Digitally signed by Reporter of Decisions Reason: I attest to the Illinois Official Reports accuracy and integrity of this document Appellate Court Date: 2017.12.07 10:40:14 -06'00'

City of Chicago v. City of Kankakee, 2017 IL App (1st) 153531 Appellate Court THE CITY OF CHICAGO and THE VILLAGE OF SKOKIE, Caption Plaintiffs-Appellants, v. THE CITY OF KANKAKEE; THE VILLAGE OF CHANNAHON; MTS CONSULTING, LLC; INSPIRED DEVELOPMENT LLC; MINORITY DEVELOPMENT COMPANY LLC; CORPORATE FUNDING SOLUTIONS; and CAPITAL FUNDING SOLUTIONS, Defendants-Appellees. District & No. First District, First Division Docket No. 1-15-3531 Filed September 29, 2017 Decision Under Appeal from the Circuit Court of Cook County, Nos. 11-CH-29744, Review 11-CH-29745, 11-CH-34266; the Hon. Peter Flynn, Judge, presiding. Judgment Reversed and remanded with directions. Counsel on Stephen R. Patton and Edward N. Siskel, Corporation Counsel, of Appeal Chicago (Benna Ruth Solomon, Myriam Zreczny Kasper, and Julian N. Henriques, Jr., Assistant Corporation Counsel, of counsel), for appellant City of Chicago. Michael Lorge, Corporation Counsel, of Skokie (James McCarthy, Assistant Corporation Counsel, of counsel), for other appellant. Scott C. Solberg and James W. Joseph, of Eimer Stahl LLP, of Chicago, and James A. Murphy, of Mahoney, Silverman & Cross, LLC, of Joliet, for appellees City of Kankakee and the Village of Channahon. Steven P. Blonder, of Much Shelist, P.C., of Chicago, and Scott A. Browdy, of Browdy P.C., of Deerfield, for other appellees. Gino DiVito and Daniel I. Konieczny, of Tabet DiVito & Rothstein LLC, and Timothy L. Bertschy, John P. Heil, Jr., and Maura Yusof, of Heyl, Royster, Voelker & Allen, both of Chicago, for amicus curiae Regional Transportation Authority. Kimball R. Anderson, Alan Lindquist, and Cara Lawson, of Winston & Strawn LLP, Michael J. Wynne, Jennifer Waryjas, and Douglas Wick, of Reed Smith LLP, Daniel M. Blouin and William J. Goldberg, of Seyfarth Shaw LLP, Catherine A. Battin, of McDermott, Will & Emery LLP, and Charles K. Schafer and Scott J. Heyman, of Sidley Austin LLP, all of Chicago, for amici curiae Dell Marketing L.P. et al. Panel PRESIDING JUSTICE PIERCE delivered the judgment of the court, with opinion. Justices Harris and Simon concurred in the judgment and opinion. OPINION ¶1 The City of Chicago and the Village of Skokie (collectively, plaintiffs) sued the City of Kankakee and the Village of Channahon (collectively, the municipal defendants), along with MTS Consulting, LLC, Inspired Development LLC, Minority Development Company LLC, Corporate Funding Solutions, and Capital Funding Solutions (collectively, the broker defendants) to recover tax revenue that was allegedly unjustly retained by the municipal defendants. Plaintiffs alleged that the municipal defendants, with the aid of the broker defendants, entered into sales tax rebate agreements with various retailers whereby the retailers would report to the State that the situs of certain online sales occurred within either Kankakee or Channahon, when in fact the sales occurred outside of Illinois. Plaintiffs claimed that, as a result of this scheme, the municipal defendants received a greater share of tax revenue from the sales by receiving the statutory local sales tax distribution rather than the lower statutory use tax distribution, thereby depriving plaintiffs of the statutory share of use tax revenue that plaintiffs would have received had the sales been properly reported as being subject to the use tax. Plaintiffs claimed that the municipal defendants offered the participating retailer tax rebates from the sales tax revenue that the municipal defendants received. Plaintiffs’ third

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amended complaint asserted claims of unjust enrichment against the defendants, and sought the imposition of constructive trusts. The Cook County circuit court dismissed plaintiffs’ claims with prejudice and denied plaintiffs’ motion for leave file a fourth amended complaint. Plaintiffs appeal. For the following reasons, we reverse and remand.

