The Headway therapy practice management company rolled out a new contract recently, causing an uproar over conditions including Headway’s insistence that it wanted to preserve likenesses and voice recordings of therapists and make derivative products out of them.
After therapists read the contract, a number of them raised objections about the idea that these materials could be used to create products like AI therapists, and Headway announced that it would be delaying the rollout.
Another clause in the new contract that brought pushback changed the indemnification relationship between the therapist and Headway. Previously, Headway and the therapist committed to two-way indemnification, with the therapist indemnifying Headway and Headway indemnifying the therapist against any bad events and their consequences. But in the new proposed contract, it was only the therapist promising to indemnify Headway. That means if Headway does anything bad, like committing a privacy violation or data breach or whatever, the therapist is not protected.
Other clauses included a mandatory arbitration agreement — barring therapists from other non-arbitration recourse like legal challenges — and a confusing rollout process that included agreement to one piece at a time of a several-part agreement, and a post-agreement opportunity to opt out of at least one piece of the agreement.
This takes place against the backdrop of other newly imposed Headway conditions, including requiring providers and patients to submit facial scans as a condition of continuing with Headway. Headway also recently instituted a $9.99 charge on all therapy sessions that were booked by a client using Headway’s “marketplace” directory function to find a therapist.
Therapy practices sign up for Headway to get Headway services like billing, credentialing, negotiating pay rates with insurers, electronic health records, recordings of sessions, and the like. In this way, Headway — like similar companies including Alma, Grow, Rula and others — pledge to remove the burden of paperwork and business functions from the therapist’s to-do list, leaving the therapist to do therapy. But gradually these services have caused therapists to cede more and more power to the companies.
Immediate rollback
Headway’s request for this new contract signature from therapists came on Oct. 15, a Thursday, with a deadline of Nov. 17. But by the next morning, the Headway C.E.O., Andrew Adams, wrote in an email that the agreement “was very reasonably interpreted in ways we never intended. This isn’t our standard, and I take responsibility.” He wrote that the agreement had been paused, and that no one needed to sign it. If a therapist has already signed, he or she will “have the opportunity to review and sign the updated agreement,” he wrote. Two weeks later, the company has sent no further communications that we have seen.
The sweeping language in the contract includes this passage, from a document that we are reliably told is the actual proposed contract that was withdrawn, with the therapist as “Provider” and Headway referred to as “Practice”: “Provider hereby grants Practice, its affiliates, successors, and assigns, the perpetual, worldwide, royalty-free, and irrevocable right to use, record, reproduce, distribute, display, disclose, license to others, publish, republish, perform, and create derivative works from the Provider Content in any and all media now known or hereafter developed, in perpetuity, in whole or in part, in composite or distorted character or form, without restriction as to changes and alterations.
“This includes, but is not limited to, the right to use the Provider’s name, likeness, image, voice, and any materials ( e.g. , video footage, photographs, audio, recordings) captured or provided by the Provider for the Provider Technology Platform and/or the Headway Marketplace. Provider acknowledges that they shall not be entitled to any additional compensation or royalties for the use of their Provider Content.
“Provider hereby waives any right to inspect or approve the finished product, the use of their Provider Content, or any materials in which the Provider’s Content may appear. Provider releases Practice and its agents, employees, affiliates, successors, and assigns from any and all claims, liabilities, or damages arising out of the use of Provider Content, including but not limited to defamation, invasion of privacy, or infringement of rights of publicity, and from any liability by virtue of the exercise of any grants and authorizations hereunder, any blurring, distortion, optical illusion or use in composite form, whether intentional or otherwise, that may occur.”
We asked Headway for comment, and to confirm that we have the correct proposed contract language, but they did not respond by publication deadline. If they reply, we will update.
‘An AI version of you?’
Sharon Harper, a licensed clinical social worker who practices in Williamsburg, Va., , founded the Therapist Resource Institute to provide resources about the business of mental health to professionals in the field. She wrote in a LinkedIn post: “Could Headway keep an AI version of you, that they own, long after you leave?
“That’s the question I want answered about its revised provider agreement!
Multiple clinicians are sharing summaries of the new agreement describing a license covering providers’ NAMES, LIKENESSES, PHOTOS and….VIDEOS and VOICE RECORDINGS. But wait, there is more:
“The reported rights include ALTERING MATERIAL, CREATING DERIVITIVE WORKS and SUBLICENSING it to others. They are described by as PERPETUAL and IRREVOCABLE. … Could your recordings be used to generate a voice that sounds like you, an avatar that looks like you and says things you never said? Could a chatbot use your name and professional identity? Become you?”
