Moda Center: the 2026 term sheet and lease negotiations

A party-by-party summary and analysis of the 2026 Moda Center renovation deal, drawn from the primary documents rather than headline figures alone: Resolution 2026-280 and its Exhibit A term sheet, and Oregon Senate Bill 1501 (2026 Regular Session, 83rd Legislative Assembly), the state statute authorizing the "Joint Authority" discussed below. The City's own public-facing explainer, portland.gov's "Moda: what's next — get the facts", does not itself link to either.¹

Status as of this writing. The City Council's public hearing was August 5, 2026; deliberation and a vote on the amended resolution were scheduled for August 12, 2026. As of the last research pass for this page, no source had yet reported the outcome of that vote — see Open questions below. Regardless of that outcome, this remains a non-binding term sheet: Resolution 2026-280 itself directs the City to negotiate binding "Definitive Agreements" no later than December 31, 2026, so an August 12 "yes" does not by itself lock in any figure below.²

Timeline of acts and resolutions so far

March 4–6, 2026 — SB 1501 passes the Oregon Senate and House (House vote 43-13³), with an emergency clause making it effective immediately on the Governor's signature rather than the standard 90-days-after-sine-die.⁴
~April 2026 — Governor Tina Kotek signs SB 1501. ("This bill helps to ensure the future of Oregon's NBA legacy... Moda Center is a publicly owned, economic anchor for our state."⁵) The enrolled bill text itself leaves the governor-signature date blank in the copy filed with the legislature's document system, so this date rests on the Governor's office's own announcement, not the statute's face.
July 10–16, 2026 — The City's Chief Financial Officer circulates a memo to Council (shared July 13) laying out financing-scenario contingencies; the City releases a first-draft term sheet on July 16 and makes it public. Rip City Management publicly calls it a "non-starter."⁶
July 30, 2026 — A revised Exhibit A term sheet is attached to Resolution 2026-280 as the version Council will formally consider.
August 5, 2026 — Public hearing; testimony runs to characterizations of Trail Blazers owner Tom Dundon as a "tyrant" and "extortionist" from some speakers.⁷
August 6, 2026 — Multnomah County's Board of Commissioners votes 4-1 to approve up to $101.6 million toward the project.⁸ The same day, City Council votes 7-5 to reject a package of 19 proposed amendments (from Councilors Kanal, Avalos, Novick, Morillo, and Green) that would have added rent, naming-rights revenue sharing, a higher ticket fee (6%→7%), a larger parking-revenue share for the City, and proof-of-financing requirements.⁹¹⁰
August 11, 2026 — Council President Jamie Dunphy, Commissioner Elana Pirtle-Guiney, and Councilors Ryan and Kanal file a different, three-part amendment package that itself rewrites the term sheet and Resolution text: it adds a standalone $2,000,000/year rent obligation (on top of the existing PILOT — see Rip City Management below), updates the Exhibit B community-benefits plan, and formally attaches SB 1501 as a new Exhibit E. This is the version of the term sheet that went to the floor for the August 12 vote.¹¹
August 12, 2026 — Scheduled final Council vote on Resolution 2026-280 as amended. Outcome not yet confirmed as of this page's last research pass — see Open questions.

City of Portland

The City owns the Arena and the Arena Site outright (since the August 2024 bridge-lease transaction described on the ownership timeline) and leases both back to Rip City Management under an "Arena Lease" to be restated as part of the Definitive Agreements.¹² Its commitments and retained rights under the term sheet:

