CUDAHY, Circuit Judge.

Appellant Meadors appeals an order of the district court granting the Small Business Administration (the “SBA”) summary judgment in its action to collect from appellant as guarantor on a loan. The district court found that the Equal Credit Opportunity Act did not protect Meadors from liability; that she had waived certain protections by signing the guaranty; and that no independent consideration was necessary for her signature as a guarantor. On appeal she raises these defenses again, and also argues that, should she be liable, the district judge erred in calculating the interest due on the note. We reverse and remand.

I.

In January, 1977, M.J.D., Inc. (“MJD”) applied to the Bargersville State Bank (the “Bank”) for a loan to pay off debts and to provide for additional working capital for a lumber company MJD owned in Bargers-ville, Indiana. The Bank’s board of directors approved the loan subject to a guaranty by the SBA. In April, 1977, the SBA approved the request for a 56% guaranty of the $281,000 loan, but required the principals Melton Meadors, Jay Judd and Harold Ducote and Ducote’s wife Marie to sign a guaranty on SBA Form 148. In the January application, listed on page four as possible guarantors had been: “Melton E. Meadors — a single person, Jay A. Judd & Wife, Harold A. Ducote, Jr., & Wife.” After considering the loan application and attached balance sheets, the SBA chose to have Meadors, Judd, Ducote and Ducote’s wife sign the required guaranty.

On April 2, 1977, Melton Meadors and Betty, appellant here, were married. At the April 19 closing the three principals and their wives were all present. Although the SBA had provided places on its Form 148 for the signatures only of Meadors, Judd, Ducote, & Ducote’s wife, and although no one from the SBA was present to request additional signatures, all six — the three principals and their wives — signed the guaranty form. Neither the SBA nor the Bank required Betty to sign any document as a prerequisite for disbursing loan proceeds. These facts are not disputed by either side.

MJD defaulted on its loan, and the Bank asked the SBA to take over the guaranteed portion of the loan. MJD turned over the collateral securing the loan to the SBA in *592July, 1980 and it was later sold. An action was subsequently instituted in district court to collect the deficiency from the guarantors, including Betty Meadors. Appellant raised several defenses, including lack of consideration and impairment of collateral. In November, 1983 appellee SBA filed a motion for summary judgment which was granted by the district court on February 2, 1984. It is from that grant of summary judgment that Betty Meadors appeals.

Appellant argues before this court that the Equal Credit Opportunity Act, 15 U.S.C. § 1691 et seq., protects her from liability; that there was not sufficient consideration for her signature on the guaranty; that the SBA willfully impaired the collateral; that she did not receive statutory notification of the sale of the collateral, and that the sale was not conducted in a commercially reasonable manner; and finally that the district court erred with respect to the amount of interest due, should she be liable on the guaranty.

There is apparently some confusion about whether Indiana law or federal law should govern in this case. In the district court appellant appealed to Indiana common law; the government has apparently relied on federal cases. Without raising the issue, the district court applied Indiana law.

Federal law governs questions involving the rights of the United States arising under nationwide federal programs. United States v. Kimbell Foods, Inc., 440 U.S. 715, 726, 99 S.Ct. 1448, 1457, 59 L.Ed.2d 711 (1979). “In the absence of an applicable Act of Congress it is for the federal courts to fashion the governing rule of law according to their own standards.” Clearfield Trust Co. v. United States, 318 U.S. 363, 367, 63 S.Ct. 573, 575, 87 L.Ed. 838 (1943). Nevertheless, federal courts may turn to state law in attempting to give content to the federal rule in question. United States v. Kimbell Foods, Inc., 440 U.S. at 727, 99 S.Ct. at 1457. Thus, on certain issues, such as impairment of collateral and the right to notice, where “the state law on which private creditors base their daily commercial transactions is derived from a uniform statute [the U.C.C.],” and there is therefore no conflict with the federal interest in uniformity, appeal to state law is appropriate. United States v. Kukowski, 735 F.2d 1057, 1058 (8th Cir.1984). On those issues, then, we look to the Uniform Commercial Code, the Indiana statute based on it, and Indiana common law.

II.

Summary judgment is appropriate if “the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits, if any, show that there is no genuine issue as to any material fact and that the moving party is entitled to a judgment as a matter of law.” Fed.R.Civ.Pro. 56(c). In the case before us the parties do not disagree about the facts, and our only role is to determine whether, on the facts as agreed, the district court was right as a matter of law.

A. The Interest.

For reasons not apparent from the record, the district court granted the government’s motion for summary judgment as to Melton Meadors, Jay Judd and Helen Judd on August 8, 1983, but as to Betty Meadors not until February 2, 1984. In its February 2 order the court assessed against Betty Meadors, jointly and severally with the other defendants, the principal sum of $152,720.04, together with interest on the note of $28,213.22 accruing before the August 8 entry of judgment against Melton Meadors and the Judds and “interest accruing thereafter at the legal rate.”

The procedure for determining the interest due on judgments is set out in 28 U.S.C. § 1961:

Interest shall be allowed on any money judgment in a civil case recovered in a district court____ Such interest shall be calculated from the date of the entry of the judgment____

*593Appellant argues that under the statute interest on a note accrues as provided for in the note until judgment is actually entered, and after judgment at a rate set by state law, and that since judgment was not entered against Betty Meadors until February 2,1984, interest at the higher legal rate (the difference is apparently nearly half a percentage point) should not have begun accruing until then.

The government does not contest this point in its brief, and conceded it at oral argument. We hold that the district court erred as to the interest. On remand the district court should determine interest in a manner consistent with § 1961.

B. The ECOA Defense.

Appellant asserts that her signature on the SBA guaranty form was obtained in violation of the ECOA and is therefore unenforceable; and that in disposing of the collateral the SBA wilfully violated her rights. These claims do not merit extended discussion.

The ECOA prohibits a creditor from requiring a spouse’s signature on an application for credit, if the applicant has qualified, under the creditor’s standards, for the amount of the credit requested. 12 C.F.R. § 202.7(d).

The SBA argues that since, by her own admission, Betty Meadors was not required to sign the guaranty, the ECOA is not implicated. We agree, and note that even when the creditor does require the signature of any creditworthy additional party, and the spouse accordingly elects to sign as such an additional party, he or she cannot later raise the ECOA as a defense, since such a signature is valid according to the Regulations promulgated under the act. 12 C.F.R. 202.7(d)(5).1 Evidently the Regulation is not meant to prohibit spouses from signing as guarantors generally, but is instead meant to prohibit a spouse’s being required to sign because he or she is a spouse; where the spouse has not been required to sign at all, she can hardly be said to have been required to sign because she is the principal’s spouse. Since she concedes that she was not required to sign, Betty Meadors does not fall within the protection of the ECOA, and the district court properly granted summary judgment on this issue.

C. The Right to Notice, The Right to a Commercially Reasonable Sale and the Problem of Impairment of Collateral.

The district court found that Betty Mea-dors had waived three of her claims by signing the SBA guaranty form. She raises these claims again on appeal.

(i) Notice and Commercial Reasonableness. Betty Meadors claims that she never received notice of the SBA’s possession and sale of the collateral. She argues that such notice is required by Indiana Law. See Ind.Code § 26-1-9-504 (1976). She also claims that, since she never received notification of the sale, the burden is on the SBA to prove that the sale was conducted in a commercially reasonable manner. See Ind.Code § 26-1-9-504(3) (“every aspect of the disposition including the method, manner, time, place and terms must be commercially reasonable.”) She also claims that the sale was not commercially reasonable because the collateral was sold for much less than it was worth.

