Memorandum of Understanding With CBFC LLC, And Districts 15, 211, And 214 12-9-24

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MEMORANDUM OF UNDERSTANDING BETWEEN THE

VILLAGE OF ARLINGTON HEIGHTS, THE BOARD OF EDUCATION OF COMMUNITY


CONSOLIDATED SCHOOL DISTRICT 15, THE BOARD OF EDUCATION OF TOWNSHIP
HIGH SCHOOL DISTRICT 211, THE BOARD OF EDUCATION OF TOWNSHIP HIGH
SCHOOL DISTRICT 214, AND CBFC DEVELOPMENT, LLC

THIS MEMORANDUM OF UNDERSTANDING (“MOU”) is made and entered into as of


this ____ day of ______, 2024 (“Effective Date”), by and between the VILLAGE OF
ARLINGTON HEIGHTS, an Illinois municipal corporation (“Village”), THE BOARD OF
EDUCATION OF COMMUNITY CONSOLIDATED SCHOOL DISTRICT 15, an Illinois school
district (“District 15”), THE BOARD OF EDUCATION OF TOWNSHIP HIGH SCHOOL
DISTRICT 211, an Illinois school district (“District 211”), THE BOARD OF EDUCATION OF
TOWNSHIP HIGH SCHOOL DISTRICT 214, an Illinois school district (“District 214”)
(collectively, District 15, District 211, and District 214 are the “School Districts”), and CBFC
DEVELOPMENT, LLC, a Delaware limited liability company (“CBFC”) (collectively, the
“Parties”).

IN CONSIDERATION OF, and in reliance upon, the recitals and the mutual covenants set
forth in this MOU, and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Parties mutually agree as follows:

SECTION 1. RECITALS.

A. In February of 2023, CBFC purchased for approximately $197.0 million and


became the owner of record of the real property consisting of approximately 326 acres, bounded
generally by Wilke Road to the east, Euclid Avenue to the south, Rohlwing Road and Illinois Route
53 to the west, and Northwest Highway to the north, and legally described in Exhibit A attached
to this MOU (“Property”).

B. Between 1927 and 2021, the Property was used for the Arlington International
Racecourse, an internationally renowned horse racing facility. The horse racing facilities and
buildings have been demolished.

C. CBFC is an affiliate of the Chicago Bears Football Club, Inc., which owns and
operates the Chicago Bears professional football team, a charter member of the National Football
League (“NFL”).

D. CBFC is exploring plans for the redevelopment of the Property with a mixed-use
transit-oriented development, to be comprised of several buildings, including an enclosed NFL
quality football stadium, and other buildings to be used for entertainment and hospitality uses,
which may include one or more hotels, other commercial and retail uses, a fitness center, a
sportsbook facility, a hall of fame, a performance venue, restaurants, and residences, along with
open space, parks, other compatible uses and improvements, and sufficient utilities (collectively,
the “Project”).

E. The Village is a home rule unit of government in accordance with Article VII,
Section 6, of the 1970 Illinois Constitution. The Village has the authority, pursuant to the laws of
the State of Illinois, to promote the health, safety and welfare of the Village and its inhabitants, to
prevent the presence of blight, to encourage private development in order to enhance the local
tax base, to promote additional tax revenue realization by the Village, to foster increased
economic activity within the Village, to increase employment opportunities within the Village, and

4892-0064-6771, v. 26 C-1
to enter into contractual agreements with third parties for the purpose of achieving the aforesaid
purposes, and to otherwise further the best interests of the Village.

F. The Village desires that the Property be redeveloped comprehensively and


cohesively with structures and buildings that will serve as a regional destination that will both
generate revenues for the Village and benefit the Village’s current and future residents, while
reflecting and continuing the historic importance and renown of the Property during its former use
as the Arlington International Racecourse.

G. The Parties agree that, if designed and implemented properly, the Project is likely
to generate significant economic benefits for the Village and the surrounding region.

