Also known as: care duty · duties of care · duty of care
Written by attorneys · grounded in primary & secondary sources — see below
2 senses
An obligation imposed on actors to avoid creating unreasonable risks of physical harm to those plaintiffs within the zone of foreseeable danger created by the conduct. The duty extends only to persons a reasonable actor would anticipate as potential victims at the time of the negligent act. Liability does not attach when the plaintiff falls outside that zone even if actual injury occurs.
An obligation imposed on actors to avoid creating unreasonable risks of physical harm to those plaintiffs within the zone of foreseeable danger created by the conduct. The duty extends only to persons a reasonable actor would anticipate as potential victims at the time of the negligent act. Liability does not attach when the plaintiff falls outside that zone even if actual injury occurs.
Select any source to read its text and confirm it supports the definition.
An obligation of partners, members, and general partners in unincorporated entities to refrain from grossly negligent or reckless conduct, willful or intentional misconduct, or knowing violations of law when conducting or winding up the entity's affairs. Partnership and LLC agreements may not eliminate this duty except to the limited extent permitted by statute.
Select any source to read its text and confirm it supports the definition.
An obligation of partners, members, and general partners in unincorporated entities to refrain from grossly negligent or reckless conduct, willful or intentional misconduct, or knowing violations of law when conducting or winding up the entity's affairs. Partnership and LLC agreements may not eliminate this duty except to the limited extent permitted by statute.
Each sense below has its own examples, sources, and questions.
Christopher Collins operated a construction crane near a busy intersection. A cable snapped and debris flew toward the sidewalk where Caitlin Crowley stood waiting for a bus. Crowley suffered serious injuries. Because a reasonable crane operator would not have foreseen risk to a pedestrian positioned like Crowley at the moment the cable failed, no duty of care ran to her.
Citadel Security negligently failed to secure a construction site adjacent to a residential block. A loud collapse terrified nearby resident Christopher Collins, who suffered a heart attack from the resulting fright. Because the security company's duty of care was designed to protect against precisely this type of emotional disturbance carrying an unreasonable risk of bodily harm, liability attached even though the harm occurred solely through internal fright.
Caitlin Crowley met with attorney Christine Castro for an initial consultation about a potential contract claim. Castro evaluated the facts, gave specific advice, and assured Crowley she would investigate further. Castro then failed to file within the limitations period or warn Crowley. The consultation created an attorney-client relationship that triggered Castro's duty of care, exposing her to malpractice liability.
No. The duty extends only to plaintiffs within the zone of foreseeable risk at the time of the negligent act. Plaintiffs outside that zone receive no duty even if injury occurs.
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An attorney-client relationship and attendant duty of care arise when the lawyer gives legal advice during the consultation and the prospective client reasonably relies on it, even without a formal retainer.
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When negligent conduct violates a duty designed to protect against fright carrying an unreasonable risk of bodily harm, the actor remains liable even if the harm results solely through the internal operation of the fright.
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Cedar Creek Farms is a member-managed LLC. Member Cecilia Cabrera approved a major equipment purchase without any financial review or expert consultation despite clear signs of supplier insolvency. The purchase collapsed and caused substantial losses. Cabrera's conduct constituted gross negligence in managing the company's affairs and breached her duty of care.
Canyon Construction formed a limited partnership with Cade Carpenter as general partner. The partnership agreement purported to eliminate all liability for negligent management decisions. When Carpenter's grossly negligent oversight caused project delays and penalties, the clause proved unenforceable because the statute prohibits elimination of the duty of care.
Compass Logistics operated as a general partnership between Charlotte Chung and Christine Castro. Their agreement attempted to remove any duty of care for ordinary negligence in daily operations. When Chung's reckless routing choice destroyed partnership property, the attempted elimination failed because the statute forbids altering the duty of care except in narrowly defined circumstances.
Partners and members satisfy the duty by refraining from grossly negligent or reckless conduct, willful or intentional misconduct, or knowing violations of law. Ordinary negligence does not breach the duty under the uniform acts.
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No. The uniform acts prohibit partnership agreements from altering or eliminating the duty of care except to the limited extent permitted by statute for conduct involving bad faith or knowing violations of law.
Supporting sources
…N.Y. App., 99 N.E. 138, 141 (1912). Thus, a director's duty to exercise an informed business judgment is in the nature of a duty of care, as distinguished from a duty of loyalty. Here, there were no allegations of fraud, bad faith, or self-dealing, or proof thereof. Hence, it is presumed that the directors reached their…