The guaranty that Betty Meadors signed contained provisions waiving the right to notice and the right to object to the conditions of sale:

The Undersigned hereby grants to Lender full power, in its uncontrolled discretion and without notice to the under*594signed, but subject to the provisions of any agreement between the debtor or any other party and Lender at the time in force, to deal in any manner with the Liabilities and the collateral, including, but without limiting the generality of the foregoing, the following powers:

(e) In the event of nonpayment when due, ... or in the event of default ..., to realize on the collateral ... at any public or private sale ... without demand, advertisement or notice of the time or place of sale ... (the Undersigned hereby waiving any such demand, advertisement and notice to the extent permitted by law) ... all as Lender in its uncontrolled discretion may deem proper____

(Emphasis added.) The'district court found no provision in any other agreement that would undermine this waiver, and appellant has not brought any to our attention.

SBA guarantors are unconditional or absolute guarantors, and federal courts have held that, by signing the guaranty, they waive such rights as appellant now claims. United States v. Kukowski, 735 F.2d 1057, 1058 (8th Cir.1984); United States v. Outriggers, Inc., 549 F.2d 337, 339 (5th Cir.1977); First National Park Bank v. Johnson, 553 F.2d 599, 601-02 (9th Cir.1977).

The appellant argues that under Indiana law certain rights, including the rights to notice and to a reasonable disposition of the collateral, may not be waived in advance by the debtor, see Indiana Code § 26-1-9-501(3), and that Indiana Code § 26-1-9-504 assures a guarantor the same rights as a debtor. That much is true. But the Indiana Code does not say that those rights cannot be waived by a guarantor, and the Indiana courts have held that in fact a guarantor can waive such rights. Carney v. Central Nal. Bank of Greencastle, 450 N.E.2d 1034, 1037-39 (Ind.App.1983); Holmes v. Rushville Production Credit Ass’n, 170 Ind. App. 509, 353 N.E.2d 509, 512-13, opinion on rehearing, 170 Ind.App. 509, 355 N.E.2d 417, suppl. opinion, 170 Ind.App. 509, 357 N.E.2d 734 (1976) (reinstating original opinion).

We find, therefore, that Betty Meadors waived her right to notice and to a commercially reasonable sale when she signed the guaranty, and that the district court properly granted summary judgment on these issues.

(ii) Impairment of Collateral. Meadors also claims that the SBA willfully “impaired the collateral” by granting an interest in the proceeds to a creditor to whose claims its own were prior. Although Mea-dors also waived a right to reasonable care in the disposition of the collateral, the guaranty provides that the guarantor does not waive his protection where the “deterioration, waste or loss be caused by the willful act or willful failure to act of Lender.” Since Meadors alleges willful impairment, this claim was not waived by the provisions of the guaranty.

As the government points out, however, the issue of willful impairment was not raised in the district court, where Meadors pleaded as an affirmative defense only that the collateral had been negligently impaired. The issue of willful impairment is therefore not properly before this court. Stern v. Gypsum, Inc., 547 F.2d 1329, 1333 (7th Cir.), cert. denied, 434 U.S. 975, 98 S.Ct. 533, 54 L.Ed.2d 467 (1977). Protection against negligent impairment was waived by the provisions of the guaranty. Summary judgment on this issue was therefore also appropriate.

III.

Betty Meadors argues, finally, that she received no consideration for her signature on the guaranty form. She reasons that the signature of a volunteer, who happens upon an agreement after the negotiations have been concluded and the terms set, and who signs as a guarantor although neither side has required her to sign, has not received consideration and therefore is not bound by the agreement.

Consideration has long and consistently been treated as an essential element of *595every contract. Yet there is little agreement about just what consideration is, and that fact makes it difficult to assess a defense of want of consideration in a novel setting. We venture that the setting in which it is raised here is very nearly unique, and the validity of the defense would seem to depend on which interpretation of the doctrine we adopt.

Every interpretation has serious faults. It used to be said that consideration was either a benefit to the promisor, or a detriment to the promisee. In other words, the one who made the promise receives consideration if he gets something, or if the one to whom he makes the promise gives something up. Either alternative will do. If I promise you a thousand dollars if you quit smoking, and you do quit, then even though there may be no benefit to me, I have received consideration: you have given something up. Similarly, I can promise you a thousand dollars if you teach my daughter to sing. If you do teach her — or if you promise to — then I have received consideration even if all the practice sessions and even the final result are of no real benefit to me.

But reflection shows that benefit-detriment is neither necessary nor sufficient for consideration. I may promise to give you a thousand dollars if you quit smoking — I may even do it in writing — and you may give up smoking, and yet my promise may be unenforceable and may be the sort of thing that everyone would agree was without consideration. For you may have given up smoking without ever having learned of my promise. So the detriment in isolation is not sufficient for consideration. On the other hand, I might agree to pay you for something that was neither a benefit to me nor a detriment to you. I might promise to pay you for bringing a benefit on yourself. The reasoning in the classic case of Hamer v. Sidway, 124 N.Y. 538, 27 N.E. 256 (N.Y.App.1891), suggests that the courts will find consideration in such a case. An uncle had promised his nephew $5000 on his twenty-first birthday if the nephew would refrain from drinking, smoking, swearing and playing cards until that time. The nephew evidently fulfilled his part of the deal, but the uncle’s executor resisted his claim against the estate. The court found the promise enforceable:

The defendant contends that the contract was without consideration to support it, and therefore invalid. He asserts that the promisee, by refraining from the use of liquor and tobacco was not harmed, but benefitted; that that which he did was best for him to do, independently of his uncle’s promise, — and insists that it follows that, unless the promisor was benefitted, the contract was without consideration---- Such a rule would not be tolerated and is without foundation in the law____ Courts will not ask whether the thing which forms the consideration does in fact benefit the promisee or a third party, or is of any substantial benefit to anyone. It is enough that something is promised, done, forborne or suffered by the party to whom the promise is made as consideration for the promise made to him.

Id. at 257 (emphasis added).

Perhaps because of such difficulties, the benefit-detriment account of consideration was replaced by a “bargain” theory: there is consideration when each promise or performance has been bargained for, when each has been offered as inducement for the other:

[I]t is the essence of a consideration, that, by the terms of the agreement, it is given and accepted as the motive or inducement of the promise. Conversely, the promise must be made and accepted as the conventional motive or inducement for furnishing the consideration. The root of the whole matter is the relation of reciprocal conventional inducement, each for the other, between consideration and promise.

O.W. Holmes, The Common Law 293-94 (1881)2 The bargain-exchange account fits *596rather neatly into an economic analysis of common law, which sees in this version of the doctrine of consideration an attempt to select out for enforcement those contracts — namely bargained-for exchanges— that promote the increase of value in society-

The state has an independent interest in the enforcement of [bargain] promises. Exchange creates surplus, because each party presumably values what he gets more highly than what he gives. A modern free-enterprise system depends heavily on private planning and on credit transactions that involve exchanges over time. The extent to which private actors will be ready to engage in exchange, and are able to make reliable plans, rests partly on the probability that bargain promises will be kept. Legal enforcement of such promises increases that probability.