¶2 BACKGROUND ¶3 The City of Chicago, the Regional Transportation Authority (RTA), and Cook County initiated separate actions against the municipal defendants and MTS Consulting, LLC, Inspired Development LLC, and Minority Development Company LLC. ^[1] This appeal concerns only case No. 11 CH 29745 and the claims brought by Chicago and Skokie against the municipal defendants and the broker defendants. ¶4 On December 13, 2013, plaintiffs filed a third amended complaint against defendants. For purposes of this appeal, because the circuit court either dismissed the third amended complaint for failing to state a cause of action under section 2-615 of the Code of Civil Procedure (Code) (735 ILCS 5/2-615 (West 2014)) or for lack of subject-matter jurisdiction under section 2-619(a)(1) of the Code (735 ILCS 5/2-619(a)(1) (West 2014)), we recite and accept as true all well-pleaded facts alleged in plaintiffs’ third amended complaint and draw all reasonable inferences from these facts in favor of plaintiffs (Edelman, Combs & Latturner v. Hinshaw & Culbertson, 338 Ill. App. 3d 156, 164 (2003)) in our de novo review. ¶5 Broadly speaking, Illinois imposes a tax on the sale of tangible personal property sold by out-of-state retailers that do not have a presence in Illinois where the item is used within Illinois. This is usually referred to as a “use tax.” Illinois also imposes a tax on retailers that have an Illinois presence for the privilege of conducting retail sales in Illinois and for the services and advantages provided by the state and benefitting the retailers. This tax is usually referred to as the “sales tax.” The retailer is required to file periodic returns with the state reporting its gross sales subject to either the sales tax or the use tax. The “use tax” and the “sales tax” are both set by statute at 6.25% of the sale price. From the out-of-state retailers’ perspective, it does not matter whether the sale is subject to the sales or use tax because the amount the retailer is required to remit to the state is the same: 6.25%. However, the classification reported by the out-of-state retailer is important to a municipality because of the statutory scheme that redistributes a portion of these tax revenues back to the municipalities and, to a lesser extent, other state entities. ¶6 Under the statutory framework devised by the legislature, sales tax proceeds of 6.25% are distributed 5% to the state and 1.25% to the municipality and county where the sale occurred. Under the statutory framework devised by the legislature, use tax proceeds of 6.25% are distributed 5% to the state, and 1.25% is deposited into a common fund. From this common fund, the Illinois Department of Revenue (IDOR) periodically distributes 20% of the fund to Chicago, 10% to the RTA, 0.06% to the Madison County Mass Transit District, and $3.15

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million to the Build Illinois Fund, and the remainder of the fund is distributed to more than 200 municipalities based on their proportionate share of the state population. ¶7 From this broad general outline of the sales tax and use tax distribution scheme as it relates to out-of-state retail sales, it should be apparent that how an out-of-state taxable sale is reported by the retailer to IDOR has a demonstrable effect on the amount of money that a municipality receives from taxable retail sales: municipalities get more from a local sale subject to the sales tax and substantially less from a sale subject to the use tax. ¶8 Plaintiffs alleged that beginning in 2000, the City of Kankakee and the Village of Channahon each sought to convince various out-of-state retailers to declare taxable retail sales as “sourced” to the respective municipality and subject to the sales tax. In return, the municipal defendants agreed to rebate portions of the sales tax revenue received from the reported retail sales declared to IDOR as having taken place within the border of the municipalities. The municipal defendants entered into rebate agreements with the retailers either directly or through the broker defendants. By having the retailers declare that the sales took place within the defendant municipalities, the municipal defendants received 1% of the sales tax revenue from the sales,2 which was an amount greater than what the municipal defendants would receive from the use tax fund based on the municipalities’ proportionate share of the state population. For purposes of this appeal, a retailer generally does not receive any portion of either the use tax or the sales tax it collects or remits to the state.