Illinois Official Reports 

Appellate Court

James v. SCR Medical Transportation, Inc., 2016 IL App (1st) 150358

Appellate Court 

Caption

COREY JAMES, Plaintiff-Appellant, v. SCR MEDICAL 

TRANSPORTATION, INC.; PACE SUBURBAN BUS SERVICE, a 

Division of the Regional Transportation Authority (RTA); EMPIRE 

FIRE AND MARINE INSURANCE COMPANY; and GEMINI 

INSURANCE COMPANY, Defendants (SCR Medical 

Transportation, Inc.; Pace Suburban Bus Service, a Division of the 

Regional Transportation Authority (RTA); and Empire Fire and 

Marine Insurance Company, Defendants-Appellees).

District & No. First District, Fourth Division 

Docket No. 1-15-0358

Rule 23 order filed

Rule 23 order

withdrawn

Opinion filed

June 16, 2016

August 11, 2016

September 1, 2016

Decision Under 

Review

Appeal from the Circuit Court of Cook County, No. 12-CH-08565; the 

Hon. Peter Flynn, Judge, presiding.

Judgment Affirmed.

Counsel on

Appeal

Shelist Law Firm L.L.C., of Chicago (Samuel A. Shelist, of counsel), 

for appellant.

Cremer, Spina, Shaughnessy, Jansen & Siegert, L.L.C., of Chicago 

(Brian A. O’Gallagher and Kristina M. Beck, of counsel), for 

appellees.
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Panel JUSTICE McBRIDE delivered the judgment of the court, with 

opinion.

Justices Howse and Cobbs concurred in the judgment and opinion.

 OPINION 

¶ 1 Plaintiff Corey James, a van driver employed by SCR Medical Transportation, Inc. (SCR), 

to drive a Pace paramedical transportation vehicle, suffered personal injuries in Chicago on 

March 9, 2010, in a collision with a motorist he contends was underinsured. After receiving the 

$50,000 limit of the other motorist’s insurance coverage and a $28,608 settlement in workers’ 

compensation benefits from his own employer, James requested underinsured motorist (UIM) 

coverage from his employer’s business automobile liability insurer, Empire Fire and Marine 

Insurance Company (Empire). Empire denied the claim because SCR’s UIM coverage was 

limited to $50,000, which was the amount James had already received from the other driver, 

meaning that he was not “underinsured” within the meaning of Empire’s policy. James then 

filed this suit seeking declaratory relief entitling him up to $1 million in UIM coverage from 

SCR, Pace, and Empire, on grounds that when SCR contracted to provide drivers for Pace 

vans, SCR agreed to maintain $1 million in UIM coverage. He made four attempts at pleading 

a cause of action. James appeals from a trial court order dismissing his third amended 

complaint with prejudice pursuant to section 2-619 of the Code of Civil Procedure. 735 ILCS 

5/2-619 (West 2010). 

¶ 2 We note that one of the named defendants, Gemini Insurance Company (Gemini), is not 

participating in this appeal because its dismissal from the suit is not being challenged. Gemini 

provided excess umbrella insurance to James’s employer, SCR, and James included Gemini’s 

name in the caption of his original, first amended, and second amended complaints, but made 

no allegations against the company. The trial court granted Gemini’s motion to dismiss. James 

neither appealed from that ruling nor included Gemini in his third amended complaint. 

¶ 3 Motor vehicle liability, UIM coverage, and uninsured motorist (UM) coverage are 

statutorily required forms of insurance. Phoenix Insurance Co. v. Rosen, 242 Ill. 2d 48, 68, 949 

N.E.2d 639, 652 (2011) (citing 215 ILCS 5/143a, 143a-2(4) (West 2004), and 625 ILCS 

5/7-601(a) (West 2004)).The term “underinsured motor vehicle” means a motor vehicle whose 

ownership, maintenance, or use has resulted in bodily injury or death of the insured, as defined 

in the policy, and for which the sum of the limits of liability under all bodily injury liability 

insurance policies or under bonds or other security required to be maintained under Illinois law 

applicable to the driver or to the person or organization legally responsible for such vehicle and 

applicable to the vehicle, is less than the limits for UIM coverage provided the insured as 

defined in the policy at the time of the accident. 215 ILCS 5/143a-2 (West 2004). The purpose 

of UIM coverage is to protect the insured and any additional insureds from the risk that a 

negligent driver of another vehicle who causes injury to the insured or the additional insureds 

will have inadequate liability coverage to compensate the injuries caused by his or her 

negligence. In re Estate of Anderson, 408 Ill. App. 3d 428, 432, 945 N.E.2d 661, 665 (2011). 

UIM and UM are both intended “to place the insured in the same position he [or she] would 

have occupied if the tortfeasor had carried adequate insurance.” (Internal quotation marks 

omitted.) Phoenix Insurance Co., 242 Ill. 2d at 68, 949 N.E.2d at 652. 
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¶ 4 The first substantive issue we address is whether James may bring a claim against his 

employer. Five of the nine counts were directed at SCR. In count I, James sought a declaratory 

judgment to the effect that the SCR-Pace contract regarding paratransit service required $1 

million in UIM coverage and that a purported oral modification of that requirement was 

“against public policy and void.” Count IV consisted of allegations that SCR, Pace, and 

Empire engaged in a civil conspiracy to “circumvent” the $1 million UIM requirement. Count 

V was a proposed class action seeking a declaratory judgment on behalf of all injured 

passengers and drivers of SCR-Pace vans who had been denied more than $50,000 in UIM 

coverage. There were two counts labeled as “Count VI,” the second of which sought a 

declaratory judgment that SCR had “an obligation to provide $1,000,000 UIM benefits and has 

breached this obligation.” Count VII was similar, but recast the allegations “AS TO THE 

CLASS OF PERSONS AGGRIEVED” and described the proposed class of plaintiffs as “all 

van drivers and handicapped passengers” who have not been paid “the $1,000,000 UIM 

benefits to which they are entitled.”