Eisenberg, Principles of Consideration, 67 Cornell L. Rev., 640, 643 (1982).3 But a bargained-for exchange is also neither necessary nor sufficient for the existence of consideration. For there is no consideration where an author agrees to give his agent the exclusive right to deal with a manuscript during a six month period, in return for the agent’s agreement to add the manuscript to his list, without a promise that the agent will try to place it. Such agreements are unenforceable, yet “there is a bargain in the sense that the author has obtained something he wants — namely, the chance that this agent might peddle his manuscript — something he could not have obtained other than in return for his promise.” C. Fried, Contract as Promise 31 (1981). And where someone undertakes an obligation because of an obligation that existed in the past but is no longer enforceable, there is consideration even though there is no bargain or exchange. See Za-bella v. Pakel, 242 F.2d 452 (7th Cir.1957); Restatement (Second) of Contracts §§ 82, 83.

Of course, if any theory could persuade us that the cases that stand as counterexamples to it were wrongly decided, we might accept the theory in spite of the cases. But the tendency in the courts has been to favor the accumulated wisdom of the common law over the simplicity of any single-minded theory. Thus Eisenberg argues that consideration is a guise under which judges have tried to deal fairly with contract difficulties, and argues that it is time now to relegate the doctrine and its epicycles to the history books, and bring fairness out into the open in decision-making.

In the past courts decided issues of fairness covertly, and expressed their decisions through the manipulation of rules and exceptions purportedly designed for other ends____ The agenda for the legal community is ... to encourage the courts to perform such review openly.

67 Cornell L.Rev., at 640-41.4

Although it is a beguiling thought to drop the mask and do justice openly, the *597present case seems to us to make manifest the emptiness of such an approach. Having dropped the guise of consideration, what is the fair outcome in a case in which a wife (apparently) gratuitously affixes her name to a guaranty intended for her husband? Where the rules of contract law clearly dictate one result or the other (and there is no fraud or unconscionability) then the fair outcome might be to enforce that result. But to find such rules we are driven back to the doctrine of consideration and its exceptions.5

Since the just solution does not leap out at us, therefore, let us begin by pressing the doctrine of consideration as far as it will go. Where there is no consideration, it has been the general rule that the contract is not enforceable. In this case, under the versions of the doctrine we are acquainted with, there has been no consideration. The government suffered no detriment: its undertaking would have been precisely the same (on the account we have before us) whether or not Mrs. Meadors had signed the guaranty. She gained no benefit, either; whatever benefit passed to her and her husband because of the loan would have passed without her signature. And no bargain was involved. The SBA gave up nothing to induce Mrs. Meadors to sign; her signature induced no act or promise on the part of the SBA. Since there has been no consideration, the general rule would deny the government enforcement of the contract.

The general rule applies to guaranties. If there has been no consideration for a guaranty, the guaranty is not enforceable. But the mindless application of that rule tends to produce unacceptable results; for example, a guarantor ought not to be able to raise the defense that he received no separate consideration for his agreement to act as guarantor — no guaranty would ever be enforceable in such a case unless it could be shown that the guarantor had been paid for his undertaking. And so an apparent exception to the rule arose: no independent consideration is necessary for a guaranty signed at the same time as the principal agreement. The exception is only apparent since it does not deny that consideration is necessary; it only denies that separate consideration is necessary. In other words, the loan made by the prom-isee may be made in consideration for the signatures both of the principal and the guarantor: he may have been unwilling to make the loan in the absence of either.

If the promises of the principal and the surety are made simultaneously, they may be made for a single consideration; the loan of money by the creditor to the principal is a sufficient consideration for the promises of both principal and surety-

Corbin on Contracts § 213.6 That rule, on its face, suggests that because the signing was simultaneous the appellant here cannot raise the defense of lack of consideration. On a benefit-detriment theory, there is nothing more to be said about it.

We believe, however, that that outcome is wrong, and — although cases on this point are naturally rare — we are supported in our belief by the commentators and by the bargain-exchange interpretation of the doctrine of consideration.7 This is not the *598ordinary case of the guarantor signing simultaneously with the principal; this is more like the case mentioned earlier in which X promises to pay Y a thousand dollars if Y gives up smoking, and Y gives up smoking without ever learning of X’s promise. Whether or not there has been benefit to one party or detriment to the other, there has been no bargain here, and the SBA made the loan apparently in ignorance of Mrs. Meadors’ signature. If those are the facts, then we believe that not only has there been no independent consideration, there has been no consideration at all.

In Banco Credito v. Ahorro Ponceno v. Scott, 250 A.2d 387 (Del.Super.1969), the problem was the inverse of the one we have here: the guarantor’s signature had been bargained for but, without the creditor’s knowledge, the guarantor failed to sign. The court relied on Corbin § 213 (“[b]ut for the promise of any surety that is made subsequently to the advancement of the money to the principal, there must be a new consideration”) to conclude that his later signing could not bind him without new consideration. In the most recent Cor-bin (1984 Supplement), the editor discusses that opinion:

[I]t is questionable whether [the rule relied on by the court] was properly applied to the facts alleged. If the guarantee by Scott was at all times contemplated to be given by the parties, then the debt was not “pre-existing” but actually substantially contemporaneous, though considerable time passed before Scott actually got around to signing it____ On the other hand, if Scott’s signature was not originally contemplated as part of the deal, then the debt was “pre-existing” though Scott signed within the hour.

C. Kaufman, Corbin on Contracts § 213 (1984 Supplement) (emphasis added). And this last alternative Corbin contemplates is just the case before us.

For Corbin, the lack of consideration is clear from the fact that the signature was not originally contemplated as part of the deal. Where the creditor does not even know of the signature — as we are assured by both parties is the case here — the lack of a bargain and consequent lack of consideration is even clearer:

Even if the promisee takes some action subsequent to the promise (so that there is no problem of past consideration), and even if the promisor sought that action in exchange for his promise, ... that action is not bargained for unless it is given by the promisee in exchange for the promise. In other words, just as the promis- or’s purpose must be to induce an exchange, so the promisee’s purpose must be to take advantage of the proposed exchange. In practice, the principal effect of this requirement is to deny enforcement of the promise if the promisee takes the action sought by the promisor without knowledge of the promise. As might be supposed, examples are infrequent.

E. Farnsworth, Contracts 64 (1982).8 On the undisputed facts, this case is one of Farnsworth’s infrequent examples.

We note in passing that U.C.C. § 3-408 does not apply here. The first sentence of that section reads:

Want or failure of consideration is a defense as against any person not having the rights of a holder in due course, except that no consideration is necessary for an instrument or obligation *599thereon given in payment of or as security for an antecedent obligation of any kind.

This last clause does not exempt guaranties from the need for consideration since it applies only to negotiable instruments. See U.C.C. § 3-102(l)(e). A guaranty is not a negotiable instrument if it contains a conditional promise to pay, as this one does. See U.C.C. § 3-104(l)(b).

U.C.C. § 3-408 relates only to the validity of commercial paper and does not abolish any preexisting requirement that the underlying contract or an independent contract of guaranty be supported by consideration.

Anderson, Uniform Commercial Code § 3-408:5 (1984). The rationale behind the exception for negotiable instruments “is that since the obligor is in fact indebted to the holder, there is no reason to excuse him from his liability on an instrument which simply makes the chose in action more easily transferable by the holder.” W. Hawk-land and L. Lawrence, Uniform Commercial Code Series § 3-408:04 (1984). In other words, one who pays off an obligation with a negotiable instrument cannot complain that he has not received consideration for that “instrument or obligation thereon.” The cancellation of the prior debt is consideration enough.9

Indiana law does not raise any difficulties for the position we adopt. See especially Davis v. B.C.L. Enterprises, Inc., 406 N.E.2d 1204, 1205 (Ind.App.1980) (“If the guaranty is made at the time of the contract to which it relates, so as to constitute a part of the consideration of the contract, it is sufficient.”).