H. It is anticipated that the Village will provide significant services, including public
safety and public works, and undertake significant public improvements, including installation of
public utilities and transportation infrastructure upgrades, for the Project. The Parties intend that
the Village will receive sufficient revenues from the Project to fund those services and
improvements and that the School Districts will receive sufficient revenue to educate those
students residing within the Property and attending the School Districts’ schools.

I. Each of the School Districts is a non-home rule body politic and corporate with
limited powers of taxation and the responsibility for the maintenance, operation, and development
of schools under the jurisdiction of their respective boards of education. Each has jurisdiction over
all or a portion of the Property. District 15 serves students in grades K-8, has a total enrollment of
approximately 11,080 students, and covers the entire Property. District 211 serves students in
grades 9-12 has a total enrollment of approximately 12,000 students and covers the western 1/3rd
of the Property. District 214 serves students in grades 9-12, has a total enrollment of
approximately 11,900 students, and covers the eastern 2/3rd of the Property.

J. The Parties are jointly committed to ensuring that the School Districts will receive
revenues sufficient to pay the additional operating and capital costs that the School Districts will
incur serving students residing on the Property and attending a school of the School Districts if
and when the Project is developed (“New Students”), whether through new revenues generated
by the Project or other sources available to the Parties, all as set forth in this MOU.

K. In the course of its exploration of the feasibility of the Project, CBFC has
determined that the most-recent valuation of the Property by the Cook County Assessor
(“Assessor”) for property tax purposes, and its projections for Project costs and future valuations
of the Property upon completion of construction of the Stadium (defined in Section 2 of this MOU),
render the Project financially infeasible. CBFC desires to collaborate in good faith with all
interested stakeholders, including the School Districts and the Village, to establish current and
future valuations of the Property that are reasonable, fair, equitable, and predictable to all
taxpayers and owners of the Property, and that will facilitate the continued exploration of the
feasibility of the Project.

L. The Parties have determined that it is in their mutual best interests to enter into
this MOU to set forth their respective rights and responsibilities concerning the Project, residential
development on the Property, financial and taxation considerations, and legislative initiatives, all
in a manner that protects and enhances the Village, the School Districts, and the surrounding
community and supports the feasibility of the Project.

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SECTION 2. STATEMENT OF COOPERATION.

Each of the Parties declares their interest in the redevelopment of the Property with the
Project improvements including a stadium capable of hosting NFL games and other sporting and
entertainment events (“Stadium”), as part of a mixed-use transit-oriented development for the
entire Property, in accordance with the Project and this MOU. Each of the Parties pledges to
cooperate in good faith with the other Parties and with all other stakeholders with respect to the
planning and evaluation of the prospective Project, as set forth in this MOU, if CBFC decides to
proceed with the development of the Project.

SECTION 3. PURPOSE AND IMPACT OF MOU.

A. This MOU represents a statement of mutual cooperation of the Parties with respect
to the potential development of the Property with the Project, including the fair, equitable, and
predictable generation and distribution of tax revenues from the Property to taxing bodies with
jurisdiction over the Property, including addressing certain School District operating and capital
costs attributable to New Students and supporting the feasibility of the Project, and the
development and passage of local and state legislation necessary for the Project. This MOU sets
forth the Parties’ mutual understanding and current plans and actions that will be necessary for
the Project to come to fruition. If CBFC decides (which decision shall be in CBFC’s sole discretion)
not to proceed with the development of the Project, and notifies the other Parties of this decision,
then this MOU will terminate and be of no further force or effect.

B. This MOU is intended only to address the redevelopment of the Property for the
Project. Specifically, and for the avoidance of any doubt, the Parties acknowledge and agree that
the responsibilities, rights, obligations, and restrictions set forth in this MOU do not apply to any
proposed redevelopment of the Property that does not include a Stadium.

SECTION 4. RESIDENTIAL DEVELOPMENT.

