CONSIDERATION
OR
WHAT THE DEAL IS ALL ABOUT
INTRODUCTION
CONSIDERATION—GETTING AND GIVING UP RIGHTS
With few exceptions, valid consideration is a necessary element in the
formation of a binding agreement. Students sometimes have difficulty understanding
the concept of contractual consideration. Perhaps, this results from the use of double
abstractions by most legal authors. For example, the abstraction “consideration” is
usually defined in terms of other abstractions: “legal detriment” and “legal benefit”.
However accurate this definition may be in legal theory, it provides little help in
assisting you, the student, in the practical task of identifying “consideration” in a
factual context.
Consideration, simply, is “what the deal is all about”. It is what the parties are
getting and giving up. However, it is what they are getting and giving up in terms of
rights and obligations rather than “things”. Whenever people make a bargain, and as a
result of making that bargain their rights and obligations change, there will be
contractual consideration. Therefore, in examining a set of facts to determine if
contractual consideration is present, you must first determine whether a bargain has
been made-- whether there has been an offer and an acceptance-- and then determine
whether the rights and obligations of the parties have changed as a result of the
bargain.
As an example, suppose I were to promise to sell you my car in exchange for
your promise to pay me $500.00-- the consideration for my promise would be your
promise. The consideration here is our bargained for exchange of promises. By my
1
promise, I have given up the right to freely keep my car because I now have the
obligation to transfer my car to you.
This process of giving up rights or acquiring obligations is what is meant by
the words: “legal detriment”. What I would be getting out of this deal is your promise,
and with it the right to collect $500.00 from you (a “legal benefit”).Correspondingly,
you have given up the right to freely keep your $500.00 by acquiring the obligation to
pay me the money (a legal detriment), and you have obtained the right to have my car
transferred to you (a legal benefit).
This chapter will first discuss what consideration is and questions concerning
the adequacy of consideration. Next, we will examine what is not consideration. And
last, we will examine those promises which are enforceable without consideration.
WHAT IS CONSIDERATION?
THE NATURE OF CONSIDERATION
Consideration is a motivator. It can motivate a party in one of four ways: (1)
to do something she does not otherwise have to do; (2) to promise to do something she
does not otherwise have to do; (3) to refrain from doing something she otherwise has a
right to do; or (4) to promise to refrain from doing something she otherwise has a right
to do.
CONSIDERATION MUST BE PART OF AN EXCHANGE
For an act or promise to be valid consideration, it must have been motivated
by (exchanged for) the other party’s promise. For example, if I were to capture a bank
robber and then later learn that there was a reward being offered for his capture, I
could not claim the reward because my act of capturing the robber was not motivated
2
by (exchanged for) the promised reward.
CONSIDERATION DISTINGUISED FROM PERFORMANCE
Another difficulty some students experience in learning the law of
consideration is understanding the difference between the consideration necessary to
form a contract and the performance of a contract. In the example of the sale of my
car, the actual transfer of the money and the car is the performance of the contract; it is
not the consideration. The contract was formed when we made our bargain--our
exchange of promises- and thereby acquired the right to enforce each other’s promise.
If, for example, I refused to transfer the car to you, it would be a breach of my
contractual promise. My failure to perform my contractual promise would not affect
the existence of the contract that was created the moment we exchanged our promises.
Instead, it would right to sue me for breaching it. Consideration In Bilateral Contracts
As a bilateral contract is, by definition, the exchange of a promise for a
promise, the consideration in a bilateral contract for one party’s promise to do or
refrain from doing something is always the other party’s promise to do or refrain from
doing something.
Case IA: Teressa Teetotaler believes that alcohol is more a source of
evil than money could ever be, and that her mission in life is to induce
young people to refrain from imbibing. While walking by a bar one
evening she sees a young man, Gus Guzzler, a gentleman of legal
drinking age, about to enter the bar. She stops him and makes the
following offer: “Young Man, if you promise me that you will refrain
from drinking for one year from today, I will promise to pay you
$1,000.00 at the end of the year.” Gus, after asking several questions to
determine whether Teressa was sane, serious, and capable of paying the
$1,000.00, accepted the offer by promising not to drink for a year. By
exchanging these promises, Gus and Teressa formed a bilateral contract
at the moment Gus made his promise accepting Teressa’s offer. In this
case, as is the case in every bilateral contract, one party’s promise is the
motivation and consideration for the other party’s promise. Teressa has
promised to do something she was not otherwise obligated to do pay
3
Gus $1,000.00. Teressa, in making her promise has acquired a new
obligation her legal detriment and Gus has acquired a new right his legal
benefit. In exchange, Gus has been motivated to promise to refrain from
doing something he otherwise had a right to do drink alcohol for a year
(his legal detriment) and Teressa has acquired the right to enforce that
no physical benefit does not prevent this exchange of promises from
being valid consideration.
