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TERMS & CONDITIONS


1. GENERAL INFORMATION


1.1 HEADSPACE PRODUCTS

These Terms & Conditions (these “Terms”) contain the terms and conditions on
which we supply content, products or services listed on www.headspace.com (the
“Website”), through our applications (the “Apps”) or via other delivery methods
to you (the Website and such content, products, services and the Apps are
collectively referred to herein as the “Product” or “Products”, which may be
updated from time-to-time at the sole discretion of Headspace). Please read
these terms and conditions, carefully before ordering any Products from the
Website or third party App stores (e.g. the Apple App Store, the Android Play
Store, Amazon, etc.). The terms “Headspace,” “us” or “we” refers to Headspace,
Inc. The term “Device” refers to the device which is used to access the Products
including but not limited to computers, smart phones and tablets. The term “you”
refers to the user of the Products. When you order (“Order”) any Products, or
otherwise use or access the Products, you agree to be bound by these Terms and
all applicable laws, rules and regulations. You may also be asked to click “I
accept” at the appropriate place prior to your purchase of access to the
Products. At such time, if you do not click “I accept”, you may not be able to
complete such purchase or gain such access. By using the Products, you indicate
that you accept these Terms and that you agree to abide by them. If you do not
agree to these Terms, please refrain from using the Products.

Our contact email address is help@headspace.com. All correspondence to Headspace
including any queries you may have regarding your use of the Products or these
Terms should be sent to this contact email address.


1.2 ARBITRATION NOTICE AND CLASS ACTION WAIVER

PLEASE NOTE THAT THESE TERMS CONTAIN AN ARBITRATION CLAUSE. EXCEPT FOR CERTAIN
TYPES OF DISPUTES MENTIONED IN THE ARBITRATION CLAUSE, YOU AND HEADSPACE AGREE
THAT DISPUTES RELATING TO THESE TERMS OR YOUR USE OF THE PRODUCTS WILL
BERESOLVED BY MANDATORY BINDING ARBITRATION, AND YOU WAIVE ANY RIGHT TO
PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.


1.3 BASIS OF LICENSE

(a) These Terms and the Order set out the whole agreement between you and us for
the supply of the Products. In order to participate in certain Products, you may
be required to agree to additional terms and conditions; those additional terms
are hereby incorporated into these Terms. Where such terms are inconsistent with
these Terms, the additional terms shall control.

(b) Please check that the details in these Terms and on the Order are complete
and accurate before you use or commit yourself to purchase the Products. If you
think that there is a mistake, please make sure that you ask us to confirm any
changes in writing, as we only accept responsibility for statements and
representations made in writing by an officer of Headspace.

(c) AS PART OF YOUR USE OF THE PRODUCTS, YOU AGREE TO THE PROCESSING AND STORAGE
OF YOUR PERSONAL INFORMATION IN THE UNITED STATES, INCLUDING THE PROCESSING AND
STORING OF YOUR PERSONAL INFORMATION IN THE UNITED STATES FOR THE PURPOSES OF
PROCESSING PAYMENTS AND TRACKING INDIVIDUAL USE OF THE PRODUCTS. BY USING THE
PRODUCTS, YOU ACKNOWLEDGE THAT YOU UNDERSTAND AND AGREE THAT THE UNITED STATES
MAY NOT HAVE THE SAME LEVEL OF PROTECTIONS FOR YOUR PERSONAL INFORMATION THAT
EXISTS IN YOUR COUNTRY OF RESIDENCE, AND YOU NONETHELESS CONSENT TO THE
PROCESSING AND STORAGE OF YOUR PERSONAL INFORMATION IN THE UNITED STATES. WE
WILL TAKE MEASURES AS REQUIRED TO COMPLY WITH APPLICABLE LAW REGARDING THE
TRANSFER, STORAGE AND USE OF CERTAIN PERSONAL INFORMATION.


1.4 CHANGES TO TERMS

Headspace reserves the right to change or update these Terms, or any other of
our policies or practices, at any time, and will notify users by posting such
changed or updated Terms on this page. Any changes or updates will be effective
immediately upon posting to www.headspace.com. Your continued use of the
Products constitutes your agreement to abide by the Terms as changed. Under
certain circumstances we may also elect to notify you of changes or updates to
our Terms by additional means, such as pop-up or push notifications within the
Products or email.


2. MEMBERSHIPS AND SUBSCRIPTIONS


2.1 BECOMING A MEMBER

(a) You may sign up as a registered user of the Products (a “Member”). To become
a Member you need to go to the relevant section of the Products, then submit
your first name, last name and email address to us, and create a password to be
used in conjunction with that email address. You are responsible for maintaining
the confidentiality of your account and password and for restricting access to
your Device. You may not register for more than one Member account. (b) In the
course of your use of the Products, you may be asked to provide certain
personalized information to us (such information is referred to hereinafter as
“User Information”). Our information collection and use policies with respect to
the privacy of such User Information are set forth in the Headspace Privacy
Policy. You acknowledge and agree that you are solely responsible for the
accuracy and content of User Information, and you agree to keep it up to date.
(c) By registering for a Headspace account, the Products, you warrant that: (i)
You are legally capable of entering into binding contracts; (ii) All
registration information you submit is truthful and accurate; (iii) You will
maintain the accuracy of such information; and (iv) Your use of the Products
does not violate any applicable law or regulation.


2.2 ONCE A MEMBER

You are responsible for maintaining the confidentiality of your account,
password and other User Information and for restricting access to your Device to
further help protect such information. You are responsible for updating your
User Information.


2.3 USE OF HEADSPACE BY MINORS

You must be 18 years of age, or the age of majority in your province, territory
or country, to sign up as a registered user of the Products. Individuals under
the age of 18, or the applicable age of majority, may view the audiovisual
content displayed in the Products only with the involvement and consent of a
parent or legal guardian, under such person's account, and otherwise subject to
these Terms. This provision shall not be applicable to registrations made under
certain Community (as defined below) offerings where specified in applicable
contracts between Headspace and the Community.


2.4 MEMBERSHIP

As a Headspace Member you will receive access to certain sections, features and
functions of the Products that are not available to non-members. By agreeing to
become a Member you may receive occasional special offer, marketing, and survey
communication emails with respect to the Product. You can easily unsubscribe
from Headspace commercial emails by following the opt-out instruction in these
emails. Headspace membership accounts and subscriptions are not transferable and
therefore you agree to not sell, transfer, or exchange membership accounts or
subscriptions in any way or under any circumstance. This expressly applies to
any discounted, subsidized, or free accounts or subscriptions.


