In the

United States Court of Appeals

For the Seventh Circuit ____________________

No. 18-3293

AMERICAN HOMELAND TITLE AGENCY, INC.,

JOHN YONAS, and MARTIN RINK,

Plaintiffs-Appellants,

v.

STEPHEN W. ROBERTSON,

Commissioner of the

Indiana Department of Insurance,

Defendant-Appellee.

____________________

Appeal from the United States District Court for the

Southern District of Indiana, Indianapolis Division.

No. 1:15-cv-02059-SEB-DML — Sarah Evans Barker, Judge.

____________________

ARGUED APRIL 1, 2019 — DECIDED JULY 15, 2019

____________________

Before EASTERBROOK, SYKES, and BRENNAN, Circuit Judges.

SYKES, Circuit Judge. During a random audit, the Indiana 

Department of Insurance (“the Department”) discovered 

that American Homeland Title Agency had committed 

hundreds of regulatory violations. After several rounds of 

negotiation, American Homeland agreed to pay a fine and 
2 No. 18-3293

relinquish its licenses. But just a few months later, American 

Homeland sued the Department’s commissioner, Stephen 

Robertson, for allegedly discriminating against the company

because of its out-of-state residency. 

We need not reach the merits of that discrimination 

claim. In its agreement with the Department, American 

Homeland consented to the same penalties it now challenges. It hasn’t provided a valid reason to void that agreement, 

so judicial review is unavailable. We therefore affirm summary judgment in favor of Robertson.

I. Background

American Homeland Title Agency is a Cincinnati-based 

company that performs title searches and sells title insurance. Its owners are John Yonas and Martin Rink, both of 

whom are attorneys. In 2015 the Department randomly 

audited American Homeland’s files and found hundreds of 

code violations, none of which American Homeland denies. 

The Department’s examiners recommended that the 

Commissioner fine American Homeland $70,082 and order

$42,202 in consumer reimbursements. To calculate those 

penalties, the examiners started with what their guidelines

recommended but then deviated upward. The guidelines are 

fully advisory, so everyone agrees that the examiners had 

the discretion to do so. 

The parties then went through several rounds of negotiation. But not only did the examiners refuse to adjust the 

fines, they added a new sanction: Yonas and Rink would 

lose their licenses to do business in Indiana. Later, one of the 

Department’s attorneys informed American Homeland that 

if it refused to agree to the penalties, it could seek adminis-
No. 18-3293 3

trative review. But if American Homeland did that, it could 

face the maximum fine of $9.5 million. Fearing that exposure, American Homeland agreed to the recommended 

sanctions. 

After the Commissioner’s approval, the parties signed 

the “Agreed Entry.” American Homeland accepted the 

penalties and “voluntarily and freely waive[d] the right to 

judicial review of th[e] matter.” After settling the dispute, 

American Homeland paid the fees, and Yonas and Rink gave 

up their licenses. 

A few months later, American Homeland sued Commissioner Robertson. The complaint alleged that the Department imposed higher penalties because American Homeland

is based in Ohio, not Indiana. American Homeland initially

contended that this disparate treatment violated the Constitution’s Commerce and Equal Protection Clauses. But as 

everyone now agrees, “the McCarran-Ferguson Act exempts 

the insurance industry from Commerce Clause restrictions.” 

Metro. Life Ins. Co. v. Ward, 470 U.S. 869, 880 (1985); see 

15 U.S.C. §§ 1011–1015. Still, the McCarran-Ferguson Act

“does not purport to limit in any way the applicability of the 

Equal Protection Clause.” Metro. Life Ins., 470 U.S. at 880

(striking down, under rational-basis scrutiny, a tax regime 

that favored in-state insurers). So American Homeland’s 

second claim proceeded. 

American Homeland’s equal-protection case rests on 

three pieces of evidence. First, the company offers the expert 

testimony of Dr. Daniel Voss, who conducted a statistical 

analysis and found that when the Department audits out-ofstate companies, it tends to deviate more from its guidelines 

than when it audits in-state companies. Second, American 
4 No. 18-3293

Homeland points to a stray comment that a Department

examiner made during a recorded phone call while negotiating the penalties. When Yonas and Rink insisted that the 

sanctions would put them out of business, the examiner 

said, “[P]lease understand if you ... guys aren’t writing this 

business in Indiana[,] people in Indiana would probably be 

writing it.” Third, American Homeland emphasizes that 

Robertson was unable to say definitively during his deposition that no one in his department was motivated by in-state 

bias—though he did say that he himself would never consider that factor.

If the case were to go to trial, American Homeland would 

seek three kinds of relief. First, it asks for damages. The 

complaint is somewhat unclear, but the company presumably wants to be reimbursed for whatever amount it overpaid 

because of its out-of-state residency. Second, it wants an 

injunction ordering that the licenses be reinstated. And third, 

it wants a declaratory judgment stating that the Agreed 

Entry violates the Equal Protection Clause. In short, it wants

a court to undo the settlement agreement. 