CONSIDERATION IN UNILATERAT CONTRACTS
A unilateral contract is, by definition, the exchange of a promise for an act.
The action necessary to the formation of a unilateral contract can be either an
affirmative act-- doing something one is not otherwise obligated to do-~or a negative
act refraining from doing something one otherwise has a right to do. The unilateral
contract is formed upon completion of the act motivated by the promise. The
consideration of one party is the performance of the act of doing or refraining from
doing something, and the consideration of the other party is the promise to do or
refrain from doing something if the act is completed.
Case I B: Assume in Case IA, Teressa said the following to Gus:
“Young Man, if you refrain from drinking for a year, I will pay you
$1,000.00 at the end of the year.” (NOTE: by making this offer, Teressa
is asking for an act in return rather than a return promise, thus,
distinguishing this as an offer to form a unilateral contract rather than a
bilateral contract.) If, in response to Teressa’s promise, Gus refrained
from drinking for a year, a unilateral contract would be formed at the
end of the year when Gus’ act of refraining from drinking would be
completed.
Teressa has received valid consideration in that her promise
motivated Gus to refrain from doing something he otherwise had a right
to do, her legal benefit. Her legal detriment is that she is obligated to
pay Gus the $1,000.00. Gus has acquired a legal benefit: Teressa’s
enforceable promise to pay that she gave as consideration. His legal
detriment was the action of refraining from drinking for a year.
ADEQUACY OF CONSIDERATION—YOUR RIGHT TO MAKE A “BAD”
DEAL
4
GENERAL RULE
Generally, a court will not inquire into the adequacy of consideration as long
as some valid consideration has been exchanged. In this country we have the right to
put whatever price we wish on our promises. Teressa, in the cases discussed above,
may be a fool as far as many of us are concerned; however, whether her bargain is
eminently wise or totally ill advised, it is supported by valid consideration and thereby
enforceable. A promise freely and knowingly exchanged will usually be enforceable
no matter how unwise and no matter whether the internal expectations of the promisor
are realized.
Case 2: Nashua Worldwind buys a two-year old thoroughbred-Spactular-- Auction for $25,000.00 hoping to train the horse to run in
the Derby the next year. Shortly after bringing the horse to his stable, it
breaks a leg and is rendered worthless for racing purposes. The fact that
Nashua has paid $25,000.00 for a horse that is now worthless (except
for glue, maybe), or that Nashua will never realize his expectation of
racing the horse in the Derby, does not mean that he did not receive
adequate consideration. The contract of purchase is enforceable.
CIRCUMSTANCES WHERE A COURT MAY LOOK INTO THE AQEUACY
OF CONSIDERATION
Although the general rule is that the court will not consider the adequacy of
consideration, there are several circumstances where the adequacy of consideration
may become an issue to be examined by the court. These are discussed below:
A. Unconscionability Under UCC 2-302: The court, under UCC 2-302, has the
authority to find a contract, or a clause thereof, unenforceable on the basis of
unconscionability. Although there is no clear definition of “unconscionable”, in some
cases courts have found contracts unenforceable where the consideration received by
one party is extremely disproportionate to the consideration given, especially where
one party has an economic advantage or where high pressure sales techniques have
been used. For example, in one case the court, on the basis of unconscionability,
5
reformed the price term of a contract for the sale of a freezer to the amount already
paid--$600.00. The sale was made in the purchasers’ home; the cost of the freezer
under the contract, including credit charges, was over $1,400.00; and the retail value
of the freezer was approximately $300.00. The facts that the purchasers were welfare
recipients, and that the seller knew of their limited financial resources, played a major
part in the court’s reasoning.