¶ 5 We apply de novo review to the dismissal of the claims against SCR pursuant to section 

2-619 of the Code of Civil Procedure. Martinez v. Gutmann Leather, LLC, 372 Ill. App. 3d 99, 

101, 865 N.E.2d 325, 327 (2007). Under section 2-619, the defendant admits to all well-pled 

facts in the complaint, as well as any reasonable inferences which may be drawn from those 

facts, but asks the court to conclude that there is no set of facts which would entitle the plaintiff 

to recover. Martinez, 372 Ill. App. 3d at 101, 865 N.E.2d at 327. Given the de novo standard, 

we may affirm on any basis or ground for which there is a factual basis in the record regardless 

of whether the trial court relied on that reasoning. Guinn v. Hoskins Chevrolet, 361 Ill. App. 3d 

575, 586, 836 N.E.2d 681, 691 (2005). In other words, we are reviewing the ruling, not the trial 

court’s reasons for entering that ruling. See also Barney v. Unity Paving, Inc., 266 Ill. App. 3d 

13, 18, 639 N.E.2d 592, 595 (1994) (in de novo review of summary judgment proceeding, 

appellate court reviewed propriety of ruling, not trial judge’s explicit findings). Accordingly, 

we will not set out the numerous arguments that were made for and against the dismissal of 

James’s fourth complaint or the remarks which the trial judge made about the arguments. 

¶ 6 James contends he may sue SCR because he is exempt from the principle that an employee 

injured on the job normally cannot sue his Illinois employer, provided the employee is entitled 

to receive workers’ compensation benefits from the employer or the employer’s insurer. 

Illinois Insurance Guaranty Fund v. Virginia Surety Co., 2012 IL App (1st) 113758, ¶ 16, 979 

N.E.2d 503. The Act specifies that an employee has no right to sue his or her employer but may 

instead automatically recover for injuries arising out of and in the course of his or her 

employment without regard to any fault on his or her part. Illinois Insurance Guaranty Fund, 

2012 IL App (1st) 113758, ¶ 16, 979 N.E.2d 503; Fregeau v. Gillespie, 96 Ill. 2d 479, 486, 451 

N.E.2d 870, 873 (1983) (indicating the workers’ compensation system “was designed to 

provide speedy recovery without proof of fault for accidental injuries” that occur in the work 

place during the course of work); 820 ILCS 305/5(a) (West 2008) (“No common law or 

statutory right to recover damages from the employer *** for injury or death sustained by any 

employee while engaged in the line of his duty as such employee, other than the compensation 

herein provided, is available to any employee who is covered by the provisions of this Act 

***.”); 820 ILCS 305/11 (West 2008) (workers’ compensation “shall be the measure of the 

responsibility of any employer”). 
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¶ 7 Under the statutory system, the employer is compelled to pay the employee and cannot 

assert various defenses that could be pled in a tort suit, however, the employer’s liability is 

capped under the Act’s comprehensive schedule of recovery. Illinois Insurance Guaranty 

Fund, 2012 IL App (1st) 113758, ¶ 16, 979 N.E.2d 503. Therefore, when an accident occurs, 

an employer assumes a new liability with regard to fault but avoids the prospect of a large civil 

damage award (Meerbrey v. Marshall Field & Co., 139 Ill. 2d 455, 462, 564 N.E.2d 1222, 

1225 (1990) (discussing purpose of and exceptions to the Act)) and the employee receives 

prompt compensation for his or her injuries (Illinois Insurance Guaranty Fund, 2012 IL App 

(1st) 113758, ¶ 16, 979 N.E.2d 503). 

¶ 8 In order to escape the exclusive-remedy rule, an employee must allege and prove one of 

four exceptions: his or her injury (1) was not accidental, (2) did not arise from his or her 

employment, (3) was not received during the course of his or her employment, or (4) was 

noncompensable under the Act, such as being discharged in retaliation for filing a claim for 

workers’ compensation. Meerbrey, 139 Ill. 2d at 463, 564 N.E.2d at 1225; Fredericks v. 

Liberty Mutual Insurance Co., 255 Ill. App. 3d 1029, 1031, 627 N.E.2d 782, 785 (1994). 

¶ 9 James argues that he may sue SCR because he is “not suing SCR for ‘injuries’ but for 

[SCR’s] failure to have and maintain [$1 million] in UIM coverage.” Truly, however, what 

James is suing over is SCR’s failure to have and maintain $1 million in UIM coverage with 

which to compensate him for his injuries. Thus, his claim against SCR comes within the scope 

of the Act and is barred by it, even if he had not accepted compensation through that system. 

