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July 17, 2026 · the City’s first term sheet

The City’s draft,
scored

On July 17 the City put the first Moda Center term sheet on paper — read it in the City’s public records. Below, it is scored against the fair-deal standard published June 25: before July 16 → in the draft → what must appear by signing.

The short version

On July 17 the City put its first term sheet on paper. Scored against the fifteen-term standard: 2 delivered, 4 partial, 5 open, 1 at risk, and 3 that live or die in the final lease. The protections converged; the economics didn’t.

$3M/yr Verified — the draft’s one priced return to the public (~$99M over 20 years).

The delivered draft is also weaker than what the City’s own negotiators sought: rent, a beverage tax, and street pricing were all on staff’s list, and none survived to the July 17 paper (The Athletic, July 27, 2026 Modeled).

The produced July 16 draft (public records, C471144 Verified) also contains terms the public debate has missed: the team covers cost overruns, a parent-company guaranty that survives a sale, City audit rights and periodic inspections, an anti-tanking clause barring a bottom-third league payroll, and a $3M payment shared with Portland Public Schools. Two caveats from the same document: the 20-year Term runs from substantial completion of a renovation allowed up to four years — and Exhibit A, the itemized $573M budget, is a page reading “to be attached.” The blank exhibit →

August 12 is when Council votes this term sheet. Whatever reads “Open” below is what an amendment can still fix.

How these numbers fit together
$253MWhat the City’s own consultant priced the full renovation scope at, in today’s dollars. One-time cost. Verified
The same scope, escalated and repeated over 20 years: $505M. Inside it: ~$164M genuine repair, ~$341M revenue-generating upgrades.
$573MThe public construction budget in the July 17 draft: State $365M + City $120M + County $88M. One-time, nominal. Verified
This is the current number. The earlier “$600M ask” you may have seen was the floated figure this draft replaced.
~$99MEverything the public is priced to receive back across the 20-year lease: the $3M-a-year payment, growing 5% a year. 20-year total. Calculated
$1.02–1.11BThe all-in public commitment over 20 years once bonds and debt service, the City and County shares, and future arena spending are counted. Modeled
The balance sheet’s ~$850M–1B modeled core sits inside this range.
~$2.5BWhat the building hands the operator over the 20-year lease (~$100M+ a year), from an arena rented for $1 a year. Modeled
Not the $2.5M-per-year maintenance reserve — that is a separate recommended term.
$1.1–1.2BWhat a market-standard package would return the public over 20 years, priced line by line against 17 peer deals. Calculated
$4.25BWhat the franchise sold for in 2026. Verified

Verified primary document · Calculated arithmetic from verified inputs · Modeled assumptions disclosed & adjustable. Every line’s paper trail: the Public Balance Sheet.

A note on why we show our receipts

Several terms in the City’s draft match — sometimes nearly clause for clause — terms published here three weeks earlier, when the common response was that no deal gets those terms. Read the remaining half accordingly.

Drafting an amendment?

Every row’s “Must appear by signing” column is written to be lifted. Full language: the fair-deal standard; the paste-ready redline keys each edit to the signed 2024 documents.

Published → Drafted

Four quote pairs — ours above, the draft’s below: the standard, June 25 (archived) · the City’s draft, July 17.

Non-relocation · Term 08
Published here · June 25“…pair them with an express specific-performance clause” · “recapture, acceleration, clawback… keyed to the full unamortized public stack”
The City’s draft · July 17“…the right to obtain specific performance, temporary restraining orders, preliminary and permanent injunctive relief… without the necessity of proving actual damages or posting bond” · “(iv) recapture, acceleration, clawback, or repayment of public incentives, subsidies, grants…” (Non-Relocation Agreement, p. 6)
Overruns · Term 08
Published here · June 25Name the payer — the management entity bears all overruns above the approved budget…”
The City’s draft · July 17“All costs for the Renovation will be the sole responsibility of, and be paid for by, Rip City, except for the Public Funding Contribution… Anything in excess of the Renovation Budget… is the responsibility of Rip City.” (Renovation Budget, p. 2)
The parent guaranty · Term 13
Published here · June 25“Every public protection jointly and severally guaranteed by the operator (RCM) and Trail Blazers Inc.… The terms… will bind any successor”
The City’s draft · July 17“TBL will provide an unconditional guaranty of Rip City’s performance of all Renovation and post-Renovation obligations. The terms… will bind any successor to Rip City or TBL and survive any change of control.” (Assignment, Assumption and Guaranty, p. 5)
Audit rights · Term 12
Published here · June 25“Audited annual public disclosure by revenue stream, as a lease covenant… City audit rights
The City’s draft · July 17“The Joint Authority and the City may audit detailed financial reporting from Rip City to verify public return on the Public Funding Contribution.” (Financial Transparency and Audit Rights, p. 8)
Deliveredhold it through the redline
🟡
Partialthe category exists — finish it
Opennot in the draft — add it
🚨
At riska drafted instrument could erase it — protect it
A&R watchlistlives or dies in the amended & restated lease

