2023 IL App (1st) 230782-U FOURTH DIVISION September 1, 2023 No. 1-23-0782
NOTICE: This order was filed under Supreme Court Rule 23 and is not precedent except in the limited circumstances allowed under Rule 23(e)(1). ______________________________________________________________________________
IN THE APPELLATE COURT OF ILLINOIS FIRST DISTRICT ______________________________________________________________________________ KEK, LLC, an Illinois Limited Liability Company, ) Appeal from the Circuit Court ) of Cook County. Plaintiff-Appellant, ) ) v. ) No. 2021 CH 6001 ) 1120 CLUB CONDOMINIUM ASSOCIATION, ) Honorable ) Joel Chupack, Defendant-Appellee. ) Judge Presiding.
JUSTICE DELORT delivered the judgment of the court. Justices Lyle and Navarro concurred in the judgment.
ORDER
¶1 Held: We affirm the circuit court’s order compelling a real estate dispute to be arbitrated because the relevant contract language mandates arbitration for all claims of the type alleged in the underlying complaint.
¶2 BACKGROUND
¶3 KEK, LLC is the owner of a unit in a building in Oak Park, Illinois. The building’s
manager, defendant 1120 Club Condominium Association, filed a multi-count complaint alleging, 1-23-0782
among other things, that the declaration of covenants, conditions, restrictions and reciprocal
easements (which the parties, and we, will refer to as the REA) applicable to the parties had
expired, and that accordingly, KEK was not required to pay certain common expenses. The
condominium association moved to stay the proceedings and compel arbitration, which the circuit
court granted. On appeal, KEK argues that its claims fall outside the scope of the arbitration
provision. We affirm.
¶4 FACTS
¶5 In 2010, KEK purchased a commercial condominium unit in the Drechsler building. The
Drechsler building is a four-story commercial building containing four commercial condominium
units. The Drechsler building is part of a larger development, the 1120 Development, which also
includes another building (referred to as the “main building” herein). The REA governs the 1120
Development, which is managed by the condominium association.
¶6 The REA is central to the parties’ dispute, as it sets forth the nature of the relationship
between KEK and the condominium association. The REA provides, in relevant part:
“20.01 Arbitration. All questions, differences, disputes, claims or controversies arising
under this Declaration involving an amount not exceeding $150,000.00 (in 2006 Equivalent
Dollars) or involving any of the following matters:
(i) apportionment of insurance premiums;
(ii) the allocation of the cost of providing substitute or additional structural support as
provided for in Article IV;
(iii) any dispute arising under Article V involving as the central issue the need for any
repair, maintenance, replacement or restoration work; the allocation of the cost for the work
2 1-23-0782
or services provided; or the party responsible for providing any service or repair or
replacement; or
(iv) any disputes arising under Section 12.01 with respect to whether any proposed
Alterations require the consent of any Owner, and which is not resolved within sixty (60)
days (or within such other time period as is expressly provided herein) after same shall
arise shall be submitted for arbitration to a panel of three (3) arbitrators at the Chicago,
Illinois office of the American Arbitration Association in accordance with its then existing
Commercial Arbitration Rules. Such arbitration may be initiated at the request of either
Owner. * * *” (Emphasis added).
¶7 The operative complaint at issue in this appeal is KEK’s six-count amended complaint,
filed on February 17, 2023. Count I of the amended complaint sought a declaration that the REA
has expired or should be terminated, as it applies to the Drechsler building, because the Drechsler
building receives no benefit for certain services provided under the REA. Count II sought a
declaration that KEK is not obligated to pay certain common expenses under the REA. Count III
sought a permanent injunction requiring the condominium association to provide monthly
statements for the total amount of common expenses. Count IV asserted a claim for breach of
contract based on the condominium association’s alleged refusal to provide KEK with monthly
statements. Count V sought an accounting of all common expenses incurred by the condominium
association. Count VI asserted a claim for slander of title based upon two liens that the
condominium association recorded against KEK’s condominium unit for amounts allegedly due
from KEK under the REA. In essence, the common thread linking these six counts is KEK’s
dispute over its obligation to pay certain common expenses to the condominium association, and
the appropriate remedies for breach of that obligation.