¶ 10 Secondly, as we outlined above, the record indicates that James filed a workers’ 

compensation claim on March 17, 2010, which was a week after the accident, and accepted 

temporary total disability payments totaling $8026 from SCR while he was “intermittently” 

disabled until October 12, 2010, as well as a final, lump sum payment of $20,582 from SCR 

about 15 months after the accident. Accordingly, our second reason for rejecting James’s 

carefully worded argument is that he elected to take workers’ compensation benefits on 

grounds that his injuries were compensable under the Act, and he cannot now allege that the 

same injuries were not compensable under the Act. Collier v. Wagner Castings Co., 81 Ill. 2d 

229, 234, 408 N.E.2d 198, 200 (1980) (once the employee takes the express position that an 

injury is compensable under the Act, he is barred from taking the mutually exclusive position 

that his injury is an exception to the Act); Copass v. Illinois Power Co., 211 Ill. App. 3d 205, 

210, 569 N.E.2d 1211, 1214 (1991) (an injured employee is not permitted to seek workers’ 

compensation benefits on a claim that the injuries are compensable and pursue a common-law 

action on grounds that the injury is noncompensable). James’s compensation claim and 

James’s lawsuit are legally inconsistent. 

¶ 11 In addition, when James settled his workers’ compensation claim against SCR on June 8, 

2011, he indicated he did not anticipate further medical treatment and expense, and he 

expressly gave up the right to pursue further compensation from SCR, even if his condition 

worsened. In the settlement contract, the parties specified: 

“This represents a full and final settlement of all claims under the Workers’ 

Compensation Act for injuries allegedly incurred on or about 3/10/2010, including any 

results, developments or sequelae, fatal or non-fatal, allegedly resulting from such 
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accidental injuries.1 Issues exist as to whether these injuries are compensable, and this 

settlement is made to settle these issues. The settlement includes liability for temporary 

total compensation and all medical, surgical and hospital expenses incurred or to be 

incurred allegedly resulting from the accidental injury, for all of which the Petitioner 

[James] assumes responsibility. 

 ***

 The parties believe that petitioner shall not have the need for future medical 

expenses related to the claimant’s injury and therefore have not allocated any sum for 

future medical expenses. *** 

 There are disputed questions of law and fact concerning the claim for injuries 

allegedly sustained by petitioner on 3/10/2010. In order to avoid further litigation and 

as a purchase of peace between the parties, the parties hereto have agreed to 

compromise, adjust, and to settle any and all claims for benefits under the Workers’ 

Compensation Act arising out of the accident of 3/10/2010 upon payment of all 

obligations stated herein. The Respondent [SCR] is herby [sic] released, acquitted and 

discharged from any and all liability under the Workers’ Compensation Act in any way 

arising out of the occurrence reflected herein.” 

¶ 12 James also said: 

“I have read this document, understand its terms, and sign this contract voluntarily. 

*** I understand that by signing this contract, I am giving up the following rights: 

 * * *

 3. My right to further medical treatment, at the employer’s [expense], for the results 

of this injury. 

 4. My right to any additional benefits if my condition worsens as a result of this 

injury.”

¶ 13 Any one of these three reasons—suffering work-related injuries, claiming that the injuries 

were compensable under the Act, or entering into a settlement contract that expressly released 

his employer from further expense—is enough to conclude that James cannot maintain this 

civil suit against SCR. 

¶ 14 Our conclusion is not changed by James’s citation to Fredericks, which we cited above for 

the proposition that James may not sue his employer. Fredericks, 255 Ill. App. 3d 1029, 627 

N.E.2d 782. This is the only authority James cites and he makes a cursory presentation of it, 

instead of explaining how the dispute is similar to his own suit against SCR. 

¶ 15 Fredericks was an injured worker’s attempt to get the statutory benefits that James has 

already received from his employer. Fredericks, 255 Ill. App. 3d 1029, 627 N.E.2d 782. It 

concerns an ironworker who was hired to help renovate a large bridge that spans the 

Mississippi River and connects two different states, Illinois and Missouri. Fredericks, 255 Ill. 

App. 3d at 1030, 627 N.E.2d at 784. The ironworker was injured on the job and sought 

workers’ compensation benefits under the Illinois system, rather than the Missouri system. 

Fredericks, 255 Ill. App. 3d at 1030, 627 N.E.2d at 784. His compensation claim was rejected. 

Fredericks, 255 Ill. App. 3d at 1030, 627 N.E.2d at 784. The ironworker then filed suit in 

 

1

Sequelae are aftereffects or secondary results of a disease or injury. Webster’s Third New 

International Dictionary 2071 (1986). 
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Illinois against his employer and the employer’s workers’ compensation insurance carrier, 

contending that before the job began, his employer and his trade union entered into a binding 

agreement that any employee injury occurring during the project would be resolved under the 

Illinois statute. Fredericks, 255 Ill. App. 3d at 1030, 627 N.E.2d at 784. In his suit, the 

ironworker contended he was a third-party beneficiary of their agreement and that he was 

entitled to its enforcement. Fredericks, 255 Ill. App. 3d at 1030, 627 N.E.2d at 784. The 

employer, however, brought a motion to dismiss and persuaded the circuit court of St. Clair 

County that a dispute involving workers’ compensation benefits was outside the court’s 

subject matter jurisdiction. Fredericks, 255 Ill. App. 3d at 1030, 627 N.E.2d at 784. 