Contributes up to $120,000,000 toward the upfront $573M renovation budget, which it may fund by issuing bonds or other debt instruments up to that amount, to be reimbursed from renovation-linked revenue.¹³
Over the 20-year post-renovation "eligible projects" period, contributes a formula-based stream capped by an explicit year-by-year schedule (Exhibit D): the City's 6% User Fee on ticketed Rose Quarter events, Blazers-game parking revenue, its share of Veterans Memorial Coliseum net operating profit, and up to $391,972/year from the Visitor Facilities Trust Account — summing to $275,000,016 over 20 years, the source of the "$275M" figure in the project's separate 20-year track.¹⁴
Retains direct enforcement rights over the sublease between Rip City and the team, and is a named third-party beneficiary of the Project Development Agreement and the non-relocation agreement.¹⁵
Retains approval rights over "Material Agreements" (concessions, merchandising, naming rights, security, venue-management contracts) and the right, but not the obligation, to assume any of them under specified conditions.¹⁶
Council rejected the 19-amendment package described above 7-5 on August 6. Council members were sharply divided over the concession that vote represented: Councilor Angelita Morillo said "it does feel like there are some of us who might be getting extorted by the NBA on this";⁹ Councilor Mitch Green called the rejection "dereliction of duty" and "malpractice," later telling a reporter he felt "really defeated";⁹¹⁰ Councilor Candace Avalos called the vote "cringe" and "shameful," and criticized side-channel negotiation: "Imagine thinking that a handshake deal with the mayor, who has NO budget authority…"⁹¹⁷ By contrast, Council President Dunphy framed his own priority as "putting forward a term sheet that sets us up for success and centers the priorities of the people of Portland,"¹⁰ and Commissioner Pirtle-Guiney argued the rejected conditions could have restricted negotiators' flexibility.¹⁰
Mayor Keith Wilson has framed the August 12 vote as preliminary rather than final: "This is just first quarter. This is the term sheet... Now it's going to inform the next four months, which is the lease agreement discussion and the negotiation," and stressed Council retains final say: "The councilors aren't just going to weigh in next week. They're the final arbiter at the end of this cycle."¹⁸ He has also stated the City has not contemplated litigation against the team: "The mayor, the city administrator, the city attorney has never contemplated suing the Blazers."¹⁹

Multnomah County

The County is a funding partner but not a signatory to the Exhibit A term sheet itself (the term sheet's formal "Parties" list is the Joint Authority, City, State, Rip City, and TBL — the County's commitment runs through a separate Moda Center Funding Intergovernmental Agreement referenced in Exhibit A).²⁰ Its Board of Commissioners nonetheless approved, 4-1, on August 6/7, 2026:

$88,000,000 toward the upfront renovation, of which $53,000,000 secures bonds and the remainder is contingent on Business Income Tax revenue realized from the March 2026 sale of the franchise.²¹
An ongoing commitment of $1,600,000, contingent on that same Business Income Tax revenue materializing in FY2027-28, followed by $2,000,000/year from FY2031 through FY2036 — together the source of the "$13.6M" figure in the 20-year track.²²
Summed, the County's total exposure is the $101.6 million figure both its own resolution and local coverage headline.⁸²³
In negotiating its position, the County prioritized rental-car tax and tourism revenue over business-income-tax exposure, partly to address union concerns about potential layoffs tied to a franchise downturn, and pushed for county representation on an oversight body, unionized construction, and annual PILOT payments.⁸ Commissioner Meghan Moyer voted yes but registered discomfort: "I am still uncomfortable with the dollar amount and think it is too much."⁸

State of Oregon

The State acts through its Department of Administrative Services (DAS), "in consultation with the Governor and the Attorney General," per both SB 1501 and the term sheet's own "Parties" definition.²⁴¹² Its commitment:

Up to $365,000,000 from a newly created Oregon Arena Fund, held separately from the General Fund in the State Treasury, "in accordance with SB 1501."²⁵²⁶
Critically, this is not a legal obligation. SB 1501 states plainly: "The State of Oregon and the Legislative Assembly do not have a legal obligation to deposit moneys in the fund... The Legislative Assembly declares its current intention to issue debt instruments sufficient to yield $365,000,000 in net proceeds" — language of intent, not of binding appropriation.²⁷ The bill also appropriated $1,511,985 in General Fund money for DAS's own biennial administrative costs of implementing the Act, which is a real, immediate obligation distinct from the conditional $365M.²⁸
The funding mechanism itself is unusual: rather than a new tax, SB 1501 redirects existing state income-tax withholding already generated inside the "Rose Quarter" district — quarterly Department of Revenue tallies of payroll withholding from employers operating or building there, plus annual estimates of state income tax paid by performers at Rose Quarter events — and sweeps that revenue from the General Fund into the Oregon Arena Fund.²⁹ In effect, the State is committing tax revenue the district already generates, not appropriating new money, which is one reason the bill could pass with an emergency clause and comparatively little new-tax friction.
Debt issuance is further conditioned on five things under SB 1501 Section 5, discussed in full under the Joint Authority below, because most of them turn on that authority's existence and actions.³⁰
The State must also retain, at its own expense, "a professional with expertise in arena negotiations to review information regarding recent comparable National Basketball Association arena projects in similar-sized markets" before finalizing the joint-authority/management-entity agreements — a statutory check against the State negotiating blind against a league with far more comparable-deal experience than any single host government.³¹
SB 1501 passed the Senate 3/4/2026 and House 3/6/2026 (43-13³), sponsored by Senators Wagner, Frederick, Lieber, Manning Jr., and Meek, and Representatives Bowman, Isadore, Nguyen D, Nelson, Pham H, Rieke Smith, and Watanabe.³²