^[3] ¶9 Plaintiffs claimed that, as a result of these improper rebate agreements, Chicago (20% share) and Skokie (proportionate share of 0.5% based on state population) were deprived of the share of the use tax revenue that would have been deposited into the State and Local Sales Tax Reform Fund had the taxable sales been correctly reported as being subject to the use tax rather than falsely reported as being subject to the sales tax. ¶ 10 In count I of the third amended complaint, plaintiffs alleged that the out-of-state internet retailers participated in the rebate agreements either directly or through the brokers. Plaintiffs further alleged that offices maintained within the municipalities “on behalf of the [i]nternet [r]etailers, either directly or through the [b]rokers, were in fact offices where little or no meaningful sales activity took place,” and “all significant sales activities, including the [i]nternet [r]etailers’ acceptance of their customers’ orders, took place outside of Illinois.” Plaintiffs did not yet have sufficient information “to determine which sales of which businesses should and would have been reported as subject to the state use tax rather than the state sales tax in the absence of the rebate agreements” or whether additional retailers might be involved. Plaintiffs requested (1) a declaration that certain sales by the internet retailers were subject to the state use tax rather than the state sales tax, (2) the imposition of a constructive trust on the municipal defendants and broker defendants for all sales tax proceeds resulting from the improperly reported retail sales, along with an equitable accounting and the return of

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plaintiffs’ property, and (3) compensatory damages in the amount of use tax revenue that plaintiffs lost as a result of the improper rebate agreements. ¶ 11 Attached to the amended complaint were two exhibits. Exhibit A was a “marketing piece” generated by MTS Consulting, which purportedly described the rebate agreement program and how to convert taxable purchases into taxable sales. Exhibit B was a memorandum drafted by Donald Sloan, who formed defendant Inspired Development. Sloan’s memorandum contained a “virtual blueprint” for converting use tax obligations into sales tax obligations in Kankakee in order to obtain a rebate. ¶ 12 On April 30, 2015, plaintiffs sought leave to file a fourth amended complaint. The proposed fourth amended complaint contained eight counts, four of which are relevant on appeal, 4 and sought to add eleven internet retailers as defendants. ^[5] The allegations in the proposed fourth amended complaint were largely the same as the allegations contained in the third amended complaint. Count I sought a declaration that certain sales by the internet retailers were subject to the state use tax rather than the state sales tax. Count II sought the imposition of a constructive trust on the municipal defendants and broker defendants “as a result of the unjust enrichment described herein” for all improperly designated retail sales, along with an equitable accounting and the return of plaintiffs’ property, and compensatory damages in the amount of use tax revenue that plaintiffs lost as a result of the questioned rebate agreements. Counts III and IV of the proposed fourth amended complaint were directed at the internet retailers. Count III sought a declaration that certain sales by the internet retailers were subject to the use tax rather than the sales tax. Count IV sought the imposition of a constructive trust on the internet retailers “as a result of the unjust enrichment described herein” for all improperly received rebates as a result of improperly reported sales tax transactions rather than use tax transactions on designated retail sales, along with an equitable accounting and the return of plaintiffs’ property, and compensatory damages in the amount of the use tax revenue that plaintiffs lost as a result of rebate agreements. Channahon and the proposed internet retailer defendants filed responses to plaintiffs’ motion for leave to file the fourth amended complaint. ¶ 13 After a hearing and argument, by written order dated October 9, 2015, the circuit court denied plaintiffs’ motion for leave to file a fourth amended complaint. First, the circuit court observed that all of plaintiffs’ claims related to conduct that occurred prior to our supreme court’s decision in Hartney Fuel Oil Co. v. Hamer, which prospectively invalidated IDOR’s regulations related to determining the proper situs of a sale for purposes of imposing sales taxes. 2013 IL 115130, ¶ 67. Next, the circuit court found that plaintiffs were not entitled to injunctive relief because it was undisputed that the conduct complained of had ceased, and therefore the plaintiffs could only sue for damages related to past conduct. The circuit court

