Вы находитесь на странице: 1из 10

LEVENTHAL, MULLANEY & BLINKOFF, LLP

ATTORNEYS AT LAW
15 REMSEN AVENUE
ROSLYN, NEW YORK 11576
TELEPHONE: (516) 484-5440
FACSIMILE: (516) 484-2710

October 16, 2018

Hon. Joseph Butler, Jr.


Mayor
City Hall
245 Washington St, Rm 302A
Watertown, NY 13601

Re: Lease Agreement – Watertown Golf Club, Inc.

Dear Mayor Butler:

This is written on behalf of Prime LLC and Ives Hill Country Club, Inc., regarding the
above referenced lease agreement between the City of Watertown (the “City”) and Watertown
Golf Club, Incorporated (“WGC”).

FACTS

In 1917, a gift of land was made to the City for a portion of what came to be known as
Thompson Park. A deed restriction provided that the use of the demised premises for any
purpose other than a public park would result in divestiture of the City’s title to the land. A land
acquisition in 1946 increased the size of Thompson Park by one hundred and forty eight (148)
acres. Commencing on January 1, 1965, the City leased approximately 66.3 acres of the land
acquired in 1946 to WGC, enabling the corporation to increase the size of its golf course from
nine holes to eighteen holes. Successive agreements between the City and WGC have extended
the leasehold. 1

On January 21, 2000, the City, as lessor, entered into a lease agreement (the “2000 Lease
Agreement”) with WGC, as lessee for the use of approximately 66.3 acres of land located within
the boundaries of Thompson Park for use as a golf course and other incidental uses. The 2000
Lease Agreement was for a term of ten years, ending on December 31, 2009. The 2000 Lease
Agreement was approved by a vote of the City Council. Then Mayor Joseph Butler, Sr. abstained
from the vote, but executed the 2000 Lease Agreement on behalf of the City.

1
In 1983, the State Legislature belatedly authorized the City to discontinue the use of the 66.3
acre parcel as parkland, and ratified the 1965 lease between the City and WGC.
Hon. Joseph Butler, Jr. -2- October 16, 2018

WGC is a domestic business corporation engaged in the business of owning and


operating a golf course and related amenities. At the time the City entered into the 2000 Lease
Agreement, then Mayor Joseph Butler, Sr. was the owner of 96 shares of corporate stock of
WGC, representing six percent (6%) of the outstanding shares.

On December 21, 2006, the City entered into a lease agreement (the “2006 Lease
Agreement”) with WGC, for a term of twenty three years commencing on January 1, 2007 and
ending on December 31, 2029. The 2006 Lease Agreement did not recite that the unexpired 2000
Lease Agreement was terminated. The 2006 Lease Agreement modified and extended the 2000
Lease Agreement for a period of twenty years beyond its original termination date, and
continued all other terms and conditions, including an annual rent escalation of eight percent
(8%). The rent currently paid by WGC to the City of Watertown for its business use and
possession of 66.3 acres of City owned land as a golf course is $9,318.00 per annum.

At the time the City entered into the 2006 Lease Agreement, Joseph Butler, Sr. was no
longer the Mayor. 2 He was then the President of WGC, and executed the 2006 Lease Agreement
on behalf of the corporation.

On July 19, 2011, the City entered into a Notice and Cure Agreement with the WGC and
the corporation’s mortgagee, the Watertown Savings Bank. In the Notice and Cure Agreement,
the City agreed, among other things, to provide the Watertown Savings Bank with notice of any
default by WGC in its leasehold obligations, and to afford the Bank a thirty date opportunity to
cure any such default. The Notice and Cure Agreement was executed on behalf of WGC by its
President, former Mayor Joseph Butler, Sr. Then Council Member Joseph M. Butler, Jr.,
abstained from the vote to approve the Notice and Cure Agreement.

QUESTIONS PRESENTED

• Was the 2000 Lease Agreement a “contract” within the meaning of N.Y. Gen. Mun. Law
§801?

• If so, did Former Mayor Butler’s recusal cure the statutory violation?

• If not, would Former Mayor Butler need to have known that the 2000 Lease Agreement
was a contract in order for the violation to be “willful” and thus void?

• If not, was the violation waived by the 2006 Lease Agreement extending the term of the
leasehold or by the passage of time?