3 1-23-0782
¶8 The condominium association filed a motion to stay judicial proceedings and compel
arbitration, arguing that all of KEK’s claims must proceed through arbitration. After briefing, the
circuit court stayed the proceedings, compelled arbitration, and dismissed KEK’s complaint
without prejudice. This appeal followed.
¶9 ANALYSIS
¶ 10 On appeal, KEK argues that the circuit court erred in its determination that the dispute must
proceed through arbitration. We note that we have jurisdiction over this appeal pursuant to Illinois
Supreme Court Rule 307(a)(1). Ill. S. Ct. R. 307(a)(1) (eff. Nov. 1, 2017). That rule allows an
appeal as a matter of right from an order “granting, modifying, refusing, dissolving, or refusing to
dissolve or modify an injunction”, which encompasses orders staying cases pursuant to an
arbitration contract because those orders are injunctive in nature. Salsitz v. Kreiss, 198 Ill.2d 1, 11
(2001), citing Notaro v. Nor–Evan Corp., 98 Ill. 2d 268, 271 (1983).
¶ 11 Section 2(a) of the Illinois Arbitration Act, 710 ILCS 5/2(a) (West 2020), provides in part:
“On application of a party showing an agreement described in Section 1, and the
opposing party's refusal to arbitrate, the court shall order the parties to proceed with
arbitration, but if the opposing party denies the existence of the agreement to
arbitrate, the court shall proceed summarily to the determination of the issue so
raised and shall order arbitration if found for the moving party, otherwise, the
application shall be denied.”
¶ 12 An arbitration agreement is a matter of contract. Salsitz v. Kreiss, 198 Ill. 2d 1, 13 (2001).
The interpretation of a contract is a question of law, which we review de novo. Dowling v. Chicago
Options Associates, Inc., 226 Ill. 2d 277, 285 (2007). If the court finds that a valid arbitration
agreement exists, it must compel arbitration. Griffith v. Wilmette Harbor Ass’n, Inc., 378 Ill. App.
4 1-23-0782
3d 173, 180 (2007). Similarly, a court may not compel arbitration where there is no valid
arbitration agreement. Id.
¶ 13 Here, section 20.01(iii) of the REA provides that any dispute which has as its central issue
the “need for any repair, maintenance, replacement or restoration work; the allocation of the cost
for the work or services provided; or the party responsible for providing any service or repair or
replacement” must be arbitrated. We find the second category—the allocation for the cost for the
Free access — add to your briefcase to read the full text and ask questions with AI
2023 IL App (1st) 230782-U FOURTH DIVISION September 1, 2023 No. 1-23-0782
NOTICE: This order was filed under Supreme Court Rule 23 and is not precedent except in the limited circumstances allowed under Rule 23(e)(1). ______________________________________________________________________________
IN THE APPELLATE COURT OF ILLINOIS FIRST DISTRICT ______________________________________________________________________________ KEK, LLC, an Illinois Limited Liability Company, ) Appeal from the Circuit Court ) of Cook County. Plaintiff-Appellant, ) ) v. ) No. 2021 CH 6001 ) 1120 CLUB CONDOMINIUM ASSOCIATION, ) Honorable ) Joel Chupack, Defendant-Appellee. ) Judge Presiding.
JUSTICE DELORT delivered the judgment of the court. Justices Lyle and Navarro concurred in the judgment.
ORDER
¶1 Held: We affirm the circuit court’s order compelling a real estate dispute to be arbitrated because the relevant contract language mandates arbitration for all claims of the type alleged in the underlying complaint.