2.5 SUBSCRIPTIONS

a) Headspace account holders may access the Products via “Headspace Plus”, a
subscription fee-based program, which gives access to all content within the
Products. You will only have access to Headspace Plus while your paid
subscription is active and subsisting. You may have access to a free trial
period of Headspace Plus, which automatically converts to a paid annual or
monthly subscription term after a certain period of time. In such instances, you
can disable the automatic conversion by following the cancellation instructions
set forth in section 3 prior to the date of conversion. You may access Headspace
Plus in the following ways: by purchasing a subscription to the Products from
the Website, within the Apps, where allowed by the App marketplace partners, or
through a bundle with one or more of our bundle subscription partners. Please
note that if you purchase a subscription through the Apple iTunes Store or our
iPhone application, the sale is final, and we will not provide a refund. Your
purchase will be subject to Apple’s applicable payment policy, which also may
not provide for refunds. If you purchase a subscription through the Google Play
store, the sale is final and we will not provide a refund. Your purchase will be
subject to Google’s applicable payment policy, which also may not provide for
refunds. If you purchase through one or more of our bundle subscription
partners, the purchase may be further subject to the Terms and Conditions of
such partners, and payment and management of the bundle subscription may be
administered by them. Additionally, you may receive access to Headspace Plus via
your Community (as defined and further outlined in section 2.8 below). In such
instances you may still be required to provide Your payment information in order
to access Headspace Plus.

(b) You may access Headspace Plus via a monthly or annual subscription option.
For the purposes of our monthly and yearly subscriptions, a month constitutes 30
calendar days and a year constitutes 365 calendar days.

(c) Our “Monthly” subscription is paid in monthly installments. For each month
that your monthly subscription is active, you acknowledge and agree that
Headspace is authorized to charge the same credit card as was used for the
initial subscription fee or other payment method as set forth in section 2.5(h)
(the “Payment Method”). The monthly renewal subscription fees will continue to
be billed to the Payment Method you provided until cancelled. You must cancel
your subscription before it renews in order to avoid billing of the next month’s
subscription fee to the Payment Method you provided. Refunds cannot be claimed
for any partial-month subscription period.

(d) Our “Yearly” subscription is paid for by an upfront payment with automatic
annual renewals. You acknowledge and agree that Headspace is authorized to
charge the Payment Method used for (i) the initial annual subscription fee at
the rate secured at the time of purchase, and (ii) the non-discounted renewal
subscription fee(s). You must cancel your subscription before it renews in order
to avoid billing of the renewal subscription fee to the Payment Method you
provided. Refunds cannot be claimed for any partial subscription period.

(e) Subscription

 * (a) Headspace offers certain special discount pricing options (the “Special
   Discount Pricing Options”). The Special Discount Pricing Options will permit
   users to access to the same content included in Headspace Plus; such Special
   Discount Pricing Options shall only be available to qualified users (the
   “Qualified Users”). To be considered a Qualified User, your information will
   be provided directly Headspace’s third-party verification system. Headspace
   reserves the right to determine if you are a Qualifying User in our sole
   discretion.
 * (b) Headspace Special Discount Pricing Options include the following:
   * (i) The Student Discount Offer, the terms of which can be found in the
     Student Discount Offer Terms and Conditions.
   * (ii) The Headspace Family plan, the terms of which can be found in the
     Headspace Family Terms and Conditions.

(g) You agree to promptly notify Headspace of any changes to the Payment Method
you provided while any subscriptions remain outstanding. You are responsible for
all applicable fees and charges incurred, including applicable taxes, and all
subscriptions purchased by you.

(h) In the course of your use of the Products, Headspace and its third party
payment service provider may receive and implement updated credit card
information from your credit card issuer in order to prevent your subscription
from being interrupted by an outdated or invalid card. This disbursement of the
updated credit card information is provided to Headspace and Headspace’s third
party payment service provider at the sole election of your credit card issuer.
Your credit card issuer may give you the right to opt-out of the update service.
Should you desire to do so, please contact your credit card issuer.

(i) Our obligation to provide the Products only comes into being when we take
receipt of your Order, and we confirm your purchase to you by email. We shall
confirm your Order and send you an email to confirm your access to the
subscription purchased. Please quote the Order number in all subsequent
correspondence with us. Prices in US Dollars and Euros include local taxes. All
prices in Pound Sterling include VAT unless otherwise stated. You agree not to
hold us responsible for banking charges incurred due to payments on your
account. If payment is not received by us from the Payment Method you provided,
you agree to pay all amounts due upon demand by us. You agree that you are not
permitted to resell any Products purchased through Headspace for commercial
purposes.


2.6 DEVICE REQUIREMENTS

To enjoy Headspace via your smartphone or other Device, your Device must satisfy
certain system requirements. These requirements can be found on the Website and
the Google, Apple and Amazon App marketplaces.


2.7 GIFTING

“Gift Subscriptions” are pre-paid memberships to the Products. A person who
purchases the gift is referred to in these terms as the “Giftor”. A person who
receives and redeems a Gift Subscription to the Products is referred to in these
terms as the “Recipient”. Gift subscriptions are paid for by a one-time upfront
payment. Once bought, the Giftor will receive an Order confirmation and receipt.
The Headspace gift subscription will be sent to the Recipient on the Giftor’s
specified date. Gifting codes can only be used once in the country for which
they were purchased and cannot be redeemed for cash, resold or combined with any
other offers, including free trial. Please note that gifting codes cannot be
redeemed if the Recipient has already purchased a subscription through the Apple
iTunes Store or our iPhone application, or the Google Play Store or our Android
application. We will automatically bill the Payment Method you provided for any
purchased Gift Subscriptions at the time of purchase, not delivery. There are no
refunds or other credits for Gift Subscription that are not redeemed. Headspace
will notify the Recipient prior to the end of the Gift Subscription that the
gift period is about to expire. Headspace is not responsible if a Gift
Subscription is lost, stolen or used without permission.