A. Financial Support for School District Operating Costs. The Parties agree that
it is difficult if not impossible to predict the type of residential development that will be in demand
and supported by the market over the coming years as the Project is developed. Factors such as
overall economic conditions, interest rates, birth rates, hybrid work arrangements, the quality of
schools, the timing of family formation, and the types and quantity of residential dwellings
eventually included in the Project make any projections highly speculative. Accordingly, the
Parties desire to implement a simple and easily administered process to cover certain of the
School Districts’ additional operating costs attributable to New Students. Payment of the School
District Operating Costs (defined below) will provide predictability to the Parties and afford more
financial certainty to the School Districts. The Parties agree that if the Project is developed then
the School Districts will be entitled, pursuant to agreements to be entered into in the future as
provided in Section 5.C of this MOU, to receive funding to offset those operating costs (“School
District Operating Costs”). The School District Operating Costs will be calculated according to
the formula in Exhibit B.

B. Financial Support for School District Capital Costs. The Parties agree to
collaborate in good faith to identify sources of revenue that will address the extraordinary capital
needs of the School Districts attributable to New Students if the Project is developed and
operating. Such collaboration will include the joint retention of a consultant by the Village and the
School District to review potential market-oriented capital cost impact fees to be imposed upon
residential development at the Property to address such extraordinary impact. Such capital needs

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will address demands of New Students that cannot be met in current facilities and may include
additional classroom space, building additions, and possibly a new school to help provide for
students from the proposed residential development of the Property. Such capital needs will be
addressed either in the PILOT Incentive Agreement (defined below) or in residential development
impact fees imposed by the Village after agreement among CBFC, the developers and/or
owners of residential developments built as part of the Project, and the School Districts in
which residential development occurs.

C. Zoning Approvals.

1. CBFC agrees that if CBFC decides to proceed with the development of the
Project then CBFC, its partners, and successors, will not seek zoning approvals or relief for any
residential development of any portion of the Property that does not comply with the standards
set forth in this MOU.

2. CBFC agrees that within 60 days after the date on which the Cook County
Board of Review (“Board of Review”) certifies the assessed value of the Property for the 2024
assessment year, in conformance with Section 7.A.2 of this MOU, CBFC will provide the Village
with written evidence that economic impact, traffic, and other evaluative studies regarding the
Project have resumed and CBFC agrees that it will then diligently refine its “Conceptual Site Plan,”
as defined in and as required by Section 5 of that certain Pre-Development Agreement by and
between the Village and CBFC.

3. The Village agrees that it will not grant the necessary zoning approvals for
any residential development of any portion of the Property before approval of an agreement
addressing the School District Operating Costs.

SECTION 5. FINANCIAL CONSIDERATIONS.

A. Tax Increment Financing.

1. No redevelopment plan or redevelopment project area may be established


pursuant to the Illinois Tax Increment Allocation Redevelopment Act, 65 ILCS 5/11-74.4-1 et seq.
(“TIF Act”) for any portion of the Property in which both (a) the Stadium is located and (b) a
legally-authorized and enforceable PILOT Incentive Agreement or similar incentive funding
mechanism mutually-agreeable to the Parties is in place. The Parties will use all reasonable
efforts to secure the adoption by the Illinois General Assembly and approval by the Governor of
the State of Illinois of PILOT Legislation and to seek to enter into such a PILOT Incentive
Agreement as described in Section 5.B of this Agreement because it is highly unlikely that tax
increment financing will be sufficient to ensure Stadium development feasibility.

2. Notwithstanding Section 5(b) of the TIF Act, 65 ILCS 5/11-74.4-5(b), the


Village may not approve a redevelopment plan or redevelopment project area to support the
Project, or amendment thereto, that has not been approved as follows:

a. For a redevelopment plan or redevelopment project area that


includes any portion of the Property in which the Stadium is located,
the joint review board convened by the Village pursuant to Section
5(b) of the TIF Act (“Joint Review Board”) must vote to
recommend approval of the plan or project area, with votes tallied
in proportion to each voting member’s share of property taxes levied

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on the portion of the Property in question and each taxing district’s
vote weighted on a 100-point scale to reflect its proportionate share
of the applicable property taxes. (For illustrative purposes, if District
15’s share of property taxes is 36% and District 214’s share of
property taxes is 25%, then District 15’s vote shall be given 36
points and District 214’s vote shall be given 25 points, and votes of
taxing districts that are members of the Joint Review Board but that
do not levy taxes on the applicable portion of the Property shall be
given 0 points. The “public member” appointed pursuant to Section
5(b) shall be given 0 points. In order to receive a positive
recommendation of the Joint Review Board, the plan or
redevelopment project area must receive enough positive votes to
earn 51 or more points.)

b. For a redevelopment plan or redevelopment project area that does


not include any portion of the Property in which the Stadium is
located, the Joint Review Board must vote to recommend approval
of the plan or project area by a majority of the present and voting
members.