¶2 BACKGROUND
¶3 KEK, LLC is the owner of a unit in a building in Oak Park, Illinois. The building’s
manager, defendant 1120 Club Condominium Association, filed a multi-count complaint alleging, 1-23-0782
among other things, that the declaration of covenants, conditions, restrictions and reciprocal
easements (which the parties, and we, will refer to as the REA) applicable to the parties had
expired, and that accordingly, KEK was not required to pay certain common expenses. The
condominium association moved to stay the proceedings and compel arbitration, which the circuit
court granted. On appeal, KEK argues that its claims fall outside the scope of the arbitration
provision. We affirm.
¶4 FACTS
¶5 In 2010, KEK purchased a commercial condominium unit in the Drechsler building. The
Drechsler building is a four-story commercial building containing four commercial condominium
units. The Drechsler building is part of a larger development, the 1120 Development, which also
includes another building (referred to as the “main building” herein). The REA governs the 1120
Development, which is managed by the condominium association.
¶6 The REA is central to the parties’ dispute, as it sets forth the nature of the relationship
between KEK and the condominium association. The REA provides, in relevant part:
“20.01 Arbitration. All questions, differences, disputes, claims or controversies arising
under this Declaration involving an amount not exceeding $150,000.00 (in 2006 Equivalent
Dollars) or involving any of the following matters:
(i) apportionment of insurance premiums;
(ii) the allocation of the cost of providing substitute or additional structural support as
provided for in Article IV;
(iii) any dispute arising under Article V involving as the central issue the need for any
repair, maintenance, replacement or restoration work; the allocation of the cost for the work
2 1-23-0782
or services provided; or the party responsible for providing any service or repair or
replacement; or
(iv) any disputes arising under Section 12.01 with respect to whether any proposed
Alterations require the consent of any Owner, and which is not resolved within sixty (60)
days (or within such other time period as is expressly provided herein) after same shall
arise shall be submitted for arbitration to a panel of three (3) arbitrators at the Chicago,
Illinois office of the American Arbitration Association in accordance with its then existing
Commercial Arbitration Rules. Such arbitration may be initiated at the request of either
Owner. * * *” (Emphasis added).
¶7 The operative complaint at issue in this appeal is KEK’s six-count amended complaint,
filed on February 17, 2023. Count I of the amended complaint sought a declaration that the REA
has expired or should be terminated, as it applies to the Drechsler building, because the Drechsler
building receives no benefit for certain services provided under the REA. Count II sought a
declaration that KEK is not obligated to pay certain common expenses under the REA. Count III
sought a permanent injunction requiring the condominium association to provide monthly
statements for the total amount of common expenses. Count IV asserted a claim for breach of
contract based on the condominium association’s alleged refusal to provide KEK with monthly
statements. Count V sought an accounting of all common expenses incurred by the condominium
association. Count VI asserted a claim for slander of title based upon two liens that the
condominium association recorded against KEK’s condominium unit for amounts allegedly due
from KEK under the REA. In essence, the common thread linking these six counts is KEK’s
dispute over its obligation to pay certain common expenses to the condominium association, and
the appropriate remedies for breach of that obligation.
3 1-23-0782
¶8 The condominium association filed a motion to stay judicial proceedings and compel
arbitration, arguing that all of KEK’s claims must proceed through arbitration. After briefing, the
circuit court stayed the proceedings, compelled arbitration, and dismissed KEK’s complaint
without prejudice. This appeal followed.
¶9 ANALYSIS
¶ 10 On appeal, KEK argues that the circuit court erred in its determination that the dispute must
proceed through arbitration. We note that we have jurisdiction over this appeal pursuant to Illinois
Supreme Court Rule 307(a)(1). Ill. S. Ct. R. 307(a)(1) (eff. Nov. 1, 2017). That rule allows an
appeal as a matter of right from an order “granting, modifying, refusing, dissolving, or refusing to
dissolve or modify an injunction”, which encompasses orders staying cases pursuant to an
arbitration contract because those orders are injunctive in nature. Salsitz v. Kreiss, 198 Ill.2d 1, 11
(2001), citing Notaro v. Nor–Evan Corp., 98 Ill. 2d 268, 271 (1983).