(B) Where Equitable Relief Is Sought: In cases where equitable relief is requested,
such as specific performance, the court will be guided by what would be just and right
under the circumstances. In such cases, the court may refuse to specifically enforce a
contract where a party has not received valuable consideration even though the party
may have received legal consideration. For example, a contract for the sale of land
having a market value of $100,000.00 might not be specifically enforced where the
contractual consideration, even though legally valid, was $100.00.
(C) Where The Consideration Indicates The Possibility Of Fraud: In a case, such
as the contract for the sale of land mentioned in (B) above, the court may examine the
consideration as evidence of possible fraud. This does not mean that the size of the
consideration alone would be enough to prove a fraud has been committed; however,
if there is other evidence of fraud, the size of the consideration may contribute to the
proof of fraud. The $100.00 price for the $100,000.00 worth of land, for example,
may add to other evidence that the transfer was entered into in an attempt by the seller
to defraud his creditors.
(D) Where There Is An Exchange Of Identical Items: The court might well
develop some curiosity concerning the adequacy of consideration where there is an
exchange of different amounts of identical units. If two people were to agree to an
exchange of 20 dollars for 20 cents, a court would certainly have an interest in
whether the party receiving the 20 cents obtained adequate consideration. If the party
giving the 20 dollars did so because she needed the 20 cents at that particular moment
6
to make a telephone call-- “I have to make a very important telephone call and I don’t
have any change. If you give me 20 cents, I’ll give you this 20 dollar bill.”-- the court
could well find the 20 cents adequate consideration.
(E) Where Statutes Require Adequate Consideration Be Given:
In a few states there are statutes that require that consideration be adequate to
bind certain contracts.
WHAT IS NOT CONSIDERATION
INTRODUCTION
As valid consideration must be part of an exchange that changes the rights and
obligations of the parties, where there is no exchange or where there is an agreement
which does not alter the rights of the parties, there will be no legally binding
consideration. A promise given gratuitously for an act performed in the past is not part
of an exchange and will not be enforced. A promise to do something that one is
already legally bound to do does not change the obligations of the party making the
promise and will not constitute valid consideration. A promise to do only that which
one may “wish” or “want” to do is called an “illusory promise” as it does not create
any binding obligations on the person making such a promise. Any agreement
containing an illusory promise will not be enforceable due to lack of consideration no
matter how specific the return promise may be. These concepts will be discussed
separately below:
PAST CONSIDERATION CANNOT SUPPORT A PRESENT PROMISE
Past consideration is no consideration. A present promise for something done
in the past is not given in exchange, and therefore, is unenforceable.
Case 3: Studly Stroker, while walking along the beach one day, sees a
child struggling to stay above water so he swims out and saves the child
from drowning. The child’s mother, Ellie Excitable, runs up and makes
the following promise to Studly: “As you have saved the life of my
child with your heroic rescue, I promise to pay you $5,000.00 in
7
gratitude.” Several days later, when Studly goes to Ellie to collect the
money, Ellie refuses to pay.
If Studly were to decide to sue Ellie on her promise, he would lose
because Ellie’s promise was not given in exchange for Studly’s act of
saving the child; it was given after the act was completed, and past
consideration will not bind a present promise.
THE PRE-EXISTING DUTY RULE
Doing or promising to do something that you are already legally bound to do
will not constitute sufficient consideration to bind a return promise. Such a promise
does not create any new obligations on the party making the promise-- there is no
legal detriment-- and therefore, the return promise can not be enforced.
Case 4: Assuming that in Case 3, Studly was a lifeguard on duty at the
beach, and Ellie, seeing her child drowning, ran up to him and said: “If
you will save my child, I promise to pay you $5,000.00.” Even if Studly
immediately swam out and saved the child, he could not enforce Ellie’s
promise because he was already bound as the lifeguard at the beach to
do just that.
In Case 4, the pre-existing duty was a contractual one--Studly was under a
contractual duty to his employer to act as a lifeguard. The Pre-existing Duty Rule will
also apply to duties created by statute or common law. For example, a promise to pay
someone to “tell the truth in court” would be unenforceable under the Rule because
we are all legally obligated to tell the truth in court.
Payment Of A Lesser Sum On A Liquidated Debt
An agreement to accept a lesser amount than is due on a debt which is not in
dispute is unenforceable under the Pre-existing Duty Rule. When a debt owed is a
specific amount, and the obligation to repay it is not in dispute, the debt is called
“liquidated”. If, at the time a liquidated debt is due or thereafter, the creditor agrees to
accept part payment as full payment, the creditor’s agreement is unenforceable
because she received no consideration for her agreement to accept less-- the debtor
was already legally obligated to pay the full amount.