We hold, therefore, that summary judgment for plaintiff was not appropriate on this point. Although the parties have apparently agreed on the relevant facts, we feel that it would also be inappropriate for us to decide as a matter of law that the guaranty is unenforceable. The district court, relying on a different construction of the law, did not take evidence on the question. Construing the law as we have construed it, it must be resolved whether in fact Betty Meadors’ signature was in any respect whatsoever required, anticipated, requested or relied upon (or, in fact, known of); because if it was not, it was wholly irrelevant to the transaction and does not create an enforceable obligation.

REVERSED AND REMANDED.

WIGGINS, Justice.

Janice Meincke loaned her daughter and nephew $90,000. The loan was secured by a mortgage on property owned by the daughter and nephew’s business. A bank also held mortgages on the same property; however, Janice’s mortgage had priority. For the daughter and nephew to obtain more financing, the bank required Janice to subordinate her mortgage to the bank’s by signing a subordination agreement. Janice signed the agreement, but challenged its enforcement by arguing it lacked consideration. Janice appealed a district court judgment finding of consideration. Our court of appeals reversed the district court by finding substantial evidence did not support the judgment. However, upon further review, we find substantial evidence does support the *226judgment, and we affirm the judgment of the district court.

I. Background Facts and Procedure.

Sandra Marti and Craig Meincke operated two businesses, SCRAMM Enterprises, L.C., and C.A. Meincke Plumbing, Inc. (plumbing business). Both Sandra and Craig owned shares of SCRAMM. In 1997 and 1998 the plumbing business received two loans from Rock Island State Bank, each secured by a mortgage on the building owned by SCRAMM. In February of 2001, the plumbing business signed several notes with Northwest Bank & Trust. These notes were not secured by mortgages.

In July of 2002, Janice, Sandra’s mother and Craig’s aunt, issued SCRAMM three checks totaling $90,000. This loan was reflected in a promissory note dated September 15. The note was secured by a mortgage on the building owned by SCRAMM.

On May 28, 2003, Northwest Bank issued three more notes to the plumbing business. These notes were issued to restructure a preexisting Northwest Bank debt and were secured by a mortgage on the SCRAMM building.

On March 3, 2004, Northwest Bank offered to issue the plumbing business another loan to restructure the existing Northwest Bank debt and refinance the Rock Island State Bank debt. This loan was also to be secured by a mortgage on the SCRAMM building. Before granting the loan, Northwest Bank informed Craig it would not refinance the Rock Island State Bank debt if Janice did not subordinate her mortgage to its own. To comply with this condition, it was necessary for Janice to sign a subordination agreement. James Legare, the vice president commercial loan manager for Northwest Bank, testified the bank would not have made the loan if Janice had refused to sign the subordination agreement. Neither Le-gare nor anyone else from Northwest Bank spoke to Janice about the subordination agreement. Rather, Craig spoke with Janice about the agreement. Although the details of that conversation are unclear, Janice understood after signing the agreement she would be “second in line.”

In May of 2004, approximately two and a half months after the restructuring of the plumbing business, Craig notified Le-gare he was closing the plumbing business. The plumbing business agreed to a voluntary foreclosure on the mortgages held by Northwest Bank. The building was sold, and the proceeds were applied to the two remaining Northwest Bank loans, but debt remained. Janice did not receive any proceeds from the sale.

Janice filed a petition asking the court to find the subordination agreement null and void for lack of consideration. Janice amended her petition to add a count for intentional interference with an existing contract. At trial, Janice motioned the court to amend her petition to add a count of fraud, which the district court denied. Also at trial the court heard testimony on whether the subordination agreement was properly acknowledged. The court held defective acknowledgement of the subordination agreement is not a defense where the controversy involves the original parties to the agreement.

The district court found the agreement was supported by consideration. The court found Northwest Bank suffered a detriment by loaning the plumbing business additional funds in response to Janice signing the subordination agreement.

The district court also found Northwest Bank’s interference with the contract between Janice and SCRAMM was not improper because Janice signed the subor*227dination agreement in part to help her family, and Northwest Bank had a good-faith belief the plumbing business was financially secure when it restructured its loans.

Janice appealed and the case was routed to our court of appeals, who found the consideration for the subordination agreement was not bargained for. Northwest Bank petitioned for further review, which we granted.

II. Issues.

Janice originally appealed, claiming the district court erred: (1) in finding the subordination agreement was supported by consideration; (2) by failing to find the subordination agreement lacked proper ac-knowledgement; (3) by failing to find improper interference with an existing contract; and (4) by denying her motion to amend the petition to add a claim for fraud. The court of appeals found the first issue dispositive; therefore, it did not consider the others.

Northwest Bank petitioned for further review, which we granted. Because we find substantial evidence supported the district court’s determination that the subordination agreement was supported by proper, bargained for consideration, we will address Janice’s other claims on our further review.

III. Discussion.

A. Consideration. Claims based on a contract that are tried at law are reviewed for correction of errors at law. Iowa R.App. P. 6.4; Harrington v. Univ. of N. Iowa, 726 N.W.2d 363, 365 (Iowa 2007). The district court’s findings of fact are binding on the court if they are supported by substantial evidence. Iowa R.App. P. 6.14(6)(a); Fischer v. City of Sioux City, 695 N.W.2d 31, 33 (Iowa 2005). We view the evidence in the light most favorable to the judgment when a party argues the trial court’s ruling is not supported by substantial evidence. Fischer, 695 N.W.2d at 33. Evidence is substantial when reasonable minds accept the evidence as adequate to reach a conclusion. Id. “Evidence is not insubstantial merely because we may draw different conclusions from it; the ultimate question is whether it supports the finding actually made, not whether the evidence would support a different finding.” Raper v. State, 688 N.W.2d 29, 36 (Iowa 2004) (citations omitted). However, appellate courts are not bound to a district court’s conclusion of law or that court’s application of legal conclusions. Id.

It is presumed that an agreement, which has been written and signed, is supported by consideration. Kristerin Dev. Co. v. Granson Inv., 394 N.W.2d 325, 331 (Iowa 1986). A failure of consideration is a defense to enforcing the contract that must be proven by the party asserting the defense. Hubbard Milling Co. v. Citizens State Bank, 385 N.W.2d 255, 259 (Iowa 1986). We determine whether there is consideration from what is stated in the instrument or by what the parties contemplated at the time the instrument was executed. Id. A party can use want of consideration as a defense to a subordination agreement. Id.

Consideration can be either a legal benefit to the promisor, or a legal detriment to the promisee. Magnusson Agency v. Pub. Entity Nat’l Company-Midwest, 560 N.W.2d 20, 27 (Iowa 1997). The district court found the bank suffered a detriment by loaning the plumbing business additional funding. The detriment to the bank is adequate consideration for the subordination agreement. See 55 Am. Jur.2d Mortgages § 320, at 66 (2007) (stating the extension of future credit can serve *228as consideration for a subordination agreement). However, the question here is not whether this detriment was sufficient to constitute consideration; it is whether the benefit or the detriment was bargained for. Magnusson, 560 N.W.2d at 27. According to the Restatement (Second) of Contracts:

(1) To constitute consideration, a performance or a return promise must be bargained for.

