Roofing Master Service Agreement Guide for Property Managers (2026)
A 12-clause guide to portfolio-wide roofing deals. Covers pricing, dispatch SLAs, insurance, and red flags. Use it before you sign.
Quick Answer
A good roofing MSA locks in pricing, SLAs, insurance, and sign-off limits across your whole portfolio. Each job runs on one PO. No new contract per call. The 12 clauses below split a real partnership from a trap.
What's Inside
- What an MSA is — and why PMs need one
- 12 essential clauses every roofing MSA should include
- Pricing models: T&M vs flat-rate vs unit pricing
- Response SLAs: realistic dispatch times
- Owner approval workflows and threshold escalation
- Insurance & indemnification clauses
- Sample MSA structure (12-section outline)
- Red flags in proposed roofing MSAs
- How Econo Roofing structures MSAs differently
- Frequently asked MSA questions
What a roofing MSA is — and why PMs need one
A roofing master service agreement (MSA) is one contract for your whole portfolio. The PM and the roofer sign it once. It covers pricing, SLAs, insurance, payment, and owner sign-off limits. Each job then moves on a quick scope of work (SOW) and a PO. No new contract per call.
Run a PM shop with 30, 200, or 2,000 doors? The MSA splits a vendor that scales from one that wastes hours on every leak. See our multi-property roofing maintenance page for full scope.
The right MSA fixes four things at once:
- Speed. Crews roll out in hours, not days. Terms are already set.
- Cost clarity. Owners get the same unit prices across the portfolio. That matters for NOI models and budget season.
- Risk shift. Insurance, indemnity, and subrogation waivers carry to every job.
- Audit trail. Owner sign-offs, escalation, and PO routing are written down. Easy to repeat.
Without an MSA, every leak is a one-off bid. Vendors quote all over the map. Response times slip. Owners see line-item shocks. With one, your roofer joins your ops team.
12 clauses every roofing MSA needs
We push for these every time we sign a portfolio deal. Skip one and you get drag or open risk.
Scope of work
List what is covered. Leaks, checks, repairs, reroofs, gutter work, skylights, and roof access for other trades. Anything else needs its own deal.
Property list (Exhibit A)
Every property covered. Include the owning entity, address, roof type, and square footage. New buildings get added by amendment. You do not redo the MSA.
Pricing list (Exhibit B)
Locked T&M labor rates. A cap on material markup. Trip fees, after-hours premiums, and unit prices for repeat work (per-square repair, per-vent flashing, per-skylight). Yearly review built in.
Response SLA
On-site time for leaks. 4 hours business, 8 hours after-hours is fair. Plus same-day to next-day service (24–48 hours). And lead times for booked work.
Sign-off limits
What the roofer can sign off on alone (often under $1,500 for an emergency tarp). What the PM can green-light (often under $10,000). What the owner must sign. Vague rules here stall jobs fast.
Insurance & AI
Per-occurrence and aggregate limits. AI endorsement on a CG 20 10 / CG 20 37 form. Primary and non-contributory wording. Plus waiver of subrogation. COI sent before any work starts.
Indemnity
Mutual indemnity for fault. Carve out the indemnitee's sole fault. Skip one-way indemnity that dumps all risk on the roofer no matter who is at fault. Courts often refuse to enforce it anyway.
Payment terms
Net-30 standard. Progress billing on jobs over a set amount. Spell out the dispute path. A 10-day cure window before a hold turns into non-payment.
Warranty pass-through
File maker warranties under the owning entity. Set a workmanship warranty (often 2–10 years by scope). Add transfer language for asset sales.
Term & exit
1- to 3-year first term. Cancel for cause with a 10-day cure. Cancel for convenience with 30 days' notice. Skip any auto-renewal past 36 months without a market check.
Rules & safety
Cal/OSHA fall rules, drug-free worksite, background checks for lived-in multifamily, hazard notices, and incident reports within 24 hours.
Data & reports
Monthly portfolio reports. Jobs done, response times, capex by property. Photo standards. And digital invoices that fit Yardi, AppFolio, or Buildium.
Disclaimer. This guide draws on 30+ years of MSA work. It is not legal advice. Run the final draft past your lawyer before you sign.
Pricing: T&M vs flat-rate vs unit
Pricing makes or breaks NOI. The right model depends on the scope and property type. Most pros blend a few.
| Model | Best for | PM risk | Roofer risk |
|---|---|---|---|
| Time & materials (T&M) | Check visits, leak hunts, tricky fixes | Open cost. Needs a cap. | Low. Paid for real work. |
| Flat-rate | Set-scope reroofs and booked checks | Low. Price is locked. | High if scope creeps. |
| Unit pricing | Repeat work (per-square, per-vent, per-skylight) | Low. Set per-unit cost. | Mid. Depends on volume. |
| NTE (not-to-exceed) | T&M jobs that need a ceiling | Capped. Best hybrid. | Mid. Must bid right. |
For most portfolios, we suggest:
- Emergency and check work: T&M with a $2,500 NTE before PM sign-off.
