Contract Language: Best Effort

When it comes to contracts, the phrase « best effort » is often used to describe a standard of performance that a party is expected to meet. But what does « best effort » mean in contractual language and why is it important?

In contract language, « best effort » refers to the level of effort that a party is expected to put forth in order to fulfill their obligations under the contract. It implies a duty to take all reasonable steps necessary to achieve the specified outcome, even if it requires going beyond what is normally required.

The use of « best effort » language is important because it can establish a higher standard of performance than would otherwise be implied by default contract law. This may be particularly important in situations where the outcome of the contract is time-sensitive or critical to the success of a project or business.

For example, in a software development contract, a developer may be required to use their « best effort » to deliver a finished product to the client by a certain date. This would imply that the developer would need to take all reasonable steps necessary to meet the deadline, even if it required working overtime or pulling in additional resources.

However, it`s important to note that « best effort » language does not guarantee a specific result or outcome. Instead, it establishes a standard of performance that the party must meet in order to fulfill their obligations under the contract.

It`s also worth noting that « best effort » language is different from « reasonable efforts » or « commercially reasonable efforts ». The latter two phrases imply a lower standard of performance, requiring only that the party meet a reasonable or commercially acceptable standard of performance. « Best effort » implies a higher standard of performance and a greater duty to take all reasonable steps necessary to achieve the specified outcome.

In conclusion, when drafting or reviewing a contract, it`s important to pay attention to the use of « best effort » language. This phrase can establish a higher standard of performance and help ensure that the parties to the contract are meeting their obligations to the best of their abilities.