3. As provided in Section 5.C of this MOU, the Parties agree to negotiate in


good faith appropriate future agreements to address the use of, and limitation of the use of,
revenues generated by a redevelopment project area established for any portion of the Property
pursuant to the TIF Act. Specifically, and without limitation, the Parties agree to negotiate in good
faith (a) appropriate limitations on the utilization of revenues generated within one redevelopment
project area for another contiguous redevelopment project area, and (b) potential designation of
surplus revenues.

B. Payment in Lieu of Taxes.

1. CBFC has determined that under the provisions of the Illinois Property Tax
Code in existence as of the date of the MOU, the annual property tax bill that will be imposed
against any portion of the Property that includes the Stadium will render any development of the
Stadium, and of the Project as a whole, financially infeasible.

2. In order to make the development of the Project with the Stadium financially
feasible, the Parties agree to cooperate in good faith with each other, the Illinois General
Assembly, and Governor of the State of Illinois to draft and promote legislation to be approved by
the Illinois General Assembly and signed by the Governor of the State of Illinois that will authorize
the limitation on the assessed value of a portion of the Property in exchange for an annual
payment in lieu of taxes to be made by CBFC to the Village, the School Districts, and all other
units of government that impose property taxes on the property in question, with such payment in
lieu of taxes to be distributed to the taxing units in proportion to each unit’s share of the property
taxes levied on the real property in question (“PILOT Legislation”). The PILOT Legislation must
apply only to those properties for which the local municipality and the property owners or tenants
have entered into an agreement that satisfies the following (“PILOT Incentive Agreement”):

a. The assessed value of the affected real property must be


established in the PILOT Incentive Agreement for a period no less
than 23 years and no more than 40 years with agreed-upon annual
or periodic adjustments of payments;

4892-0064-6771, v. 26 C-5
b. No PILOT Incentive Agreement may be executed prior to
consideration and approval, by a majority of the members of a local
review board that will include representatives of the local
municipality, local school districts, and other units of government
that levy property taxes over the affected area, of (i) the
identification of the base property assessment year, (ii) agreement
on the base assessed value, (iii) agreement on the amount of the
annual payment in lieu of taxes, including the manner in which the
payment will adjust over time, and (iv) agreement on the manner in
which the capital needs of the School Districts will be addressed as
provided in Section 4.B of this MOU (collectively, the “PILOT
Incentive Criteria”). The vote of the local review board will be
tallied in proportion to each voting member’s share of property taxes
levied on the portion of the Property in question and each taxing
district’s vote weighted on a 100-point scale to reflect its
proportionate share of the applicable property taxes. (For illustrative
purposes, if District 15’s share of property taxes is 36% and District
214’s share of property taxes is 25%, then District 15’s vote shall
be given 36 points and District 214’s vote shall be given 25 points.
In order to receive a positive recommendation of the local review
board, the PILOT Incentive Criteria must receive enough positive
votes to earn 51 or more points.)

3. The Parties further agree to (a) collaborate with each other, the Illinois
General Assembly, and the Governor of the State of Illinois to support PILOT Legislation that
meets the requirements set forth in Section 5.B.2 of this MOU; (b) coordinate efforts by their
officials, officers, employees, attorneys, and lobbyists to support PILOT Legislation; and (c) refrain
from supporting legislation that would negatively impact the feasibility of the Project, or that would
implement a system for payments in lieu of property taxes that does not meet the requirements
set forth in Section 5.B.2 of this MOU.