(2) A performance or return promise is bargained for if it is sought by the promisor in exchange for his promise and is given by the promisee in exchange for that promise.

§ 71, at 172 (1981); see also id. § 72, at 177 (stating “[e]xcept as stated in §§ 73 and 74, any performance which is bargained for is consideration”). For consideration to be “bargained for,” the consideration must “induce” the making of the promise. Id. § 71 cmt. b, at 173.

A sufficient legal detriment to the promisee exists if the promisee “promises or performs any act, regardless of how slight or inconvenient, which he is not obligated to promise or perform so long as he does so at the request of the promisor and in exchange for the promise.” 3 Samuel Williston & Richard A. Lord, A Treatise on the Law of Contracts § 7:4, at 41 (4th ed. 1992). There is substantial evidence in the record the detriment suffered by the bank was bargained for.

Janice admitted that Craig and Sandra would receive a benefit if she signed the subordination agreement by stating the following:

Question: Okay. And Craig and Sandy received a benefit also because they asked you to do this and this would help their business, correct?

Janice: I suppose, yes.

“[I]t must appear that the disadvantage was suffered at the request of the promi-sor, expressed or implied.” Heggen v. Clover Leaf Coal & Mining Co., 217 Iowa 820, 824, 253 N.W. 140, 142 (1934) (citing Handrahan v. O’Regan, 45 Iowa 298, 300 (1876)) (emphasis added). Janice’s statement implies she understood the bank would lend more money to Craig and Sandra if she signed the subordination agreement. By signing the subordination agreement, Janice impliedly requested Northwest Bank to refinance Craig and Sandra’s loans, thus she requested the bank suffer a detriment.

Because there is substantial evidence the consideration was bargained for, we affirm the district court ruling on the consideration issue.

B. Acknowledgment. Janice argues the district court erred when it refused to render the subordination agreement null and void due to an insufficient acknowledgement. Specifically, Janice argues the document was not properly notarized. At trial both Janice and Legare testified the subordination agreement was not notarized in Janice’s presence, but rather on a later date at the bank.

We have determined improper acknowledgment is not a valid defense in a controversy between original parties. Brose v. Int’l Milling Co., 256 Iowa 875, 880, 129 N.W.2d 672, 675 (1964). We only overturn a rule “ ‘after it has been duly tested by experience, [and it] has been found to be inconsistent with the sense of justice or with the social welfare.’ ” McEl-roy v. State, 703 N.W.2d 385, 395 (Iowa 2005) (quoting Benjamin N. Cardozo, The Nature of the Judicial Process 150 (1921)). We cannot say the rule disallowing the inadequate acknowledgement defense between original parties has been found to be inconsistent with the sense of justice or social welfare. To the contrary, it is gen*229erally held the defense has no merit among original parties. See Joyce Palomar, Patton and Palomar on Land Titles § 356, at 187-88 (3d ed. 2003) (stating “unless required by statute, the certificate of acknowledgement is not a part of a deed, and is unnecessary as against the grantor, her heirs and all others as to whom a conveyance is operative without being of record”).

The acknowledgement is an official instrument used to show the promisor executed an instrument voluntarily. Id. In the case at hand, Janice does not argue she involuntarily signed the subordination agreement, or that she was under coercion or duress when she signed the agreement. Therefore, this case does not present a situation that demonstrates our longstanding rule regarding the improper acknowledgment defense is “ ‘inconsistent with the sense of justice or with social welfare.’ ” McElroy, 703 N.W.2d at 395 (citation omitted).

C. Intentional Interference with a Contract. To establish a claim of intentional interference with a contract, Janice needed to prove Northwest Bank intentionally and improperly interfered with the contract involving Craig, Sandra, and herself. See Nesler v. Fisher & Co., Inc., 452 N.W.2d 191, 198 (Iowa 1990). We have held “a party does not improperly interfere with another’s contract by exercising its own legal rights in protection of its own financial interests.” Berger v. Cas’ Feed Store, Inc., 543 N.W.2d 597, 599 (Iowa 1996). It was not improper for Northwest Bank to ask Janice whether she would subordinate her interest to its own.

D. Amended Petition. At the end of trial Janice moved to amend her original petition to include a claim for fraud. Iowa Rule of Civil Procedure 1.457 allows a party to amend the pleadings to conform to the evidence presented at trial. Iowa R. Civ. P. 1.457. The issues to be tried are established either by the initial pleadings or by the consent of the parties, either expressly or impliedly. Allison-Kesley AG Ctr., Inc. v. Hildebrand, 485 N.W.2d 841, 846 (Iowa 1992). Janice argued the issue of fraud was tried by implied consent of the parties; however, the district court found otherwise. We have held:

“Allowance of an amendment to a pleading is the rule and denial the exception, although an amendment is not permissible which will substantially change the issue. Additionally, a trial court has considerable discretion as to whether an appropriate request for leave to amend should be granted or denied and we will reverse only where a clear abuse of discretion is shown.”

Id. at 845 (quoting M-Z Enters., Inc. v. Hawkeye-Sec. Ins. Co., 318 N.W.2d 408, 411 (Iowa 1982)). To give appropriate deference to the trial court, when a movant seeks to amend a petition based on trial testimony the movant knew or should have known prior to trial, the amendment is more properly denied than one that might have been otherwise allowed earlier in the proceedings. Id. at 846; see also Mora v. Savereid, 222 N.W.2d 417, 422-23 (Iowa 1974) (upholding denial of a motion to amend where testimony presented “no surprise” to moving party).

Janice knew, or should have known, the testimony that supported her fraud claim before trial because Legare offered similar testimony during his deposition; therefore, the district court did not abuse its discretion in denying Janice’s motion to amend her petition. See Allison-Kesley AG Ctr., Inc., 485 N.W.2d at 846 (holding where plaintiff knew or should have known at the inception of the suit of the testimony the defendants offered at trial, the district *230court properly denied the plaintiffs motion to amend).

IV. Disposition.

Because we find substantial evidence to support the district court’s judgment on the issues of consideration, defective acknowledgment, and intentional interference with a contract and because the court did not abuse its discretion when it denied Janice’s motion to amend her petition, we vacate the decision of the court of appeals, and affirm the judgment of the district court.

DECISION OF COURT OF APPEALS VACATED; DISTRICT COURT JUDGMENT AFFIRMED.

All justices concur except BAKER, J., who takes no part.

OPINION BY ORIE MELVIN, J.:

¶ 1 Appellant, Pennsy Supply, Inc. (“Pennsy”), appeals from the grant of preliminary objections in the nature of a demurrer in favor of Appellee, American Ash Recycling Corp. of Pennsylvania (“American Ash”). We reverse and remand for further proceedings.

¶ 2 The trial court summarized the allegations of the complaint as follows:

The instant case arises out of a construction project for Northern York High School (Project) owned by Northern York County School District (District) in York County, Pennsylvania. The District entered into a construction contract for the Project with a general contractor, Lobar, Inc. (Lobar). Lobar, in turn, subcontracted the paving of driveways and a parking lot to [Pennsy]. The contract between Lobar and the District included Project Specifications for paving work which required Lobar, through its subcontractor Pennsy, to use certain base aggregates. The Project Specifications permitted substitution of the aggregates with an alternate material known as Treated Ash Aggregate (TAA) or AggRite.

