1

IN THE UNITED STATES DISTRICT COURT 

FOR THE NORTHERN DISTRICT OF ILLINOIS

EASTERN DIVISION

Ann Hollander and Mark Hollander,

individually and on behalf of other 

similar situated persons,

Plaintiffs,

v.

State Farm Mutual Automobile 

Insurance Company,

Defendant.

Case No. 20-cv-04932

Judge Mary M. Rowland

MEMORANDUM OPINION AND ORDER

Plaintiffs Ann Hollander and Mark Hollander (the “Hollanders”) bring a class 

action lawsuit on behalf of themselves and all other persons similarly situated 

against Defendant State Farm Mutual Automobile Insurance Company (“State 

Farm”), claiming that State Farm breached the terms of their auto insurance policy. 

The Hollanders allege that they endured the total loss of their vehicle, but State Farm 

failed to pay the full costs of mandatory state transfer and title fees. The Hollanders 

bring a claim for breach of contract or in the alternative, unjust enrichment. State 

Farm removed the suit to federal court pursuant to the Class Action Fairness Act of 

2005, 28 U.S.C. §§1332(d), 1453 and 28 U.S.C. §§ 1441 and 1446. (Dkts. 1, 18). State 

Farm now moves to dismiss pursuant to Federal Rule of Civil Procedure 12(b)(6).

(Dkt. 15).

For reasons stated herein, State Farm’s Motion to Dismiss [15] is granted. 
2

I. Background

The following factual allegations are taken from the Complaint (Dkt. 1-1, 

“Compl.”) and are accepted as true for purposes of the motion to dismiss. See W. Bend 

Mut. Ins. Co. v. Schumacher, 844 F.3d 670, 675 (7th Cir. 2016). 

The Hollanders had an automobile insurance policy underwritten and issued by 

State Farm (the “Policy”). (Compl. ¶ 23). The Policy provided physical damage 

coverage, including collision coverage, for the Hollanders’ 2010 Toyota Sienna (the 

“insured vehicle”). Id.1 On or about June 2, 2015, the insured vehicle was involved in 

a collision that resulted in a total loss of the vehicle. Id. ¶ 45. As a result, the 

Hollanders submitted a property damage claim under the Policy (the “Claim”). Id. 

Under the Collision Coverage section of the Policy, State Farm could choose to settle 

the Claim either by “pay[ing] the cost to repair the covered vehicle minus any 

applicable deductible” or “pay[ing] the actual cash value of the covered vehicle minus 

any applicable deductible.” (Dkt. 16-1, Exh. A, p. 26). State Farm chose the latter 

approach, settling the claim by paying the Hollanders the actual cash value for the 

insured vehicle minus the deductible. Compl. ¶ 46. 

In a June 11, 2015 letter, State Farm responded to the Claim explaining that the 

amount payable to the Hollanders was $25,888.20 in Actual Cash Value (ACV), 

$2,135.78 for taxes, and $120 for license and title fees. Id. After subtracting the $250 

deductible, the net payment to the Hollanders totaled $27,893.98. Id. On June 15, 

1 While the Hollanders attached a representative sample policy form to their complaint, State 

Farm attached to its response brief the particular Policy issued to the Hollanders. (Dkt. 16-

1, Exh. A).
3

2015, the Hollanders purchased a replacement vehicle for $34,113.35. Id. ¶ 47, Exh. 

D. This price included mandatory state fees totaling $221.00. Id. ¶ 47. At issue in this 

case is $101—the difference between the $221 fees charged by the dealer and the 

$120 fee payment the Hollanders received from State Farm. 

On July 8, 2020, the Hollanders filed a class action breach of contract claim in 

state court alleging that State Farm “failed to pay the requisite mandatory state fees 

in full to Plaintiffs and the other Class members on their total loss claims” and that 

this failure to pay constituted a “material breach of [State Farm’s] contracts.” Id. ¶¶ 

64-65. The Hollanders also claim unjust enrichment in the alternative, alleging that 

State Farm “unfairly retained and unjustly benefitted from financial gain achieved

by failing to pay the full amount of mandatory state fees involved with the purchase 

of a replacement vehicle, to Plaintiffs and the other members of the Class.” Id. ¶ 70.

II. Standard

A motion to dismiss tests the sufficiency of a complaint, not the merits of the case. 

