Elevator Service Contract “Updates”: What Building Owners Should Know

This blog is provided for general informational purposes only and does not constitute legal advice. Contract requirements and applicable laws vary by agreement and jurisdiction.

Did your elevator service provider send you an email announcing an “update” to its terms and conditions? If so, (1) you are not alone – that sort of communication is becoming more common in the industry, and (2) it requires your attention because it may be more than just another administrative notice.

In some cases, these communications may propose changes to an existing service agreement. Whether those changes are effective depends on the contract itself, applicable law, and what the customer does after receiving the notice.

Before you sign, accept, or simply acknowledge any updated terms, take a moment to dive into the details. Use the following tips as a guide when doing so.

What to Look Out For

If you do receive any updates like these, consider:

• What terms are actually changing?

• Is the substantive language in an attachment or link?

• Is there an effective date?

• Is there an opt-out or objection deadline?

• What does your existing contract say about amendments?

Changes involving renewal terms, termination rights, exclusions, liability, pricing or service obligations can all materially affect the value of an elevator maintenance agreement.

If you are unsure about the legal effect of a proposed change, consult your attorney.

Start With Your Existing Agreement

Some elevator service contracts require changes to be made in writing and signed by both parties. Others may allow changes through notice or an opt-out process. Some agreements may not clearly address amendments at all.

That is why an email labeled “Updated Terms and Conditions” should not automatically be treated as either binding or meaningless. The original agreement matters, so make sure to treat that as the ultimate source of truth. If you do not have a copy of your agreement, be sure to request it from your provider immediately after receiving any communication regarding updated terms.

Pay Attention to Your Response

A customer’s actions after receiving a notice can also be important.

Silence alone does not necessarily mean acceptance. However, continuing to receive service and make payments after receiving notice of new terms may, depending on the circumstances and agreement, be considered evidence that those terms were accepted – what lawyers call a “course of performance.”

For that reason, contract-update emails are worth reviewing rather than treating like a routine software terms-and-conditions notice.

Options for How to Respond

In general, if the automated update email contains an “opt out” link, you should follow the link and formally opt out. From there, you should reach out to your contact at the elevator company and request more details about the proposed amendment. You may be able to secure some sort of concession from the elevator company (such as a price reduction) in exchange for whatever it is they hope to obtain from the proposed amendment. While the communication you receive may present the proposed contract changes as providing some benefit to you, it is very likely that, in total, the amendment is in the elevator company’s favor.

If the elevator company is not willing to engage in negotiations, then you should insist on sticking to the terms of the existing agreement until it expires (or either party can opt to terminate if they have that right).

Regardless, you will never be worse off by opting out of the automated email amendment, and you may well avoid unwittingly accepting a less favorable contract.

Moreover, if you take the affirmative step of opting out, it will be very difficult for the elevator company to later make any “course of performance” argument against you.

Metro’s Approach: Transparency Above All

At Metro Elevator, we believe contract changes should be handled directly and transparently in every instance.

If a signed service agreement needs to materially change for any reason, we discuss it with the customer and document the change appropriately. Our partners should understand what they are agreeing to and have an opportunity to discuss it.

No automated amendments or “updates” to terms and conditions. No surprises or hidden fine print. Just a straightforward conversation.

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Dan Morgenstern serves as General Counsel at Metro Elevator, bringing more than a decade of experience in litigation, commercial, and corporate law. He leads the company’s legal strategy, compliance, and risk management efforts and is a member of Metro Elevator’s Management Committee.