The Oregon Arena Joint Authority

This is the piece easiest to misread as an already-operating oversight body. It is not one yet.

What SB 1501 actually creates. Section 2 does not itself establish a joint authority — it authorizes DAS "to negotiate and enter into agreements with one or more public bodies to establish a joint authority, the purpose of which is to own and oversee the operations of the Moda Center."²⁴ Whether the Joint Authority exists as a legal entity at all, and what public bodies belong to it, depends on a separate intergovernmental agreement that had not been executed as of the versions of the term sheet reviewed for this page.

Consistent with that, the term sheet itself flags the entity as unsettled. Exhibit A's own footnote describes it as "a to-be-formed joint authority... Discussions regarding the structure and formation of the Joint Authority are ongoing." In the July 30 draft, that footnote named the City and State as the prospective members; the August 11 amendment revised the same footnote to add the County, describing it as a joint authority "between the City, acting by and through the Office of Management and Finance, the County and the State" — itself a live, moving target in the negotiation, not a settled institutional design.³³³⁴ The signature page compounds the point: the main text calls the party the "Oregon Arena Joint Authority," but the actual signature block still reads "[MODA CENTER JOINT AUTHORITY]" in brackets — placeholder drafting language, left unresolved in both the July 30 and August 11 versions.³⁵

Why this matters for the money. SB 1501 Section 5 bars the State Treasurer from issuing any debt instruments — meaning the $365M pledge cannot be executed as cash — until, among other conditions: (1) the Blazers ownership change is NBA-finalized (satisfied by the March 2026 Dundon sale); (2) the State and City "have entered into an agreement... to establish a joint authority for the ownership and operation of the Moda Center," with the State taking more than a nominal ownership stake unless DAS determines that's unnecessary; (3) that joint authority has executed a qualifying management agreement with Rip City satisfying Section 6's requirements; (4) the joint authority has reviewed and approved renovation scope, schedule, and budget; and (5) DAS has determined the City and County made "binding and substantial" financing commitments.³⁰ In other words, the body meant to hold oversight and approval authority over how the public money gets spent is a legal precondition for releasing the State's contribution — but as of the votes described above, the City Council and County Commission were committing dollar figures and the State was moving toward disbursement while the entity that is supposed to approve the project's scope, schedule, and budget, and safeguard against cost overruns, did not yet exist as a formed body.³⁶

What the Joint Authority is meant to do once formed. During construction, "a direct oversight, coordination, and information-sharing role" over spending of the public funding contribution; after the City issues a certificate of occupancy, a narrower ongoing role as custodian of the State's share of funds, with continued oversight of eligible capital spending and information rights over operations.³⁷ It also holds final design-approval rights (in consultation with the City), financial-audit rights over Rip City, and approval rights over Third-Party Subleases with other Rose Quarter tenants such as the Portland Fire and Portland Winterhawks.³⁸ Under SB 1501 Section 6, once formed, the joint authority and Rip City (as the "management entity") must jointly execute agreements guaranteeing, at minimum: a binding 20-year-minimum lease; the joint authority's final approval rights over scope/schedule/budget (without causing unreasonable delay); that the joint authority bears no responsibility for cost overruns except those from its own post-approval change requests; injunctive relief and liquidated-damages remedies (equal to any outstanding public debt on the project) if the management entity breaches non-relocation terms; a reciprocal right for the management entity to seek injunctive relief against joint-authority actions that materially impair its use of the arena; and a mutual good-faith renegotiation window five years before lease expiration, without any obligation to reach agreement.³¹