¶ 16 Instead of then taking the issue to the administrative agency that handled workers’ 

compensation claims, which was the Illinois Industrial Commission,2

 the ironworker took an 

appeal. Fredericks, 255 Ill. App. 3d 1029, 627 N.E.2d 782. In its decision, the appellate court 

outlined the principle that workers’ compensation benefits are the full measure of an injured 

employee’s compensation and that lawsuits against the employer are generally forbidden. 

Fredericks, 255 Ill. App. 3d at 1030-31, 627 N.E.2d at 784-85. The appellate court then 

discussed why certain exceptions have been made to the exclusive-remedy rule. Fredericks, 

255 Ill. App. 3d at 1030-32, 627 N.E.2d at 784-86. The appellate court next determined that the 

commission and the courts had concurrent jurisdiction over whether the ironworker was 

contractually entitled to benefits under the Illinois system of compensation. Fredericks, 255 

Ill. App. 3d at 1034-35, 627 N.E.2d at 787. This was because the commission routinely 

arbitrates which State’s workers’ compensation laws apply to a given injury and the circuit 

court has authority to resolve contract disputes. Fredericks, 255 Ill. App. 3d at 1034, 627 

N.E.2d at 786. It was not necessary for the court to defer jurisdiction to the commission, 

however, because the suit before the court involved the worker’s contractual right to benefits 

rather than a question about the Act and because the agency had no particular specialized or 

technical expertise on the issue. Fredericks, 255 Ill. App. 3d at 1034-35, 627 N.E.2d at 787. 

Accordingly, the appellate court reversed the circuit court’s dismissal for lack of subject matter 

jurisdiction and remanded the case to that court for further proceedings. Fredericks, 255 Ill. 

App. 3d at 1036, 627 N.E.2d at 788. 

¶ 17 We see no similarity between the ironworker in Fredericks and the current appellant. The 

ironworker was arguing his contractual right to workers’ compensation benefits, but James has 

received workers’ compensation benefits, consisting of not only temporary disability 

payments for seven months but also a final lump sum payment, which was intended to address 

all of James’s injury. In mid-2011, James and his then attorney signed a settlement contract 

with SCR indicating, “The settlement [figure] includes liability for temporary total 

compensation and all medical, surgical and hospital expenses incurred or to be incurred 

allegedly resulting from the accidental injury, for all of which the Petitioner [James] assumes 

responsibility.” James expressly acknowledged in 2011 that he was being fully compensated 

by SCR, but the following year he filed this suit against SCR for additional compensation. The 

case he relies upon does not permit him to do this. 

 

2On January 1, 2005, the Illinois Industrial Commission became known as the Illinois Workers’

Compensation Commission. Roberson v. Industrial Comm’n, 225 Ill. 2d 159, 162 n.1, 866 N.E.2d 191, 

193 n.1 (2007) (citing 820 ILCS 305/1(c) (West 2004)). 
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¶ 18 Despite James’s citation to Fredericks, we find that his claims against SCR are not exempt 

from the principle that an injured employee’s relief is through the workers’ compensation 

system rather than the courts. Illinois Insurance Guaranty Fund, 2012 IL App (1st) 113758, 

¶ 16, 979 N.E.2d 503. The circuit court’s dismissal of SCR was proper and we affirm that 

ruling. 

¶ 19 The next question is whether James may sue Pace in counts I, IV, V, VI (the first count of 

two labeled as count VI), and VIII based on the UIM insurance provision in the SCR-Pace 

contract, even though James is not one of the contracting parties. The concept that a third-party 

direct beneficiary may sue over the terms of a contract was introduced above by the 

ironworker’s case, Fredericks. Fredericks, 255 Ill. App. 3d 1029, 627 N.E.2d 782. James 

contends he is a third-party beneficiary of actually three documents: (1) Pace’s public 

request-for-proposals, which mandated $1 million in liability, UIM, and UM coverage; (2) 

SCR’s proposal to Pace that included the three requested forms of insurance coverage; and (3) 

the resulting SCR-Pace contract. 

¶ 20 It is undisputed that SCR initially had equal amounts of the three forms of coverage, but 

after 14 months it purchased a policy from a different insurer and that its new policy with 

Empire reduced the UIM and UM limits to $50,000. At the time, SCR had a fleet of 236 vans 

and SCR (not Pace) contends SCR’s insurance broker proposed a reduction in SCR’s costs for 

the policy year beginning October 2009 by modifying SCR’s UIM and UM limits. The record 

includes a form that SCR’s principal signed in order to affirmatively select the reduced UIM 

and UM coverage. The insurance broker testified that the reduction came about because he 

telephoned a risk manager at Pace who verbally gave permission for the coverage reduction 

and that when the broker conveyed the information to SCR, SCR then agreed to the change in 

coverage and to contract with Empire. The Pace risk manager who purportedly gave the oral 

authorization died before James filed this suit and Pace now states that because it has no 

written record in its files, it can neither confirm nor deny that the conversation described by the 

broker took place. 

¶ 21 James is not disputing that the reduced UIM and UM selection form is valid, but he argues 

that any oral modification between SCR and Pace was ineffective because the SCR-Pace 

written contract required that modifications be made in writing and there are no e-mails, 

letters, meeting minutes of the Pace board of directors or ordinances adopted by the board that 

document Pace’s approval for SCR to reduce the coverage. James contends that if Pace and 

SCR actually agreed to the reduced coverage, it would be “an outrageous abuse of power” by a 

public agency and that for “public policy” reasons, we should “plac[e] PACE in the position of 

an insurer, [by] requiring [it] to make good on the losses that would have been covered had 

proper insurance been obtained.” 

