13.  The United States has faced a foreclosure crisis over the past several years. To stem  the tide early on, on October 3, 2008, Congress passed the Emergency Economic Stabilization Act  of 2008 and, on February 17, 2009, Congress amended the statute by passing the American  Recovery and Reinvestment Act of 2009 (collectively the “Act”), 12 U.S.C. § 5201 et. seq. (2009).  The purpose of the Act is to grant the Secretary of the Treasury the authority to restore liquidity  and stability to the financial system and ensure that such authority is used in a manner that  “protects home values” and “preserves homeownership.” 12 U.S.C. § 5201.   14.  The Act granted the Secretary of the Treasury the authority to establish TARP. 12  U.S.C. § 5211. Under TARP, the Secretary was empowered to purchase or make commitments to  purchase troubled assets from financial institutions. Id. In exercising its authority to administer  TARP, the Act mandates that the Secretary “shall” take into consideration the “need to help  families keep their homes and to stabilize communities.” 12 U.S.C. § 5213(3). The Act further  mandates, with regard to any assets acquired by the Secretary that are backed by residential real  estate, that the Secretary “shall implement a plan that seeks to maximize assistance for  homeowners” and that uses the Secretary’s authority over servicers to encourage them to take  advantage of programs to “minimize foreclosures.” 12 U.S.C. § 5219. The Act grants authority to  the Secretary of the Treasury to use credit enhancement and loan guarantees to “facilitate loan  modifications to prevent avoidable foreclosures” and imposes parallel mandates to implement  plans to maximize assistance to homeowners and minimize foreclosures. 12 U.S.C § 5220.   23.  Burton and Nationstar entered into a HAMP TPP Agreement that was signed by  Burton on April 30, 2009, and was thereafter signed by a representative of Nationstar. The TPP  Agreement specifically states:   I understand that after I sign and return two copies of the Plan to the Lender, the  Lender will send me a signed copy of this Plan if I qualify for the Offer or will  send me written notice that I do not qualify for the Offer. This Plan will not take  effect unless and until both I and the Lender sign it and Lender provides me with  a copy of this Plan with the Lender’s signature.    24.  The TPP Agreement bears a “Trial Period Plan Effective Date” of May 6, 2009.    25.  Nationstar sent Burton a signed copy of the TPP Agreement and did not send him  notice that he did not qualify.   26.  Burton timely made each of the $1,921.58 monthly trial payments due to Nationstar  on May 6, 2009, June 1, 2009, and July 1, 2009.    27.  Thereafter, Nationstar sent Burton a HAMP PMA. Burton executed the PMA  promptly on August 25, 2009 and returned it to Nationstar. Nationstar, through one of its  representatives, countersigned the PMA on or about October 9, 2009, and sent the signed PMA  back to Burton.    28.  Burton then waited for Nationstar to record and otherwise put his PMA into effect  as its terms required. Burton telephoned Nationstar repeatedly, and was told that all the paperwork  had been received and that Nationstar simply had to “book” the modification. The representative  instructed Burton to keep paying the amount set forth in the PMA, or $1,915.20.   36.  Plaintiff repeats and re-alleges every allegation above as if set forth herein in full.  This class action is brought by Plaintiff on behalf of a nationwide class defined as follows:    All homeowners nationwide who had executed permanent modification agreements  (“PMAs”) with Nationstar from January 2008 through the present whose PMA  Nationstar refused to honor by permanently modifying the borrowers’ loans.   Excluded from the Class are: (1) any Judge or Magistrate presiding over this action and  members of their families; (2) Defendant, Defendant’s subsidiaries, parents, successors,  predecessors, and any entity in which the Defendant or their parents have a controlling interest and  their current or former, officers and directors; (3) persons who properly execute and file a timely  request for exclusion from the Class; and (4) the legal representatives, successors or assigns of any  such excluded persons. Plaintiff anticipates that amending the Class Definition may become  necessary following discovery.   37.  Plaintiff sues on his own behalf and on behalf of the above-defined Class under  Rule 23(a) and (b) of the Federal Rules of Civil Procedure.   38.  Plaintiff does not know the exact size or identities of the members of the proposed  Class, since such information is in the exclusive control of Defendant. Prior to filing this lawsuit,  Plaintiff sent a letter via certified mail to Defendant asking for any information Nationstar showing  that its failure to modify Burton’s loan (even though he had a signed PMA) was a “one off” as  opposed to a larger problem. Plaintiff’s letter explained that numerous complaints existed online  regarding the company’s mortgage servicing activities. Nationstar refused to provide any  documents indicating that, unlike with Burton’s loan, it properly and appropriately “booked” or  otherwise effectuated and/or caused the loans of its other borrowers with signed PMAs to be  permanently modified.    39.  Plaintiff believes that the Class encompasses hundreds of individuals whose  identities can be readily determined from Defendant’s books and records. Therefore, the proposed  Class is so numerous that joinder of all members is impracticable.   46.  Plaintiff re-alleges and incorporates the above allegations as if set forth fully herein.   47.  