Berman v. Napleton Schaumburg Inc

── Berman v. Napleton Schaumburg Inc ── Court: Appellate Court of Illinois Date: April 17, 2026 Category: General 2026 IL App (1st) 251825 No. 1-25-1825 Opinion filed April 17, 2026 Sixth Division ______________________________________________________________________________ IN THE APPELLATE COURT OF ILLINOIS FIRST DISTRICT ______________________________________________________________________________ ) TODD BERMAN, Individually and on Behalf of ) Similarly Situated Individuals, ) Appeal from the Plaintiff-Appellee, ) Circuit Court of ) Cook County. v. ) ) No. 25 CH 01695 NAPLETON’S SCHAUMBURG SUBARU, INC., an ) Illinois Corporation, and NAPLETON SCHAUMBURG ) Honorable MOTORS, LLC, ) Neil H. Cohen, Defendants-Appellants. ) Judge, presiding. ) JUSTICE HYMAN delivered the judgment of the court, with opinion. Presiding Justice C.A. Walker and Justice Pucinski concurred in the judgment and opinion. OPINION ¶1 Todd Berman alleges Napleton Schaumburg Subaru, Inc. improperly charged him and other car purchasers for rust and corrosion prevention and then never applied it. Berman filed a class action complaint against Napleton’s Schaumburg Subaru and its purported parent company, Napleton Schaumburg Motors, LLC, alleging fraud, breach of contract, and civil  1-25-1825 conspiracy. Napleton moved to dismiss and compel arbitration, arguing that Berman signed two mandatory arbitration agreements. ¶2 The trial court held that provisions in the two agreements on the proper forum for arbitration, who decides arbitrability, and the parties’ responsibilities for fees could not be reconciled and denied the motion. ¶3 Napleton argues the trial court erred because the parties agreed to arbitration and (i) conflicting provisions can be reconciled by reading the arbitration agreements together, (ii) the conflicts are not integral to the agreements, and (iii) the agreements delegated arbitrability questions to the arbitrator. ¶4 We affirm. The provisions of the arbitration agreements, prepared by Napleton, contain irreconcilable conflicts regarding integral provisions on the proper forum, who decides arbitrability, and the parties’ responsibilities for arbitration fees. ¶5 BACKGROUND ¶6 Todd Berman purchased a pre-owned 2021 vehicle from Napleton Schaumburg Subaru. During negotiations, Napleton offered Berman a product, “Xzilion,” that purportedly protects a vehicle’s exterior from rust and corrosion and interior from stains, spills, and other wear and tear. Berman contends the parties agreed to a purchase price of $31,434, including the Xzilon treatment, but Napleton later added the $1,995 cost for Xzilion to the purchase price without his consent. He contends that Napleton’s Retail Installment Contract has a cash price of $34,429,