Also known as: proper cares · due care
Written by attorneys · grounded in primary & secondary sources — see below
A standard of conduct requiring a person to exercise the degree of care that a reasonably prudent person would use under the same or similar circumstances. This benchmark measures whether an actor has fulfilled duties owed to others.
Patrick Phan served as purchasing manager for Coastal Food and received seafood deliveries bearing only vague species labels. Despite his industry experience, he performed no further checks on the shipments. When misidentified fish triggered allergen complaints, the company suffered losses traceable to his omission. A court would find that Phan failed to use proper care because a person of ordinary experience in his role would have investigated the labels.
Progressive Healthcare produced a new medical device and sold it to hospitals without conducting stress tests on the wiring harness. A patient suffered injury when the device shorted during routine use. The absence of privity with the hospital did not shield the company. Liability attached because Progressive Healthcare had not exercised proper care toward foreseeable users.
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Piper Patel hired a carrier to transport a broken mill shaft to a repair shop under an agreement requiring delivery within a reasonable time. The carrier left the shaft on a loading dock for several days without notifying the shop. The resulting plant shutdown caused lost profits. The carrier's failure to use proper care in handling and delivering the shaft exposed it to liability for foreseeable losses.
Paragon Construction built a reservoir on its land that later leaked water onto a neighbor's mine. The company had known of unstable soil conditions but performed no additional inspections or reinforcements. Flooding destroyed equipment and halted operations. The owner was held liable because it had not used proper care to prevent the escape of the accumulated water.
Pedro Pacheco purchased a painting from a dealer without checking the seller's provenance records. Years later the true owner located the work and sued for its return. Pacheco argued he had acted in good faith. The court rejected the defense because a purchaser exercising proper care would have investigated the chain of title before completing the transaction.
The board of Pinnacle Holdings approved a merger agreement after receiving only a brief fairness opinion from its financial advisor. Directors did not request additional valuation data or explore alternative offers. Stockholders later challenged the transaction as unfair. The directors faced liability because they had not exercised proper care in evaluating the deal terms.
Proper care is the ordinary degree of care a reasonably prudent person would exercise under the circumstances. Slight care applies only to matters of minor importance while great care is required when the danger is unusually high. The standard remains objective and tied to the specific context rather than a fixed label.
No. Compliance with minimum regulatory requirements does not preclude a finding that proper care was not exercised when additional precautions would be reasonable under the circumstances.
An agent must know what a person of ordinary experience and intelligence would know and must also know what he would learn by using due care in performing his duties to the principal, taking into account his own knowledge and intelligence.
…for the plaintiffs within a reasonable time; and in consideration of the premises the defendants promised to use due and proper care and diligence in carrying and conveying the said broken shaft and in delivering the same for the plaintiffs in a reasonable time. Although such reasonable time elapsed long before the…