They Can Do What!? Limitations on the Use of Change-of-Terms Clauses

Abstract

Almost every contract that calls for ongoing services to consumers contains a provision that authorizes the provider of those services to modify the contract at any time, without any constraint on the modification. With some exceptions, the courts have not been very responsive to arguments that seek to enforce constraints on the provider’s discretion. In the recently enacted Credit CARD Act, Congress has declared that there are indeed some limits on the changes that may be made to one kind of ongoing consumer contract, viz., a contract to provide open-end credit. In this article, to be published in a forthcoming symposium issue of the Georgia State Law Review, we review several statutory rules and common-law doctrines that suggest limits, applicable to all kinds of consumer contracts, on the freedom of service providers to change the terms of the contract.