Roofing contracts 101

By Emma Peterson. 

Trent Cotney explains the importance of thorough, purposeful and consistent legal documentation. 

When it comes to getting legal advice about the roofing industry, you’d be hard-pressed to find a better person to talk to than Trent Cotney. Trent has decades of experience in roofing litigation and arbitration. He is a partner at the Adams and Reese law firm as well as general counsel for leading roofing associations like the Florida Roofing and Sheet Metal Association (FRSA).  

He provided some crucial advice during a Read Listen Watch® episode all about navigating the legal side of roofing, specifically creating contracts that protect your company properly. The throughline of Trent’s advice was to be thorough, purposeful and consistent in your documentation. He explained, “I review hundreds upon hundreds of roofing contracts a month and one of the biggest mistakes I see is a tendency among contractors, especially in residential, to think less is more like, I don't want to scare away customers.”  

This misconception can often lead to issues down the line when contractors face issues and don’t have the appropriate provisions outlined. And it is a misconception, as Trent put it:  

From the owner perspective, I'm focused typically on two things, and so is every customer. It's reputation and price. As a lawyer I look at the terms and conditions, but really that’s just because I’m a lawyer and even then, when I came to my position at Adams and Reese, they sent me a 100 page employee manual to sign digitally and I just got on my phone and went click, click, click. If I'm doing that and I'm a lawyer, then you know homeowners are doing the same thing. 

Another issue that Trent sees come up frequently is what he calls “Frankenstein contracts.” These are contracts that “have been plugged together from bits and pieces along the way and often lead to issues like conflicting provisions or missing warnings.”  

And these issues aren’t limited to conflicts between contractors and clients, they can also crop up between owners and their subs. Trent explained, “About 85% of residential contractors use subs and about 50-60% of commercial contractors use subs. And from a contract standpoint, you need to be thorough. I always tell people to make an MSA or a master subcontract agreement. It's a document that has everything and the kitchen sink in it. You're throwing everything you can at that so that for each ensuing project you work together on after they sign it once, you can just issue a one-page notice to proceed under that same MSA.”  

Building that MSA can feel like a lot to put in one contract but, like with your clients, being thorough, purposeful and consistent in that documentation up front is key to legal success. As Trent put it, “In roofing and construction, if you show up to the job site and you do a good job and you do it consistently, you'll be successful. The same is true for managing your legal side. If you make your documents purposefully thorough and are consistent in making sure everyone is signed off, you not only will be controlling your business operationally, but also contractually. And like on the job site, doing that will lead you to success.” 

Want more legal advice from Trent? Listen to the whole RLW!