- Booked repairs: unit prices on the 8–10 top SKUs (flashing, vents, ridge caps, valley repair).
- Reroofs and capex: flat-rate bid with a full SOW.
Unit pricing is what splits a smart MSA from a basic one. When your roofer can quote a patch on the phone in 30 seconds, dispatch friction drops to zero.
Response SLAs: real dispatch times
Vendors who promise 1-hour response across a region are lying. Or they will hand the job to the nearest sub. Either way, the MSA loses its point. Real SLAs vary by tier.
| Tier | What it is | Real on-site SLA |
|---|---|---|
| P1 — Live leak | Water entering a lived-in space | 4 hrs business / 8 hrs after-hours |
| P2 — Near-risk | Storm damage, open deck, live weather | 24 hrs |
| P3 — Service call | Tenant report, no live leak | 3–5 business days |
| P4 — Booked check | Yearly or twice-a-year portfolio check | Booked 2–4 weeks ahead |
| P5 — Capex job | Reroof, big repair, capital plan | Per project plan |
The MSA should also define what "on-site" means. Is it a tarp, a full check, or a real fix? On most P1 calls, the first visit holds the leak. A follow-up does the real fix. Put that split in writing or you will have a fight later.
Owner sign-off rules
Most drag in PM roofing comes from vague sign-off rules. Not pricing. The MSA should answer three questions for every dollar:
- Who can sign off on a 2 a.m. tarp on Saturday?
- What can the PM approve without the owner?
- What does the owner see before billing?
A clean limit table looks like this:
| Limit | Approver | Records needed |
|---|---|---|
| <$1,500 emergency tarp | Roofer signs off (after-hours leak) | Photos plus written summary in 24 hrs |
| $1,500–$10,000 | Property manager | Written bid plus photos before work |
| $10,000–$50,000 | Asset manager or regional | Full SOW plus 2 line-item bids |
| >$50,000 | Owner or capex group | Capex pack: SOW, photos, warranty, draw plan |
PO routing matters too. If the PM uses Yardi, make Yardi PO numbers the only valid work order. The roofer will not start without one. That single rule wipes out 80% of invoice fights.
Insurance & indemnity clauses
This is where most PMs under-negotiate. The basic COI text is rarely enough. The endorsement form behind it is what counts.
Insurance limits to require
- Commercial General Liability (CGL): $2M per occurrence / $4M aggregate. Big portfolios should require $5M.
- Auto liability: $1M combined single limit (any auto).
- Workers' comp: statutory plus $1M employer's liability.
- Umbrella or excess: $5M floor for portfolios over 50 doors. $10M for big firms.
- Pollution liability: $1M for tear-offs on old membranes (asbestos, lead solder).
Endorsements to require
- Additional insured (AI): CG 20 10 04 13 (ongoing) and CG 20 37 04 13 (completed ops). Many roofers bring only the ongoing form. You need both.
- Primary and non-contributory: the roofer's policy pays first, before yours.
- Waiver of subrogation: in favor of owner, PM, and named affiliates.
- 30-day notice of cancel sent to the COI holder.
Indemnity wording
Aim for mutual indemnity tied to fault. One-way "Type I" indemnity dumps all risk on the roofer. It does not hold up in California for sole-fault claims under Civil Code § 2782. Push for wording where the roofer indemnifies except for the indemnitee's sole fault or willful acts. That is both legal and fair.
From 30 years of MSA work: no owner has ever refused $5M umbrella plus AI on both forms. Vendors who push back often cannot get the coverage. That tells you if they belong on your portfolio.
Sample MSA outline (12 sections)
Use this as a checklist on any roofer's draft MSA. Or when building one from scratch with your lawyer.
- Recitals and terms — parties and defined terms (Property, Owner, PM, Work Order, SOW)
- Scope of work — what is covered and what is not
- Property list (Exhibit A) — addresses, owning entities, roof types
- Pricing list (Exhibit B) — T&M rates, unit prices, markup caps, yearly review
- Response SLA and tiers — P1–P5 with on-site times
- Sign-off limits and PO steps — who can approve what
- Insurance and AI endorsements — limits, forms, primary or non-contributory, waiver of subrogation
- Indemnity — mutual, tied to fault, with sole-fault carve-out
- Payment and dispute steps — net-30, progress billing limits, cure window
- Warranty pass-through — maker filing, workmanship term, transfer rights
- Term, exit, and renewal — first term, exit for cause or convenience, renewal rules
- Rules, safety, and data — OSHA, background checks, reports, accounting setup
Your lawyer will add the usual boilerplate. Things like governing law, severability, notices, assignment, and force majeure. Keep the core 12 sections tight. Keep the boilerplate short.