2.8 CORPORATE AND OTHER CONSUMER COMMUNITIES

Many consumer communities (corporations, universities, hospitals, etc.)
(“Community” or “Communities”) purchase and introduce the Products to their
employees and members. In some cases, these Communities may supplement these
Terms with their own terms and conditions, which may include additional terms
around subscription redemption, usage or supplementary payment for Headspace
Plus access. In such event, these Community terms and conditions shall also
apply to your use of the Products. In the event of any conflict with such
additional terms and these Terms, the additional terms shall prevail.


2.9 CHANGING FEES AND CHARGES

We reserve the right to change our subscription plans or adjust pricing for our
service or any components thereof in any manner and at any time as we may
determine in our sole and absolute discretion. Except as otherwise expressly
provided for in these Terms, any price changes or changes to your subscription
plan will take effect following notice to you.


3. CANCELLATION OF SERVICES


3.1 CANCELLATION BY YOU

(a) You may cancel a Monthly subscription at any time. Cancellation is effective
at the end of the applicable monthly period. Please make any such cancellation
by visiting here or emailing help@headspace.com.

(b) You may cancel a Yearly subscription plan at any time. Cancellation is
effective at the end of the applicable annual period.

(c) Please note that if you purchase a subscription through the Apple iTunes
Store or our iPhone application, you may cancel your subscription by cancelling
automatic renewal of paid In App Subscriptions by selecting Manage App
Subscriptions in your iTunes Account settings and selecting the subscription you
want to modify. If you purchase a subscription through the Google Play store you
may cancel automatic renewals in account settings under Subscriptions in the
Google Play app, or according to the current process outlined by Google Play.


3.2 CANCELLATION BY US

We may suspend or terminate your use of the Products as a result of your fraud
or breach of any obligation under these Terms. Such termination or suspension
may be immediate and without notice. A breach of these Terms, includes without
limitation, the unauthorized copying or download of our audio or video content
from the Products.


3.3 PROMOTION AND DISCOUNT CODES

Any promotion code or offer (including the Special Discount Pricing Options)
provided by us may not be used in conjunction with any other promotion code or
offer, past or present. Introductory offers are only available to new users of
the Products, except where expressly stated otherwise. Previous users or trial
users of the Products do not qualify as new users. No promotion code or discount
will apply to corporate or other Community subscriptions. Unless otherwise set
forth in the terms of any promotion, all pricing promotions or discounts will
apply to the initial period of the subscription, and any renewals will be
charged at the non-discounted rate for the type of subscription purchased.


4. PROHIBITED USE OF THE PRODUCTS

4.1 You agree not to upload, post, email or otherwise send or transmit or
introduce any material that contains software viruses or any other computer
code, files or programs designed to interrupt, harm, damage, destroy or limit
the functionality of any computer software or hardware or equipment linked
directly or indirectly with the Products or the Products themselves. You agree
not to interfere with the servers or networks underlying or connected to the
Products or to violate any of the procedures, policies or regulations of
networks connected to the Products. You may not access the Products in an
unauthorized manner.

4.2 You agree not to impersonate any other person while using the Products,
conduct yourself in an offensive manner while using the Products, or use the
Products for any illegal, immoral or harmful purpose.

4.3 By breaching the provisions of this section 4, you may commit a criminal
offense under applicable laws. We may report any such breach to the relevant law
enforcement authorities and we may cooperate with those authorities by
disclosing your identity to them. In the event of such a breach, your right to
use the Products will cease immediately.

4.4 You agree not to use the Products for any purposes related to scientific
research, analysis or evaluation of the Products without the express written
consent of Headspace.


5. MATERIALS OFFERED THROUGH THE PRODUCTS


5.1 COPYRIGHT

(a) All materials (including software and content whether downloaded or not)
contained in the Products are owned by Headspace (or our affiliates and/or third
party licensors, where applicable), unless indicated otherwise. You agree and
acknowledge that the materials are valuable property and that other than any
specific and limited license for use of such materials, you shall not acquire
any ownership rights in or to such materials. The materials may not be used
except as provided for in these Terms, and any other relevant terms and
conditions provided to you without our prior written permission.

(b) You acknowledge and agree that certain materials on or in the Products are
the property of third party licensors and, without prejudice to any and all
other rights and remedies available, each such licensor has the right to
directly enforce relevant provisions of section 12 against you.

(c) Audio or video content from Headspace not explicitly indicated as
downloadable may not be downloaded or copied from the Products or any Device.

(d) The Products are not intended for your commercial use. Commercial
advertisements, affiliate links, and other forms of solicitation may be removed
by us without notice and may result in termination of privileges. You must not
use any part of the materials used in or on the Products for commercial purposes
without obtaining a written license to do so from us. Material from the Products
may not be copied or distributed, or republished, or transmitted in any way,
without our prior written consent. Any unauthorized use or violation of these
Terms immediately and automatically terminates your right to use the Products
and may subject you to legal liability. You agree not to use the Products for
illegal purposes (including, without limitation, unlawful, harassing, libelous,
invasion of another’s privacy, abusive, threatening or obscene purposes) and you
agree that you will comply with all laws, rules and regulations related to your
use of the Products. Appropriate legal action may be taken for any illegal or
unauthorized use of the Products.

(e) A limited amount of content may be marked and authorized for the user to
share in their personal social channels (Facebook, Twitter, etc.). With respect
to content made available by Headspace through the Products that is specifically
identified as available for distribution by you (“Distribution Content”) as part
of your blog or other online commentary, analysis or review (“User Commentary”),
Headspace grants you a limited right to download, reproduce and distribute
Distribution Content over the internet as part of your User Commentary. You may
also modify such Distribution Content but only as required to technically enable
the display and distribution of such content through your computer systems and
over the Internet (e.g. a change in video format or file size) provided such
modification does not materially alter the substance or quality of such content.
Your display and distribution of Distribution Content may also be subject to
other terms and conditions that are set forth in the description of such content
in the Products, such as display and distribution of Distribution Content only
within specified usage dates. You agree not to publish the Distribution Content
with other content that is known by you to be false, inaccurate, or misleading
or that is, or that encourages activity or conduct that is, unlawful, harmful,
threatening, abusive, harassing, tortious, defamatory, vulgar, obscene,
pornographic, libelous, invasive of another’s privacy, hateful, or racially,
ethnically or otherwise objectionable. Distribution Content may contain trackers
that enable us to collect information with respect to the distribution and
consumption of such content.

