Applicable Law, Jurisdiction and Venue

Any dispute arising out of this Agreement shall be governed by California law and controlling U.S. federal law, without regard to conflict of law provisions thereof. You hereby consent and submit to the exclusive jurisdiction and venue in the state and federal courts of San Francisco County,, California, U.S.A., for any legal proceedings related to the Strava API Materials, Strava Platform or this Agreement. If any party hereto brings any suit or action against another for relief, declaratory or otherwise, arising out of the Strava API Materials, Strava Platform or this Agreement, the prevailing party will have and recover against the other party, in addition to all court costs and disbursements, such sum as the court may adjudge to be reasonable attorneys’ fees. Except to the extent prohibited by applicable law, the parties agree that any claim or cause of action arising out of or related to use of the Strava API Materials, Strava Platform or this Agreement must be filed within one year after such claim or cause of action arose or be forever barred.

Assignment

You may not assign, delegate or otherwise transfer your obligations under this Agreement without the prior written consent of Strava. Strava has the right, in its sole discretion, to transfer or assign all or any part of its rights under this Agreement. Any attempted assignment in violation of this paragraph is void.

English Language

This Agreement was drafted in English and the English-language version shall control in the event of a conflict with any translated version.

Modifications

Except as set forth in “Changes to Services and Agreement” above, all amendments to this Agreement must be made in a writing.

Entire Agreement; Headings

This Agreement constitute the entire agreement among the parties with respect to the subject matter and supersedes and merges all prior proposals, understandings and contemporaneous communications. Headings are included in this Agreement for convenience only, and will not be considered in interpreting this Agreement.

Independent Contractors

This Agreement does not create or imply any partnership, agency or joint venture between the parties. For the purposes of Article 26 of the GDPR, the parties acknowledge that each party is a separate and independent controller of the personal data which it discloses or receives under this Agreement. The parties do not and will not process personal data which it discloses or receives under the Agreement as joint controllers. Each party shall be individually and separately responsible for complying with the obligations that apply to it as a controller under applicable data protection and privacy laws. It is agreed that where either party receives a request from a data subject in respect of personal data controlled by the other party, where relevant, the party receiving such request will direct the data subject to the other party, as applicable, in order to enable the other party to respond directly to the data subject’s request.

Waivers; Severability

No waiver by Strava of any right under this Agreement will be effective unless set forth in a writing authorized by Strava. Our delay or failure to assert any right or provision under this Agreement will not constitute a waiver of such right or provision. If any part of this Agreement is determined to be invalid or unenforceable by a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the remaining provisions of this agreement will remain in full force and effect.

Notices; Legal Process

All notices to you in connection with this Agreement may be delivered via email at the email address provided to Strava by you. Strava may respond to and comply with any writ of attachment, lien, levy, subpoena, warrant, or other legal order (“Legal Process”) that we believe to be valid. We may deliver, subject to the terms of our Privacy Policy, any information as required under such Legal Process. Where permitted, we will use reasonable efforts to provide you notice of such Legal Process by sending a copy to the email address we have on file for you. Strava is not responsible for any losses, whether direct or indirect, that you may incur as a result of our complying with Legal Process.

Government Use

If you are part of an agency, department or other entity of the U.S. Government, the use, duplication, reproduction, release, modification, disclosure or transfer of the Strava API Materials are restricted in accordance with the Federal Acquisition Regulations as applied to civilian agencies and the Defense Federal Acquisition Regulation Supplement as applied to military agencies. The API constitutes a “commercial item,” “commercial computer software,” and “commercial computer software documentation.” In accordance with such provisions, any use of the API by the U.S. Government shall be governed solely by this Agreement and the Service Terms.