Nationstar’s signed TPP Agreement is an enforceable contract requiring Nationstar  to provide Burton an offer to permanently modify his loan, and the signed PMA is an enforceable  contract for a permanent loan modification. Both contracts contain an offer by Nationstar in  exchange for monthly trial payments or permanent modification payments. Burton accepted both  agreements by signing and returning the agreements to Nationstar. He fulfilled his obligations  under the contracts by keeping his representations true, making his trial payments, and providing  several other forms of consideration, including additional exchanged promises and the foregoing  of other opportunities.   Breach of promise to permanently modify loans   48.  Nationstar’s signed PMA with Burton specifically stated that, “If my  representations in Section 1 continue to be true in all material respects, then this Home Affordable  Modification Agreement (“Agreement”) will, as set forth in Section 3, amend and supplement (1)  the Mortgage on the Property, and (2) the Note secured by the mortgage.” (See Preamble to PMA,  Ex. A.)   57.  Plaintiff re-alleges and incorporates the above allegations as if set forth fully herein.   58.  Every contract contains an implied covenant requiring that neither party act to  disrupt the other’s ability to enjoy the benefit of the bargain. Furthermore, where a contract  provides one of the Parties with discretion or sole authority to carry out obligations under the  agreement for the benefit of the other Party, the Party enjoying such discretion and authority may  not abuse it or exercise it in such a manner so as to deprive the other Party of the benefits of the  contract.   59.  Nationstar has intentionally and continuously acted in a manner so as to frustrate its  borrowers’ ability to obtain modifications of their mortgages. Nationstar has abused its discretion  under its PMAs, which require that it permanently modify its borrowers’ mortgages. Only  Nationstar has the ability to effectuate the modifications that it has promised to provide.    60.  By failing to “book,” record, or otherwise cause Burton’s and its other customers’  modifications to be put into effect, Nationstar has abused its authority under its PMAs, frustrated  its borrowers’ ability to obtain the benefits of their signed PMAs, and accordingly breached the  implied covenant of good faith and fair dealing.   61.  As a result of Nationstar’s breach, Burton and the Class Members have suffered  damages as set forth in Paragraph 51 above.  62.  Plaintiff re-alleges and incorporates the above allegations as if set forth fully herein.   67.  Plaintiff re-alleges and incorporates the above allegations as if set forth fully herein.  Fraudulent Misrepresentations   68.  In its written PMAs provided to Burton and the Class, and executed by Burton on  August 25, 2009, Nationstar expressly, intentionally, and knowingly misrepresented that if  Burton’s and the Class Members’ representations continued to be true and correct, as determined  by Nationstar prior to the Modification Effective Date, then their PMAs would “amend and  supplement (1) the Mortgage on the property, and (2) the Note secured by the Mortgage” and that  their loan documents would “automatically become modified on” the Modification Effective Date.   77.  Plaintiff re-alleges and incorporates the above allegations as if set forth fully herein.   80.  Plaintiff re-alleges and incorporates the above allegations as if set forth fully herein.   81.  Nationstar’s practices constitute unfair business practices under the CLRA.   82.  On January 28, 2013, Plaintiff Burton, through his counsel, sent via certified mail  to Nationstar’s principal place of business in California (as well as to its headquarters in Texas),  return receipt requested, a demand under the CLRA that Nationstar rectify within 30 days its  continuing failure to follow HAMP and provide Burton and the other Class Members with the  permanent modifications they were promised. The certified mail receipt was marked received by  Nationstar’s California agent on February 1, 2013.    83.   More than 30 days have passed and Nationstar has failed to respond to the demand  made within the Notice.   84.  As a result of Nationstar’s practices described herein, Plaintiff and the Class have  suffered actual damages as set forth in Paragraph 51 above.   85.  Plaintiff re-alleges and incorporates the above and below allegations as if set forth  fully herein.   90.  Plaintiff re-alleges and incorporates the above allegations as if set forth fully herein.   91.  HAMP Servicers like Nationstar are required to follow all other laws, including  specifically the ECOA.   Breach of Contract  (On behalf of Plaintiff Individually and the Class)   Breach of the Implied Covenant of Good Faith and Fair Dealing  (On behalf of Plaintiff Individually and the Class)   Congressional Response to National Foreclosure Crisis   Fraudulent Misrepresentation  (On behalf of Plaintiff Individually and the Class)   Promissory Estoppel  (On behalf of Plaintiff Individually and the Class, pled in the alternative to Count I)   Unjust Enrichment/Restitution  (On behalf of Plaintiff Individually and the Class, pled in the alternative to Count I)   Violation of the Equal Credit Opportunity Act (“ECOA”)   15 U.S.C. § 1691e  (On behalf of Plaintiff Individually and the Class)   Violation of California’s Consumer Legal Remedies Act (“CLRA”)  Cal. Civ. §§ 1750 et seq.   (On behalf of Plaintiff Individually and the Class)   Violation of California’s Unfair Competition Law (“UCL”)  Cal. Bus. & Prof. Code § 17200 et seq.   (On behalf of Plaintiff Individually and the Class)  