Also known as: reasonable best effort · reasonable efforts
Written by attorneys · grounded in primary & secondary sources — see below
An obligation requiring a party to take all actions that a prudent person in its position would take to achieve a specified objective, short of steps that would cause material harm to its own interests.
Riley Rivera, a solo practitioner, stored client files on an unsecured cloud server that suffered a breach. She immediately notified affected clients, changed all passwords, and hired a forensic firm to audit access logs. The court found these steps satisfied her obligation to use reasonable best efforts to prevent unauthorized disclosure of client information.
Ricardo Rojas, an agent for Rocky Mountain Mining, learned of a rival bid on a leased parcel his principal had long sought. He telephoned the principal the same afternoon and forwarded the written offer by courier. The principal later claimed breach. The tribunal held that Rojas had used reasonable best efforts to convey the information.
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Rowan Russell offered an out-of-court statement at trial but the judge required a showing that no better evidence existed. Russell hired an investigator who located the original declarant and obtained a live affidavit. The court admitted the statement, ruling that Russell had exercised reasonable best efforts to obtain more probative evidence.
Regina Robinson represented a client in a fast-track commercial case. She served targeted document requests within days of the scheduling order and deposed key witnesses before the opponent could destroy records. The court denied a sanctions motion, finding Robinson had used reasonable best efforts to expedite the litigation.
Raphael Rivera negotiated a settlement on behalf of Riverfront Developments with an unrepresented seller. He repeatedly stated he represented only the buyer and advised the seller to retain counsel before signing. The ethics board found these disclosures met the duty to make reasonable best efforts to correct any misunderstanding.
Roberto Reyes, managing partner at Ridgeway Partners, created written policies, required annual ethics training, and conducted random file audits. When an associate later violated confidentiality rules, the disciplinary panel held that Reyes had made reasonable best efforts to ensure firm-wide compliance.
Reasonable best efforts requires actions a prudent party would take without material self-harm, while best efforts demands more exhaustive steps. Courts and practitioners often treat reasonable best efforts as a middle-tier obligation between best efforts and commercially reasonable efforts.
No. The standard stops short of actions that would cause material harm to the performing party's own interests, allowing it to balance the contractual goal against its legitimate business concerns.
Failure is shown by inaction despite feasible steps, such as ignoring regulatory clearance options or refusing to divest assets when the contract expressly contemplates that measure.
Yes, provided those practices are reasonable under the circumstances and directed toward the contractual objective. Mere routine without regard to the goal is insufficient.
…eyes and to treat the Bass offer as firm and unalterable. The Board and the Special Committee followed in lockstep. Neither took reasonable efforts to uncover the facts." Id. at 1240-41. (Emphasis added). Notwithstanding this fruitless approach, Scully, Bass' representative, explained the background of the prior Bass investments…