8
Case 5: Nair Dowell borrowed $300.00 from his friend Gil Gullible. On
the date the debt was due to be paid, Nair went to Gil and made the
following offer: “All I have to my name is $150.00. If you are willing to
accept the $150.00 as full payment of my debt, I’ll give you my last
$150.00.” Gil, being the sympathetic soul he is, accepts the $150.00 as
full payment of the $300.00 debt.
Even thought Gil accepted this offer and took the $150.00
agreeing to do so as full payment, Gil could later sue Nair to recover the
remaining $150.00. Gil can recover because he received no
consideration for his promise to accept less, therefore, the new
agreement to accept less is unenforceable while the old agreement to
pay $300.00 remains enforceable.
NOTE: Even a liquidated debt can be totally discharged if the creditor accepts
a new and different performance, rather than merely less money, in satisfaction of the
debt. For example, if Gil in Case 5 were to accept $150.00 as full payment of Nair’s
debt at a time prior to the due date of the $300.00, there would be a full discharge of
the debt. Also, if Gil accepted goods of any value as full settlement rather than the
money owed, there would be a full discharge. An agreement to accept a different
performance for the one due under a contract is called an “ACCORD”. This “accord”
is a new contract, involving new consideration. When the substituted performance is
completed it is called a “SATISFACTION” of the accord. With the satisfaction of the
accord, the old obligation is discharged. The concept of “accord and satisfaction” will
be discussed at greater length in a later chapter.
Additionally, several liquidated debts owed by one debtor to multiple creditors
can be discharged in full by means of an agreement between the debtor and the group
of creditors whereby the debtor agrees to pay a lesser amount to each of the creditors.
This type of agreement is called a “COMPOSITION OF CREDITORS, and works as
follows: Fred owes Jim $500.00, Alice $400.00, and Henry $100.00. Fred, Jim, Alice,
and Henry enter into an agreement whereby Fred agrees to pay each of the three
creditors 50% of the amount owed. After the agreement is entered into, Fred will owe
9
Jim $250.00, Alice $200.00, and Henry $50.00; the old debts will be fully discharged.
Settlement Of Disputed Debts
If a debt is unliquidated (disputed, uncertain) the acceptance as full payment
of less than the creditor “thinks” is due will extinguish the debt. There is always
consideration in a compromise.” A personal example will illustrate this point.
Case 6: Gary entered into a contract for the purchase of two
cords of firewood. The price for the wood was $40.00 per cord,
delivered and stacked. When Gary came home at the appointed time to
receive the firewood, the seller had already been there and left the wood
unstacked along the driveway. The seller had left his card in Gary’s
door requesting payment of $80.00. Gary, a lawyer and business law
professor, was very angry at having to stack two cords of wood in the
cold. Gary sent a check for $60.00 to the seller with the following
notation on the front: “Payment in Full-- Reduction for Failure to Stack
Wood”; and the following on the back: “Endorsement of this Check
Represents Full Settlement of All Disputed Claims”
This is an unliquidated debt because there is a dispute over how
much, if anything, should be deducted from the purchase price because
of the seller’s failure to stack the wood. If the seller cashes the check
sent by Gary, it would amount to a compromise and would fully
extinguish the disputed debt. The seller and buyer gain by avoiding the
time and expense associated with having a court determine the “exact”
amount owed. Both buyer and seller lose the opportunity to pay less or
receive more than the amount of the compromise.
NOTE: In a minority of jurisdictions, if there is a debt which is partially
liquidated and partially unliquidated, acceptance of payment of only the unliquidated
portion or less will not discharge the whole debt, even where payment is made with a
check marked “payment in full”. For example, if in Case 6 the parties agreed that at
least $40.00 were due and disagreed only over the remainder, a check marked
payment in full for $40.00 would not discharge the entire debt in these minority
10
jurisdictions. In the majority of jurisdictions, were a debt is partially liquidated and
partially unliquidated, the courts will treat the whole debt as unliquidated.