4. If the State of Illinois adopts PILOT Legislation, any PILOT Incentive


Agreement entered into between the Village and CBFC and approved by the local review board
must comply with the following:

a. The base property assessment year may not be set for an


assessment year occurring prior to assessment year 2024; and

b. The PILOT Incentive Agreement may not take effect prior to the tax
levy year of commencement of construction of the Stadium on the
Property (provided the Assessor and Board of Review approve a
final assessed value of the Property as set forth in Section 7 of this
MOU).

C. Provision of Necessary Funding to School Districts. The Parties agree, if the


Project is developed, to cooperate in good faith to enter into one or more future agreements for
the provision, either by the Village, CBFC and/or the developers and/or owners of residential
developments built as part of the Project, or through revenues generated by the Project, of funding
necessary to satisfy the School District Operating Costs and meet the identified needs for School
District capital costs. Forms of funding may include one or more of the following:

4892-0064-6771, v. 26 C-6
1. Funds available to the Village from the establishment of a tax increment
financing district covering the area of any residential development on the
Property as provided in Section 11-74.4-3(q)(7.5) of the TIF Act;

2. Any Village-declared surplus as provided in Section 11-74.4-7 of the TIF


Act;

3. Direct monetary payments by CBFC or the developers and/or owners of


residential developments built as part of the Project to the affected School
Districts;

4. Designation and distribution of Village-imposed impact fees for capital


costs;

5. Designation and distribution of additional tax increment financing revenues,


whether or not as surplus revenues, if available; and

6. Specific designation of payments to be made toward School District


Operating Costs as part of the PILOT Incentive Agreement.

SECTION 6. COMMUNITY BENEFITS AGREEMENT.

The Parties mutually recognize that, given its size and scope, the Project will both
generate many positive impacts for the Village, the School Districts, and the surrounding
community, and simultaneously present challenges for the Village, the School Districts, and the
community. The Parties are committed to harnessing the benefits of the Project while also working
cooperatively, with each other and with the residents, property owners, and businesses of
Arlington Heights and its surrounding region to mitigate any challenges posed by the Project. To
those ends, the Parties agree to cooperate in good faith to identify community needs and issues,
to negotiate in good faith the community benefits that address those community needs and issues
(which may include, without limitation, the use of the Stadium for School District athletic games
and graduations, and the provision of student internships), and to incorporate those benefits into
a future agreement or agreements between the Parties (and which may be incorporated, upon
mutual agreement of the Parties, into agreements entered into by the Parties and others related
to entitlements and public financing and other aspects of the Project, rather than in a separate
community benefits agreement), all to best enhance and protect the Village and its residents while
also preserving the viability and success of the Project.

SECTION 7. PROPERTY TAXATION.

A. 2024 Property Valuation and Assessment.

1. The Parties agree that CBFC completed demolition of the structures on the
Property during 2023.

2. The Parties further agree that for the 2024 assessment (taxes levied in
2024 and collected in 2025), the Property should be considered unimproved real estate and
classified and assessed as Class I real estate with an assessment level of 10%, and a market
value of $124,691,296.00.

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B. Future Tax Levy Years. For so long as CBFC and the Village continue to be
engaged in planning for the Project and construction of the Project has not commenced, then the
Parties will diligently cooperate and work together to establish a final assessed value of the
Property for future assessment years, from 2025 through the earlier to occur of (1) the assessment
year in which a PILOT Incentive Agreement takes effect with respect to the Property, or (2) the
assessment year in which the Village issues a building permit for the vertical construction of a
Stadium on the Property (the “Pre-Construction Period”), as follows:

1. For assessment years 2025 through 2027, the Property should be


considered unimproved real estate and classified and assessed as Class I real estate with an
assessment level of 10%, and a market value of $124,691,296.00.