The district judge entered summary judgment for 

Robertson. She did not think that the Agreed Entry precluded judicial review altogether, but she held that American 

Homeland did not have enough evidence on the merits to 

survive summary judgment. First, she excluded Dr. Voss’s 

testimony under Daubert v. Merrell Dow Pharmaceuticals, Inc., 

509 U.S. 579 (1993). Then she determined that the remaining 

evidence—the examiner’s stray remark and Robertson’s 

deposition testimony—was insufficient to create a genuine 

dispute of material fact. She entered judgment, and 

American Homeland now appeals. 
No. 18-3293 5

II. Discussion

We review a summary judgment de novo. See Kopplin v. 

Wis. Cent. Ltd., 914 F.3d 1099, 1102 (7th Cir. 2019). In doing 

so we may affirm “on any ground supported in the record, 

so long as that ground was adequately addressed in the 

district court and the nonmoving party had an opportunity 

to contest the issue.” Cardoso v. Robert Bosch Corp., 427 F.3d 

429, 432 (7th Cir. 2005).

Our first and only question is whether the Agreed Entry 

bars judicial review. We note, however, that this is not a 

question of constitutional standing. Commissioner 

Robertson has consistently argued that American Homeland 

lacks standing because its injuries are not redressable in light 

of the settlement. While we agree that the Agreed Entry bars 

review, we disagree with that characterization.

The standing doctrine addresses whether a court has the 

power to hear a case under Article III of the Constitution. See

Lujan v. Defs. of Wildlife, 504 U.S. 555, 560 (1992). It is therefore jurisdictional. See Transamerica Ins. Co. v. South, 125 F.3d 

392, 396 (7th Cir. 1997). In contrast, the fact that a plaintiff 

already released his claims through settlement is an affirmative defense that may be waived. See Caudill Seed & Warehouse Co. v. Rose, 868 F.3d 558, 560–61 (7th Cir. 2017); FED. R.

CIV. P. 8(c). 

In this case, American Homeland has satisfied each of the

required elements of standing. See Lujan, 504 U.S. at 560–61 

(requiring that a plaintiff show a concrete injury in fact that 

is fairly traceable to the defendant and that a favorable 

decision would redress). The company claims that it received inappropriately severe penalties. If true, that is an 
6 No. 18-3293

injury in fact traceable to the Department’s conduct. And the 

remedies at issue—damages and an order to restore the 

licenses—would unquestionably redress that wrong. So 

standing is not the problem. 

Still, the relevant question remains the same: Did 

American Homeland release these claims when it signed the 

Agreed Entry? When a party settles a disciplinary matter 

with an agency, the “consent decree or order is to be construed for enforcement purposes basically as a contract.” 

United States v. ITT Cont’l Baking Co., 420 U.S. 223, 238 (1975). 

More specifically, “[i]ssues regarding the formation, construction, and enforceability of a settlement agreement are 

governed by local contract law.” Pohl v. United Airlines, Inc., 

213 F.3d 336, 338 (7th Cir. 2000). So in this case, Indiana 

contract law applies.

Under the plain terms of its agreement, American Homeland accepted the penalties now at issue and waived its right 

to judicial review. Yet this lawsuit is nothing more than an 

attempt to use judicial review to unwind those penalties.

Indeed, each of the requested remedies is directly keyed to 

undoing some sanction imposed by the agreement—namely, 

the size of the monetary penalty and the revocation of the 

licenses. Nothing else is at stake.1

 1 In fairness, American Homeland briefly argues that it also seeks 

damages for a reputational harm, but it has never explained exactly how 

it suffered that kind of harm here. Likewise, it also asks for a broader 

injunction ordering the Department to stop discriminating against other 

firms. But that would do nothing to remedy American Homeland’s own 

injury, so it can’t be enough to sustain this lawsuit. To hold otherwise 

would present standing problems. See Lewis v. Cont’l Bank Corp., 494 U.S. 

472, 479 (1990) (explaining that for standing purposes, the question is not 
No. 18-3293 7

In response American Homeland offers two reasons not 

to enforce the Agreed Entry as written: duress and the 

existence of unconstitutional bias. Neither has any merit. As 

for duress, American Homeland argues that if it hadn’t 

signed the agreement, it would have run the risk of facing a 

much higher penalty—anything up to the maximum penalty 

of $9.5 million. That is plainly insufficient to constitute 

duress under Indiana law: 

In order to avoid a contract on the basis of duress, there must be an actual or threatened violence of restraint of a man’s person contrary to 

law[] to compel him to enter into a contract or 

discharge one. In deciding whether a person 

signed a document under duress, the ultimate 

fact to be determined is whether or not the 

purported victim was deprived of the free exercise of his own will.

