Metal roofs are becoming increasingly popular in both the commercial and residential markets because of their price, durability, and longevity. With most metal roofs having lifespans of 30 years or more, this is a major selling point for customers and has become one of the primary expectations when customers buy the product. The obvious question, then, is whether warranty periods should—or in fact do—match the life expectancy of the roof.
Most metal roof installations come with product warranties that range anywhere from several to 30 years. Workmanship warranties, which apply only to the work done to install the roof (for example, the roofer attaching the clips and screws to connect a standing seam roof), are usually limited to a year or two. These are expressed warranties that the manufacturer, distributor, or installer can define in a contract. There is, however, a “hidden warranty” that companies in the metal roofing business should be aware of, too.
The implied warranty of fitness for a particular purpose is imposed as a matter of law. That means, it exists whether it is offered in the contract or not—hence its status as an implied warranty. More specifically defined, the implied warranty of fitness for a particular purpose is a promise that the metal roof installed is suitable for the specific purpose for which the buyer bought it. This implied warranty is often context dependent because it arises out of the expectations created during the interactions between the seller and the buyer. In other words, how a metal roofing company markets its product and the specific interactions with buyers can create a legal obligation.
Consider the following example. A metal roofing manufacturer advertises that its roofing materials are good for 50 years and require minimal maintenance. A customer who needs to put a new roof on their warehouse building contacts a contractor to install the roof and discuss this roofing option. During one of their meetings, the contractor and customer call the roofing manufacturer to ask about the product’s durability and are told it will last 50 years with “no real work” required to maintain it. The customer agrees to have the roof installed, but 11 years later, the roof has a leak.
This scenario presents several warranty-related issues. If the leak can be traced to an improper installation—it is leaking at a seam, for example—then the workmanship warranty provided by the contractor in the contract might apply. That being said, it is likely that any workmanship warranty has expired given the length of time. If the leak can be traced in whole or in part to the material, on the other hand, the product warranty comes into play. The relevant contracts would have to be reviewed to determine if a written warranty exists and if that warranty is still in effect.
The analysis is not completed at this stage, though. There may also be an implied warranty of fitness for a particular purpose based on the representations made to the end user when the product was purchased. If the warehouse owner can prove the roof was purchased because of an implied promise that the roof would function for 50 years with virtually no maintenance, the court can enforce an implied warranty of fitness for a particular purpose as a matter of law. If the manufacturer and the contractor have not planned for this possibility, they could be facing an expensive situation that may include a lawsuit.
The solution starts with knowing that the implied warranty is in play. To remove it as a possibility, language can be added to the warranty clause in the contract to have the customer acknowledge its existence and then legally waive any implied warranty claims. In effect, the result is a warranty clause that offers written warranties crafted by the manufacturer and contractor and limits any warranty claims to those expressed warranties. If the evidence shows that such a clause was in place in the example above, the warehouse owner would not be able to claim breach of the “hidden” implied warranty of fitness for a particular purpose.
In the end, it is important to be careful about setting unrealistic expectations in marketing materials and customer interactions. Manufacturers and contractors need to review their contracts to make sure the warranties they are offering are narrowly crafted to cover things they can control and exclude implied warranties at the same time. These things will not necessarily stop warranty claim lawsuits from happening, but they will strongly discourage such claims by setting contractors up to successfully defend them.
Josh Quinter is a commercial litigation attorney, with a focus on construction law. He is also a member of the board of directors and a department chair at his law firm, Offit Kurman. Active in a number of construction trade and business organizations, Quinter is past president of the Mid-Atlantic Chapter of the Metal Building Contractors & Erectors Association (MBCEA), serves on the MBCEA national board, and is the organization’s general counsel. He can be reached at jquinter@offitkurman.com.