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also found that the plaintiffs “could not properly sue [the internet retailers] in the way they propose” because “[t]o hold otherwise would subvert the Illinois sales and use tax system, empower an unwieldy and potentially disruptive form of municipal vigilante tax litigation, and undermine (if not outright undo) the careful balance struck by the General Assembly” in section 8-11-21 of the Illinois Municipal Code (65 ILCS 5/8-11-21 (West 2014)).6 The circuit court found that counts II and IV of the proposed fourth amended complaint did not and could not allege any cause of action because the brokers and the internet retailers were not in possession of anything belonging to plaintiffs—the taxes paid to IDOR did not “belong” to plaintiffs—and that plaintiffs could not assert any claim to the rebates paid by the municipalities to the brokers and internet retailers because plaintiffs were not parties to the rebate agreements. The circuit court observed that the municipal defendants might have a claim for restitution against the brokers or internet retailers for the rebates. The circuit court determined that there was no connection between plaintiffs and the rebates that could sustain an unjust enrichment claim because any enrichment to the brokers and internet retailers came from the municipalities in the form of the rebate payments. And because plaintiffs could not state claims for unjust enrichment or restitution, plaintiffs’ constructive trust claims also failed. ¶ 14 Next, the circuit court considered whether the plaintiffs could bring unjust enrichment claims or seek restitution against the municipal defendants. The circuit court concluded that IDOR has the authority to enforce tax collection and to distribute taxes and that granting plaintiffs any relief would require IDOR’s involvement because recomputing and redistributing use taxes is within IDOR’s statutory authority and expertise. The circuit court distinguished the present case from Village of Itasca v. Village of Lisle, 352 Ill. App. 3d 847 (2004), in which Itasca sued Lisle to recover allegedly missourced sales tax revenue, because Village of Itasca did not involve use taxes, was a much simpler fact pattern, and because the relief sought could be provided without resort to IDOR. The circuit court observed that section 8-11-21 of the Illinois Municipal Code (65 ILCS 5/8-11-21 (West 2014)) provided a statutory basis for a municipality to sue another municipality for sales taxes that have been missourced but that, here, the basis for plaintiffs’ claims was missourced use taxes, which is not authorized by the statute. The circuit court further observed that plaintiffs’ claims “raised questions of mass litigation” that could “[open] the courts to large (potentially unlimited) numbers of [tax] disputes in the courts, thereby undercutting IDOR’s authority.” The circuit court found that, even if the court could decide in favor of the plaintiffs, the remedy “would require the local share that was improperly distributed to the [municipal defendants] under the [Retailers Occupation Tax Act], to be repaid by them to IDOR and then re-distributed by IDOR not just to [plaintiffs], but rather to multiple entities pursuant to the [Use Tax Act] distribution scheme.” The circuit court noted that IDOR “knows how to achieve that goal,” while the circuit court “has no such experience,” and that IDOR has the authority to correct errors in tax distribution. The circuit court also found that case law addressing “improper distribution of tax refunds has done so in the context of a pre-existing IDOR audit.” See City of Kankakee v. Department of Revenue, 2013 IL App (3d) 120599; see also City of Champaign v. Department of Revenue, 89 Ill. App. 3d 1066 (1980).