The Project Specifications included a ‘notice to bidders’ of the availability of AggRite at no cost from [American Ash], a supplier of AggRite. The Project Specifications also included a letter to the Project architect from American Ash confirming the availability of a certain amount of free AggRite on a first come, first served basis.

Pennsy contacted American Ash and informed American Ash that it would require approximately 11,000 tons of AggRite for the Project. Pennsy subsequently picked up the AggRite from American Ash and used it for the paving work, in accordance with the Project Specifications.

Pennsy completed the paving work in December 2001. The pavement ultimately developed extensive cracking in February 2002. The District notified ... Lobar[ ] as to the defects and Lobar in turn directed Pennsy to remedy the defective work. Pennsy performed the remedial work during summer 2003 at no cost to the District.

The scope and cost of the remedial work included the removal and appropriate disposal of the AggRite, which is classified as a hazardous waste material by the Pennsylvania Department of Environmental. Protection. Pennsy requested American Ash to arrange for the removal and disposal of the AggRite; *599however, American Ash did not do so. Pennsy provided notice to American Ash of its intention to recover costs.

Trial Court Opinion, 5/27/05, at 1-3 (footnote omitted). Pennsy also alleged that the remedial work cost it $251,940.20 to perform and that it expended an additional $133,777.48 to dispose of the AggRite it removed. Compl. ¶¶ 26, 29.

¶ 3 On November 18, 2004, Pennsy filed a five-count complaint against American Ash alleging breach of contract (Count I); breach of implied warranty of merchantability (Count II); breach of express warranty of merchantability (Count III); breach of warranty of fitness for a particular purpose (Count IV); and promissory estoppel (Count V).1 American Ash filed demurrers to all five counts. Pennsy responded and also sought leave to amend should any demurrer be sustained. The trial court sustained the demurrers by order and opinion dated May 25, 2005 and dismissed the complaint. This appeal followed.2

¶ 4 Pennsy raises three questions for our review:

(1)Whether the trial court erred in not accepting as true ... [the] Complaint allegations that (a) [American Ash] promotes the use of its AggRite material, which is classified as hazardous waste, in order to avoid the high cost of disposing [of] the material itself; and (b) [American Ash] incurred a benefit from Penn-sy’s use of the material in the form of avoidance of the costs of said disposal sufficient to ground contract and warranty claims.

(2) Whether Penns/s relief of [American Ash’s] legal obligation to dispose of a material classified as hazardous waste, such that [American Ash] avoided the costs of disposal thereof at a hazardous waste site, is sufficient consideration to ground contract and warranty claims.

(3) Whether the trial court misconstrued the well-pled facts of the Complaint in dismissing Pennsy’s promissory estoppel claim because Pennsy, according to the court, did not receive [American Ash’s] product specifications until after the paving was completed, which was not pled and is not factual.

Appellant’s Brief at 3.

¶ 5 “Preliminary objections in the nature of a demurrer test the legal sufficiency of the complaint.” Hospodar v. Schick, 885 A.2d 986, 988 (Pa.Super.2005).

When reviewing the dismissal of a complaint based upon preliminary objections in the nature of a demurrer, we treat as true all well-pleaded material, factual averments and all inferences fairly deducible therefrom. Where the preliminary objections will result in the dismissal of the action, the objections may be sustained only in cases that are clear and free from doubt. To be clear and free from doubt that dismissal is appropriate, it must appear with certainty that the law would not permit recovery by the plaintiff upon the facts averred. Any doubt should be resolved by a refusal to sustain the objections. Moreover, we review the trial court’s decision for an abuse of discretion or an error of law.

*600Id. In applying this standard to the instant appeal, we deem it easiest to order our discussion by count.

¶ 6 Count I raises a breach of contract claim. “A cause of action for breach of contract must be established by pleading (1) the existence of a contract, including its essential terms, (2) a breach of a duty imposed by the contract and (3) resultant damages.” Corestates Bank, N.A. v. Cutillo, 723 A.2d 1053, 1058 (Pa.Super.1999). While not every term of a contract must be stated in complete detail, every element must be specifically pleaded. Id. at 1058. Clarity is particularly important where an oral contract is alleged. Snaith v. Snaith, 282 Pa.Super. 450, 422 A.2d 1379, 1382 (1980).

¶ 7 Instantly, the trial court determined that “any alleged agreement between the parties is unenforceable for lack of consideration.” Trial Court Opinion, 5/27/05, at 5. The trial court also stated “the facts as pleaded do not support an inference that disposal costs were part of any bargaining process or that American Ash offered the AggRite with an intent to avoid disposal costs.” Id. at 7 (emphasis added). Thus, we understand the trial court to have dismissed Count I for two reasons related to the necessary element of consideration: one, the allegations of the Complaint established that Pennsy had received a conditional gift from American Ash, see id. 6, 8, and, two, there were no allegations in the Complaint to show that American Ash’s avoidance of disposal costs was part of any bargaining process between the parties. See id. at 7.3

¶ 8 It is axiomatic that consideration is “an essential element of an enforceable contract.” Stelmaek v. Glen Alden Coal Co., 339 Pa. 410, 414-415, 14 A.2d 127, 128 (1940). See also Weavertown Transport Leasing, Inc. v. Moran, 834 A.2d 1169, 1172 (Pa.Super.2003) (stating, “[a] contract is formed when the parties to it (1) reach a mutual understanding, (2) exchange consideration, and (3) delineate the terms of their bargain with sufficient clarity.”). “Consideration consists of a benefit to the promisor or a detriment to the promisee.” Weavertown, 834 A.2d at 1172 (citing Stelmaek). “Consideration must actually be bargained for as the exchange for the promise.” Stelmaek, 339 Pa. at 414, 14 A.2d at 129.

It is not enough, however, that the promisee has suffered a legal detriment at the request of the promisor. The detriment incurred must be the ‘quid pro quo’, or the ‘price’ of the promise, and the inducement for which it was made.... If the promisor merely intends to make a gift to the promisee upon the performance of a condition, the promise is gratuitous and the satisfaction of the condition is not consideration for a contract. The distinction between such a conditional gift and a contract is well illustrated in Williston on Contracts, Rev.Ed., Vol. 1, Section 112, where it is said: ‘If a benevolent man says to a tramp,-‘If you go around the corner to the clothing shop there, you may purchase an overcoat on my credit,’ no reasonable person would understand that the short walk was requested as the consideration for the promise, but that *601in the event of the tramp going to the shop the promisor would make him a gift.’

Weavertown, 834 A.2d at 1172 (quoting Stelmack, 339 Pa. at 414, 14 A.2d at 128-29). Whether a contract is supported by consideration presents a question of law. Davis & Warde, Inc. v. Tripodi, 420 Pa.Super. 450, 616 A.2d 1384 (1992).

¶ 9 The classic formula for the difficult concept of consideration was stated by Justice Oliver Wendell Holmes, Jr. as “the promise must induce the detriment and the detriment must induce the promise.” John Edward Murray, Jr., MuRRAY on CONTRACTS § 60 (3d. ed.1990), at 227 (citing Wisconsin & Michigan Ry. v. Powers, 191 U.S. 379, 24 S.Ct. 107, 48 L.Ed. 229 (1903)). As explained by Professor Murray:

If the promisor made the promise for the purpose of inducing the detriment, the detriment induced the promise. If, however, the promisor made the promise with no particular interest in the detriment that the promisee had to suffer to take advantage of the promised gift or other benefit, the detriment was incidental or conditional to the promis-ee’s receipt of the benefit. Even though the promisee suffered a detriment induced by the promise, the purpose of the promisor was not to have the prom-isee suffer the detriment because she did not seek that detriment in exchange for her promise.