¶ 22 Pace responds that James has no right to bring a claim based on the SCR-Pace insurance 

clause because a third party cannot enforce the terms of a contract unless the document 

expressly identifies that person by name or at least by a descriptive class to which the person 

belongs. Martis v. Grinnell Mutual Reinsurance Co., 388 Ill. App. 3d 1017, 1020, 905 N.E.2d 

920, 924 (2009); Barney, 266 Ill. App. 3d at 20, 639 N.E.2d at 597. 

¶ 23 In Martis, for instance, a chiropractor who received discounted rather than full payments 

for his services in treating an injured worker tried to enforce the terms of the employer’s 

workers’ compensation insurance policy. Martis, 388 Ill. App. 3d at 1020, 905 N.E.2d at 924. 

The policy said the insurer would “pay promptly when due” and that the insurer was “directly 
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and primarily liable to any person entitled to benefits payable by this insurance,” that those 

persons “may enforce our duties,” and that the “[e]nforcement may be against us or against you 

[employer] and us [insurer].” (Internal quotation marks omitted.) Martis, 388 Ill. App. 3d at 

1018, 905 N.E.2d at 923. The insurer applied a PPO discount to the chiropractor’s bills, even 

though he did not have a PPO discount agreement with the insurer, and he sued to collect the 

difference. Martis, 388 Ill. App. 3d at 1018, 905 N.E.2d at 923. There is, however, a strong 

presumption in Illinois that the contracting parties intend that the terms of their agreement 

apply only to them, not to others. Martis, 388 Ill. App. 3d at 1020, 905 N.E.2d at 924; Barney, 

266 Ill. App. 3d at 19, 639 N.E.2d at 596. Even the fact that the contracting parties may have 

known, expected, or even intended that others would indirectly benefit from their agreement is 

not enough to overcome the presumption that the contract was intended to directly benefit only 

the contracting parties. Martis, 388 Ill. App. 3d at 1020, 905 N.E.2d at 924; Barney, 266 Ill. 

App. 3d at 20, 639 N.E.2d at 597. Only direct beneficiaries have rights against the promisor 

and incidental beneficiaries have no rights whatsoever. Barney, 266 Ill. App. 3d at 20, 639 

N.E.2d at 597. If the contract does not identify the plaintiff by name or the class to which he 

belongs, then the plaintiff is not a third-party beneficiary of the contract. Martis, 388 Ill. App. 

3d at 1020, 905 N.E.2d at 924. The workers’ compensation insurance policy at issue in Martis

did not identify the specific chiropractor or medical providers in general as third-party 

beneficiaries, and it was the injured worker, not his medical provider, whom the contract was 

referring to as the “person entitled to benefits” under the workers’ compensation scheme. 

Martis, 388 Ill. App. 3d at 1020, 905 N.E.2d at 924. Because the chiropractor was not a direct 

third-party beneficiary of the policy, the chiropractor had no right to enforce its terms. Martis, 

388 Ill. App. 3d at 1024, 905 N.E.2d at 927. 

¶ 24 The contract at issue in Barney was one in which the City of Chicago hired a contractor to 

“straighten out the Lake Shore Drive S-curve.” Barney, 266 Ill. App. 3d at 15, 639 N.E.2d at 

594. The contract required the contractor to require any subcontractors that it hired to obtain 

liability insurance before beginning work. Barney, 266 Ill. App. 3d at 15, 639 N.E.2d at 594. 

One of the subcontractors did not have motor vehicle liability insurance when it began hauling 

paving materials to and from the construction site and purportedly crashed into the back of a 

Chicago Transit Authority bus and caused serious injuries to one of the passengers. Barney, 

266 Ill. App. 3d at 17, 639 N.E.2d at 594. The injured commuter contended the purpose of the 

clause requiring the contractor to require its subcontractors to get insurance was to protect 

members of the public such as herself who might be injured by subcontractors. Barney, 266 Ill. 

App. 3d at 17, 639 N.E.2d at 594. She contended this fact gave her the right to sue on the City 

of Chicago’s contract, even though she was not one of the parties that executed the agreement. 

Barney, 266 Ill. App. 3d at 19, 639 N.E.2d at 596. The court could find no language in the 

contract that expressly or even impliedly indicated that the insurance requirements were 

included for the direct benefit of the public. Barney, 266 Ill. App. 3d at 20, 639 N.E.2d at 597. 

Instead, the City of Chicago and the contractor persuasively argued that the insurance 

provisions were for their direct benefit to insulate them from loss for claims such as the 

passenger’s suit. Barney, 266 Ill. App. 3d at 19, 639 N.E.2d at 596. 