Rip City Management, LLC

Per the term sheet, "Rip City Management LLC, a Delaware limited liability company" is the arena operator and Rip City is the City's actual lessee under the Arena Lease — legally distinct from the team-holding entity described below, though under common Dundon-group control since the March 2026 sale.¹²

Bears sole responsibility for all renovation costs not covered by the Public Funding Contribution — cost overruns, change orders it or the team directs, funding gaps, and any post-renovation operating losses — undertaking the project "AS-IS, WHERE-IS... WITH ALL FAULTS," with no City warranties beyond what the Definitive Agreements state.³⁹ If Rip City cannot demonstrate a viable financing plan to the Joint Authority's satisfaction, the Joint Authority or City may terminate the renovation "with no further financial obligation to Rip City" — a real downside-risk allocation onto the private operator, not just the public funders.³⁹
Pays the Property Tax Offset Payment (functionally a PILOT — payment in lieu of taxes): $3,000,000/year for the full 20-year Term, escalating 5% annually, split by the City among the County, City, and Portland Public Schools.⁴⁰
As of the August 11, 2026 amendment, pays a separate, additional $2,000,000/year rent obligation, escalating by the lesser of CPI-W or 3% annually — a materially slower escalator than the PILOT's flat 5%, and a distinct line item introduced in the August 11 text that does not appear in the July 30 Exhibit A draft.⁴¹ Secondary coverage describes this as a late addition to the deal;⁴² this page cites it to the primary amendment text directly rather than to that coverage.
Runs day-to-day arena management, operations, and maintenance, may hire a third-party Venue Manager subject to City approval, must deliver an annual five-year capital asset management plan, and pays all taxes on the arena and site.⁴³
As "a material condition" of the City's financial assistance, must sign Labor Peace Agreements and require its general contractor and subcontractors to sign a Project Labor Agreement.⁴⁴
Team business-operations leadership publicly rejected the July/August drafts in strong terms. President of Business Operations Dewayne Hankins called the term sheet "more than 20 material departures from the framework approved by the Oregon Legislature earlier this year," and objected specifically to "first-class condition" language in the bridge-lease terms: "Doing so removes the threat of litigation hanging over these negotiations so that our conversations can move forward" — implying the team read that clause as inviting future litigation exposure.¹⁹ Team attorney Zandria Conyers said, "There were just elements in there that increased the financial obligations of the team and increased financial impact to the team."¹⁹ Owner Tom Dundon was separately reported as unwilling to have the team contribute toward the renovation, on the argument that the team already contributes significantly through taxes;⁴⁵ NBA Commissioner Adam Silver acknowledged the talks had "gone off track."⁴⁵

Trail Blazers Holdings, LLC ("TBL")

The term sheet's own drafting is internally inconsistent about this entity's legal form: the body text calls it "Trail Blazers Holdings, LLC, an Oregon corporation, d/b/a Portland Trail Blazers ('TBL')" — describing an LLC and a corporation in the same clause — and the signature block repeats the same phrasing.⁴⁶ (Note for anyone citing this project's earlier letter to the Portland City Council: that letter's shorthand "Portland Trailblazers Inc." does not match any entity name that appears in the primary source; the actual counterparty is TBL as defined above.) TBL is legally and financially distinct from Rip City Management, though both operate under the Dundon ownership group.