(f) You may not otherwise download, display, copy, reproduce, distribute,
modify, perform, transfer, create derivative works from, sell or otherwise
exploit any content, code, data or materials in the Products. If you make other
use of the Products, or the content, code, data or materials thereon, except as
otherwise provided above, you may violate copyright and other laws of the United
States, other countries, as well as applicable state laws and may be subject to
liability for such unauthorized use. Headspace will enforce its intellectual
property rights to the fullest extent of the law, including the seeking of
criminal prosecution.


5.2 TRADEMARKS

Headspace®, the Headspace logo and all other Headspace product or service marks
are trademarks of Headspace. All intellectual property, other trademarks, logos,
images, product and company names displayed or referred to on or in the Products
are the property of their respective owners. Nothing grants you any license or
right to use, alter or remove or copy such material. Your misuse of the
trademarks displayed on the Products is strictly prohibited. Headspace will
enforce its trademark rights to the fullest extent of the law, including the
seeking of criminal prosecution.


6. AVAILABILITY OF PRODUCTS

6.1 Although we aim to offer you the best service possible, we make no promise
that the Products will meet your requirements and we cannot guarantee that the
Products will be fault free. If a fault occurs in the Products, please report it
to us at help@headspace.com and we will review your complaint and, where we
determine it is appropriate to do so, correct the fault. If the need arises, we
may suspend access to the Products while we address the fault. We will not be
liable to you if the Products are unavailable for a commercially reasonable
period of time.

6.2 Your access to the Products may be occasionally restricted to allow for
repairs, maintenance or the introduction of new facilities or Products. We will
restore the Products as soon as we reasonably can. In the event that the
Products are unavailable, our usual Order and cancellation deadlines apply;
please notify us of changes to your Order by emailing help@headspace.com.


7. USER MATERIAL

7.1 The Products may let you submit material to us: for example, you may be able
post comments or images in certain functions or features of the Product. In
these Terms, we use the term “User Material” to refer to any publicly available
material of any kind that you submit to us, including text, files, images,
photos, video, sounds and musical or literary works. User Material does not
include the account information, Product purchase, or Product use information
which you provide in registering for and using Products.

7.2 This section 7 sets out the rights and obligations that each of us have in
connection with User Material. If you review or submit User Material, you are
agreeing to do so in accordance with these Terms. If you do not want to review
or submit User Material in accordance with these Terms, then you should not do
so.

7.3 We do not systematically review User Material submitted by you or other
users. We are not responsible for the content of User Material provided by you
or any other user. We do not necessarily endorse any opinion contained in such
material. We make no warranties or representations, express or implied, about
User Material, including as to its legality or accuracy.

7.4 We reserve the right, in our sole discretion, to refuse to post or to remove
or edit any of your User Material, or to restrict, suspend, or terminate your
access to all or any part of the Products, particularly where User Material
breaches this section 7, and we may do this with or without giving you any prior
notice.

7.5 We may link User Material or parts of User Material to other material,
including material submitted by other users or created by Headspace or other
third parties. We may use User Material for our internal business purposes, for
example, to examine trends or categories or to promote, market or advertise
Headspace. You acknowledge that we may indirectly commercially benefit from use
of your User Material.

7.6 Each time you submit User Material to us, you represent and warrant to us as
follows:

 * (a) You own your User Material or have the right to submit it, and in
   submitting it you will not be infringing any rights of any third party,
   including intellectual property rights (such as copyright or trademark),
   privacy or publicity rights, rights of confidentiality or rights under
   contract.
 * (b) Your User Material is not illegal, obscene, defamatory, threatening,
   pornographic, harassing, hateful, racially or ethnically offensive, and does
   not encourage conduct that would be considered a criminal offense, and does
   not give rise to civil liability, violate any law, or is otherwise deemed
   inappropriate.
 * (c) Your User Material does not advertise any product or service or solicit
   any business.
 * (d) Your User Material does not identify any individual (including by way or
   name, address or a still picture or video) under the age of 18 and if User
   Material identifies any individual over the age of 18, you have that person’s
   consent to being identified in exactly that way in your User Material; and in
   submitting your User Material you are not impersonating any other person.
 * (e) You will not collect email addresses of users for the purpose of sending
   unsolicited email.
 * (f) You will not engage in criminal or tortious activity, including fraud,
   spamming, spimming, sending of viruses or other harmful files, copyright
   infringement, patent infringement, or theft of trade secrets or attempt to
   impersonate another user or person.
 * (g) You will not engage in any automated use of the system, such as using
   scripts to alter our content.
 * (h) You will not, without authorization, access, tamper with, or use
   non-public areas of the Products, Headspace’s computer systems, or the
   technical delivery systems of Headspace’s providers.
 * (i) Except as necessary to maintain your own computer security by use of
   commercial-off-the-shelf anti-virus or anti-malware products, you will not
   attempt to probe, scan, or test the vulnerability of the Products or any
   other Headspace system or network or breach any security or authentication
   measures.

7.7 We are entitled to identify you to third parties who claim that their rights
have been infringed by User Material you have submitted.

7.8 User Material is not considered to be confidential. You agree not to submit
any content as User Material in which you have any expectation of privacy. We do
not claim any ownership rights in User Material. However, by submitting User
Material you hereby grant Headspace an irrevocable, perpetual, non-exclusive,
royalty free, worldwide license to use, telecast, copy, perform, display, edit,
distribute and otherwise exploit the User Material you post on the Products, or
any portion thereof, and any ideas, concepts, or know how contained therein,
with or without attribution, and without the requirement of any permission from
or payment to you or to any other person or entity, in any manner (including,
without limitation, for commercial, publicity, trade, promotional, or
advertising purposes) and in any and all media now known or hereafter devised,
and to prepare derivative works of, or incorporate into other works, such User
Material, and to grant and authorize sublicenses of the foregoing without any
payment of money or any other form of consideration to you or to any third
party. Headspace may include your User Material in Headspace’s Distribution
Content that is made available to others through the Products. Be aware that
Headspace has no control over User Material once it leaves the Products, and it
is possible that others may duplicate material found on the Products, including,
but not limited to, on other sites on the Internet. You represent and warrant
that you own or otherwise control the rights to your User Material. You agree to
indemnify Headspace and its affiliates for all claims arising from or in
connection with any claims to any rights in your User Material or any damages
arising from your User Material.