¶ 25 Similarly, Pace now contends that Pace was the only intended beneficiary of the insurance 

terms it included in the SCR-Pace contract and Pace expressly denies that there was an 

intention to confer a benefit on any other party. Pace’s general counsel since 2008 testified that 

Pace typically requires its vendors to carry automobile liability coverage, UM coverage, and 
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UIM coverage because Pace “intends to protect itself from *** claimants that are allegedly 

injured by, or while traveling on, vehicles being operated by Pace vendors.” Pace contends it is 

nonsensical for James to argue that even though SCR was statutorily required to provide for 

James through the workers’ compensation system, that both SCR and Pace specifically 

intended for the UM and UIM coverage requirements in the SCR-Pace contract to benefit 

James if he was injured while driving for SCR. Pace points out that it had no obligation to 

provide any UM and UIM coverage for James while James was working for SCR. Pace also 

argues that James’s “public contract” or “public policy” argument is unpersuasive because 

Pace’s internal guidelines for contract modification do not create rights for individuals like 

James to sue Pace. See Rogers v. West Construction Co., 252 Ill. App. 3d 103, 111, 623 N.E.2d 

799, 804 (1993) (duties owed between contracting parties cannot be read to establish 

beneficiary rights for nonparties). Pace also contends a fundamental problem with James’s suit 

is that he has failed to cite any legal theory or contract provision that could compel Pace to be 

placed “in the position of an insurer” of James. This is because even if the SCR-Pace contract 

was enforced without the oral modification authorizing SCR to reduce its UIM from $1 million 

to $50,000, then it would be SCR, not Pace, that would be contractually obligated (by Pace) to 

maintain the $1 million level of UIM coverage. Pace also argues that James’s suit against Pace 

is time-barred. 

¶ 26 We find that James is not a third-party beneficiary of the SCR-Pace contract. James is like 

the chiropractor in Martis who could cite no contract language that identified him by name or 

referred to a descriptive class that encompassed him. Martis, 388 Ill. App. 3d at 1020, 905 

N.E.2d at 924. James is also like the bus passenger in Barney, who argued that the purpose of 

the insurance requirement was to protect members of the public who might be negligently 

injured during the performance of a work contract, but could cite no terms in the contract that 

affirmatively stated this intention. Barney, 266 Ill. App. 3d at 19, 639 N.E.2d at 596. James has 

no contract provisions with which to overcome the strong presumption in Illinois that 

contracting parties intend that the terms of their agreement apply only to them, not to others.

Martis, 388 Ill. App. 3d at 1020, 905 N.E.2d at 924; Barney, 266 Ill. App. 3d at 19, 639 N.E.2d 

at 596. 

¶ 27 James incorrectly states that Pace van “passengers and drivers are the only possible 

potential beneficiaries” of UIM and UM coverage. His contention is contrary to the discussion 

in Barney indicating that one of the purposes of liability insurance is to insulate the insured and 

its contracting parties from claims. Barney, 266 Ill. App. 3d at 19, 639 N.E.2d at 596. The trial 

judge emphasized this point to James before he filed this appeal. Although our review is 

de novo and does not need to rely on any reasoning of the trial judge (Guinn, 361 Ill. App. 3d at 

586, 836 N.E.2d at 691), we agree with the judge’s remarks at the hearing on Pace’s and SCR’s 

motions to dismiss James’s third amended complaint. The judge said to James and the other 

parties: 

“Despite the argument that UIM coverage can’t benefit SCR or Pace because 

theoretically it only applies where SCR or Pace are not at fault, that argument has not 

prevented most people from carrying insurance[.] *** Insurance coverage has a 

tendency to benefit the people who have insurance coverage even in its UM and UIM 

aspects because the risk of one who has such coverage of getting directly sued is [then] 

less. That was the underlying point of Barney [which concerned liability insurance, not 
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UIM insurance] and I think it applies in the UIM context as well despite James’ 

eloquent arguments to the contrary. 

Defending a lawsuit[,] even if one wins[,] is an expensive undertaking. *** So it’s 

not irrational for Pace to want [insurance coverage] to guard against that possibility [of 

getting sued].”

¶ 28 Thus, James’s contention, that passengers and drivers, not SCR and Pace, benefit from the 

UIM and UM coverage, was considered and rejected by the reasoning in Barney and when 

James first presented the contention in the trial court. Barney, 266 Ill. App. 3d at 19, 639 

N.E.2d at 596. Pace’s interest in avoiding the expense of litigation is particularly true when one 

considers that public transportation providers in northeastern Illinois, such as Pace and the 

regional commuter rail services, have not been on “sound financial footing” and have had a 

“long history of financial difficulties.” Copes v. Northeast Illinois Regional Commuter R.R. 

Corp., 2015 IL App (1st) 150432, ¶ 38, 45 N.E.3d 1123. These financial problems have been 

so debilitating that the General Assembly shortened the usual two-year statute of limitations 

applicable to tort actions (735 ILCS 5/13-202 (West 2008)) to just a one-year statute of 

limitations specifically applicable to actions brought against Pace and the other public 

transportation providers. Copes, 2015 IL App (1st) 150432, ¶ 38, 45 N.E.3d 1123 (discussing 

the legislature’s motivation for limiting the time in which to bring an injury claim against Pace, 

Metra, and the CTA); 70 ILCS 3615/5.03 (West 2008) (one-year statute of limitations for 

actions against the Regional Transit Authority and its divisions including Pace); 70 ILCS 

3605/41 (West 2008) (one-year statute of limitations for actions against the CTA). 

¶ 29 Furthermore, the fact that SCR and Pace may have known that others, such as van drivers 

and passengers, would indirectly benefit from the minimum insurance clause in the SCR-Pace 

contract does not overcome the presumption that the contract was intended to directly benefit 

only SCR and Pace. Martis, 388 Ill. App. 3d at 1020, 905 N.E.2d at 924; Barney, 266 Ill. App. 