¶ 11 Section 2(a) of the Illinois Arbitration Act, 710 ILCS 5/2(a) (West 2020), provides in part:
“On application of a party showing an agreement described in Section 1, and the
opposing party's refusal to arbitrate, the court shall order the parties to proceed with
arbitration, but if the opposing party denies the existence of the agreement to
arbitrate, the court shall proceed summarily to the determination of the issue so
raised and shall order arbitration if found for the moving party, otherwise, the
application shall be denied.”
¶ 12 An arbitration agreement is a matter of contract. Salsitz v. Kreiss, 198 Ill. 2d 1, 13 (2001).
The interpretation of a contract is a question of law, which we review de novo. Dowling v. Chicago
Options Associates, Inc., 226 Ill. 2d 277, 285 (2007). If the court finds that a valid arbitration
agreement exists, it must compel arbitration. Griffith v. Wilmette Harbor Ass’n, Inc., 378 Ill. App.
4 1-23-0782
3d 173, 180 (2007). Similarly, a court may not compel arbitration where there is no valid
arbitration agreement. Id.
¶ 13 Here, section 20.01(iii) of the REA provides that any dispute which has as its central issue
the “need for any repair, maintenance, replacement or restoration work; the allocation of the cost
for the work or services provided; or the party responsible for providing any service or repair or
replacement” must be arbitrated. We find the second category—the allocation for the cost for the
work or services provided—relevant to the present dispute. Therefore, we consider each count of
the amended complaint to determine whether the “cost for the work or services provided” is the
central issue of that count.
¶ 14 Count I alleged that “[T]here exists an actual controversy between the parties hereto
regarding the applicability of the terms of the REA to the Drechsler Building, and the Unit and
KEK’s obligations to make payments of the Common Expenses.” This allegation appears to be
based on KEK’s prior contention that the Drechsler Building, in which KEK’s unit is located,
neither shares any common facilities with the main building nor receives any benefit of the services
provided. Therefore, KEK argues, the condominium association had no basis to charge KEK any
amount for work or services. Common expenses represent the shared costs of work or services
provided for a condominium building. Therefore, we find that the central issue of this request for
declaratory judgment deals with the “cost for the work or services provided”, and therefore, it must
proceed through arbitration.
¶ 15 Similarly, count II sought a declaration that KEK is not obligated to pay certain common
expenses under the REA. Again, it alleged the existence of an actual controversy as to whether
KEK is required to pay the condominium association for those common expenses. Specifically, it
alleged that the liens encumbering KEK’s unit for unpaid common expenses were wrongfully
5 1-23-0782
recorded, as KEK was never required to pay certain “shared expenses” that the lien amounts
represent. This allegation is very similar to the allegations contained in count I, and must also
¶ 16 Counts III through VI relate to the same dispute over allocation of expenses, but simply
seek various remedies for the alleged breach of that dispute: issuance of financial statements
(Count III), damages for breach of contract (Count IV), an accounting (Count V), and damages for
slander of title resulting from the lien the condominium association recorded for the unpaid
common expenses (Count VI). At their core, regardless of their characterization or remedy sought,
these counts deal with the same common expenses already set forth in the prior counts. The core
issue dispute, simply put, arises from KEK’s disagreement that it must pay for certain common
expenses under the REA. Regardless of how its disagreement is classified, all the counts relate to
that core issue. Accordingly, as the central issues of all these counts deal with the “cost for the
work or services provided”, the matter must proceed through arbitration, even if, as the circuit
court observed, “the ultimate determination may be a zero allocation”.
¶ 17 CONCLUSION
¶ 18 For these reasons, we affirm the circuit court’s order granting the condominium
association’s motion to stay the proceedings and compel arbitration.
¶ 19 Affirmed.