Background
On April 3, 2021, a fire broke out in the laundry area of a Days Inn motel in Caseyville, Illinois, forcing the city to close the property. The motel was owned by Caseyville Hospitality Group, LLC and managed by Shaiq Amir, who served as general manager and authorized agent for the LLC on behalf of his son, the sole member. Amir, having no prior experience with fire-loss insurance claims, hired public adjuster Dan Long to manage both the remediation and the insurance claim. Long recommended Smoke Services Restoration, Inc. for the cleanup work, and on April 16, 2021, Amir signed a contract with Smoke Services on behalf of Caseyville Hospitality. The contract authorized Smoke Services to clean and restore the property using accepted methods and procedures but did not specify a total price.
Smoke Services performed the remediation work, tracking time and services through Xactimate — the insurer’s mandated industry-standard estimating software — with estimates reviewed and approved by both Long and the insurance company’s adjusters. Upon completion, Smoke Services submitted two invoices totaling $237,954.73. The insurer paid approximately $500,000 to Caseyville Hospitality and $50,000 directly to Amir. Amir remitted $50,000 to Smoke Services — noting on the check memo that the amount owed was $180,485.38 — but no further payment followed. Smoke Services sued both Caseyville Hospitality and Amir for breach of contract. After a bench trial, the St. Clair County circuit court entered judgment jointly and severally against both defendants for $301,215.65, comprising the $187,954.73 balance, $101,495.55 in 18% contractual interest, and $11,765.37 in attorney fees. Defendants timely appealed.
The Court’s Holding
The Fifth District affirmed on multiple independent grounds. First, the court held that the contract was enforceable despite the absence of a stated price. Reviewing the legal effect of the contract de novo, the court found that the emergency nature of the fire damage justified contracting without a fixed sum — a recognized exception under Illinois law — and that the defendants’ failure to object to Xactimate’s use throughout the project undermined any claim of ambiguity. Second, the court held that Amir’s engagement of Long as agent to manage the project bound both Amir and Caseyville Hospitality to the resulting charges, because an agent’s acts within the scope of authority bind the principal.
As an independent alternative basis, the court held that quantum meruit supported the award. The trial record established through testimony and Xactimate data the precise services Smoke Services rendered and their reasonable value. The defendants’ confusion about the billing process, Amir’s admitted inexperience with insurance claims, and his lack of expertise in smoke-damage remediation did not render the charges unreasonable, particularly given that the insurer’s representatives were frequently on-site and ultimately paid the defendants $550,000 on the claim.
On the separate question of Amir’s individual liability, the court affirmed joint and several liability. Although Amir held no ownership interest in the LLC, he was introduced to Smoke Services as the motel’s “owner,” was named as a party to the contract without objection from himself or Long, was the sole contact for Smoke Services throughout the project, and personally received a $50,000 insurance payment — conduct the circuit court found consistent with individual contractual responsibility. The appellate court deferred to the circuit court’s credibility and factual findings on this point.
Key Takeaways
- Under Illinois law, a restoration contract that omits a total price is not automatically unenforceable; an emergency necessitating immediate work can substitute for a fixed-price term, provided the charges are later shown to be reasonable and customary.
- A property manager who engages a public adjuster to oversee remediation work binds both himself and the owning entity to the resulting contractual obligations through agency principles, even if the manager lacks an ownership stake in the LLC.
- Quantum meruit provides an independent avenue for recovery when a price-silent contract might otherwise fail, so long as the plaintiff can establish what services were performed, that the defendant benefited, and that retention of the benefit without compensation would be unjust.
- Allowing oneself to be identified as an “owner” in a contract — and failing to correct that characterization — can support individual joint and several liability even for a non-owner manager.
Why It Matters
This decision is a practical guide for restoration contractors, public adjusters, and property owners navigating post-disaster remediation contracts. It confirms that Illinois courts will enforce open-price service agreements signed under emergency conditions, and that the use of insurer-mandated estimating software like Xactimate — reviewed and unchallenged during the project — can anchor a damages award even without a pre-agreed price term. Contractors who document their work through such industry-standard tools are well positioned to recover even if the written contract is silent on cost.
For insureds and property managers, the ruling is a caution: delegating a remediation project entirely to a public adjuster does not insulate the principal from the resulting bills, and failing to monitor or dispute charges as they accrue will undermine any later challenge to their reasonableness. Managers who sign contracts in their own names — or who allow themselves to be held out as owners — risk personal exposure alongside the entity they manage, regardless of their actual ownership status.