Every term, scored

The fifteen terms of the published standard that the July 17 draft addressed. (The standard now runs to eighteen; the three newest come from the 2024 closing package and appear in no draft yet.) BEFORE describes the deal on paper, not the people negotiating it.

#TermBefore July 16 — the deal on paper Existing agreementIn the City’s draft (7/17) Current proposalMust appear by signing Recommended termStatus
00The condition precedentPublic commitments moved with no conditions attachedFunding level “subject to review of the plans, specifications, budget, and scope”; a City walk-away right absent a viable financing planCity money expressly conditioned on actual bond issuance (SB 1501 §3(4))🟡 Partial
01Price the alternativeNo benchmark study published, no market test, sole-source by choiceThe PFM comparables summary surfaced July 9 — funding splits for six peers; deal terms unreviewedThe §6(2)(a) terms review published before the vote; the market test run🟡 Partial
02More per ticket, not lessFive fee carve-outs shrink the public’s 6% on the seats the renovation adds“A 6% User Fee… will continue” — carve-outs untouched; no participation; fee revenue committed back to arena capital (Exhibit D)Premium fees at the price paid; 18% participation; returns paid to the City, not recycled⭕ Open
03Share the naming rights100% of arena naming to the operator, no City approvalNaming subject to City approval and content limits; naming deals are “Material Agreements” the City may assume — architecture, not revenueThe re-rate captured above the ~$4M baseline; the reversion priced, not granted at $0⭕ Open
04Fix the parking dealCity pays garage costs; operator keeps a 25% fee + Arena Garage event revenue; books closed to copies“The City retains parking revenues from Public Parking Facilities”; an Amended & Restated Parking Agreement is listed, terms unwrittenThe 25% administration fee ends; a City share of event parking; audit with copies⭕ Open
05A payment in lieu of taxes$0 — the building is tax-exempt; no PILOT existed“$3,000,000 per year… escalated by 5% annually,” shared City / County / Portland Public Schools (~$99M over 20 years)A greatest-of-three covenant: the certified floor ($1.2–1.5M, CPI) · the county’s ORS 308.153 formula ($5.1–9.4M/yr minimum) · appraised equivalency. Methodology🟡 Partial
06A real General-Fund return$1/year rentNo rent line appears; Exhibit D commits the City’s user-fee and parking receipts back to arena capital (~$275M/20yrs)$4.5M/yr escalating 3% — the ownership’s own Raleigh signature (~$121M) — paid to the City directly⭕ Open
07The development upside3-year operator exclusive; a veto on City land sales; the City’s share undefined on self-developmentNot addressed — community-benefits partners are named; the development architecture is absentThe Raleigh architecture: milestones, 6% ground rent, the tax rolls, 10% affordable housing, §12.5 lifted⭕ Open
08Caps, clawbacks, overrunsOverruns assigned to no one; relocation remedies at the statutory floor, operator-onlyThe payer is named: all costs beyond the Public Funding Contribution, overruns, and operating losses are Rip City’s; specific performance + liquidated damages + clawback; an anti-value-engineering clauseAn owner-level GMP; a public-majority savings split; Exhibit A reconciled to the VSG study; formula-pegged damages✅ Delivered
09Delete the surcharge banLease §3.3 makes the City reimburse any City ticket tax dollar-for-dollarNot addressed — carries into the “amended and restated” lease by default unless deleted§3.3 deleted; the DA §28.2.4 definition conformed⏳ A&R lease
10The first-class claimA preserved, tolled claim, ~$164M face, “fully applicable upon termination” — the City’s own signed languageThe forward obligation is delivered — “Rip City will, at its cost and expense, keep and maintain” to the Comparable Facilities standard. The accrued claim goes unmentioned — and the docs list includes an “amended and restated arena operating lease”One sentence — the no-novation recital preserving the §§5.4 and 10.2 accrued claims (drafted in full below)🚨 At risk
11Protect the backup planLease §15 bars any 10,000–20,000-seat metro venue — including the City’s own optionsNot addressed§15 deleted or narrowed with a Coliseum carve-out and death-on-default⏳ A&R lease
12End the secrecyA term-long NDA; books that can’t be copied; confidential New York arbitrationAudit rights conceded in principle — “may audit detailed financial reporting… to verify public return” — “through a process to be established”Copies, not look-only; the NDA ends; Oregon-seated arbitration; reporting past 2032🟡 Partial
13Guarantees that surviveObligations lived in the operator shell; the 2024 backstop covered only the clawback“TBL will provide an unconditional guaranty… of all Renovation and post-Renovation obligations”; binds successors; survives any change of controlThe $50M evergreen letter of credit; springing holdco recourse; the place-of-business fix (ESA §2)✅ Delivered
14Cap the NBA-rules clauseLease §18.26 subordinates the whole lease to current and future NBA rulesNot addressed — and assignments are “subject to… the NBA’s governing rules”An automatic make-whole on revenue-reducing rule changes; supremacy yields to non-relocation⏳ A&R lease