Red flags in roofer MSAs
When a roofer hands you their MSA, watch for these clauses. Each one shifts risk or leverage to them. Strike or rework each one.
| Red flag | Why it is a problem |
|---|---|
| Exclusivity clause | You lose leverage and have no backup if work slips. Volume deals are fine. Exclusivity is not. |
| Auto-renewal past 36 months | Pricing drifts off market with no check. Cap renewal at 12 months with mutual notice. |
| One-way indemnity | Roofer pays for everything, even PM or owner faults. Push back to mutual and shared. |
| Forced arbitration in vendor's home county | Forum shopping. Use a neutral venue or your own. |
| Fee shifting that skips the roofer's defense | Lopsided. Make it mutual or remove it. |
| Damages cap below insurance limits | The roofer caps their own risk below their coverage. Strike it. |
| Right to use subs with no notice | You vetted the roofer, not the sub. Require pre-approval for subs over $25K. |
| Material markup over 25% | Standard is 15–20% on materials, 10–15% on subs. Higher is rent extraction. |
| Forced minimum spend | Locks you into volume you may not need. Reject. |
| Vague "cost-plus" with no cap | Always require an NTE on T&M work above a set limit. |
How Econo Roofing builds MSAs
We have signed MSAs with regional PM firms since 2002. Three things make our deals work:
1. Unit prices on top 12 repairs
Most roofers hide behind T&M because it is easier for them. We publish locked unit prices for the dozen repair types that cover 80% of multifamily and HOA roof tickets. Per-vent flashing. Per-skylight reseal. Per-square patch. Per-foot ridge cap. Your dispatcher knows the price before the truck rolls.
2. Real after-hours response
Our P1 calls use W-2 techs on rotation. Not an answering service. That matters. Subbed-out work means uneven quality, no AI endorsement on the sub, and finger-pointing when things go wrong. We tarp the leak in the 4-hour SLA. Then we book the real fix on a fresh work order with a full SOW.
3. Yardi and AppFolio invoicing
We send invoices in the format your accounting system expects. PO ref on each line. Photo proof attached. Warranty filed under the owning entity. AP teams approve our invoices in seconds. We also support Buildium for firms that use it.
We serve PM portfolios across Modesto, Stockton, Sacramento, and the wider Central Valley. Each city page lists property types and response coverage. We also handle multifamily, HOA, commercial condo, and commercial portfolios under MSA. Title 24 energy rules apply on most reroofs.
Our team is maker-certified by Owens Corning (OC Platinum Preferred), GAF (GAF Master Elite), and CertainTeed (Select ShingleMaster). That lets us pass the strongest maker warranties to the owning entities on your portfolio. License #749551.
Ready to structure an MSA?
We will review your current deal. Or draft a portfolio MSA tied to your accounting system, sign-off limits, and response needs.
Common MSA questions
What is a roofing master service agreement (MSA)?
A roofing MSA is one contract for your whole portfolio. It is signed by a PM and a roofer. It sets pricing, SLAs, insurance, indemnity, and sign-off rules. Each work order or PO points back to the MSA. No need to redo terms on every job.
How long should a roofing MSA last?
Most run 1 to 3 years with yearly price reviews. Skip any auto-renewal past 36 months without a market check. Build in a 30-day exit-for-convenience clause. That way the deal does not trap you if quality slips.
Should a roofing MSA include exclusivity?
No. Exclusivity hurts the PM. Keep the MSA non-exclusive. That way you keep leverage. You can call a backup vendor for overflow. And you avoid single-vendor failure. Volume deals are fine. Exclusivity is not.
What insurance limits should a roofing MSA require?
At a minimum: $2M per-occurrence and $4M aggregate CGL. $1M auto. Statutory workers' comp with $1M employer's liability. And $5M umbrella for portfolios over 50 doors. Require AI on both CG 20 10 and CG 20 37 forms. Plus primary and non-contributory wording. And waiver of subrogation for owner and PM.
What dispatch SLA is real for emergency leaks?
For live leaks, 4 hours on-site is fair during business hours. 8 hours after-hours in most California metro markets. Anything faster than 2 hours is a vendor over-promising. Or planning to sub it out. The first visit should tarp the leak. The real fix may need a follow-up.
Can one MSA cover multiple owners?
Yes, if the MSA names the PM as agent for disclosed owners. Each property gets added via a property list (Exhibit A) that names the owning entity. The roofer bills the owner direct. The PM runs the deal and approves work orders within set limits.