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CrossTalk Productions, Inc. v. Jacobson (1998) 65 Cal.App.4th 631, 644, emphasis added.

“The test in any case is whether the complaining party was or was not in a position to exercise his own will.  If the unlawful threats overcome the will of the person threatened, and ‘induce him to do an act which he would not otherwise have done and which he was not bound to do,’ duress, as it is viewed today, is effectuated.  (5 Williston on Contracts, sec. 1605.)  It is not, however, unlawful to threaten to refuse to proceed under a contract or to pay what is due under it or what is otherwise due.  Hence a threat to stand suit is not in the category of unlawful threats.”  Sistrom v. Anderson (1942) 51 Cal.App.2d 213, 221, emphasis added.  The facts alleged here do not support the claim   A dispute over the terms of the lease or as to whether a lease has lapsed and been replaced by a month-to-month tenancy, etc. is not in and of itself unlawful or coercive.  Parties have a right to avail themselves of the courts to resolve their disputes, including a dispute as to the terms of a lease.  Threatening to exercise that right is not “wrongful conduct” and is not economic duress.  Accordingly there is no wrongful conduct for which restitution might be required here that can support a claim of unjust enrichment.  See also Durell v. Sharp Healthcare (2010) 183 Cal App 4th 1350, 1370 (as a matter of law, an unjust enrichment claim does not lie where the parties have an enforceable contract).  Further leave to amend is DENIED.  See Medina v. Safe-Guard Products (2008) 164 Cal App 4th 105, 112 fn. 8 (“As the Rutter practice guide states: ‘It is not up to the judge to figure out how the complaint can be amended to state a cause of action. Rather, the burden is on the plaintiff to show in what manner he or she can amend the complaint, and how that amendment will change the legal effect of the pleading.’”)

Plaintiff/Cross-Defendant’s demurrer to the Amended Cross-Complaint’s 7th cause of action for Breach of the Implied Covenant of Good Faith and Fair Dealing (formerly the 5th cause of action in the original cross-complaint) on the ground that it fails to state sufficient facts is SUSTAINED.  

“The implied covenant of good faith and fair dealing rests upon the existence of some specific contractual obligation.  ‘The covenant of good faith is read into contracts in order to protect the express covenants or promises of the contract, not to protect some general public policy interest not directly tied to the contract’s purpose.’ . . . ‘In essence, the covenant is implied as a supplement to the express contractual covenants, to prevent a contracting party from engaging in conduct which (while not technically transgressing the express covenants) frustrates the other party’s rights to the benefits of the contract.’  . . .  There is no obligation to deal fairly or in good faith absent an existing contract.  If there exists a contractual relationship between the parties . . . the implied covenant is limited to assuring compliance with the express terms of the contract, and cannot be extended to create obligations not contemplated in the contract.”  Racine & Laramie, Ltd. v. Dept. of Parks & Recreation (1992) 11 Cal App 4th 1026, 1031-1032, internal citations omitted.  See also Guz v. Bechtel National, Inc. (2000) 24 Cal 4th 317, 350 (“[The covenant] cannot impose substantive duties or limits on the contracting parties beyond those incorporated in the specific terms of their agreement.”)  “[W]here breach of an actual term is alleged, a separate implied covenant claim, based on the same breach, is superfluous.” Id. at 327.

With the improperly added claims stricken, this claim remains based almost entirely on the incorporated allegations of breach of contract and interference (which are based on the same alleged facts), does not reference any other specific contractual obligation or identify any other benefit that is being frustrated and thus fails to state a separate cause of action.  The

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