Term-level tally: 2 delivered · 4 partial · 5 open · 3 on the A&R-lease watchlist · 1 at risk. Every sub-ask, scored one by one, is in the master ledger below.

The master ledger — every sub-ask on the terms page, scored (63 rows)

Every sub-ask from the fair-deal terms. Tally: 6 delivered · 13 partial · 25 not addressed · 10 on the A&R-lease watchlist · 1 at risk.

#The ask, as publishedThe City’s draft, July 17
00City’s signature as the consideration; condition, don’t askFootnote 4, all caps: “SUBJECT TO REVIEW OF THE PLANS, SPECIFICATIONS, BUDGET, AND SCOPE”🟡
00City commitments expressly conditioned on actual bond issuance (§3(4) asymmetry)“May contribute up to” is permissive; no express bond-issuance condition
01.1Publish the §6(2)(a) review before the voteSilent; benchmarks only to unnamed “Comparable Facilities”
01.2Publish a relocation BATNA modelSilent
01.3Test-sell disclosure (Portland-committed buyer)Silent
01.4Disclose alternative-operator economicsNo disclosure — but the Venue Manager clause contemplates “a third-party venue management firm of national reputation”🟡
01.5Don’t renew the sole-source exemption for biddable piecesRip City leads all design/renovation under the PDA; no competitive process
02.1Premium seats fee’d at price actually paid“A 6% User Fee… will continue” — carve-outs untouched
02.2Close the season-premium loopholeNot addressed
02.3Close affiliate-netting + promoter-default holesNot addressed
02.4Suites at 6% of actual license revenue; single-event to 100%Not addressed
02.518% participation above CPI-indexed baselineNo participation anywhere — and Exhibit D recycles all Moda user fees ($201M/20yr) into arena capex
03.1Naming re-rate captured via participationNo share; “Rip City will have customary naming… rights”
03.250/50 district-naming split (§31.2.4) carried forwardSilent
03.3Price the §31.4 reversionSilent — but naming deals become Material Agreements: City approval and a right to assume🟡
04.1End/performance-base the 25% admin fee (§8.4)Silent; an “Amended and Restated Public Parking Agreement” is on the definitive-docs list
04.2Arena Garage gap closed; 30% of event parking to City“The City retains parking revenues from Public Parking Facilities” — status quo; Arena Garage untouched; Blazers-event parking recycled via Exhibit D ($46.4M/20yr)
04.3Open the private-garage booksGeneral audit right over “Arena revenues” may reach it; copies not stated🟡
04.4Narrow §4.2’s team-protective sentenceSilent (rate-approval authority retained)
05Greatest-of-three PILOT: the certified floor (CPI) · the county formula ($5.1–9.4M/yr post-reno) · appraised equivalency, no offsets“Property Tax Offset Payment”: $3M/yr escalating 5%, split City/County/PPS “proportionally” (undefined). Falls below the county-formula minimum post-renovation; no completion reset, no true-up🟡
06.1Rent: $4.5M/yr esc. 3% + $2.5M per year operator capital reserveNo rent line exists in the document
06.2Direct-payment covenant — returns never into the Arena FundThe $3M offset does pay City/County/PPS directly — but fees/parking/VMC profits route into arena capex (Exhibit D, $275,000,016/20yr)🟡
07.1Development exclusive priced at Raleigh milestones + 6% ground rent + tax rolls + 10% affordableNo Rose Quarter development terms anywhere
07.2Remove the §12.5 land-disposition vetoSilent
07.3Delete §29.4 flip-only; define the share nowSilent
07.4Binding community benefits (AVT/1803, MWESB, anti-displacement)CBA required with 1803 Fund + Albina Vision Trust named; prevailing wage, PLA + labor-peace (Exhibit C), MBE goals, local hiring, 10+ community events/yr, LEED Platinum/net-zero. Economics absent; housing percentages bracketed
