Looking at the lease
Encampment, Riverside mayors and Saratoga Town Council discuss ‘ambiguous’ clinic lease at Friday workshop
October 2, 2019
The long-awaited workshop between the mayors of Saratoga, Encampment and Riverside to discuss the lease between the Town of Saratoga and Health Management Services (HMS) finally took place on Sept. 27. While mayors Greg Salisbury of Encampment and Leroy Stephenson of Riverside were in attendance, Mayor John Zeiger was absent.
Zeiger had informed the council and the public during the Sept. 17 meeting of the Saratoga Town Council that he would be unable to attend due to a meeting in Laramie. In his absence, Councilmember Steve Wilcoxson served as Mayor Pro-Tem and was joined by fellow council members Judy Welton and Jon Nelson.
The desire expressed by Wilcoxson to involve the communities of Encampment and Riverside in discussions about the clinic lease had arisen following the June 4 meeting of the Saratoga Town Council, which took place in the Platte Valley Community Center (see “Political theater” on page 1 of the June 12 Saratoga Sun). At that meeting, Salisbury and Stephenson had asked the council not to cancel the lease with HMS.
As the workshop opened, the mayors from Encampment and Riverside told Wilcoxson that they believed that the Town of Saratoga should either donate or sell the clinic to the Corbett Medical Foundation or the Platte Valley Healthcare Project (PVHP). Foundation member Laura Bucholz was quick to point out that the Foundation was not an operational 501(c)(3) and PVHP Chairman Will Faust stated that the committee was still waiting on approval from the Internal Revenue Service.
Tom Thompson, legal counsel for the Town of Saratoga, also cautioned Wilcoxson on the restraints the municipality had in gifting property to a private corporation. Under Wyoming Statute 15-1-112(a), a city or town must advertise the sale of property over $500 in value and sold to the highest responsible bidder, unless the governing body rejects all bids. Exceptions, listed under 15-1-112(b) state that any city or town, after a public hearing, can sell property to the State of Wyoming, any agency of the state or federal government, any political subdivision, for use in economic development or contract to sell individual parcels for housing development.
Thompson stated that he saw several issues with the clinic lease and that most of them centered upon its ambiguity. An example of the ambiguity that Thompson spoke of could be found in section 18.
In the first paragraph, the lease reads that the Town of Saratoga “shall give written notice” if the lessee is in default in payment of rent or other terms within the lease. The second paragraph, however, reads that the Town of Saratoga may “at its election” terminate the lease.
“The lease is difficult. It’s got some ambiguities to it. Part of it says that you do have to enforce it and you haven’t done that,” said Thompson.
Wilcoxson pointed out another section of the lease that stated that it could be amended. Indeed, under section 19 it reads “this agreement may be modified by mutual agreement of the parties.” It goes on to read, however, that any amendment to the lease would not have any effect unless both parties signed off on the changes.
“The thing that bothers me about changing this lease agreement is … neither party has to sign this lease again after it’s changed,” said Welton.
“The other provision of Wyoming law that’s concerning in regards to the agreement of the lease is that municipalities are not supposed to provide aid to private corporations and, essentially, you’re giving this clinic to a private corporation free of rent,” added Thompson.
Indeed, under Wyoming Statute 15-1-111(b), it reads “no appropriation may be for the express aid of any private citizen, firm or corporation.” However, past providers of the clinic had the rent to the Town of Saratoga waived in exchange for providing 24/7 on-call services.
“If you’re going to amend it,” Thompson said, “you need to comply with state statutes and giving aid to a private corporation, whoever it is, has to be questioned.”
Following suggestions from Salisbury and Stephenson, Wilcoxson stated that the Town of Saratoga may work with HMS to amend the lease. The mayor pro-tem added that there would also have to be input from Thompson to ensure that it was in compliance with Wyoming law.
“This thing, whoever wrote this thing is a joke,” said Salisbury, referring to the lease.