The opinion of the court was delivered by: Dalzell, J.
Susan Bayer's claims arise out of two life insurance policies that her late husband, Herbert Bayer, had through his employer, Fluor Corporation. Susan Bayer ("Susan" or "Bayer") was Herbert's second wife, and his purported third wife, defendant Sinead Cooke Bayer,*fn1 received the benefits from these policies after he died on September 18, 2004. Susan claims that she and Herbert never divorced and that his marriage to Sinead was void, thereby making Susan the rightful beneficiary. She also asserts claims against Meaghan Bayer, Herbert's daughter from his first marriage, for Meaghan's alleged involvement in these issues.
All of the institutional defendants have filed motions to dismiss or for summary judgment. We will grant the motion of Fluor Corporation, the Fluor Corporation Salaried Employees' Defined Retirement Plan, and the Fluor Corporation Benefits Administrative Committee (collectively "Fluor Defendants" or "Fluor Def.") to dismiss all claims against them. We will grant the motion for summary judgment that Marsh U.S. Consumer Connexions ("Marsh") filed and dismiss all claims against it. We will also grant the motion of Connecticut General Life Insurance Co. ("CGLIC"), Life Insurance Co. of North America ("LINA"), and CIGNA Group Insurance ("CIGNA") (collectively "CGLIC Defendants" or "CGLIC Def.") to dismiss*fn2 plaintiff's claim in Count I for benefits from the LINA policy, as that claim is time-barred. We will grant the motion to dismiss Counts II and III for breach of fiduciary duty, and we will also dismiss Susan's state law claims as to all defendants except Meaghan and Sinead.*fn3
According to the Complaint,*fn4 Susan married Herbert on December 31, 1988. Susan claims that they were married until his death on September 18, 2004. Compl. at ¶¶ 4, 14. Susan was Herbert's second wife, and he had a daughter, Meaghan, from his first marriage. Id. at ¶ 11. At some point in 1998 or 1999, Herbert "returned to his jobsite in the Republic of Ireland" and began a relationship with Sinead. Id. at ¶ 16. Without Susan's knowledge, Herbert and Sinead were supposedly "married" in Las Vegas, Nevada on August 7, 1999. Susan contends that this marriage was invalid because she and Herbert were still married. She claims that they did not divorce before Herbert's death in 2004, but she did not learn that Herbert was dead until eight months after the fact. Id. at ¶ 17.
After Susan and Herbert were married, he began working for Fluor Corp., which offered as part of its benefits package a 401(k) plan, defined retirement plan, term life insurance policy from LINA ("LINA Policy"), and a group life insurance policy from CGLIC ("CGLIC policy"). Id. at ¶ 14. CIGNA Group Insurance was the administrator of the LINA and CGLIC policies, and the Fluor Defendants were the plan administrators for unspecified "employee benefit plans." Id. at ¶¶ 7, 9. According to the allegations in the Complaint, Marsh "was" the third-party administrator for the life insurance policies and "may" have been a plan administrator for the retirement plans. Id. at ¶ 8. Susan claims that the life insurance policies, among other benefits, were subject to ERISA. Id. at ¶¶ 12-13. In the first paragraph of Susan's complaint, she states that she makes claims for benefits under the life insurance policies and the defined retirement plan. Id. at ¶ 1. But in Count I of her complaint, in which she asserts her claim for benefits under ERISA, she mentions only the life insurance benefits. See id. at ¶¶ 31-33.
In June and July of 2005, after she learned of Herbert's death, Susan contacted Fluor Corp. regarding her claim to his insurance and retirement benefits, and on July 6, 2005 CIGNA informed her in writing that she was not entitled to the benefits because Herbert "renominated the beneficiary" for his life insurance policy.*fn5 Id. at ¶¶ 18, 25. Susan complains that CIGNA did not advise her of her rights to perfect her claim or bring suit under ERISA. Id. at ¶ 26. On July 15, 2005, Susan gave the Fluor Retirement Savings Center certification of her marriage to Herbert and demanded the benefits, but no one responded. Id. at ¶ 18. At some unspecified point, someone told Susan that the insurance and retirement benefits had been paid to Sinead. Susan claims that Sinead got the benefits because the plans were misinformed that Sinead was Herbert's spouse. She also alleges that Herbert did not submit a proper beneficiary change form to make Sinead the beneficiary. Id. at ¶ 19.
In July of 2005, Susan had a conversation with Dan Shustock, a Life Claim Specialist for CIGNA, and Shustock told her that she was not entitled to the benefits because the beneficiary designation had been changed on September 9, 2001. Id. at ¶ 23. He told her that the file was closed and that CIGNA would not reopen it; he also allegedly advised her not to seek Susan engaged counsel on December 1, 2005, and her lawyer submitted a "formal claim" to CIGNA on January 4, 2006. Id. at ¶ 27. On May 2, 2006, CIGNA "issued a formal denial to counsel who communicated the denial to the Plaintiff." Id. at ¶ 29. Susan repeatedly asked for copies of documents related to the payment of these benefits, but CIGNA refused to provide them until she filed her first lawsuit on September 16, 2008.*fn6 Id. at ¶ 20. One of the documents that CIGNA provided to Susan at that time was a supposed change of beneficiary form, which was dated July 9, 2001. Id. at ¶ 22. Susan argues that this form was not for changing beneficiaries but instead was a "decrease in coverage form." Id. Until she got CIGNA's file, Susan thought her claim for benefits was "virtually hopeless." Id. at ¶ 23. She also did not know until that point that the change of beneficiary form to which CIGNA referred in its July 2005 letter was -- from Susan's point of view -- ineffective. Id. at ¶ 25.