07.5Use-it-or-lose-it reversion deadlinesN/A — no development terms
07.6TIF capture, public-majority authorityNot addressed
08.1Name the overrun payerDelivered verbatim — the sole-responsibility clause, quoted above — plus post-renovation operating losses
08.2Owner-level GMP, not contractor-levelGMP not specified; PDA to set schedule, bonds, delay/abandonment consequences
08.3“Authority-requested” defined narrowlyInverse half delivered: TBL/Rip City–directed change orders are Rip City’s; authority-side definition absent🟡
08.4Savings split 65/35 publicAbsent
08.5Budget reconciled line-by-line to VSGExhibit A is blank; footnote 4 supplies the mechanism🟡
08.6No side doors (Arena Fund can’t absorb overruns)Not explicit
08.7Anti-descope protection (the five-question test’s spirit)Anti-value-engineering clause: no reducing “building systems and the structure to solely benefit revenue generating improvements”
08.8Cap the §5(5) maintenance commitment; match to operator spendCapped — Exhibit D annual ceilings, “revenues beyond… will not be available”; match requirement absent🟡
08.9Relocation penalty above the statutory floor, full-stack, specific performanceSubstantially delivered: TBL executes the non-relocation agreement; specific performance, TRO, injunctions “without the necessity of proving actual damages or posting bond”; liquidated damages “reflecting the public investment”; clawback/recapture; State/County/JA third-party beneficiaries; successor-binding
08.10Formula-pegged damages (Illingworth-safe)“Reflecting the public investment” — direction right, formula absent🟡
08.11Coliseum games fee’d + counted as home games“All… home games at the Arena, subject to limited exceptions” TBD in MOU; VMC side door unresolved
08.12Fence the §6(1)(e) injunction swordSilent
09Delete the §3.3 surcharge banSilent
10aForward first-class obligation restored, with inspection rights“Rip City will, at its cost and expense, keep and maintain the Arena… consistent with Comparable Facilities,” all capital repairs, 5-yr capital plan annually, City may perform periodic inspections
10bThe accrued claim: quantified, settled at $120M, credited once, no novationUnmentioned — while the docs list includes an “amended and restated arena operating lease” and the preamble runs on supersession🚨
11Kill or narrow the §15 non-competeSilent
12.1No NDA carryoverSilent
12.2Audited annual public disclosureGovernment audit yes; public disclosure no🟡
12.3Audit rights with copies“May audit detailed financial reporting… to verify public return” — copies unstated🟡
12.4Oregon records/arbitration supremacySilent
12.5Reporting past the 2032 sunset5-yr capital plans + JA information rights continue; §7-equivalent public reporting absent🟡
12.6Publish annual diversion amountsSilent
13.1Joint-and-several TBI backstop“TBL will provide an unconditional guaranty of Rip City’s performance of all Renovation and post-Renovation obligations,” binding successors, surviving change of control, assignment consent to City + JA + NBA rules
13.2$50M evergreen letter of credit + springing holdco recourseAbsent
13.3Publish the ESA §3.3 sale-assumption instrumentSilent
13.4Close the place-of-business holeSilent
14§18.26 make-whole; supremacy yields to non-relocation“Good standing under NBA Rules” appears; supremacy clause fate unaddressed

Package, process & conditions-precedent items — tally: 3 delivered · 3 partial · 2 open.