7.9 Any inquiries, feedback, suggestions, ideas, other information which is not
part of your use of the Products or User Material that you provide to us
(collectively, “Submissions”) will be treated as non-proprietary and
non-confidential. By transmitting, uploading, posting, e-mailing, or otherwise
submitting Submissions to the Products, you grant, and you represent and warrant
that you have the right to grant, to Headspace an irrevocable, perpetual,
non-exclusive, royalty free, worldwide license to use, telecast, copy, perform,
display, edit, distribute and otherwise exploit the Submissions, or any portion
thereof and any ideas, concepts, or know how contained therein, with or without
attribution, and without the requirement of any permission from or payment to
you or to any other person or entity, in any manner (including, without
limitation, for commercial, publicity, trade, promotional, or advertising
purposes) and in any and all media now known or hereafter devised, and to
prepare derivative works of, or incorporate into other works, such Submissions,
and to grant and authorize sublicenses of the foregoing without any payment of
money or any other form of consideration to you or to any third party. You also
acknowledge that your Submissions will not be returned to you and that Headspace
has no obligation to acknowledge receipt of or respond to any Submissions. If
you make a Submission, you represent and warrant that you own or otherwise
control the rights to your Submission. You agree to indemnify Headspace and its
affiliates for all claims arising from or in connection with any claims to any
rights in any Submission or any damages arising from any Submission.


8. LINKS TO WEBSITES/HOME PAGE

8.1 We may provide links to other websites or services for you to access. You
acknowledge that any access is at your sole discretion and for your information
only. We do not review or endorse any of those websites or services. We are not
responsible in any way for:(a) the availability of, (b) the privacy practices
of, (c) the content, advertising, products, goods or other materials or
resources on or available from, or (d) the use to which others make of these
other websites or services. We are also not responsible for any damage, loss or
offense caused or alleged to be caused by, or in connection with, the use of or
reliance on such websites or services.

8.2 You may link to our home page, provided you do so in a way that is fair and
legal and does not damage our reputation or take advantage of it, but you must
not establish a link in such a way as to suggest any form of association,
approval or endorsement on our part where none exists. You must not establish a
link from any website that is not owned by you. The Products must not be framed
on any other website, nor may you create a link to any part of the Products
unless you have written permission to do so from Headspace. We reserve the right
to withdraw linking permission with written notice. The website from which you
are linking must comply in all respects with the content standards set out in
our acceptable use policy. If you wish to make any use of material on or in the
Products other than that set out above, please address your request to
help@headspace.com.


9. PRODUCTS DISCLAIMER

The information contained in the Products is for general information purposes
only. While we endeavor to keep the information up-to-date and correct, we make
no representations or warranties of any kind, express or implied, about the
completeness, accuracy, reliability, suitability or availability with respect to
the Products or the information contained on the Products for any purpose. Any
reliance you place on such information is therefore strictly at your own risk.


10. MEDICAL DISCLAIMER

10.1 Headspace is a provider of online and mobile meditation, mindfulness, sleep
and movement content in the health & wellness space. We are not a health care or
medical device provider, nor should our Products be considered medical advice.
Only your physician or other health care provider can do that. While there is
third party evidence from research that meditation can assist in the prevention
and recovery process for a wide array of conditions as well as in improving some
performance and relationship issues, Headspace makes no claims, representations
or guarantees that the Products provide a physical or therapeutic benefit.

10.2 Any health information and links on the Products, whether provided by
Headspace or by contract from outside providers, is provided simply for your
convenience.

10.3 To the extent that you participate in any movement content featured in the
Products (“Headspace Move Mode”), you represent and warrant that you are in
adequate physical health to perform such activities and have no disability or
condition that would make such movement dangerous. You should consult a licensed
physician prior to beginning or modifying any exercise program that you
undertake, including Headspace Move Mode, especially if you have a prior injury,
a history of heart disease, high blood pressure, other chronic illness, or
condition. You acknowledge that Headspace has advised you of the necessity of
doing so.

10.4 Any advice or other materials in the Products are intended for general
information purposes only. They are not intended to be relied upon and are not a
substitute for professional medical advice based on your individual condition
and circumstances. The advice and other materials we make available are intended
to support the relationship between you and your healthcare providers and not
replace it. We are not liable or responsible for any consequences of your having
read or been told about such advice or other materials as you assume full
responsibility for your decisions and actions. In particular, to the fullest
extent permitted by law, we make no representation or warranties about the
accuracy, completeness, or suitability for any purpose of the advice, other
materials and information published as part of the Products.

10.5 There have been rare reports where people with certain psychiatric problems
like anxiety and depression have experienced worsening conditions in conjunction
with intensive meditation practice. People with existing mental health
conditions should speak with their health care providers before starting a
meditation practice.


11. END USER LICENSE

11.1 Subject to the terms of this license agreement (“License Agreement”), as
set out in this section 11, and these other Terms, and your payment of
applicable subscription fees, Headspace grants you a limited, non-exclusive,
revocable license to stream, download and make personal non-commercial use of
the Products.

11.2 The Products contain or embody copyrighted material, proprietary material
or other intellectual property of Headspace or its licensors. All right, title
and ownership in the Products remain with Headspace or its licensors, as
applicable. The rights to download and use the Products are licensed to you and
are not being sold to you, and you have no rights in them other than to use them
in accordance with this License Agreement and our other Terms.

11.3 You agree that you will not and you will not assist or permit any third
party to:

 * (a) Copy, store, reproduce, transmit, modify, alter, reverse-engineer,
   emulate, de-compile, or disassemble the Products in any way, or create
   derivative works of the Products;
 * (b) Use the Products or any part of them to create any tool or software
   product that can be used to create software applications of any nature
   whatsoever;
 * (c) Rent, lease, loan, make available to the public, sell or distribute the
   Products in whole or in part;
 * (d) Tamper with the Products or circumvent any technology used by Headspace
   or its licensors to protect any content accessible through the Products;
 * (e) Circumvent any territorial restrictions applied to the Products; or
 * (f) Use the Products in a way that violates this License Agreement or the
   other Terms.

11.4 You may not make the Products available to the public. The Products made
available (in whole or in part) are owned by Headspace or its licensors and your
use of them must be in accordance with these Terms.


