton CI & |
| Associates, Inc. Any inquiries relating to billing must be e-mailed to |
| sales@tritoncia.com or submitted via Triton CI & Associates, Inc.'s |
| ticket system at http://support.tritoncia.com. |
| |
| 10. PRICING |
| TeamSpeak software pricing information for Commercial Entities can be |
| found on Triton CI & Associates, Inc.'s website at |
| http://sales.tritoncia.com/pricing.php. |
| |
| 11. PROHIBITED CONDUCT |
| |
| You represent and warrant that you will not violate any of the terms and |
| conditions set forth in this Agreement and that: |
| |
| a. You will not: (I) reverse engineer, decompile, disassemble, derive |
| the source code of, modify, or create derivative works from TeamSpeak |
| software; or (II) use, copy, modify, alter, or transfer, electronically |
| or otherwise, TeamSpeak software or any of the accompanying |
| documentation except as expressly permitted in this Agreement; or (III) |
| redistribute, sell, rent, lease, sublicense, or otherwise transfer |
| rights to TeamSpeak software whether in a stand-alone configuration or |
| as incorporated with other software code written by any party except as |
| expressly permitted in this Agreement. |
| b. You will not use TeamSpeak software to engage in or allow others to |
| engage in any illegal activity. |
| c. You will not engage in use of TeamSpeak software that will interfere |
| with or damage the operation of the services of third parties by |
| overburdening or disabling network resources through automated queries, |
| excessive usage or similar conduct. |
| d. You will not use TeamSpeak software to engage in any activity that |
| will violate the rights of third parties, including, without limitation, |
| through the use, public display, public performance, reproduction, |
| distribution, or modification of communications or materials that |
| infringe copyrights, trademarks, publicity rights, privacy rights, other |
| proprietary rights, or rights against defamation of third parties. |
| e. You will not transfer TeamSpeak software or utilize TeamSpeak |
| software in combination with third party software authored by you or |
| others to create an integrated software program which you transfer to |
| unrelated third parties unless you obtain prior written consent from |
| TeamSpeak Systems GmbH or Triton CI & Associates, Inc. to do so. |
| |
| 12. UPGRADES, UPDATES AND ENHANCEMENTS |
| |
| All upgrades, updates or enhancements of TeamSpeak software shall be |
| deemed to be part of TeamSpeak software and will be subject to this |
| Agreement. |
| |
| 13. LEGENDS AND NOTICES |
| |
| You agree that you will not remove or alter any trademark, logo, |
| copyright or other proprietary notices, legends, symbols or labels in |
| TeamSpeak software or any accompanying documentation. |
| |
| 14. TERM AND TERMINATION |
| |
| This Agreement is effective upon your acceptance as provided herein and |
| will remain in force until terminated. Non-Profit Entities may terminate |
| the licenses granted in this Agreement at any time by destroying |
| TeamSpeak software and any accompanying documentation, together with any |
| and all copies thereof. Commercial Entities may terminate the licenses |
| granted in this Agreement at any time by contacting Triton CI & |
| Associates, Inc. via e-mail at sales@tritoncia.com or via |
| http://support.tritoncia.com. The licenses granted in this Agreement |
| will terminate automatically if you breach any of its terms or |
| conditions or any of the terms or conditions of any other agreement |
| between you and TeamSpeak Systems GmbH or Triton CI & Associates, Inc. |
| |
| 15. SOFTWARE SUGGESTIONS |
| |
| TeamSpeak Systems GmbH welcomes suggestions for enhancing TeamSpeak |
| software and any accompanying documentation that may result in computer |
| programs, reports, presentations, documents, ideas or inventions |
| relating or useful to TeamSpeak Systems GmbH's business. You acknowledge |
| that all title, ownership rights, and intellectual property rights |
| concerning such suggestions shall become the exclusive property of |
| TeamSpeak Systems GmbH and may be used for its business purposes in its |
| sole discretion without any payment or accounting to you. |
| |
| 16. MISCELLANEOUS |
| |
| This Agreement constitutes the entire agreement between the parties |
| concerning TeamSpeak software, and is subject to change by TeamSpeak |
| Systems GmbH or Triton CI & Associates, Inc. at any time. If any |
| provision in this Agreement should be held illegal or unenforceable by a |
| court of competent jurisdiction, such provision shall be modified to the |
| extent necessary to render it enforceable without losing its intent, or |
| severed from this Agreement if no such modification is possible, and |
| other provisions of this Agreement shall remain in full force and |
| effect. A waiver by either party of any term or condition of this |
| Agreement or any breach thereof, in any one instance, shall not waive |
| such term or condition or any subsequent breach thereof. |
| |
| 17. DISCLAIMER OF WARRANTY |
| |
| TEAMSPEAK SOFTWARE IS PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTY OF |
| ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE |
| WARRANTIES THAT IT IS FREE OF DEFECTS, VIRUS FREE, ABLE TO OPERATE ON AN |
| UNINTERRUPTED BASIS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR |
| NON-INFRINGING. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL |
| PART OF THIS LICENSE AND AGREEMENT. NO USE OF TEAMSPEAK SOFTWARE IS |
| AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER. |
| |
| 18. LIMITATION OF LIABILITY |
| |
| TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL |
| TEAMSPEAK SYSTEMS GMBH NOR TRITON CI & ASSOCIATES, INC. BE LIABLE FOR |
| ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT |
| OF THE USE OF OR INABILITY TO USE TEAMSPEAK SOFTWARE, INCLUDING, WITHOUT |
| LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, |
| COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES |
| OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF |
| THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH |
| THE CLAIM IS BASED. IN ANY CASE, TEAMSPEAK SYSTEMS' OR TRITON CI & |
| ASSOCIATES, INC.'S COLLECTIVE LIABILITY UNDER ANY PROVISION OF THIS |
| LICENSE SHALL NOT EXCEED IN THE AGGREGATE THE SUM OF THE FEES (IF ANY) |
| YOU PAID FOR THIS LICENSE. |