The itemThe draft
Term: 30 yrs + options, §4-sunset contingent“At least twenty (20) years from substantial completion” + mandated good-faith extension talks🟡
County locked first, joint protocolCounty terms embedded via the “Moda Center Funding Intergovernmental Agreement”; $88M = $53M bonds + remainder contingent on sale Business Income Tax🟡
City $120M re-sourced — no PCEFSourced to “bonds or other debt instruments”; PCEF appears nowhere🟡
Coverage analysis, bond-counsel memos, assessor opinion, JPMorgan releaseAll silent
PLA executed as conditionExhibit C: PLA + labor-peace agreements as “a material condition of the City entering into the Arena Lease”
Civic days / community useReserved civic days + major city-wide events, rent-free, cost-recovery only
Separate lease/funding votes; publish 30 days out; mandate disclosure; no hospitality; on-record no-termsProcess items — outside the draft, still open
December deadline cited to statuteNo December date anywhere in the draft; the clock is “four (4) years” from PDA execution — the fact-check, corroborated
The three highest-stakes cells: 10b — one novation sentence from erasure · 06.1 — no rent line · 08.2/08.5 — a named payer without a GMP or an itemized budget is a promise without a ruler.

The four columns, term by term

Each strip is a diff: before July 16, the City’s draft, and what must appear by signing.

✅ Delivered — hold it
Term 08

Overruns & the relocation stack

✅ Delivered — hold it
Before July 16

Overruns assigned to no one; statutory-floor relocation remedies, operator-only.

The draft (7/17)

The payer is named — the sole-responsibility clause, quoted above — plus an anti-value-engineering clause; specific performance, liquidated damages, and clawback.

By signing

An owner-level GMP; a public-majority savings split; Exhibit A reconciled to the VSG study ($573M sits $68M above its 20-year plan); formula-pegged damages.

Term 13

Guarantees that survive

✅ Delivered — hold it
Before July 16

The obligations lived in a disposable operator shell (the 2024 backstop, ESA §4.5, covered only the clawback).

The draft (7/17)

The unconditional TBL guaranty of “all Renovation and post-Renovation obligations,” binding “any successor” and surviving “any change of control”; assignments need Joint Authority and City approval.

By signing

The $50M evergreen letter of credit; springing holdco recourse; the place-of-business fix (ESA §2).

🟡 Partial — finish it
Term 05

The payment in lieu of taxes

🟡 Partial — finish it
Before July 16

$0 — the building is tax-exempt (ORS 307.171); no payment in lieu existed.

The draft (7/17)

“$3,000,000 per year… escalated by 5% annually,” split among the County, City, and Portland Public Schools — roughly $99M over 20 years.

By signing

The greatest-of-three covenant: the certified pre-exemption floor ($1.2–1.5M/yr, CPI) · the county’s construction formula at completion — a $5.1–9.4M/yr mechanical minimum · appraised full equivalency. The methodology →

Term 12

Transparency & audit

🟡 Partial — finish it
Before July 16

A term-long NDA (§11.6); look-only books (§10.14); confidential New York arbitration (§14).

The draft (7/17)

The principle is conceded — the audit-rights clause, quoted above — mechanics “through a process to be established.”

By signing

Copies, not look-only; the NDA ends; Oregon-seated, publicly filed arbitration; annual public disclosure; reporting past the January 2032 sunset.

Term 00

The condition precedent

🟡 Partial — finish it
Before July 16

Public commitments moved with no conditions attached.

The draft (7/17)

The funding level is “SUBJECT TO REVIEW OF THE PLANS, SPECIFICATIONS, BUDGET, AND SCOPE” — and if the operator “fails to demonstrate a viable financing plan,” either party may “terminate the Renovation with no further financial obligation.”

By signing

City and County commitments expressly conditioned on actual bond issuance — §3(4) makes the state’s $365M a declared intention, not an obligation.

Term 01

The benchmark study

🟡 Partial — finish it
Before July 16

SB 1501 §6(2)(a) requires “a professional with expertise in arena negotiations” to review comparable NBA projects; none had surfaced by late June.

Now public (7/9)

PFM’s State Funding and Governance Comparable Summary — six NBA peers, surfaced July 9 — records peer precedent for rent, a naming share, relocation security, and 18–52% private capital, and reviews no deal terms. The details ↓

By signing

The statute’s terms review, published before the vote; the draft reconciled to the state’s comparables.

⭕ Open — add it
Term 06

Rent

⭕ Open — add it
Before July 16

$1 a year.

The draft (7/17)

No rent line appears in the document.

