Memorandum of Understanding With CBFC LLC, And Districts 15, 211, And 214 12-9-24
Memorandum of Understanding With CBFC LLC, And Districts 15, 211, And 214 12-9-24
Memorandum of Understanding With CBFC LLC, And Districts 15, 211, And 214 12-9-24
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.
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
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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.
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.
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.
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.
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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.)
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”):
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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.
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).
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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;
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.
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:
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%.
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.
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:
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with a copy to: Franczek P.C.
300 S. Wacker Dr., #3400
Chicago, IL 60606
Attn: Ares Dalianis and Scott Metcalf
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.
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.
4892-0064-6771, v. 26 C-10
I. Rules of Construction.
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.
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IN WITNESS WHEREOF, the parties have caused this MOU to be executed by their duly
authorized representatives as of the date first above written.
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