3d at 20, 639 N.E.2d at 597. 

¶ 30 James also seems to be arguing that he is a third-party beneficiary of the Empire insurance 

contract, because he comes within its definition of an “insured” as someone who occupied a 

covered auto. Assuming this is true, we fail to see how enforcing the terms of the Empire 

insurance contract, with its UIM limit of $50,000, would entitle James to collect more than 

$50,000 in UIM coverage. Nor do we see how enforcing the terms of the Empire policy would 

entitle James to reform the SCR-Pace contract in order to reform the Empire policy into 

providing a higher limit of UIM coverage. This would be a circular argument that is not 

supported by citation to any authority on the reformation of contracts. 

¶ 31 Accordingly, we conclude that James is not a third-party beneficiary of the SCR-Pace 

contract. We affirm the dismissal of Pace on that basis. 

¶ 32 The final defendant, Empire, contends we lack jurisdiction to review the dismissal of 

claims against it due to a defect in James’s notice of appeal. Empire points out that it was 

dismissed as a party as of May 30, 2014, when the trial judge disposed of James’s second 

amended complaint and that James’s notice of appeal refers only to the subsequent order dated 

January 12, 2015, granting SCR’s and Pace’s motions to dismiss the third amended complaint. 

Empire cites Supreme Court Rule 302(c)(2) requiring an appellant to “specify the judgment or 

part thereof *** appealed from” and case law indicating that a notice of appeal confers 

jurisdiction to consider only the judgments or parts of judgments that are specified in the notice 

of appeal. Ill. S. Ct. R. 303(b)(2) (eff. Sept. 1, 2006); General Motors Corp. v. Pappas, 242 Ill. 
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2d 163, 175-76, 950 N.E.2d 1136, 1143-44 (2011) (a notice of appeal confers jurisdiction); 

Atkinson v. Atkinson, 87 Ill. 2d 174, 177-78, 429 N.E.2d 465, 466-67 (1981) (in which the 

Illinois Supreme Court concluded that the appellate court should not have reviewed an order 

awarding child custody when the notice of appeal specified only orders regarding marital 

property). We disagree with Empire. 

¶ 33 We disagree with Empire because in paragraph 38 of his third amended complaint, James 

stated “JAMES adopts the prior complaints and incorporates them into this complaint, and *** 

re-states the [previously dismissed or stricken] counts herein” and he then expressly identified 

counts II through V as having been previously dismissed or stricken, which were counts 

directed at Empire. By referring to and adopting certain portions of his second amended 

complaint into his third amended complaint, James effectively preserved his arguments as to 

the dismissal of the counts regarding Empire and he preserved those issues for review. See 

Bonhomme v. St. James, 2012 IL 112393, ¶ 17, 970 N.E.2d 1 (indicating that the plaintiff’s 

failure to refer to or adopt a prior pleading in an amended pleading waived any objection to the 

trial court’s ruling on the former complaint and that those claims were effectively abandoned 

and withdrawn). James’s notice of appeal indicated he was appealing from the 

“judgment/order” dated January 12, 2015, which was the dismissal of the third amended 

complaint and that the relief he was seeking was for the reviewing court to “[r]everse dismissal 

of cause of action.” The purpose of a notice of appeal is to inform the prevailing party that the 

other litigant seeks review of the trial court’s decision. General Motors, 242 Ill. 2d at 176, 950 

N.E.2d at 1144. A notice of appeal is sufficient to confer appellate jurisdiction when it sets out 

the judgment complained of and the relief sought, thus advising the successful litigant of the 

nature of the appeal. General Motors, 242 Ill. 2d at 176, 950 N.E.2d at 1144. We find that by 

filing an appeal from the order dismissing the third amended complaint, James was also 

appealing from the dismissal of the restated counts from the second amended complaint. While 

the notice of appeal would have been more informative if it specified both the date the second 

amended complaint was dismissed and the date the third amended complaint was dismissed, 

James’s notice was complete and sufficient to confer appellate jurisdiction over all the counts 

of the third amended complaint, including the ones directed at Empire. 

¶ 34 We also disagree with Empire’s jurisdiction argument because Empire was not prejudiced 

by the contents of James’s notice of appeal. A notice of appeal is to be liberally construed and 

unless it contains a defect that is both prejudicial and substantive, an appellant’s failure to 

comply with the established form of notice will not be fatal to his appeal. General Motors, 242 

Ill. 2d at 176, 950 N.E.2d at 1144. This notice effectively states the nature of the appeal, which 

is to reverse the final order disposing of James’s lawsuit, and it was sent to Empire’s attorneys 

(Brian A. O’Gallagher and Kristina M. Beck of Crema, Spina, Shaughnessy, Jansen & Siegert, 

LLC), who have also been representing SCR and Pace throughout the trial and appellate court 

proceedings. Counsel initially appeared in the appellate court only for SCR and Pace, but upon 

receiving James’s opening brief on appeal, also appeared for Empire and moved to dismiss 

Empire based on James’s notice of appeal. After this court denied the motion without 

prejudice, counsel prepared and timely filed substantive briefs for all three clients. Empire has 

never contended it was prejudiced by the notice of appeal, and we perceive no prejudice in the 

timely presentation of its defense to this appeal. 
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¶ 35 For these two reasons, we conclude that the notice of appeal conveyed appellate 

jurisdiction as to the counts directed at Empire and we will review the merits of James’s appeal 

as to that defendant. Counts II, III, IV, and V were all directed in some part at Empire. 