In a follow-up comment on the LinkedIn post, she wrote: “Sadly, when I first saw how horrible the clauses were, I said they are probably doing this to see what therapists fight back on and then roll out a ‘softer’ how can we own you contract.”
The dispute was complicated by the way Headway rolled out the approvals process — a piecemeal structure, it seems, whereby the therapist had to agree to one set of conditions before he or she could see any following documents with different conditions. And then, it seems, there was a way to opt out of at least one condition — the one agreeing to submit disputes to binding arbitration and thereby forgoing any possible remedy through the courts — but only after first opting in as a condition of continued use of Headway.
Finding documents
The documents are not obviously available online, but Dax Earl from Bomi Health, which helps therapists manage their practices with billing, credentialing and an electronic health record, told me in an email that he found them online.
“We found the documents through Headway’s public legal center, hosted by PactSafe, while researching our article on October 15,” he wrote to me on Oct. 23. “At the time, Headway’s help article about accepting and sharing the updated group practice agreements linked to that legal center, which allowed the documents to be downloaded without a Headway login.
“Here are the original links:
“Our writeups link directly to those originals. We checked again today, and both PDFs remain publicly downloadable, although the help article now redirects to a login.”
Bomi’s assessment of the new contract is here. The documents are embedded below.
Bound by future changes
One interesting clause titled “Modifications” reads: “Headway may revise these terms of service for its website at any time without notice. By using this website, you are agreeing to be bound by the then-current version of these terms of service.”
I am not a lawyer, but this certainly sounds like once you sign this initial contract, if Headway makes changes from here on out, you are still bound by those changes. I have a call in to several lawyers to explore this and related topics. I have not reached anyone yet.
Linda Michaels, a PsyD and M.B.A. who is the chair and co-founder of the trade association the Psychotherapy Action Network and a psychologist in private practice in Chicago, wrote in an email: “Maybe that’s the path Headway will take going forward. Not release a whole contract like it did on Oct 15, but just quietly update its terms of service online. And then everyone is stuck!”
Michaels said in a Zoom interview: “If we look at all the things that Headway has announced or instituted over time — we’re outraged at each announcement. But take a step back. Look at the big picture. This is what we at Psychotherapy Action Network predicted over a year ago, when we published our research report on practice management companies: That these companies, Headway, Alma, Sondermind, whatever, their end goal is to do away with independent private practice. They are an existential threat. Despite their marketing messages that say ‘we just want to help you and do your billing and support you,’ these companies are funded by the insurance companies. They’re also funded by big tech — Google is affiliated with Headway, Amazon is is in the mix as well at Rula. And the third group is the financiers, who have no interest in anyone’s mental health care. They want to triple their money in five years and get out of their investment and move on to something else. This is a very dangerous mix of entities to be relying on, to help and support you for free.”
Wall Street haircut
Why is this happening now? Recently Aetna imposed pay cuts on therapists using Alma, another company similar to Headway in the practice management space. After that, Michaels said, she met with the Alma C.E.O., “who was a very nice and personable man, and he seemed genuinely interested in the concerns I was raising.”
But then he said, Aetna had a bad quarter, “and that’s why they’re doing this,” she said. She said she didn’t recall the specific numbers he cited, but it was something like instead of meeting their target of $X billion in profits, they only made $Y billion in profits. “So they took a haircut from Wall Street, and of course they had to make up the difference somehow,” she quoted him as saying.
The change in indemnification is also very concerning, she said: “That’s been a huge selling point for Headway for a long time — that if Headway makes a mistake in billing or something, that they will cover it. Or if there’s an audit and you’re using the Headway documentation tools, Headway will will cover that. It seems like nope, no more. If Headway is negligent or makes a mistake, it seems like they’re saying ‘yeah, it’s on the therapist now.'”
Bait and switch
Does this say something about Headway, or about Headway, Alma, Grow, Rula etc.? “Yes, there has been a rash of these things with Headway recently, but across the board, we’re seeing this pervasive theme of bait and switch — change the terms, make it better for the platform, worse for everybody else, both the therapists and the the public,” she said. “It’s very upsetting.”
She said this what the journalist Cory Doctorow describes as “enshittification” — as in what Amazon did. It started out offering consumers easy access to all sorts of books, satisfying both sellers and buyers as an efficient middleman. And now — it’s too big to fail, and both sellers and buyers are ensnared in Amazon’s business practices, which may cost both seller and buyer, worsen the experience, and enrich Amazon.
Finally, she noted, the business practices that a therapist uses are not just “a business thing.” “It is also the frame that protects and allows the the therapy to take place in a safe, private, stable format,” she said. “It has a clinical purpose and value.”