According to Susan, Sinead and Meaghan knew that they were not entitled to the life insurance benefits but, colluded to submit a false claim for them and then shared the proceeds. Id. at ¶ 24.
A. Count I for Benefits under § 502(a)(1)(B) of ERISA
In Count I of her Complaint, Susan asserts a claim for benefits under § 502(a)(1)(B) of ERISA*fn8 against the Fluor Defendants, CGLIC Defendants, and Marsh. She avers that she "is entitled to receive benefits due her under a life insurance policy in the face amount [of] $50,000.00 [the LINA policy] and a GUL claim in the approximate amount of $223,000.00 [the CGLIC policy] plus interest." Compl. at ¶ 31. Susan claims that the defendants were arbitrary and capricious in denying her benefits because they never requested proof that her marriage to Herbert had ended, Herbert never filed a proper change-of-beneficiary form to name Sinead as the beneficiary, and the defendants did not conduct a reasonable and appropriate investigation into Susan's claims. Id. at ¶ 33. In Count I, Susan does not mention the retirement plan benefits that she discusses in Paragraph 1 of her Complaint; we thus conclude that in Count I she seeks relief based solely on the life insurance plans. CGLIC does not seek to dismiss Susan's claim in Count I as to its policy, the value of which is $223,000.
But LINA moves to dismiss Susan's claims as they relate to its policy -- valued at $50,000 -- because it argues that the policy's contractual time limitation for filing suit on these claims (the "contractual time limit") ran before she filed this Complaint on July 13, 2009. Under the LINA policy, "[n]o action at law or in equity may be brought to recover benefits under the [LINA Policy]... more than 3 years after the time satisfactory proof of loss is required to be furnished." Life Insurance Company of North America Group Policy ("LINA Policy") at 15, Ex. B to Renee Worst Decl., CGLIC Def. Mot. Ex. 1.*fn9 That policy also provides that proof of loss "must be given to the Insurance Company [LINA] within 90 days after the date of the loss for which a claim is made." Id. at 13. LINA contends that the applicable date of loss is the day Herbert died, September 18, 2004. But LINA also argues that Susan's claims under this policy accrued and that the time limit began running on May 2, 2006 --well after the deadline for the proof of loss -- when LINA issued a formal denial of insurance benefits to plaintiff through her counsel. CGLIC Def. Br. at 7 (citing Compl. at ¶ 29). Susan filed her complaint in this case on July 13, 2009, which is more than three years after LINA contends Susan's claim accrued. LINA therefore argues that the contractual time limit bars her claim to the LINA policy benefits.
LINA admits that without the contractual time limit the statute of limitations for Susan's claim would be four years. Id. at 19. See also Koert v. GE Group Life Assur. Co., 231 Fed.Appx. 117, 119-20 (3d Cir. 2007) (unless the parties contract to other terms, it would be appropriate to apply the four-year Pennsylvania statute of limitations for breach of contract claims to a claim for benefits under ERISA). But contracting parties may agree to a shorter statute of limitations, as long as it is reasonable. See id. at 120 (applying a three-year contractual statute of limitations to a claim for benefits under ERISA); Fontana v. Diversified Group Admin., Inc., 67 Fed.Appx. 722, 724 n.1 (3d Cir. 2003) (upholding as reasonable a three-year contractual statute of limitations). In Susan's response, she does not contest the fact that the policy includes this language or that a three-year contractual time limit would be reasonable, so we will not further discuss those issues.
The parties agree that the contractual time limit begins to run "'when a plaintiff discovers or should have discovered the injury that forms the basis of the claim.'" CGLIC Def. Br. at 20 (quoting Bamgbose v. Delta-T Group, Inc., 638 F.Supp.2d 432, 438 (E.D. Pa. 2009) (McLaughlin, J.)). See also Pl. Resp. to CGLIC Def. at 10 ("Defendants properly point out the 'Discovery Rule' in determining when the statute of limitations begins to run."). "In the denial of benefits context... a non-fiduciary cause of action accrues when a claim for benefits has been denied." Bamgbose, 638 F.Supp.2d at 438. As noted, Susan knew that her claim for the life insurance benefits had been denied on May 2, 2006. Compl. at ¶ 29. But she argues that she did not know that the LINA policy had the three-year contractual time limit until she got a copy of the policy on September 16, 2008. She contends -- without any legal support for this position -- that the contractual time limit was tolled until that date.
Defining the clause "injury that forms the basis of [Susan's] claim" is the lynchpin in determining when the contractual time limit began to run for the LINA policy. Susan apparently argues that the date of the "injury" was when she received a copy of the LINA policy on September 16, 2008. LINA first asks us to borrow the definition of injury from the policy and conclude that the date of the injury was the date of Herbert's death. CGLIC Reply Br. at 7-8. But it also argues that her claims regarding the LINA policy accrued on May 2, 2006 when she learned of the denial of benefits.
We believe this last approach constitutes the best view because the denial of the life insurance benefits is the injury on which Susan bases her LINA policy claim in Count I. In Susan's Complaint, she avers that "[o]n May 2, 2006 Cigna Group Insurance issued a formal denial to counsel who communicated the denial to the Plaintiff." Compl. at ¶ 29. Susan herself admits that she discovered the injury -- the denial of benefits ...