The Unforeseen Difficulties Rule
An exception to the Pre-existing Duty Rule is the seldom applied
to pay more for the same work will be enforced where the request for additional
payment is based on the following circumstances: (1) unforeseen and substantial
difficulties occur in the performance of a contract; (2) the difficulties were unknown
and unanticipated by the parties when the contract was entered into; and (3) the
difficulties create an additional burden not contemplated by the parties.
Many states do not recognize this Rule, and in those that do, its application is
usually limited to construction contracts where the facts are similar to the leading case
on this rule-- Linz v. Schuck, 67 A. 286 (1907). In Linz, the builder, Schuck, agreed to
dig a cellar under an existing house after both parties had examined an excavation
across the street and found the soil in normal condition. The cellar was to be dug to a
depth of seven feet for a price of $1,500. When Schuck reached the three-foot level,
he discovered that the ground below was “swamp-like, black muddy stuff’, which
would require the use of pilings not contemplated by the parties when the contract
was made. Under the “Unforeseen Difficulties Rule”, Linz’ promise to pay Schuck
“whatever additional cost” was involved was enforced by the court in a suit by
Schuck to recover the additional cost. Linz’ unsuccessful defense in the suit was
based on the Pre-existing Duty Rule.
ILLUSORY PROMISES AND MUTUALITY OF OBLIGATION
As stated before, where valid contractual consideration is present both parties
acquire new obligations. This concept of both parties acquiring obligations is called
“MUTUALITY OF OBLIGATION”. Where an exchange of promises does not result
in a genuine commitment on the part of both parties to do something, there is no
mutuality of obligation; and hence, there is no enforceable contract. For example, if
an agreement is entered into which either party “may cancel at any time”, no binding
contract has been formed because either party may cancel before acquiring any
obligations. On the other hand, an agreement that may be canceled at any time upon
30 days notice is a valid contract as there are mutual obligations under the contract for
at least 30 days.
A promise that does not create a new obligation-- that does not result in
mutuality of obligation-- is called an “ILLUSORY PROMISE”. For example, a
promise to purchase all the goods of a certain kind that the buyer may “wish” or
“desire” is an illusory promise. The buyer may not wish or desire any of such goods,
therefore, she has not taken on an obligation by making her promise.
An enforceable contract can not be based on an illusory promise no matter how
specific the terms may be. In one case, for example, there was a suit to enforce a
contract for the purchase of natural gas. The “contract” involved was a multi-page
agreement containing some 52 paragraphs. Under the agreement, the purchaser
agreed to buy, in each of the winter months, at least one and one-half times the
amount of natural gas purchased in the lowest consumption summer month. Despite
the 52 paragraphs of terms, the parties had failed to include a minimum to be
purchased in any month. Therefore, if the purchaser did not buy any gas in a summer
month, the only commitment was to purchase one and one-half times that
amount--and we all know that I and 1/2 times 0 = 0. This lengthy document contained
nothing more than an illusory promise, there was no mutuality of obligation, and no
enforceable contract resulted.
Output Requirements, and Exclusive Dealing Contracts
Under UCC 2-306, certain agreements which might otherwise appear to be
illusory bargains are established as valid contracts. These are: (1) OUTPUT contracts,
where one party agrees to buy the entire output of another; (2) REQUIREMENTS
contracts, where one party agrees to buy its total requirements of an item from the
other party; and (3) EXCLUSIVE DEALING contracts, where one party agrees to be
the exclusive dealer for the other. In order to eliminate the illusory nature of such
bargains, Section 2-306 states that the terms output and requirements mean “such
actual output or requirements as may occur in good faith”. With regard to exclusive
dealing contracts, the Code places an obligation on the seller to use best efforts to
supply goods, and on the buyer to use best efforts to promote them.
PROMISES ENFORCEABLE WITHOUT CONSIDERATION
INTRODUCTION
There are three types of promises which will be enforceable without
consideration. These are: (1) promises justifiably and detrimentally relied upon which
are enforceable under the doctrine of “PROMISSORY ESTOPPEL”; (2) new
promises to perform an otherwise uneforceable contractual duty; and (3) promises
enforceable without consideration under the UCC. Each of these types of promises
enforceable without consideration will be discussed below.
PROMISSORY ESTOPPEL
You will remember that when we discussed quasi-contracts, the concept of
legal fictions or “make believes”, if you will, were mentioned. Legal fictions are
created to avoid unjust results. Quasi-contracts are the “make believes” that are used
to avoid unjust results in circumstances where the general rules of contract formation
apply. The doctrine of “PROMISSORY ESTOPPEL” is the “make believe” used to
enforce a promise made without consideration where the failure to enforce the
promise would lead to injustice.