Gibson v. City of Chi., 910 F.2d 1510, 1520 (7th Cir. 1990). “To survive a motion to 

dismiss under Rule 12(b)(6), the complaint must provide enough factual information 

to state a claim to relief that is plausible on its face and raise a right to relief above 

the speculative level.” Haywood v. Massage Envy Franchising, LLC, 887 F.3d 329, 

333 (7th Cir. 2018) (quotations and citation omitted). See also Fed. R. Civ. P. 8(a)(2)

(requiring a complaint to contain a “short and plain statement of the claim showing 

that the pleader is entitled to relief.”). A court deciding a Rule 12(b)(6) motion accepts 

plaintiff’s well-pleaded factual allegations as true and draws all permissible
4

inferences in plaintiff’s favor. Fortres Grand Corp. v. Warner Bros. Entm't Inc., 763 

F.3d 696, 700 (7th Cir. 2014). A plaintiff need not plead “detailed factual allegations”, 

but “still must provide more than mere labels and conclusions or a formulaic 

recitation of the elements of a cause of action for her complaint to be considered 

adequate under Federal Rule of Civil Procedure 8.” Bell v. City of Chi., 835 F.3d 736, 

738 (7th Cir. 2016) (citation and internal quotation marks omitted).

Dismissal for failure to state a claim is proper “when the allegations in a 

complaint, however true, could not raise a claim of entitlement to relief.” Bell Atl. 

Corp. v. Twombly, 550 U.S. 544, 558, 127 S. Ct. 1955, 1966 (2007). Deciding the 

plausibility of the claim is “‘a context-specific task that requires the reviewing court 

to draw on its judicial experience and common sense.’” McCauley v. City of Chi., 671 

F.3d 611, 616 (7th Cir. 2011) (quoting Ashcroft v. Iqbal, 556 U.S. 662, 679, 129 S. Ct. 

1937, 1950 (2009)).

III. Analysis

Under Illinois law, the general rules governing interpretation of contracts also 

govern the interpretation of insurance policies. Scottsdale Ins. Co. v. Columbia Ins. 

Grp., 972 F.3d 915, 919 (7th Cir. 2020). To interpret an insurance policy “is to

ascertain and give effect to the intention of the parties, as expressed in the policy 

language.” Id. (cleaned up). “Illinois law places a burden on the insured to know its 

needs for coverage and the contents of its insurance policies.” Garrick v. Mesirow Fin. 

Holdings, Inc., 994 N.E.2d 986, 994 (1st Dist. 2013). State Farm raises a number of 
5

arguments for dismissal. The Court agrees that the Hollander’s suit is time-barred.

The Court need not address State Farm’s other arguments.

A. Timeliness

State Farm argues that the Hollanders’ lawsuit is time-barred by the one-year 

limitation provision in the Policy. That provision states that “legal action may only 

be brought against [State Farm] regarding...Physical Damage Coverages if the legal 

action relating to these coverages is brought against us within one year immediately 

following the date of the accident or loss.” (Dkt. 16-1, Exh. A, p. 48) (emphasis 

omitted). The Hollanders filed suit five years after their accident.

Illinois law permits insurance contracts to contain reasonable time limitations. 

See Hoover v. Country Mut. Ins. Co., 975 N.E.2d 638, 646 (1st Dist. 2012) (“Illinois 

case law establishes that insurance policies may validly set forth contractual time 

limitations requiring suits to be brought within a specified period of time”); 

Koclanakis v. Merrimack Mut. Fire Ins. Co., 899 F.2d 673, 675 (7th Cir. 1990) 

(“Illinois law recognizes the validity of reasonable contractual limitations on the time 

to file suit”); Stephan v. Goldinger, 325 F.3d 874, 877 (7th Cir. 2003) (“One year ... is 

not an unreasonably short time for bringing a suit”). Illinois courts have upheld one 

year limitation periods in insurance contracts. See Hoover, 975 N.E.2d at 646; 

McMahon v. Millers Nat. Ins. Co., 266 N.E.2d 714, 716 (Ill. App. Ct. 1971) (upholding 

one-year limitation period in insurance contract); Schmitt v. Am. Fam. Mut. Ins. Co., 

2014 IL App (1st) 13-1666-U, ¶ 35 (upholding one-year limitations period and stating 

that insureds in Illinois “are charged with notice of the contents of their insurance 
6

policy, including this limitation period, and [plaintiffs] are barred from raising the 

claim outside of that contractual limitations period”).

“Any suit filed after the contractual period has expired is barred unless the insurer 

has, by some conduct or representation, waived the requirement.” Williams v. 

Prudential Prop. & Cas. Ins. Co., 223 Ill. App. 3d 654, 661, 585 N.E.2d 1110, 1114 (2d 

Dist. 1992) (cleaned up). The Hollanders do not argue that State Farm waived the 

limitations requirement. They argue, however, that because State Farm never 

“denied” their claim—instead it accepted the claim but “failed to fully and properly 

pay out all that it owes,” the Policy’s tolling provision means that limitations period 

has not yet begun to run. (Dkt. 21 at 13).

The tolling provision states: “[t]he limitation period ... is tolled from the date proof 

of loss is filed ... until the date claim for that coverage is denied in whole or in part.”

Dkt. 16-1, Exh. A, p. 48. But as State Farm argues, that provision does not make the 

Hollander’s suit timely. State Farm paid the claim nine days after the accident

(Compl. ¶¶ 45-46)—it was not “sitting on a claim, allowing the limitation period to 

run and depriving an insured of the opportunity to litigate her claim in court.” Am. 