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¶ 15 The circuit court’s written order of October 9, 2015, stated that “[t]he claims of the City of Chicago and the Village of Skokie are dismissed, with prejudice.” (Emphasis omitted.) The circuit court found that its order “fully disposes of the claims of [the City of Chicago and the Village of Skokie], and because those claims are conceptually separate from the claims of the remaining plaintiffs herein, *** there is no just reason for delay or enforcement of or appeal from this [o]rder.” ¶ 16 Plaintiffs moved to reconsider and tendered a revised proposed fourth amended complaint that removed plaintiffs’ declaratory judgment claims from the proposed fourth amended complaint. Relevant to the issues on appeal, count I of the proposed fourth amended complaint asserted an unjust enrichment claim against the internet retailers, and count II asserted a claim of unjust enrichment against the municipal defendants and broker defendants. ^[7] Plaintiffs’ motion to reconsider argued that unjust enrichment claims can be brought even where the benefit the plaintiff seeks to recover from the defendant was given to the defendant by a third party rather than by the plaintiff and that unjust enrichment claims do not require wrongful conduct by a defendant. Plaintiffs also argued that IDOR had neither exclusive nor primary jurisdiction over plaintiffs’ claims against the municipalities. ¶ 17 On November 13, 2015, the circuit court heard and denied plaintiffs’ motion to reconsider “for the reasons set forth in [the circuit court’s] October 9, 2015, order and the court’s clarification stated in open court and on the record today.” Plaintiffs filed a timely notice of appeal on December 11, 2015, from the October 9 and November 13 orders. ¶ 18 During the pendency of this appeal, we allowed the RTA to file amicus curiae brief in support of the plaintiffs. We also allowed Dell Marketing L.P., Hewlett Packard Company, Wesco Distribution, Inc., HSN, Inc., Cabela’s Retail IL, Inc., Cabela’s Wholesale, Inc., Cabela’s Catalog, Inc., Cabela’s Marketing & Brand Management, Inc., and NCR Corporation (“specified proposed internet retailer defendants”) to file an amicus curiae brief in support of the defendants. Ill. S. Ct. R. 345 (eff. Sept. 20, 2010).

¶ 19 ANALYSIS ¶ 20 As an initial matter, we strike the amicus brief of the specified proposed internet retailer defendants. The purpose of an amicus brief is to advise or make suggestions to the court. In re J.W., 204 Ill. 2d 50, 73 (2003). Here, however, the proposed internet retailer defendants’ brief simply restates the arguments advanced by the municipal defendants and the broker defendants. This falls short of the criteria our supreme court examined when denying a motion for leave to file an amicus brief in Kinkel v. Cingular Wireless, LLC, No. 100925 (Ill. Jan. ^[11], 2006) (order), in which the court explained that “[b]riefs which essentially restate arguments advanced by the litigants are of no benefit to the court or the adversarial process.” Here, the proposed internet retailer defendants’ amicus brief does not provide any unique perspective or information that aids us in resolving this appeal, and provides no insights into the merits of this

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case beyond those provided by the municipal defendants and the broker defendants. See id. Our order granting the proposed internet retailer defendants leave to file an amicus brief was improvidently granted, and we therefore strike the brief in its entirety. ¶ 21 Returning to the instant appeal, the plaintiffs raise two arguments. First, plaintiffs argue that the third amended complaint stated claims for unjust enrichment against the municipal defendants and the broker defendants and that the proposed fourth amended complaint stated unjust enrichment claims against the municipal defendants, the broker defendants, and the proposed internet retailer defendants. Second, plaintiffs argue that the circuit court had subject-matter jurisdiction over plaintiffs’ claims against the municipal defendants, and that plaintiffs can and did allege unjust enrichment claims against the municipal defendants. In response, the municipal defendants and the broker defendants argue that the circuit court lacked subject-matter jurisdiction over all plaintiffs’ unjust enrichment claims because IDOR has exclusive jurisdiction to assess, collect, distribute, and redistribute tax revenue. Defendants primarily rely on our supreme court’s decision in J&J Ventures Gaming, LLC v. Wild, Inc., 2016 IL 119870, contending that the supreme court has clarified the analysis for determining when an administrative agency has exclusive jurisdiction. Because defendants’ argument is that IDOR has exclusive subject-matter jurisdiction, which renders the entire controversy ineligible for resolution in the circuit court, we will first address whether the circuit court has subject-matter jurisdiction over plaintiffs’ claims. ¶ 22 The Illinois Constitution provides that “Circuit Courts shall have original jurisdiction of all justiciable matters” except for two exceptions not present here. Ill. Const. 