By signing

$4.5M/yr escalating 3% from occupancy — the schedule this ownership signed in Raleigh; ~$121M over the term, payable to the City directly.

Term 08 · capital

Private capital into the project

⭕ Open — add it
Before July 16

No ownership capital contribution in the public record.

The draft (7/17)

The $573M Renovation Budget “is the public portion” — City $120M + County $88M + State $365M, to the dollar. No ownership capital line appears.

By signing

A private-capital line with a number on it — the standard prices ~$245M against the ~$341M revenue-generating scope; peers paid 18–62% (Cleveland 62.2%, D.C. 35.6%, Atlanta 26%, Indianapolis 18%).

Term 02

Per-ticket return & participation

⭕ Open — add it
Before July 16

Five carve-outs shrink the 6% fee on the premium seats the renovation adds — ~$2.2–2.7M/yr of leakage.

The draft (7/17)

“A 6% User Fee… will continue throughout the Term.” Carve-outs untouched, participation absent — and Exhibit D commits the fee’s receipts back to arena capital (below).

By signing

Premium seats fee’d at the price actually paid; suites at 6% of license revenue; 18% participation above a CPI-indexed audited baseline.

Term 03

The naming share

⭕ Open — add it
Before July 16

100% of arena naming to the operator, no City approval (DA §31).

The draft (7/17)

Naming is “subject to City approval and reasonable content restrictions,” and naming agreements are Material Agreements the City may assume — architecture, not revenue.

By signing

The re-rate (reported ~$4M/yr toward $7–9M/yr) captured above the audited baseline; the 50/50 district split carried forward; the reversion priced.

Term 04

Parking

⭕ Open — add it
Before July 16

The City pays garage costs; the operator keeps a 25%-of-gross fee plus Arena Garage event revenue; books closed to copies (§16.9).

The draft (7/17)

“The City retains parking revenues from Public Parking Facilities” — the status quo restated. An Amended & Restated Public Parking Agreement is on the docs list, terms unwritten.

By signing

The 25% fee ends; a City share of gross event parking (the standard prices 30% from 2031, ~$70M); the Arena Garage gap closed; audit with copies.

Term 07

The development upside

⭕ Open — add it
Before July 16

A 3-year operator exclusive (DA §29.2.1); a veto on City land disposal (§12.5); the City’s share undefined if the operator self-develops (§29.2.4(d)).

The draft (7/17)

The development architecture is absent; Exhibit B commits to “partner with community development organizations on Rose Quarter redevelopment projects,” naming Albina Vision Trust and the 1803 Fund.

By signing

The Raleigh architecture: milestones ($200M/yr 5 → $400M/yr 10 → $800M/yr 20), 6% ground rent, the property-tax rolls, 10% affordable housing, §12.5 lifted.

The largest remaining value (~$160M+) — priced at the owner’s own precedent.
Terms 09 · 11 · 14

The three clause deletions

⏳ A&R-lease watchlist
Before July 16

§3.3 reimburses any City ticket tax; §15 bars the City’s own backup venue; §18.26 subordinates the lease to future NBA rules.

The draft (7/17)

None of the three is addressed — each clause carries into the “amended and restated” lease by default unless deleted.

By signing

§3.3 deleted; §15 narrowed with a Coliseum carve-out; §18.26 capped with a make-whole, yielding to non-relocation.

🚨 At risk — protect it
Term 10

The first-class claim

🚨 At risk — protect it
Before July 16

A preserved claim, ~$164M face value, “fully applicable upon termination” — the City’s own signed language (§10.2), limitations tolled.

The draft (7/17)

Unmentioned — and the docs list includes an “amended and restated arena operating lease,” the instrument whose boilerplate can extinguish an accrued claim; the operator takes the building “AS-IS, WHERE-IS… WITH ALL FAULTS.”

By signing

“This Agreement is not a novation; the obligations and accrued claims under Arena Operating Lease §§5.4 and 10.2 are expressly preserved [or credited at $___ against the Public Funding Contribution].” Its absence erases it.

Exhibit D

The recycling schedule

🚨 At risk — protect it
Before July 16

The 6% user fee and the City’s parking receipts were the public’s only recurring return.

The draft (7/17)

Exhibit D commits the City’s user fees ($201M), Blazers-event parking ($46M), VMC profit share ($20M), and visitor-facilities allocation ($8M) — $275,000,016 over FY2027–28 through FY2046–47 — to arena capital, up to annual caps — the caps are the whole protection.