¶ 36 James contends that as the occupant of a vehicle insured by Empire, he is an “insured” 

within the meaning of its policy and that, as an “insured” and injured person, he has the right to 

file a declaratory judgment action addressing whether he is entitled to UIM coverage from 

Empire. He contends there is “a strong public policy against [UIM] step-downs” as well as a 

public policy to “provide protection to the insured” and that these are reasons to reform 

Empire’s UIM coverage to provide him with up to $1 million coverage. He contends “Empire 

[is] an innocent party” and proposes that with the judicial reformation of the insurance 

contract, “SCR must be forced to pay the additional (tiny) premium to Empire” that it would 

have paid to have the maximum UIM amount rather than the “stepped down” UIM amount. 

¶ 37 Empire responds that James has no valid cause of action against the insurance company 

because his receipt of $50,000 from the other driver means he did not have an accident with an 

“underinsured motor vehicle” as that phrase is defined in the Empire policy and that there is no 

public policy justification for reforming the Empire policy. 

¶ 38 In our opinion, Empire’s argument is the correct one. James does not dispute that SCR 

executed a form in late 2009 intentionally reducing SCR’s $1 million liability coverage to 

$50,000 for UIM and UM coverage. James’s second amended complaint included a copy of 

the form. Illinois law provides conditions and procedures that insurance companies and their 

applicants must follow in order to effectively reduce UIM coverage below certain minimums. 

See, e.g., Phoenix Insurance Co. v. Rosen, 242 Ill. 2d 48, 949 N.E.2d 639 (2011); DeGrand v. 

Motors Insurance Corp., 146 Ill. 2d 521, 588 N.E.2d 1074 (1992); and statutes cited therein. 

James does not challenge the contents of Empire’s UIM and UM selection form or the manner 

in which it was presented and executed by Empire and SCR. 

¶ 39 His argument is strictly one of public policy. However, the power to declare a private 

contract invalid on public policy grounds is exercised sparingly and a person seeking to have 

an agreement invalidated on such grounds carries a “ ‘heavy burden.’ ” Phoenix, 242 Ill. 2d at 

55, 949 N.E.2d at 645. Agreements will be voided on public policy grounds only when they are 

clearly contrary to what the constitution, the statutes, or the decisions of the courts have 

declared to be the public policy or unless they are manifestly injurious to the public welfare.

Schumann-Heink v. Folsom, 328 Ill. 321, 330, 159 N.E. 250, 254 (1927) (“Courts must act 

with care in extending those rules which say that a given contract is void because against 

public policy, since if there be one thing more than any other which public policy requires, it is 

that [persons] of full age and competent understanding shall have the utmost liberty of 

contract, and that their contracts, when entered into fairly and voluntarily, shall be held sacred 

and shall be enforced by the courts.”); Phoenix, 242 Ill. 2d at 55-56, 949 N.E.2d at 645 (“In 

relation to the judicial branch, the General Assembly, which speaks through the passage of 

legislation, occupies a ‘superior position’ in determining public policy,” and when the General 

Assembly has declared the public policy of the State, the judiciary remains silent and applies 

the law as written.); Groome v. Freyn Engineering Co., 374 Ill. 113, 124, 28 N.E.2d 274, 280 

(1940) (courts strictly adhere to the principle that public policy is found in the constitution, the 

laws, and precedent, rather than the varying opinions of judges, lawyers, and laymen). 

¶ 40 James fails to cite any authority or any facts in support of his contention that there is “a 

strong public policy against [UIM] step-downs” when in fact a UIM step-down is provided for 
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by Illinois statute. He also fails to show that the particular UIM and UM selection form used 

here or the manner in which the form was presented and executed by Empire and SCR are 

grounds for invalidating the contract. 

¶ 41 He contends the $50,000 UIM coverage is contrary to public policy because the “purpose 

of UIM in this situation is simple: to provide benefits to only two classes of people, and no one 

else: the handicapped passengers in the SCR/PACE vans and the van *** drivers. Whether the 

UIM was $1,000,000 or it was $50,000, PACE and SCR derive no benefit.” In our discussion 

above regarding Pace’s liability, we addressed James’s erroneous contention that only 

passengers and drivers benefit from UIM coverage. 

¶ 42 Furthermore, James fails to acknowledge that (1) he is suing his employer’s automobile 

liability insurer and (2) the workers’ compensation system has been in place to provide speedy, 

no-fault coverage and is the exclusive form of employer-compensation for injured SCR van 

drivers such as him. Through that system he received temporary disability payments and a final 

lump settlement, which he stated was sufficient to address his injuries, and he also 

affirmatively stated that he would “not have the need for future medical expenses related to 

[his] injury.” James’s apparent dissatisfaction with the amount of compensation he accepted 

from the other driver and his own employer is not grounds for requiring his employer’s 

automobile liability insurer, Empire, to compensate him further. He has not met the heavy 

burden of showing that the UIM terms should be invalidated for public policy reasons. We 

affirm the dismissal of Empire. 

¶ 43 For the above reasons, we hold that the circuit court’s rulings against James and in favor of 

SCR, Pace, and Empire were appropriate and we affirm those orders. 

¶ 44 Affirmed.