1970, art. VI, § 9. The legislature may “vest original jurisdiction in an administrative agency when it enacts a comprehensive statutory scheme that creates rights and duties that have no counterpart in common law or equity.” J&J Ventures, 2016 IL 119870, ¶ 23; see also Zahn v. North American Power & Gas, LLC, 2016 IL 120526, ¶ 14. Determining whether the legislature intended to divest the circuit court of original jurisdiction over a justiciable matter requires considering a statutory administrative scheme as a whole. J&J Ventures, 2016 IL 119870, ¶ 24. Previously, in Employers Mutual Cos. v. Skilling, our supreme court stated that “if the legislative enactment does divest the circuit courts of their original jurisdiction through a comprehensive statutory administrative scheme, it must do so explicitly.” 163 Ill. 2d 284, 287 (1994). Recently in J&J Ventures, the court further examined Skilling and explained that Skilling does not “represent the full measure of this court’s jurisprudence in ascertaining legislative intent to vest exclusive jurisdiction in an administrative agency.” J&J Ventures, 2016 IL 119870, ¶ 24. Instead, the supreme court instructed that, on questions relating to whether an administrative agency has exclusive subject-matter jurisdiction, we are to look to the statutory framework as a whole in order to give effect to the intent of the legislature. Id. ¶ 25. We may also consider “the reason for the law, the problems sought to be remedied, the purposes to be achieved, and the consequences of construing the statute in one way or another.” Id. The scope of the circuit court’s jurisdiction and questions of statutory interpretation are both questions of law that we review de novo. Id. ¶ 23 Defendants primarily rely on our supreme court’s decision in J&J Ventures to argue that IDOR has exclusive jurisdiction over the issues presented in the case. Plaintiffs’ appellant’s

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brief did not address the jurisdictional analysis set forth in J&J Ventures.^[8] In plaintiffs’ reply brief, however, plaintiffs argue that neither the Retailers’ Occupation Tax Act nor the Use Tax Act “[identify] the precise powers those statutes confer—and do not confer—on IDOR or the courts.” Plaintiffs further argue that because all of the taxpayers claimed that there were no reporting errors, IDOR “did not have authority to correct any errors under section 2505-475 [of the Department of Revenue Law (20 ILCS 2505/2505-475 (West 2016))].” ¶ 24 In J&J Ventures, our supreme court addressed whether the legislature intended to vest the Illinois Gaming Board with exclusive jurisdiction to determine the validity of agreements that affect the placement of video gaming terminals in licensed establishments. 2016 IL 119870, ¶ 25. The parties, relying on Skilling, argued that the circuit court had subject-matter jurisdiction because the legislature did not explicitly divest the circuit court of jurisdiction in the Video Gaming Act (230 ILCS 40/1 et seq. (West 2014)). J&J Ventures, 2016 IL 119870, ¶ 24. The court rejected that argument because “Skilling’s description of the analysis in [People v. NL Industries, 152 Ill. 2d 82, 96-98 (1992),] is truncated and does not represent the full measure of this court’s jurisprudence in ascertaining legislative intent to vest exclusive jurisdiction in an administrative agency.” J&J Ventures, 2016 IL 119870, ¶ 24. The court explained that “NL Industries considered the relevant statute as a whole, and the court referenced not only the lack of exclusionary language but also other statutory provisions that specifically referred to the circuit courts’ ability to adjudicate the questions at issue.” Id. The court proceeded to examine the Video Gaming Act as a whole and found that the Act expressly vested the Gaming Board with authority to administer the Act. Id. ¶ 27. The legislature provided that the Gaming Board “shall have jurisdiction over and shall supervise all gaming operations governed by [the] Act.” (Internal quotation marks omitted.) Id. The Video Gaming Act expressly provided the Gaming Board with authority to promulgate rules and regulations with respect to eligibility for licenses, the license application process, and for hearings in connection with denials of license applications. Id. ¶ 28. The Video Gaming Act also expressly included the authority granted to the Gaming Board under the Riverboat Gambling Act (230 ILCS 10/1 et seq. (West 2014)), which included the power to conduct hearings, require the attendance of witnesses, compel production of evidence, and impose discipline on licensees. Id. ¶ 30. The court concluded that the legislature had enacted a comprehensive statutory scheme that created