2. For assessment years 2028 through 2030: if CBFC has submitted formal
application to the Village for the land use entitlements required for the construction and operation
of the Stadium on the Property (the “Entitlements”) by a date no later than December 31, 2027,
then the Property should be considered unimproved real estate and classified and assessed as
Class I real estate with an assessment level of 10%, and a market value of $124,691,296.00. If
not, then the final assessed value will be increased from the prior year by a percentage equal to
the annual change in the Consumer Price Index (CPI-U) for Chicago-Naperville-Elgin, IL-IN-WI
(or its replacement) published by the U.S. Department of Labor, Bureau of Labor Statistics, over
the previous 12 months, but in no event less than 2% nor more than 5%.

3. For assessment years 2031 through the end of the Pre-Construction


Period: if CBFC has submitted formal application to the Village for the permits required for the
commencement of construction of the Stadium on the Property by a date no later than the later
to occur of both (i) the date that is six months following the date of approval by the Village’s
corporate authorities of the Entitlements (in a manner sufficient to allow such application for
permits) and (ii) December 31, 2030, then the Property should be considered unimproved real
estate and classified and assessed as Class I real estate with an assessment level of 10%, and
a market value of $124,691,296.00. If not, then the final assessed value will be increased from
the prior year by a percentage equal to the annual change in the Consumer Price Index (CPI-U)
for Chicago-Naperville-Elgin, IL-IN-WI (or its replacement) published by the U.S. Department of
Labor, Bureau of Labor Statistics, over the previous 12 months, but in no event less than 2% nor
more than 5%.

C. Property Tax Settlement Agreements. The School Districts and CBFC agree to
diligently cooperate in good faith and work together to seek approval and certification from the
Board of Review of final assessed values of the Property consistent with the terms of Sections
7.A and 7.B of this Agreement.

D. Termination of Section 7. Notwithstanding any provision of this MOU to the


contrary, the Village and the School Districts, by mutual agreement, will have the collective right
to terminate this Section 7 upon the execution by the governor of any state, or by the mayor,
president, or chief elected officer of any unit of local government, of legislation or a budget or
appropriation for the provision of funding for a Stadium that is not located on the Property.

SECTION 8. PUBLIC AND MEDIA COMMUNICATIONS.

The Parties agree to (a) cooperate in good faith to ensure that the general public receives
regular and timely information concerning the status of the Project, and (b) coordinate
communications with the public and the media concerning the Project.

4892-0064-6771, v. 26 C-8
SECTION 9. GENERAL PROVISIONS.

A. Notices. All notices required or permitted to be given under this MOU must be
given by the Parties by (i) personal delivery, (ii) deposit in the United States mail, enclosed in a
sealed envelope with first class postage thereon, or (iii) deposit with a nationally recognized
overnight delivery service, addressed as stated in this Section 9.A. The address of any Party may
be changed by written notice to the other Parties. Any mailed notice will be deemed to have been
given and received within three days after the same has been mailed and any notice given by
overnight courier will be deemed to have been given and received within 24 hours after deposit.
Notices and communications to the Parties must be addressed to, and delivered at, the following
addresses:

If to Village: Village of Arlington Heights


33 S. Arlington Heights Rd.
Arlington Heights, IL 60005
Attention: Village Manager

With a copy to: Elrod Friedman LLP


325 N. LaSalle St., Ste. 450
Chicago, IL 60654
Attention: Hart M. Passman, Village Attorney

If to District 15: Superintendent


Community Consolidated School Dist. 15
580 N. First Bank Dr.
Palatine, IL 60067
Attn: Dr. Laurie Heinz

with a copy to: Franczek P.C.


300 S. Wacker Dr., #3400
Chicago, IL 60606
Attn: Ares Dalianis and Scott Metcalf

If to District 211: Superintendent


Township High School Dist. 211
1750 S. Roselle Rd.
Palatine, IL 60067
Attn: Dr. Lisa Small

with a copy to: Franczek P.C.