Access Cas. Co. v. Tutson, 409 Ill. App. 3d 233, 237, 948 N.E.2d 309, 312 (1st Dist. 

2011). The Policy’s tolling provision tracks section 143.1 of the Illinois Insurance Code 

(215 ILCS 5/143.1). The purpose of section 143.1 is to provide the insurance company 

“all information required and in the form required [and then] [t]he company can 

conduct whatever further investigation is necessary and then promptly pay or deny 

the claim.” Trinity Bible Baptist Church v. Fed. Kemper Ins. Co., 219 Ill. App. 3d 156, 
7

161, 578 N.E.2d 1375, 1378 (5th Dist. 1991). “The statute of limitations is tolled only 

for the limited time that the company is continuing its investigative and deliberative 

processes after it has received all the information from its insured.” Id.

As the Hollanders acknowledge, State Farm accepted their claim—it did not 

“deny” it. (Dkt. 21 at 13). So the tolling provision did not come into play. After State 

Farm paid the Hollanders $27,893.98, State Farm was not engaged in any further 

“investigative and deliberative processes” about Hollanders’ claim. The Hollanders 

do not allege that they submitted any separate “proof of loss” regarding the state fees. 

Therefore “to the extent that any party was ‘sitting on a claim,’ it was the plaintiffs 

and not the insurance company.” Schmitt, 2014 IL App (1st) 13-1666-U, ¶ 40.

The Hollanders’ second argument, that the one-year limitation period contravenes

public policy, is not convincing. That limitations period has been upheld as 

enforceable under Illinois law. See e.g. McMahon, 266 N.E.2d at 716; Hoover, 975 

N.E.2d at 646. The cases the Hollanders rely on involve uninsured motorists (and one 

involved an uninsured motorist and a period of only four months). (Dkt. 21 at 14-15).

E.g. Burgo v. Illinois Farmers Ins. Co., 8 Ill. App. 3d 259, 290 N.E.2d 371 (1972); 

Smith v. Am. Heartland Ins. Co., 72 N.E.3d 789, 791 (1st Dist. 2017). As the Seventh 

Circuit has recognized, Burgo and other cases “aris[ing] out of suits for uninsuredmotorist coverage...are ‘unique’ to that issue.” Stephan, 325 F.3d at 878. Therefore 

the present lawsuit is time-barred.
8

B. Unjust Enrichment

The Hollanders allege in the alternative to breach of contract that State Farm was 

unjustly enriched because of its alleged financial gain from not paying the full amount 

of state fees. However, “where there is a specific contract that governs the 

relationship of the parties, [unjust enrichment] has no application.” Toulon v. Cont'l 

Cas. Co., 877 F.3d 725, 742 (7th Cir. 2017) (internal quotations omitted). 

Furthermore, “a claim of unjust enrichment is not a separate cause of action that, 

standing alone, will justify an action for recovery.” Siegel v. Shell Oil Co., 612 F.3d 

932, 937 (7th Cir. 2010) (cleaned up). In this case, there is a contract, the Policy, and 

the Hollanders’ theory of unjust enrichment is based on an alleged breach of that 

contract. And the Court has concluded that the Hollanders’ lawsuit is untimely. 

Therefore their unjust enrichment claim cannot survive.

C. Dismissal with prejudice

State Farm has requested dismissal of the complaint with prejudice. The Court

agrees that dismissal with prejudice is warranted. The Court has concluded that the 

complaint is time-barred. An amended complaint would be futile if it fails to state a 

valid theory of liability or could not withstand a motion to dismiss. Villars v. 

Kubiatowski, 128 F. Supp. 3d 1039, 1043 (N.D. Ill. 2015) (citing Bower v. Jones, 978 

F.2d 1004, 1008 (7th Cir. 1992)). Here an amended complaint would be futile because 

it would be able to overcome at a minimum the timeliness issue in this case. “Nothing 

in Rule 15, nor in any of our cases, suggests that a district court must give leave to 

amend a complaint where a party does not request it or suggest to the court the ways 
9

in which it might cure the defects. To the contrary, we have held that courts are 

within their discretion to dismiss with prejudice where a party does not make such a 

request or showing.” Haywood, 887 F.3d at 335. That is the case here. The Hollanders 

did not request leave to amend or suggest the ways in which they might cure the 

defects of their complaint.

IV. Conclusion

For the stated reasons, Defendant’s Motion to Dismiss [15] is granted. Plaintiffs’

Complaint is dismissed with prejudice. The Clerk is directed to enter judgment in 

favor of Defendant State Farm Mutual Automobile Insurance Company and against 

the Hollanders and to terminate the case.

Dated: May 17, 2021

E N T E R:

MARY M. ROWLAND

United States District Judge