By signing

The schedule trimmed to Blazers-derived revenue or sunset at bond retirement; a boundary between the operator’s keep-and-maintain duty and “eligible capital expenses,” so the same dollar isn’t counted twice.

The week the documents landed — July 9–17

Three documents in nine days: the state’s benchmark data, the County’s conditions, and the City’s opener.

July 9 · The state’s comparables summary (PFM)

  • What it is: PFM’s “State Funding and Governance Comparable Summary” — six NBA peers, surfaced July 9. Read it in full, via oregon.gov.
  • Peer economics, in the state’s own pages: private capital — Indiana 18% · Minnesota ~46% · Milwaukee 52% · Cleveland listed at 38% (contemporaneous reporting says the Cavaliers funded $115M of $185M, 62.2%; we flag the discrepancy) — against Portland’s proposed 0% base. Rent — Cleveland $2.0M/yr · Minnesota $1.6M/yr · Orlando $1.0M/yr plus “revenue share from naming rights and corporate suite sales.” Relocation security — Indiana’s ~$750M early-lease-termination payment. Per-ticket — Milwaukee’s $2/ticket surcharge (~$60M).
  • The state-share outlier: Oregon’s proposed ~62% against a peer maximum of 42% (Memphis); Indiana 34%; Milwaukee 15%; the other three 0%.
  • The summary’s own caveat: “Ongoing tax exemptions, land value subsidies, infrastructure investments, and below-market leases would raise the effective public share for virtually all arenas if included.” Portland’s deal carries all four.
  • What it is not: a review of deal terms — no rent, relocation-security, or revenue-share comparison.

July 16 · The County’s reset letter — the gate is live

  • Who and what: Commissioners Meghan Moyer (D1) and Julia Brim-Edwards (D3) — two of five votes — write Chair Vega Pederson that “the current process has failed; a reset is needed.” The Board’s vote moved to August 6, and they move to strip the ~$35M business-income-tax slice from the County’s $88M. Under SB 1501 §5(5), no state bonds issue without the County — the letter holds the gate on the entire $365M.
  • Their floor: a revenue stream that “at a minimum matches debt payments” on County bonds; a contribution no greater than the City’s; a clawback if the team leaves; labor and community-benefit agreements; no new TIF without County approval.
  • Run their floor against the draft: the County’s slice of the $3M offset is ~$0.7M/yr against ~$6M/yr of debt service — an eighth of their minimum. With interest, the $88M becomes ~$125M, more than the City’s $120M, with no user fee, parking, or Exhibit D stream.
  • A number to chase: the letter’s “$482 million over 20 years” estimate sits below the term sheet’s $573M and the VSG study’s $505M; its source is unstated.

July 17 · The City’s draft

  • The opener lands eight days after the state’s summary and the day after the County’s letter; it doesn’t cite the summary, and its economics sit outside the summary’s range on private capital, rent, revenue share, and state share.
“Why is the Mayor saying we don’t have the details of the deal?”
Wake Up Rip City · July 2026 · at 33:02 · watch on YouTube

One renovation, five official numbers

  • $482M (the commissioners’ letter, over 20 years, source unstated) · $505M (the VSG study’s 20-year plan) · $573M (the draft’s Renovation Budget) · ~$575M (the state summary) · $600M (the earlier floated ask). None is reconciled to another; Exhibit A, the itemized budget — currently blank — is where they converge or don’t.

New in the draft — nobody asked, worth knowing

Credit where due: the City’s team drafted past the published standard in three places.

  • A Joint Authority. A City–State body stewards the funds, approves design, and holds a termination right. The County, whose $88M is in the stack, is not a member.
  • An anti-tanking clause. Minimum competitive standards — “prohibition on finishing in the bottom third of league-wide payroll” and playoff benchmarks — because “team performance constitutes a material component of the return on public investment.”
  • A community-benefits package with real exhibits. Prevailing wage, PLA and labor-peace agreements, MBE goals, rent-free community events, transit passes, LEED Platinum / net-zero — none of it in the 2024 lease. The labor commitments are funded from the public budget; where the standard asks for anti-displacement protections, Exhibit B offers a “neighborhood displacement history information display/art.”
  • The budget construction. The $573M Renovation Budget and the Public Funding Contribution are the same number, to the dollar — “This is the public portion of the Renovation” — and Exhibit A, the itemization, is blank: “Estimated Renovation Budget to be attached.” Whether the cap is real turns on that exhibit.
  • No deadline. No December date, no signing deadline — consistent with the enacted statutes.