12. DIGITAL MILLENIUM COPYRIGHT ACT (“DMCA”) NOTICE

12.1 We are committed to complying with copyright and related laws, and we
require all users of the Products to comply with these laws. Accordingly, you
may not store any material or content on, or disseminate any material or content
over, the Products in any manner that constitutes an infringement of third party
intellectual property rights, including rights granted by copyright law. Owners
of copyrighted works in the United States who believe that their rights under
copyright law have been infringed may take advantage of certain provisions of
the US Digital Millennium Copyright Act of 1998 (the “DMCA”) to report alleged
infringements. You may not post, modify, distribute, or reproduce in any way any
copyrighted material, trademarks, or other proprietary information belonging to
others without obtaining the prior written consent of the owner of such
proprietary rights. It is our policy to terminate privileges of any user who
repeatedly infringes the copyright rights of others upon receipt of proper
notification to us by the copyright owner or the copyright owner’s legal agent.

12.2 If you feel that a posted message is objectionable or infringing, we
encourage you to contact us immediately. Upon our receipt of a proper notice of
claimed infringement under the DMCA, we will respond expeditiously to remove, or
disable access to, the material claimed to be infringing and will follow the
procedures specified in the DMCA to resolve the claim between the notifying
party and the alleged infringer who provided the content in issue. Our
designated agent (i.e., the proper party) to whom you should address such notice
is listed below.

12.3 If you believe that your work has been copied and posted on the Products in
a way that constitutes copyright infringement, please provide our designated
agent with the following information:

 * (a) An electronic or physical signature of the person authorized to act on
   behalf of the owner of the copyright or other intellectual property interest;
 * (b) A description of the copyrighted work or other intellectual property that
   you claim has been infringed;
 * (c) A description of where the material that you claim is infringing is
   located on the Products;
 * (d) Your address, telephone number, and email address;
 * (e) A statement by you that you have a good faith belief that the disputed
   use is not authorized by the copyright or intellectual property owner, its
   agent, or the law; and
 * (f) A statement by you, made under penalty of perjury, that the information
   contained in your report is accurate and that you are the copyright or
   intellectual property owner or authorized to act on the copyright or
   intellectual property owner’s behalf.
 * (g) Our designated agent for notice of claims of copyright infringement can
   be reached as follows:

By Mail: Headspace, Inc. Attn: Copyright Agent 500 Molino St., Suite 118 Los
Angeles, CA 90013 By E-Mail: hcannom@wscylaw.com Subject line: DMCA


13. GENERAL TERMS AND CONDITIONS


13.1 ASSIGNMENT BY US

Headspace may transfer its rights and obligations under these Terms to any
company, firm or person at any time if it does not materially affect your rights
under it. You may not transfer your rights or obligations under these Terms to
anyone else. These Terms are personal to you and no third party is entitled to
benefit under these Terms except as set out here.


13.2 INDEMNITY BY YOU

You agree to defend, indemnify and hold Headspace and its directors, officers,
members, investors, managers, employees and agents harmless from any and all
claims, liabilities, costs and expenses, including reasonable attorneys’ fees,
arising in any way from (i) your negligent, reckless, or willful misuse of the
Products, (ii) your placement or transmission of any message, content,
information, software, or other submissions through the Products, (iii) any
third-party claims of bodily injury, death, or damage to real or tangible
personal property caused by your negligent or more culpable acts or omissions
related to your use of the Products; or (iv) your breach or violation of the law
or of these Terms. Headspace reserves the right, at its own expense, to assume
the exclusive defense and control of any matter otherwise subject to
indemnification by you, and in such case, you agree to cooperate with Headspace
defense of such claim.


13.3 WARRANTIES AND LIMITATIONS

(a) This warranty gives you specific legal rights, and you may also have other
rights which vary from state to state.

(b) We warrant to you that any Product purchased from us will, on delivery,
conform in all material respects with its description and be of reasonably
satisfactory quality.

(c) We warrant that we will use reasonable skill and care in making the Products
available to you during your subscription.

(d) Notwithstanding anything to the contrary, you assume full responsibility for
your own use of the Products. In no event shall Headspace be liable to you, your
heirs, or assigns or to any third party for any loss, death, damage, or bodily
injury that you suffer, or that you cause to any third party, in connection with
your use of the Products or other activities you undertake in connection with
your use of the Products, unless caused by Headspace’s gross negligence,
recklessness, or willful misconduct.

(e) The Products and their content are otherwise provided on an “as is” basis
and we make no representations or warranties of any kind with respect to them,
including as to the accuracy, completeness or currency of the Products or their
content. We assume no liability or responsibility for any errors or omissions in
the content of the Products, or any failures, delays, or interruptions in the
provision of the Products. We disclaim and exclude any express or implied
warranties or representations, including any warranties as to merchantability or
fitness for a particular purpose of the Products to the broadest extent
permitted by law. We make no warranties or representations, express or implied,
as to the timeliness, accuracy, quality, completeness or existence of the
content and information posted on the Products. We make no warranties or
representations, express or implied, for technical accessibility, fitness or
flawlessness of the Products. We make no warranties or representations that your
use of content and information posted on the Products will not infringe rights
of third parties.

(f) All conditions, warranties and other terms which might otherwise be implied
by statute, common law or the law of equity are, to the extent permitted by law,
excluded.


13.4 NO WAIVER

If we delay exercising or fail to exercise or enforce any right available to us
under these Terms, such delay or failure does not constitute a waiver of that
right or any other rights under these Terms.


13.5 FORCE MAJEURE

We will not be liable to you for any lack of performance, or the unavailability
or failure, of the Products, or for any failure or delay by us to comply with
these Terms, where such lack, unavailability or failure arises from any cause
beyond our reasonable control.


13.6 INTERPRETATION

In these Terms, unless the context requires otherwise: (i) any phrase introduced
by the words “including”, “include”, “in particular”, “for example” or any
similar expression shall be construed as illustrative only and shall not be
construed as limiting the generality of any preceding words; and (ii) references
to the singular include the plural and to the masculine include the feminine,
and in each case vice versa.


13.7 ELECTRONIC COMMUNICATIONS

(a) Applicable laws require that some of the information or communications we
send to you should be in writing. When using the Products, you agree to transact
with us electronically, and that communication with us will be mainly
electronic. We will contact you by e-mail or provide you with information by
posting notices on the Products. You agree to this electronic means of
communication and you acknowledge that all contracts, notices, information and
other communications that we provide to you electronically comply with any legal
requirement that such communications be in writing.