Id. § 60.C, at 230 (emphasis added). This concept is also well summarized in American Jurisprudence:

As to the distinction between consideration and a condition, it is often difficult to determine whether words of condition in a promise indicate a request for consideration or state a mere condition in a gratuitous promise. An aid, though not a conclusive test, in determining which construction of the promise is more reasonable is an inquiry into whether the occurrence of the condition would benefit the promisor. If so, it is a fair inference that the occurrence was requested as consideration. On the other hand, if the occurrence of the condition is no benefit to the promisor but is merely to enable the promisee to receive a gift, the occurrence of the event on which the promise is conditional, though brought about by the promisee in reliance on the promise, is not properly construed as consideration.

17A Am. JuR.2d § 104 (2004 & 2005 Supp.) (emphasis added). See also Restatement (Second) of Contracts § 71 comment c (noting “the distinction between bargain and gift may be a fine one, depending on the motives manifested by the parties”); Carlisle v. T & R Excavating, Inc., 123 Ohio App.3d 277, 704 N.E.2d 39 (1997) (discussing the difference between consideration and a conditional gift and finding no consideration where promisor who promised to do excavating work for preschool being built by ex-wife would receive no benefit from wife’s reimbursement of his material costs).

¶ 10 Upon review, we disagree with the trial court that the allegations of the Complaint show only that American Ash made a conditional gift of the AggRite to Pennsy. In paragraphs 8 and 9 of the Complaint, Pennsy alleged:

American Ash actively promotes the use of AggRite as a building material to be used in base course of paved structures, and provides the material free of charge, in an effort to have others dispose of the material and thereby avoid incurring the disposal costs itself ... American Ash provided the AggRite to Pennsy for use on the Project, which saved American Ash thousands of dollars in disposal costs it otherwise would have incurred.

*602Compl. ¶¶ 8, 9. Accepting these allegations as trae and using the Holmesian formula for consideration, it is a fair interpretation of the Complaint that American Ash’s promise to supply AggRite free of charge induced Pennsy to assume the detriment of collecting and taking title to the material, and critically, that it was this very detriment, whether assumed by Pennsy or some other successful bidder to the paving subcontract, which induced American Ash to make the promise to provide free Ag-gRite for the project. Paragraphs 8-9 of the Complaint simply belie the notion that American Ash offered AggRite as a conditional gift to the successful bidder on the paving subcontract for which American Ash desired and expected nothing in return.4

¶ 11 We turn now to whether consideration is lacking because Pennsy did not allege that American Ash’s avoidance of disposal costs was part of any bargaining process between the parties. The Complaint does not allege that the parties discussed or even that Pennsy understood at the time it requested or accepted the AggRite that Pennsy’s use of the AggRite would allow American Ash to avoid disposal costs.5 However, we do not believe such is necessary.

The bargain theory of consideration does not actually require that the parties bargain over the terms of the agreement. ... According to Holmes, an influential advocate of the bargain theory, what is required [for consideration to exist] is that the promise and the consideration be in ‘the relation of reciprocal conventional inducement, each for the other.’

E. Allen Farnsworth, FaRnswoRth on Contracts § 2.6 (1990) (citing 0. Holmes, The Common Law 293-94 (1881)); see also Restatement (Second) of Contracts § 71 (defining “bargained for” in terms of the Holmesian formula). Here, as explained above, the Complaint alleges facts which, if proven, would show the promise induced the detriment and the detriment induced the promise. This would be consideration. Accordingly, we reverse the dismissal of Count I.

¶ 12 Counts II, III and IV alleged breach of warranty claims under Article 2 of the Uniform Commercial Code (“UCC”). The trial court dismissed these counts as a group upon concluding the facts alleged failed to show a contract for the “sale of goods” as required to trigger application of UCC Article 2. Trial Court Opinion, 5/27/05, at 8 (concluding, “the transaction as pleaded, by which American Ash gave Pennsy free AggRite, amounted to a conditional gift, not a contract of sale”). Again, we disagree that the allegations reveal a transaction that can only be characterized as a conditional gift. We turn now to whether the allegations otherwise trigger application of Article 2.

*603¶ 13 Article 2 applies to “transactions in goods.” 13 Pa.C.S.A. § 2102. AggRite is obviously a good. See 13 Pa. C.S.A. § 2105 (defining “goods” as “all things (including specially manufactured goods) which are moveable at the time of identification to the contract”). Before the protections of the Article 2 warranties apply, “there must be a sale of goods.” Turney Media Fuel, Inc. v. Toll Bros., Inc., 725 A.2d 836, 840 (Pa.Super.1999). See also Whitmer v. Bell Tele. Co. of Pennsylvania, 361 Pa.Super. 282, 522 A.2d 584, 588 (1987) (stating, “[a] prerequisite to an action for breach of warranty [under Article 2] is that there must be a sale.”) (quoting Williams v. West Penn Power Co., 313 Pa.Super. 461, 460 A.2d 278, 281 (1983), modified, 502 Pa. 557, 467 A.2d 811 (1983)).

¶ 14 “A sale [under Article 2] consists in the passing of title from the seller to the buyer for a price.” 13 Pa.C.S.A. § 2106 (parenthetical reference omitted).6 Section 2-304, entitled “Price payable in money, goods, realty or otherwise,” provides in subsection (a) that as a general rule “[t]he price can be made payable in money or otherwise.” 13 Pa.C.S.A. § 2304. Pennsy argues that its acquisition of the AggRite whereby American Ash was relieved of disposal costs can constitute a price within the meaning of the “or otherwise” language in 13 Pa.C.S.A. § 2304. We agree. The few courts to have interpreted the “or otherwise” language of a UCC provision like ours have concluded that it includes any consideration sufficient to ground a contract. See Mortimer B. Burnside & Co. v. Havener Securities Corp., 25 A.D.2d 373, 269 N.Y.S.2d 724 (1966) (citing UCC § 2-304 generally); Wheeler v. Sunbelt Tool Co., Inc., 181 Ill.App.3d 1088, 130 Ill.Dec. 863, 537 N.E.2d 1332 (applying Illinois version of UCC), appeal denied, 127 Ill.2d 644, 136 Ill.Dec. 610, 545 N.E.2d 134 (1989); see also William D. Hawkland, 2 Uniform CommeRcial Code Series § 2-304:3 (1998) (stating, “the entire thrust of section 2-304 seems to be toward making the scope of Article 2 as broad as possible, limited only by due concern for the laws governing the disposition of real property.”) (footnote omitted); see also Hoffman v. Misericordia Hosp., 439 Pa. 501, 507-08, 267 A.2d 867, 870-71 (1970) (noting our Supreme Court has implied warranty protections in non-sales transactions, such as leases and bailments, and reversing lower court decision to dismiss warranty counts on demurrer in action involving blood transfusion). While we recognize Article 2 does not always apply simply because a transfer of goods is not a gift, see Pa.C.S.A. § 2304, comment 2,7 we believe the present situation falls within the scope of the warranty provisions as intended by the drafters. See Hoffman, 439 Pa. at 508, 267 A.2d at 870-71 (faulting lower court for failing to consider whether the warranty policies would be furthered by their implication). This is not a situation where garbage is left on the curb for anyone to retrieve. Contra Grigsby v. Crown Cork & Seal Co., 574 F.Supp. 128 (D.Del.1983) (predicting Delaware Supreme Court would find a sale *604of goods under Delaware’s version of UCC 2-304 but not extend Article 2 warranties in situation where defendant abandoned waste oil to plaintiff because defendant “did not warrant the merchantability or fitness of its waste ... any more than an ordinary citizen warrants the merchantability or fitness of his or her garbage at the time of a garbage collection”). Here, as Pennsy alleged:

American Ash actively promotes the use of AggRite as a building material to be used in base course of paved structures ....