The doctrine of Promissory Estoppel is used to prevent(estop)a promisor from
claiming lack of consideration as a defense where she knew or should have known
that her promise would be relied upon to the other party’s detriment. For the doctrine
to apply, the following four conditions must be met:
(1)
(2)
(3)
(4)
A promise is made for which no consideration is given;
The promisee justifiably relies upon the promise;
The promisee substantially changes her position in reliance on the
promise; and,
It would now be unjust not to enforce the promise.
Case 7: Morty Muchobucks makes the following promise to his friend
Vallery Vogue: “I know you would like to open a dress shop; you can
use my empty store on 3rd Street at no rent for a year.” Vallery, who
could not afford to open a dress shop if she had to pay rent, makes
contracts for the purchase of dresses to be sold at her shop in reliance on
Morty’s promise. Later, Morty informs Vallery that he will not be able
to give her the store rent free due to business reversals. Vallery sues to
enforce Morty’s promise, and Morty defends on the basis that he
received no consideration for his promise which is, therefore,
unenforceable. Even though Morty did not receive any consideration
for his promise to let Vallery use the store rent free for a year, his
promise could be enforced under the doctrine of Promissory Estoppel.
If the Court determines that Vallery was justified in relying on Morty’s
promise, and determines that it would now be unjust not to enforce the
promise since Vallery has substantially changed her position in reliance
on the promise, it would apply the doctrine of Promissory Estoppel and
enforce Morty’s promise.
The doctrine of Promissory Estoppel is often used to enforce pledges made to
charitable organizations, an obvious situation where a promise is made unsupported
by consideration. NOTE: Some jurisdictions will enforce charitable pledges on the
basis of “public policy” even where no detrimental reliance has been shown. Your
authors disapprove of that approach believing that detrimental reliance is the key to
the injustice that permits an exception to be made to the consideration requirement.
NEW PROMISES ON OTHERWISE UNENFORCEABLE CONTRACTS
A debt or a contractual obligation may become unenforceable either by being
discharged in bankruptcy or by the expiration of time recent revisions of the
Bankruptcy Act, a debt discharged in bankruptcy could be revived in whole or in part
by a new promise to pay without consideration. Under these recent revisions, it is very
difficult to revive any debt discharged in bankruptcy, and virtually impossible in the
case of consumer loans.
Every state has statutes which set time limitations within which a claim must
be sued upon, and a failure to bring suit within the time specified will render the claim
unenforceable in court. These statutes, called Statutes of Limitations, vary from state
to state as well as with the type of claim involved. For example, a personal injury
claim must be brought within two years in Ohio; in Michigan, three years. Where the
Statute of Limitations has expired on a debt, the debt may be revived for another
statutory period by a new promise to pay.
The new promise is enforceable without consideration, however, it is only
enforceable to the extent of the new promise. For example, if a six-year statute of
limitations had run on a $1,000. debt, a promise to pay $500.00 of that debt would be
enforceable for six years from the date of the new promise, but only for $500.00 not
the original $1,000. In addition to a new promise, a debt on which the statute has
expired can be revived by either a part payment or an acknowledgment that the debt is
still owed.
PROMSIES ENFORCEABLE WITHOUT CONSIDERATION UNDER THE
UCC
The UCC provides that no consideration is necessary in the following
circumstances:
(1) An agreement to modify a contract for the sale of goods is enforceable without
consideration--Section 2-209(1);
S
(2) A written firm offer by a merchant is irrevocable without consideration for the
time stated therein; and if no time is stated therein, for a reasonable time, not to exceed
three months--Section 2-205;
(3) A claim arising out of a breach of contract may be discharged in whole or in
part without consideration by a written waiver or renunciation signed and delivered by the
aggrieved party--Section 1-107;
(4) The holder of a promissory note, draft, or check may discharge any party to the
instrument without consideration--Section 3-605; and
(5) No consideration is necessary to establish a letter of credit, or to enlarge or
modify its terms--Section 5-105.
NOTE: These last two items are listed in the interest of being complete; however, other
than knowing they exist, you need not concern yourself with them at this stage of the game.
16