(b) In order to retain a copy, please select “Print,” and select the appropriate
printer. If you do not have a printer, you can copy the text and the underlying
agreement(s) and paste them into a new document in a word processor or a text
editor on your computer and save the text.

(c) You have the right to receive a paper copy of the communications. To receive
a paper copy, please request it by emailing us at help@headspace.com

(d) We may charge you a reasonable service charge to mail you a paper copy of
any communication. We will either include such service charge on our fee
schedule or we will first inform you of the charge and provide you with the
choice as to whether you still want us to send you a paper copy. Please be sure
to state that you are requesting a copy of the particular communication.

(e) To receive and view an electronic copy of the communications you must have
the following equipment and software:

 * (i) A personal computer or other device which is capable of accessing the
   Internet. Your access to this page verifies that your system/device meets
   these requirements.
 * (ii) an Internet web browser which is capable of supporting 128-bit SSL
   encrypted communications, JavaScript, and cookies. Your system or device must
   have 128-bit SSL encryption software. Your access to this page verifies that
   your browser and encryption software/device meet these requirements.

(f) To retain a copy, you must either have a printer connected to your personal
computer or other device or, alternatively, the ability to save a copy through
use of printing service or software such as Adobe Acrobat®. If you have a word
processor or text editor program on your computer, then you can also copy the
text and paste the text into a new document in the word processor or text editor
and save the text.

(g) You can also contact us via email at help@headspace.com to unsubscribe from
further communications. Unsubscribing from communication may impact your ability
to use the Products.

(h) We reserve the right, in our sole discretion, to discontinue the provision
of your electronic communications, or to terminate or change the terms and
conditions on which we provide electronic communications. We will provide you
with notice of any such termination or change as required by law.


13.8 NOTICES

Unless otherwise specifically indicated, all notices given by you to us must be
given to Headspace at help@headspace.com. We may give notice to you at the
e-mail address you provide to us when you register, or in any of the ways
specified in section 13.7 above. Notice will be deemed received and properly
served immediately when posted on the Products or when an e-mail or other
electronic communication is sent. In proving the service of any notice via
email, it will be sufficient to prove that such e-mail was sent to the specified
e-mail address of the addressee.


13.9 ENTIRE AGREEMENT

These Terms and any document expressly referred to in them constitute the whole
agreement between us and supersede all previous discussions, correspondence,
negotiations, previous arrangement, understanding or agreement between us
relating to their subject matter. We each acknowledge that neither of us relies
on, or will have any remedies in respect of, any representation or warranty
(whether made innocently or negligently) that is not set out in these Terms or
the documents referred to in them. Each of us agrees that our only liability in
respect of those representations and warranties that are set out in this
agreement (whether made innocently or negligently) will be for breach of
contract. Nothing in this section limits or excludes any liability for fraud.


13.10 THIRD PARTY RIGHTS

A person who is not party to these Terms will not, subject to section 12 (DMCA),
have any rights under or in connection with these Terms.


13.11 LIMITATION OF HEADSPACE’S LIABILITY

(a) We will use reasonable endeavors to remedy faults in the Products. If we
fail to comply with these Terms, your sole and exclusive remedies and our entire
obligation and liability to you will in no circumstances exceed the actual
amount paid by you for the Products in question. In addition, we will not be
liable for:

 * (i) Faulty operation of computers during the registration process or during
   completion of a subscription or during the transmission of any data and/or
   for incorrect or overly slow transmission of data by the internet provider
   and/or any damage that occurs due to information submitted by you not being
   received by us or not being received promptly or not being considered, as a
   consequence of technical faults with our software or hardware (whether or not
   they are within or outside of our control).
 * (ii) Any loss or damage due to viruses or other malicious software that may
   infect your Device, computer equipment, software, data or other property
   caused by you accessing, using or downloading from the Products, or from
   transmissions via emails or attachments received from us.
 * (iii) Any use of websites linked to the Products but operated by third
   parties.

(b) TO THE FULLEST EXTENT PERMITTED BY LAW, HEADSPACE AND ITS AFFILIATES,
SUPPLIERS, CLIENTS OR LICENSORS (COLLECTIVELY, THE “PROTECTED ENTITIES”) SHALL
NOT BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY OR PUNITIVE
DAMAGES OR LOSSES, WHETHER DIRECT OR INDIRECT, ARISING FROM OR DIRECTLY OR
INDIRECTLY RELATED TO, THE USE OF, OR THE INABILITY TO USE, THE PRODUCTS OR THE
CONTENT, MATERIALS AND FUNCTIONS RELATED THERETO, YOUR PROVISION OF INFORMATION
VIA THE PRODUCTS, OR LOST BUSINESS OR LOST SALES, OR ANY ERRORS, VIRUSES OR BUGS
CONTAINED IN THE PRODUCTS, EVEN IF SUCH PROTECTED ENTITY HAS BEEN ADVISED OF THE
POSSIBILTY OF SUCH DAMAGES. IN NO EVENT SHALL THE PROTECTED ENTITIES BE LIABLE
FOR OR IN CONNECTION WITH ANY CONTENT POSTED, TRANSMITTED, EXCHANGED OR RECEIVED
BY OR ON BEHALF OF ANY USER OR OTHER PERSON OR THROUGHOUT THE PRODUCTS. IN NO
EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF THE PROTECTED ENTITIES TO YOU FOR
ALL DAMAGES, LOSSES AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING
BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THESE TERMS OF USE OR
YOUR USE OF THE PRODUCTS EXCEED, IN THE AGGREGATE, THE ACTUAL AMOUNT, IF ANY,
PAID BY YOU TO HEADSPACE FOR YOUR USE OF THE PRODUCTS IN QUESTION.

(c) Notwithstanding anything to the contrary, you assume full responsibility for
your own use of the Products. In no event shall Headspace be liable to you, your
heirs, or assigns or to any third party for any loss, death, damage, or bodily
injury that you suffer, or that you cause to any third party, in connection with
your use of the Products or other activities you undertake in connection with
your use of the Products.

Some states do not allow the exclusion or limitation of incidental or
consequential damages, so the above limitation or exclusion may not apply to
you.