American Ash’s technical data sheets [attached as Ex. H to the Complaint], describing AggRite, indicate that it can be used as a roadbed material meeting the requirements of PennDOT specifications.

American Ash’s literature [attached as Ex. H to the Complaint] also indicates that AggRite can be used as a replacement for type 2A aggregate base course material.

Compl. ¶¶ 8, 47-48. On these facts, we cannot say the law would clearly preclude recovery on Counts II, III and IV, and, accordingly, we reverse the grant of the demurrer to the extent dismissal of these counts was based on Pennsy’s failure to allege a sale of goods.

¶ 15 Count V presented a claim for promissory estoppel, which the trial court dismissed upon concluding that the Complaint failed to allege either a promise or detrimental reliance on a promise. Trial Court Opinion, 5/27/05, at 9. To the extent Pennsy alleged reliance upon promises made in the promotional material for Ag-gRite, the trial court, noting Pennsy had received such promotional material only after the cracking situation arose, deemed disingenuous Pennsy’s attempt to cite the promotional materials as the basis for a promise or for reliance thereon. Id. at 9. Additionally, the trial court determined that the facts alleged “do not substantiate the existence of a promise by which American Ash directly represented to Pennsy (and upon which Pennsy relied) that Ag-gRite would be suitable for the Project. The facts as pleaded instead establish that Pennsy relied on the Project Specifications which provided for AggRite use.” Id. at 9-10 (emphasis added). While the trial court recognized that, unless American Ash had made such representations to either the project architect or the general contractor, it was unlikely the Project Specifications would have authorized use of AggRite, it nonetheless deemed unsupported by the law Pennsy’s “reliance on reliance” theory. Id. at 10.8

¶ 16 “In order to maintain an action in promissory estoppel, the aggrieved party must show that 1) the promisor made a promise that he should have reasonably expected to induce action or forbearance on the part of the promisee; 2) the promisee actually took action or refrained from taking action in reliance on the promise; and 3) injustice can be avoided only by enforcing the promise.” Crouse v. Cyclops Industries, 560 Pa. 394, 403, 745 A.2d 606, 610 (2000). While we recognize that promissory estoppel is used to enforce a promise not otherwise supported by consideration, see id. at 402, 745 A.2d at 610, we nonetheless address the propriety of the trial court’s dismissal of Count V should the contract claim otherwise fail.

¶ 17 Pennsy first contends the trial court erred in overlooking paragraph 49 of the *605Complaint, which alleges that .American Ash directly represented AggRite’s suitability for the project to Pennsy. See Complaint at ¶ 49 (stating “[a] representative of American Ash attended a Project meeting during which he made express assurances, as documented in a memorandum summarizing the Project meeting, that AggRite was suitable to be used as a base course on the Project.”). See also id. at ¶ 54 (averring “American Ash communicated to Pennsy during Project meetings that the AggRite material was suitable for its intended use on the Project as roadbed material”). Paragraph 49 referenced a copy of meeting minutes attached to the Complaint. The minutes, dated 8/15/01, purported to summarize a site meeting held 8/2/01, “concerning my [John Page’s] questions on the AggRite material being used for the parking sub-base.”9 The meeting thus occurred before Pennsy and American Ash reached agreement, see Compl. at ¶ 10 (referring to “on or about August 21, 2001”) but after Pennsy entered into the subcontract with Lobar which it bid assuming use of the free AggRite.

¶ 18 That Pennsy relied in the first instance on the Project Specifications does not negate its allegation that American Ash made a direct representation to Penn-sy about the suitability of AggRite for the project and that Pennsy relied on that direct representation. Even though Pennsy had already secured the subcontract, had the direct representation about the suitability of AggRite not been made it is at least conceivable that the underlying course of events may have been different. Whether American Ash should have reasonably expected to induce action or forbearance on the part of the promise through this direct representation and whether Pennsy took action or refrained from taking action in reliance on that direct representation is a matter for further discovery.

¶ 19 Furthermore, we find the trial court’s reliance upon Pennsy’s acknowl-edgement that it did not actually receive the promotional materials for AggRite until after the cracking situation occurred to support its conclusion that American Ash did not make a direct promise to Pennsy through those materials is misplaced. The argument Pennsy presents is that because it alleged that the project architect received the promotional materials and/or other explicit promises from American Ash regarding AggRite’s suitability for the project and relied on those promises in issuing the Project Specifications under which Pennsy successfully bid the subcontract, its promissory estoppel claim is viable. We agree.

¶ 20 In Artkraft Strauss Sign Corp. v. Dimeling, 429 Pa.Super. 65, 681 A.2d 1058 (1993), this Court permitted Artkraft, who relied upon representations made by one Levin to Classic (an investment partnership) regarding the authority of another entity (Kelly Operating Co.) to enter a sublease in a situation where Classic in turn contacted with Artkraft to design, construct and paint a sign, to recover in promissory estoppel from Levin. We explained that Levin’s failure to inquire into Kelly’s authority to make the sublease coupled with his subsequent active representations to the other parties that Kelly did possess such authority, “constitutes sufficient grounds to invoke equitable relief and supports invoking both equitable and promissory estoppel.” Id. at 1062. We further explained that it was Levin’s actions, more than any other party, which *606resulted in the losses borne by Artkraft. Id.

¶21 Further, “[t]he doctrine [of promissory estoppel] embodied in [§ ] 90 of the Restatement (Second) of Contracts ... is the law of Pennsylvania,” Central Storage & Transfer Co. v. Kaplan, 487 Pa. 485, 489, 410 A.2d 292, 294 (1979), and that section provides in relevant part:

(1) A promise which the promisor should reasonably expect to induce action or forbearance on the part of the promisee or a third person and which does induce such action or forbearance is binding if injustice can be avoided only by enforcement of the promise.

(emphasis added). Application of this section, while clearest in the case of an intended third party beneficiary, is not limited to such. See MuRRAY on ContRacts § 66.B.2, at 281 (“The Restatement 2d version of § 90, however, would also permit a recovery by a third party who justifiably relies [on the promise made to the promis-ee] even though such party is not an intended beneficiary”). Where clear justifiable reliance by the third party is shown, courts have been willing to endorse the broad reach of Section 90. See Masonry v. Miller Construction, 558 So.2d 433 (Fla.App.1990) (holding subcontractor’s insurer was estopped from denying coverage under policy erroneously issued to subcontractor where general contractor relied on the policy as proof of subcontractor’s worker’s compensation coverage in permitting subcontractor on the job-site and where general contractor’s insurance sought reimbursement from subcontractor’s insurer for payment made to injured employee of subcontractor). Thus, the law does not clearly prohibit recovery in promissory estoppel on the facts alleged. Accordingly, we reverse the dismissal of Count Y.

¶ 22 For all of the foregoing reasons, we reverse the trial court’s order granting the demurrers and dismissing the Complaint and remand for further proceedings. Jurisdiction relinquished.