gambling rights with no counterpart in common law or equity. Id. ¶ 32. The court also noted that a finding that the circuit court had jurisdiction would produce the anomalous result that the circuit court could uphold the placement agreements in question but could not enforce agreements’ terms. Id. ¶ 40. The Gaming Board, which has exclusive authority to determine whether a party was a licensee or whether an establishment could have a video terminal, would be bound by a judicial determination despite the Video Gaming Act giving the Gaming Board the authority to “decide questions relating to the placement of video gaming terminals within licensed establishments.” Id. ¶ 25 We first observe that our legislature has vested the authority to levy, assess, and collect sales tax and use tax in IDOR. Levying, assessing, and collecting these taxes is entirely governed by statute with no counterpart in common law or equity. See People ex rel. Shirk v. Glass, 9 Ill. 2d 302, 311 (1956) (“The levy, assessment and collection of taxes are purely

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statutory and the levy, assessment and collection of taxes can only be made as expressly pointed out in the statute.”). Section 2505-25 of the Department of Revenue Law provides that IDOR “has the power to administer and enforce all the rights, powers, and duties contained in the Retailers’ Occupation Tax Act [(sales tax)] to collect all revenues thereunder and to succeed to all the rights, powers, and duties previously exercised by the Department of Finance in connection therewith.” 20 ILCS 2505/2505-25 (West 2016). Similarly, section 2505-90 of the Department of Revenue Law provides that IDOR “has the power to exercise all the rights, powers, and duties vested in [IDOR] by the Use Tax Act.” 20 ILCS 2505/2505-90 (West 2016). Furthermore, IDOR is vested with “the power to make reasonable rules and regulations that may be necessary to effectively enforce” its powers under the Retailers’ Occupation Tax Act and the Use Tax Act. 20 ILCS 2505/2505-795 (West 2016). IDOR has adopted administrative rules with respect to administering the Retailers’ Occupation Tax Act (see 86 Ill. Adm. Code 130), and the Use Tax Act (see 86 Ill. Adm. Code 150). ¶ 26 We previously noted that Illinois imposes a tax on all retail sales made within the state’s border, as well as a tax on personal property purchased at retail outside of the state for use in Illinois. IDOR is responsible for levying and collecting both the sales tax and use tax. Retail purchases made within the state are subject to the sales tax under section 2 of the Retailers’ Occupation Tax Act (35 ILCS 120/2 (West 2016)). Retail purchases made outside of Illinois for use within the state are subject to the use tax under section 3 of the Use Tax Act (35 ILCS 105/3 (West 2016)). The “general rate” for both the sales tax and use tax is 6.25% of the retail sale, and the state retains 5% of the retail sale price with the remaining 1.25% distributed according to specified statutory provisions depending on whether a sales or use tax is involved. ¶ 27 For retail sales subject to the sales tax under Retailers’ Occupation Tax Act, the retailer is responsible for filing tax returns with IDOR that report the address of the retailer’s business and the amount of its gross receipts. 35 ILCS 120/3 (West 2016). The retailer must remit to IDOR the sales tax owed on those receipts. Id. For retail sales subject to the Use Tax Act, retailers that have a presence in Illinois and that sell merchandise from outside of Illinois for use within the state must collect and remit a use tax on those sales. 35 ILCS 105/3-45 (West 2016). IDOR may also authorize a retailer that does not have a presence in Illinois that sells merchandise from locations outside Illinois for use within the state to collect a use tax on those sales. 35 ILCS 105/6 (West 2016).9 All retailers that are required or authorized to collect the use tax must periodically file tax returns with IDOR declaring the amount of use tax collected during that period, and remit the use tax collected to IDOR. 35 ILCS 105/9 (West 2016). Under IDOR rules in effect at the time of the events in this case, the situs of a retail sale was the location where the purchase order was accepted. 86 Ill. Adm. Code 130.610, repealed at 38 Ill. Reg. 19998 (eff. Oct. ^[1], 2014). IDOR collects taxes on all purchases at retail at the 6.25% general rate applicable to both sales tax or use tax. ¶ 28 IDOR is also responsible for distributing the sales tax and use tax revenue it collects. Under both the sales and use taxes, IDOR first allocates 5% of the retail sale to the State and then allocates the remaining 1.25% depending on whether the sale was subject to the sales tax or use tax. For retail sales subject to the sales tax, the municipality in which the sale occurs receives revenue equal to 1% of the retail price, and the county in which the sale occurs receives the