300 S. Wacker Dr., #3400
Chicago, IL 60606
Attn: Ares Dalianis and Scott Metcalf

If to District 214: Superintendent


Township High School Dist. 214
2121 S. Goebbert Rd.
Arlington Heights, IL 60005
Attn: Dr. Scott Rowe

4892-0064-6771, v. 26 C-9
with a copy to: Franczek P.C.
300 S. Wacker Dr., #3400
Chicago, IL 60606
Attn: Ares Dalianis and Scott Metcalf

If to CBFC: CBFC Development, LLC


1920 Football Drive
Lake Forest, Illinois
Attention: Kevin Warren

With a copy to: DLA Piper LLP (US)


444 W. Lake St., Ste. 900
Chicago, IL 60606
Attention: Paul W. Shadle

B. Relationship of the Parties. Nothing in, nor done pursuant to, this MOU will be
construed to create the relationship of principal and agent, employer and employee, partners, or
joint ventures between any of the Parties.

C. Applicability to CBFC Affiliates, Successors, and Assigns. CBFC’s obligations


in this Agreement are also obligations of its affiliates, successors, and assigns. For purposes of
this Section 9.C, “affiliates” means any entity directly or indirectly owned all or in part by CBFC,
and any entity that directly or indirectly owns all or any part of CBFC.

D. Consents. Unless otherwise provided in this MOU, whenever the consent,


permission, authorization, approval, acknowledgement, or similar indication of assent of any
Party, or of any duly authorized officer, employee, agent, or representative of any Party, is
required in this MOU, the consent, permission, authorization, approval, acknowledgement, or
similar indication of assent must be in writing. Neither Party may unreasonably withhold or delay
any such consent or assent.

E. Governing Law. This MOU is governed by, construed, and enforced in


accordance with the internal laws, but not the conflicts of laws rules, of the State of Illinois. Venue
for any action will be the Circuit Court of Cook County, Illinois.

F. Headings. The headings, titles, and captions in this MOU have been inserted only
for convenience and in no way define, limit, extend, or describe the scope or intent of this MOU.

G. Interpretation. This MOU will be construed without regard to the identity of the
Party who drafted the various provisions of this MOU. Moreover, each and every provision of this
MOU will be construed as though all parties to this MOU participated equally in the drafting of this
MOU. As a result of the foregoing, any rule or construction that a document is to be construed
against the drafting party is not applicable to this MOU.

H. Amendments and Modifications. No amendment or modification to this MOU will


be effective until it is reduced to writing and approved and executed by each of the Parties in
accordance with all applicable statutory procedures.

4892-0064-6771, v. 26 C-10
I. Rules of Construction.

1. Grammatical Usage and Construction. In construing this MOU, feminine or


neuter pronouns are to be substituted for those masculine in form and vice versa, and plural terms
are to be substituted for singular and singular for plural, in any place in which the context so
requires.

2. Headings. The headings, titles, and captions in this MOU have been
inserted only for convenience and in no way define, limit, extend, or describe the scope or intent
of this MOU.

3. Calendar Days. Unless otherwise provided in this MOU, any reference in


this MOU to “day” or “days” means calendar days and not business days. If the date for giving of
any notice required to be given, or the performance of any obligation, under this MOU falls on a
Saturday, Sunday, or federal holiday, then the notice or obligation may be given or performed on
the next business day after that Saturday, Sunday, or federal holiday.

J. No Third-Party Beneficiaries. No claim as a third-party beneficiary under this


MOU by any person, firm, or corporation may be made, or be valid, against any of the Parties.

K. Counterparts. This MOU may be executed in counterparts, each of which will


constitute an original document and together will constitute the same instrument.

[SIGNATURE PAGE FOLLOWS]

4892-0064-6771, v. 26 C-11
IN WITNESS WHEREOF, the parties have caused this MOU to be executed by their duly
authorized representatives as of the date first above written.

ATTEST: VILLAGE OF ARLINGTON HEIGHTS

By: By:

Village Clerk Village President

ATTEST: COMMUNITY CONSOLIDATED SCHOOL


DISTRICT 15

By: By:

Its: Its:

ATTEST: TOWNSHIP HIGH SCHOOL DISTRICT 211

By: By:

Its: Its:

ATTEST: TOWNSHIP HIGH SCHOOL DISTRICT 214

By: By:

Its: Its:

ATTEST: CBFC DEVELOPMENT, LLC

By: By:

Its: Its:

4892-0064-6771, v. 26 C-12

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