What must appear between here and signing — the complete list

Seven adds
  • The market test — the move that prices the other six. A benchmark solicitation for the post-bridge operating contract; the incumbent can bid and win. How it works →
  • A private-capital line with a number on it — ~$245M against the revenue-generating scope; peers paid 18–62%.
  • Rent, distinct from the tax offset — $4.5M/yr escalating 3%, the Raleigh schedule, paid to the City directly.
  • A naming capture or credit — the re-rate above the audited ~$4M baseline; the reversion priced, not granted.
  • Exhibit D trimmed to Blazers-derived revenue or sunset at bond retirement, with the operator-duty boundary drawn.
  • The §10.2 preservation recital. One sentence: not a novation; accrued claims preserved or credited.
  • Named Comparable Facilities with formulas, not adjectives; the §6(2)(a) review published.
Three survivals
  • The non-relocation stack — specific performance, clawback, successor-binding — held intact through the MOU’s “limited exceptions.”
  • The walk-away right and the financing-capacity test — carried into the definitive agreements unchanged.
  • The audit rights, upgraded to copies — a process the public can read.
Three watchlist items — the amended & restated lease
  • §3.3 (the surcharge reimbursement) must not carry forward.
  • §15 (the metro venue non-compete) must not carry forward unpriced.
  • §18.26 (NBA-rules supremacy) must be capped with a make-whole and yield to non-relocation.

Every item already exists in the City’s draft in principle, in Portland’s 2024 signatures, or in this ownership’s Raleigh deal — nothing here asks the negotiators to invent anything.

About the document and this page. The scored document is the City’s draft term sheet of July 17, 2026 (“Moda Center — Arena Renovation and Post-Renovation Operations Term Sheet,” 14 pages), non-binding, posted in the City’s public records — read it in full. Quotations are verbatim, cited by section and page. The $573M Public Funding Contribution and Exhibit D’s $275,000,016 schedule are the draft’s own numbers; the $3M offset totals ~$99M over 20 years at the draft’s 5% escalator; PILOT math uses Multnomah County’s ratios (Term 05). Also quoted verbatim: the PFM summary (at oregon.gov) and the commissioners’ July 16 letter. County debt-service math is an estimate: ~$88M of bonds over ~23 years at municipal rates ≈ $6M/yr; a proportional $3M slice ≈ $0.7M/yr. Every status will be re-scored against the MOU and definitive agreements; we will correct anything the documents contradict.
The delivered column is the evidence
for the remaining column.

Tell Council to back its negotiators — and finish the column before the August 12 vote.

Email Portland City Council →
The “contribution” con · in his own words

A real contribution means the owner puts in his own money. That’s not what’s happening here.

At the Portland Metro Chamber’s June 24 annual meeting, Tom Dundon argued the public money funding the renovation is really his contribution:

Asked on stage why he isn’t putting his own money into the renovation, Dundon explained why he counts the public’s ticket and parking fees as his contribution:

…when you charge an incremental fee on a ticket, we’re really just paying it. So we are investing in it because if you didn’t charge that money on the ticket, we would charge more for the ticket… It’s not that we’re taking the money.
Tom Dundon · Portland Metro Chamber annual meeting · June 24, 2026

Walk it through source by source and almost none of it is his: the parking is the City’s — publicly built, publicly owned garages; the ticket fees are the fans’ — a public charge collected by the City; and the income taxes are the players’ — owed in 41 of 50 states, here or almost anywhere they played. He isn’t putting money into this building; he’s relabeling the public’s money as his investment. (To be fair: at most a sliver of the ticket fee genuinely comes out of his pocket — a rounding error against a $1 billion+ commitment, which is why “private contribution: $0” is the fair scorecard line.)

The full source-by-source dismantling — the fee-incidence math and the no-sales-tax advantage →

Sourcing note. Quoted from Dundon’s on-stage interview at the Portland Metro Chamber annual meeting (Moda Center, June 24, 2026), a public event; verify exact wording against the recording before citing. Full sourcing and the §10.9 / SB 1501 §4 routing are on the work-session page.