Straddling roles
Miranda Palmer, a licensed marital and family therapist who is the co-founder of Zynnyme, a consultancy for therapists, wrote in an email: “Headway has been straddling between advertising itself as a free EHR/practice management software, while also stepping into becoming a biller who was going to help therapists and where ‘earning more doesn’t have a catch.’ We wrote about that more here and here.
“But, so far, anytime venture capital funding is involved, we start to see this process take place. To us, the bigger story is this:
“Therapists have been struggling to navigate the United States Insurance industry- billing, denials, clawbacks, credentialing, etc.
“Platforms come in to ‘fix’ this issue.
“Turns out, most of the platforms are HEAVILY invested in by said insurance companies…
“If therapists are one of the worst paid masters degrees (and they are, and are at risk for not being available majors for student loans), and therapists report having unsustainable wages paid by many insurance companies — in what situation is a middle company coming in to take a cut of the profit (that is also owed by the people underpaying you) going to lead to therapists being paid sustainably?
“My personal opinion is all of this is a trickle-down from the decision to allow health insurance companies to be for-profit, publicly traded companies. They have to find ways to keep extracting profit from healthcare- and this is just one way.”
Palmer said Headway is advertising that it has 80,000 therapists, Alma is claiming 24,000 and Betterhelp says more than 36,000. So Headway definitely has substantial market share.
Information gathering
Palmer also wrote: “A really interesting piece of this is that Headway will say it isn’t the therapist and therapists aren’t employees. They are just here to help with billing and services. BUT, if you pretend you are a client (and I recommend you do), https://care.headway.co/lp/get-care
“They basically have you start filling out psychological evaluations and screening before you’ve signed any informed consent and they do all of their informed consent via one checkbox… I reviewed some of it here: https://www.loom.com/share/4d90eb7ebafb45a193ccc9cfc20cce73“
In other words, she pointed out in a Zoom call, you are giving Headway a lot of information about yourself — as you are being told you are searching for a therapist, and only at the end of your introductory process are you asked to opt in to terms and conditions. The questions arise: Could a therapist do this under her professional and ethical codes? Would she?
Complicated process
Back to the proposed contract changes, Reddit was in an uproar. One person wrote: “These changes/issues are also compounded by headway’s recent $10 per session thing, as well as a pretty predatory and shady way of rolling out these required agreements. (I.e., not actually providing 2 of the agreements but still requiring you to agree to access/stay on the platform, requiring you to agree to the terms first before opting out of one of the new policies… ”
Another: “Guys, does this mean they could create AI therapists that look and sound exactly like us? WHAT THE F**K”
Another wrote: “I honestly think the people in the company aren’t aware that so many of us are on our last straw with trust. Many of us worked in other setting and CHOSE Headway because we were tired of being hurt, taken advantage of, and abused in other work environments. We came here for a sense of freedom and for them to roll out some of these things it just feels like a reduction in what we signed up for. Prior to all this, the company was fine (minus the difficulty with getting referrals, which has drastically improved for me.)”
Another: “I literally just created a mental plan to move everyone to private pay. I do not trust the direction of these platforms or our insurance companies. This temporary pause … is not a sign of realigned priorities. It is short-term damage control for people to figure out another way to do what they plan to do.”
Another: “It do be like that sometimes. Translation: “We are afraid you might want to spend your money elsewhere. Enough of you have left us in the past 24 hours that we’re scared. We’ve decided to reflect, reconsider, and most importantly, re-word this in a way that we hope you don’t understand that we’re doing this regardless. We just want you to not be so loud about it.”
TikTok also is in flames.
“I warned you,” one person posted. “Diabolical New Headway Provider Agreement,” another posted. Along with “How to leave Headway.” “Headway paused the new agreement,” another posted.
“They wanna create AI chatbots based on us,” another posted.
“Apparently they didn’t expect us to read the agreement, so now they’re going to rewrite the agreement. I’m still leaving,” another posted.
ZocDoc, the booking platform, started running promotions specifically aimed at the $9.99 charge, which had a therapist paying a $9.99 charge not only for the first patient visit booked through Headway’s “Marketplace” directory, but for every subsequent visit from the same patient. “Pay once for a new patient. Not every time they return,” the promo reads. “Some booking platforms charge you $9.99 for every completed patient session. With ZocDoc, you only pay once when we help you get discovered by a new patient.”
What you can do
When Headway issues its new contract, look at it and see whether you think it meets your needs.
Consult a lawyer.
There are other alternative services to help with paperwork, billing, credentialing, and so on. Consider exploring them.
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The two documents that Bomi pointed us to are embedded below.