13.12 ARBITRATION

DISPUTE RESOLUTION AND BINDING ARBITRATION PLEASE READ THE FOLLOWING PARAGRAPHS
CAREFULLY, AS THEY REQUIRE YOU TO ARBITRATE DISPUTES WITH HEADSPACE, AND LIMIT
THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM HEADSPACE INCLUDING A LIMITATION ON
THE RIGHT TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY OR TO PARTICIPATE IN A
CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM.

(a) Applicability of Arbitration Agreement. All disputes arising out of,
relating to, or in connection with these Terms or your use of the Products that
cannot be resolved informally or in small claims court will be resolved through
binding arbitration on an individual basis, except that you and Headspace are
not required to arbitrate any dispute in which either party seeks equitable
relief for the alleged unlawful use of copyrights, trademarks, trade names,
logos, trade secrets, or patents.

(b) Arbitration Rules. The Federal Arbitration Act governs the interpretation
and enforcement of this dispute-resolution provision. Arbitration will be
initiated through the American Arbitration Association ("AAA"). If the AAA is
not available to arbitrate, the parties will select an alternative arbitral
forum. The rules of the arbitral forum will govern all aspects of this
arbitration, except to the extent those rules conflict with these Terms. The AAA
Consumer Arbitration Rules (“AAA Rules”) governing the arbitration are available
online at www.adr.org or by calling the AAA at 1-800-778-7879. The arbitration
will be conducted by a single neutral arbitrator.

If the claim is for $10,000 or less, the party initiating the arbitration may
choose whether the arbitration will be conducted (1) solely on the basis of
documents submitted to the arbitrator; (2) through a non-appearance based
telephonic hearing; or (3) by an in-person hearing as established by the AAA
Rules in the county of your billing address. In the case of an in-person
hearing, the proceedings will be conducted at a location which is reasonably
convenient for both parties with due consideration of the ability to travel and
other pertinent circumstances. If the parties are unable to agree on a location,
the determination will be made by the arbitration institution.

Your arbitration fees and your share of arbitrator compensation will be limited
to those fees set forth in the AAA Rules with the remainder paid by Headspace.
If the arbitrator finds that either the substance of your claim or the relief
sought in the arbitration is frivolous or brought for an improper purpose (as
measured by the standards set forth in Federal Rule of Civil Procedure 11(b)),
then the payment of all fees will be governed by the AAA Rules. In such case,
you agree to reimburse Headspace for all monies previously disbursed by it that
are otherwise your obligation to pay under the AAA Rules. Regardless of the
manner in which the arbitration is conducted, the arbitrator shall issue a
reasoned written decision sufficient to explain the essential findings and
conclusions on which the decision and award, if any, are based. The arbitrator
may make rulings and resolve disputes as to the payment and reimbursement of
fees or expenses at any time during the proceeding and upon request from either
party made within 14 days of the arbitrator’s ruling on the merits.

(c) Authority of Arbitrator. The arbitrator will have exclusive authority to
decide the jurisdiction of the arbitrator, including any unconscionability
challenge or other challenge that the arbitration provision or the Agreement is
void, voidable, or otherwise invalid. The arbitrator shall also have the
exclusive authority to determine the rights and liabilities, if any, of you and
Headspace. The dispute will not be consolidated with any other matters or joined
with any other cases or parties. The arbitrator will have the authority to grant
motions dispositive of all or part of any claim or dispute. The arbitrator will
have the authority to award all remedies available under applicable law, the
arbitral forum's rules, and the Terms. The arbitrator has the same authority to
award relief on an individual basis that a judge in a court of law would have.
The award of the arbitrator is final and binding upon you and Headspace.

(d) Jury Trial Waiver. Except where not permitted by law, you and Headspace
waive any constitutional and statutory rights to go to court and have a trial in
front of a judge or a jury. Rather, you and Headspace elect to have claims and
disputes resolved by arbitration. In any litigation between you and Headspace
over whether to vacate or enforce an arbitration award, you and Headspace waive
all rights to a jury trial, and elect instead to have the dispute be resolved by
a judge.

(e) Class Action Waiver. WHERE PERMITTED UNDER THE APPLICABLE LAW, YOU AND
HEADSPACE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR
INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED
CLASS OR CONSOLIDATED ACTION. If, however, this waiver of class or consolidated
actions is deemed invalid or unenforceable, neither you nor Headspace are
entitled to arbitration; instead all claims and disputes will be resolved in a
court as set forth in section 13.13 below.

(f) Opt-out. YOU MAY OPT-OUT OF THIS ARBITRATION AGREEMENT. If you do so,
neither you nor Headspace can force the other to arbitrate. To opt-out, you must
notify Headspace in writing no later than 30 days after first becoming subject
to this arbitration agreement. Your notice must include your name and address,
and the email address you used to set up your Headspace account (if you have
one), and an unequivocal statement that you want to opt-out of this arbitration
agreement. You must send your opt-out notice to one of the following physical or
email addresses: Headspace, Inc., ATTN: Arbitration Opt-out, 2417 Michigan
Avenue, Santa Monica, CA 90404; ADR@headspace.com

(g) Small Claims Court. Notwithstanding the foregoing, either you or Headspace
may bring an individual action in small claims court.

(h) Public Injunction Exclusion. Notwithstanding the foregoing, you may pursue a
claim for public injunctive relief either in court or through arbitration.

(i) Arbitration Agreement Survival. This arbitration agreement will survive the
termination of your relationship with Headspace.


13.13 EXCLUSIVE VENUE

To the extent the parties are permitted under these Terms to initiate litigation
in a court, both you and Headspace agree that all claims and disputes arising
out of or relating to the Terms or the use of the Products will be litigated
exclusively in the United States District Court for the Central District of
California. If, however, that court would lack original jurisdiction over the
litigation, then all claims and disputes arising out of or relating to the Terms
or the use of the Products will be litigated exclusively in the Superior Court
of California, County of Los Angeles. You and Headspace consent to the personal
jurisdiction of both courts.


13.14 CHOICE OF LAW

Except to the extent they are preempted by U.S. federal law, the laws of
California, other than its conflict-of-laws principles, govern these Terms and
any disputes arising out of or relating to these Terms or their subject matter,
including tort claims.


13.15 SEVERABILITY

If any provision of these Terms is found unenforceable, then that provision will
be severed from these Terms and not affect the validity and enforceability of
any remaining provisions.

These Terms are effective and were last updated on Sept. 8, 2021.

Headspace, Inc. is located at 2417 Michigan Avenue, Santa Monica, CA 90404.

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