Wagler v. W. Boggs Sewer Dist., Inc., 980 N.E.2d 363, 378 (Ind. 

Ct. App. 2012) (citations, quotation marks, and alteration 

omitted). Here, there was no threat of violence. In fact, it’s 

not clear there was any threat at all. The Department’s 

lawyer appears to have simply informed American Homeland that if it sought administrative review, the penalty 

could go as high as $9.5 million. The attorney did no more 

than explain the law. That isn’t the kind of coercion that 

suffices to void a contract. After all, most consent decrees

involve the payment of a smaller sum in lieu of litigating the 

 

what the relief does for “the world at large” but whether the plaintiff 

“has a stake in that relief”).
8 No. 18-3293

full amount at issue. Under American Homeland’s view of 

duress, no settlement negotiation could survive.

American Homeland’s second argument for voiding the 

Agreed Entry is that its terms were the result of unconstitutional bias. But none of the cases it cites explain under what 

circumstances an equal-protection claim voids a settlement 

agreement. Under some circumstances Indiana does, like 

most states, void contracts on illegality grounds. But the 

doctrine of illegality does not apply here. It typically applies 

when a statute prohibits the formation of a particular type of 

contract or when the performance of a contract would 

require an illegal act. See Hogston v. Bell, 112 N.E. 883, 888 

(Ind. 1916) (“[A] contract is not void as against public policy 

[on the basis of its illegality] unless the contract itself ... is 

forbidden by law, or its consideration is illegal or immoral.”).

To give an example, an Indiana statute once specifically 

voided agreements between students and unaccredited 

postsecondary educational institutions. See Cont'l Basketball 

Ass'n, Inc. v. Ellenstein Enters., Inc., 669 N.E.2d 134, 140 n.10 

(Ind. 1996) (citing the since-repealed IND. CODE § 20-1-19-19). 

Likewise, Indiana has outlawed both prostitution and 

gambling, so contracts involving either are generally void. 

See Glasgo v. Glasgo, 410 N.E.2d 1325, 1331 (Ind. Ct. App. 

1980) (“Our most recent criminal code ... does still proscribe 

acts of prostitution ... . Thus, any contract in which sexual 

services serve as consideration are unenforceable and 

void ... .”); Auman v. Fabiano, 132 F. Supp. 353, 353 (N.D. Ind. 

1955) (holding that a contact involving gambling is not 

enforceable unless the claim “can be wholly disconnected 

from the illegal transaction”). But because Indiana “value[s] 
No. 18-3293 9

the freedom to contract so highly,” it will void a contract on 

illegality grounds only in rare cases. See Cont'l Basketball 

Ass'n, Inc., 669 N.E.2d at 140. In the case before us, the 

doctrine simply does not apply. American Homeland claims 

that the Department was impermissibly biased, but nothing 

makes it illegal to enter an ordinary consent decree; nor 

would performance of this contract require any illegal 

conduct. 

Moreover, American Homeland hasn’t even alleged that 

there is anything wrong with the provision at issue: the 

waiver of judicial review. American Homeland wants a jury 

to find that the penalty provisions were unconstitutionally 

severe; it does not argue that the waiver itself was unlawful. 

And according to that provision, we can’t inquire into the

terms of the agreement at all. 

American Homeland tried a new approach at oral argument. It analogized this case to the plight of a criminal 

defendant who challenges his sentence after entering a plea 

bargain. If anything, the analogy hurts American Homeland’s case. When a criminal defendant waives appellate 

review of his plea bargain, we will generally enforce that 

waiver. See United States v. Jones, 381 F.3d 615, 619 (7th Cir. 

2004) (“A defendant may waive his appeal rights as part of a 

plea agreement, provided the waiver is clear and unambiguous.”); see also United States v. Hallahan, 756 F.3d 962, 971 (7th 

Cir. 2014) (“A knowing and voluntary appeal waiver precludes appellate review.”). Even more relevant, a criminal 

defendant can waive the right to challenge the severity of his 

punishment. See Jones, 381 F.3d at 619 (“Jones explicitly 

waived his right to appeal his sentence. And, as established 

above, he knowingly and voluntarily signed the plea agree-
10 No. 18-3293

ment and pled guilty. The fact that he is unhappy with his 

ultimate sentence does not undo his acquiescence.”). 

American Homeland’s analogy shows only that it is asking 

for a degree of leniency that even a criminal defendant

doesn’t receive.

In sum, American Homeland has offered no meaningful 

reason to ignore the Agreed Entry. Because the company

waived its right to judicial review of the penalties, its claims 

are foreclosed. As a result, we need not reach the merits of 

American Homeland’s equal-protection claim.

AFFIRMED