TBL will sublease the arena from Rip City for its NBA home games under a sublease subordinate to the Arena Lease, with cross-default provisions between the two, and provides an unconditional guaranty of Rip City's performance of all renovation and post-renovation obligations — meaning TBL is on the hook if Rip City cannot perform, and that guaranty binds any successor and survives any change of control.⁴⁷
Non-relocation: building on a 2024 Exclusive Site Agreement dated September 19, 2024, reaffirmed by a letter dated March 30, 2026, TBL already committed not to relocate home games without City consent. The Definitive Agreements will formalize a non-relocation agreement requiring TBL to play all pre-season, regular-season, and playoff home games at the Arena (with limited exceptions), naming the City as a direct party and the State, County, and Joint Authority as third-party beneficiaries.⁴⁸ The term sheet treats this as "a material inducement to the Public Funding Contribution," explicitly stating monetary damages alone would be inadequate compensation for breach, and grants the City, County, and State rights to specific performance and injunctive relief "without the necessity of proving actual damages or posting bond" — plus liquidated damages equal to any outstanding public debt on the project.⁴⁸ A breach is defined as an automatic default under the Arena Lease itself.⁴⁸
The draft also introduces "TBL Performance Requirements" — anti-tanking provisions requiring TBL to maintain minimum payroll-spending thresholds (e.g., a prohibition on finishing in the bottom third of league-wide payroll) and/or playoff-appearance benchmarks, framed as protecting the "return on public investment" from a team that could otherwise field a cheap, uncompetitive roster while still collecting the benefits of a publicly-funded arena.⁴⁹
Sale context, carried from the ownership timeline: the NBA Board of Governors approved an 80.1% stake sale to a Tom Dundon-led group, closing March 31, 2026 — the finalized, NBA-approved ownership change that satisfies SB 1501's first debt-issuance condition.⁵⁰

Analysis

Two structural features of this deal are worth naming plainly, because neither is obvious from the headline dollar figures alone.

Public money is moving ahead of public oversight. As laid out under the Joint Authority above, SB 1501 makes the joint authority's existence and approval rights a legal precondition for the State releasing its $365M share — yet the City and County voted their own commitments, and the term sheet itself was drafted and amended, while that oversight body remained an unformed, bracket-labeled placeholder in the document's own signature block. This is not necessarily bad-faith sequencing — an authority arguably needs a term sheet to react to before it can be usefully formed — but it means the public commitments being voted on August 6 and 12, 2026 were made without the entity that SB 1501 itself designates as the primary guardian against cost overruns and scope creep yet being seated to review them.³⁶

The two funding tracks create asymmetric risk exposure. In the immediate $573M renovation budget, the City's and County's contributions are capped, fixed-dollar commitments (up to $120M and $88M respectively), while Rip City Management bears open-ended exposure to any cost overrun beyond the approved Renovation Budget.³⁹ But in the ongoing 20-year track, the City's and County's contributions are formula-based, drawn from event-generated and tax revenue that could underperform Exhibit D's projections in a down year for the team or the venue — meaning both sides carry real risk, just of different kinds and on different time horizons, which is easy to lose if the analysis only compares total dollar figures.⁵¹ Separately, the non-relocation remedies — injunctive relief without needing to prove damages, liquidated damages pegged to outstanding public debt — are unusually strong for a non-binding term sheet; they read as the public parties' answer to the leverage problem this project's broader argument identifies structurally: without an ownership stake, a host city's only tools against a relocation threat are contractual penalty clauses, negotiated from a position where the team already holds the credible threat of leaving.

Open questions (as of this writing)

August 12, 2026 vote outcome. Not confirmed by any source consulted for this page as of the last research pass. Do not treat the 7-5 vote described above as the final-passage vote — that was the August 6 vote to reject 19 amendments, a separate and earlier vote from the scheduled August 12 vote on the resolution itself.
The $2,000,000/year Rip City rent obligation is confirmed in the primary text of the August 11, 2026 amendment (Amendment 2, Dunphy/Pirtle-Guiney/Ryan/Kanal) but does not appear in the July 30, 2026 Exhibit A draft — meaning it was a genuine late addition to the negotiation, not a case of secondary coverage over-reading an existing term.
Governor Kotek's SB 1501 signing date (commonly reported as late April 2026) rests on the Governor's office's own press release, not on the enrolled bill's own (unfilled) signature block in the copy on file with the legislature.
The Joint Authority's final membership and formation agreement were still being negotiated as of the versions of the term sheet reviewed here; the County's inclusion, in particular, was added only in the August 11 amendment and may still change again before any Definitive Agreements are signed.

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