• If not, would WGC be entitled to procedural due process before the City reclaims
possession of the leased property?

2
Unless otherwise stated, all references to “Mayor Butler” are to former Mayor Joseph Butler,
Sr., and not to current Mayor Joseph Butler, Jr.
Hon. Joseph Butler, Jr. -3- October 16, 2018

CONCLUSIONS

• The 2000 Lease Agreement was a “contract” within the meaning of N.Y. Gen. Mun. Law
§801.

• Former Mayor Butler’s recusal did not cure the statutory violation.

• Former Mayor Butler did not need to have known that the 2000 Lease Agreement was a
contract in order for the violation to be “willful” and thus void.

• The violation was not waived by the 2006 Lease Agreement extending the term of the
leasehold, nor by the passage of time.

• WGC would not be entitled to procedural due process before the City reclaims possession
of the leased property.

GOVERNING AUTHORITY

New York General Municipal Law Section 801 (Conflicts of Interest Prohibited)
provides, in pertinent part, that:

Except as provided in section eight hundred two of this chapter, … no municipal officer
or employee shall have an interest in any contract with the municipality of which he is an
officer or employee, when such officer or employee, individually or as a member of a
board, has the power or duty to (a) negotiate, prepare, authorize or approve the contract
or authorize or approve payment thereunder (b) audit bills or claims under the contract, or
(c) appoint an officer or employee who has any of the powers or duties set forth above….

The City Code of Ethics provides at Section 32-3 (Enumerated Standards), subsection
“H’, that:

[No City officer or employee shall]… after the termination of service or employment
with… [the City], appear before any board or agency of the City of Watertown in relation
to any case, proceeding or application in which he personally participated during the
period of his service or employment or which was under his active consideration.

DISCUSSION

Article 18 of the N.Y. Gen. Mun. Law establishes minimum standards of conduct for the
officers and employees of all municipalities within the state other than the City of New York. As
noted by the New York Court of Appeals Landau v. Percacciolo, 3 the statute was adopted in
1964 with the expressed purpose "to protect the public from municipal contracts influenced by
avaricious officers." 4

N.Y. Gen. Mun. Law §801 prohibits a municipality from entering into a contract that will
benefit an officer or employee with control over the contract. The statute is violated if three

3
50 N.Y.2d 430 (1980).
4
L. 1964, ch. 946, § 1.
Hon. Joseph Butler, Jr. -4- October 16, 2018

elements are established: (1) the existence of a contract with the municipality, (2) an interest (i.e.
a benefit) accruing to an officer or employee of the municipality as a result of the contract, and
(3) the power or duty of the officer or employee, either individually or as a member of a board,
to negotiate, prepare, authorize or approve the contract, or to appoint an officer or employee that
has any of those powers or duties. 5 A contract willfully entered into in violation of N.Y. Gen.
Mun. Law §801 is null, void and wholly unenforceable pursuant to N.Y. Gen. Mun. Law §804.

For purposes of N.Y. Gen. Mun. Law §801, a “contract” is defined as “any claim,
account or demand against or agreement with a municipality, express or implied.” 6 Here, the
2000 Lease Agreement provided, among other things, that the City would give WGC a leasehold
interest in City owned property in exchange for the payment of rent.

All three elements of a N.Y. Gen. Mun. Law §801 violation were established: a contract
with the municipality; a benefit accruing to a municipal officer or employee; and the power or
duty of that officer or employee to control the contract.

There can be no dispute that Former Mayor Butler derived a benefit from the 2000 Lease
Agreement. N.Y. Gen. Mun. Law §800(3) defines the term "interest" as “a direct or indirect
pecuniary or material benefit accruing to a municipal officer or employee as the result of a
contract with the municipality which such officer or employee serves.” 7 For purposes of N.Y.
Gen. Mun. Law §801, a municipal officer or employee is deemed to have an interest in the
contract of “a firm, partnership or association of which such officer or employee is a member.” 8
N.Y. Gen. Mun. Law §800(3) defines the term “interest” for purposes of N.Y. Gen. Mun. Law
§801 as:

… a direct or indirect pecuniary or material benefit accruing to a municipal officer or


employee as the result of a contract with the municipality which such officer or employee
serves. For the purposes of this article a municipal officer or employee shall be deemed to
have an interest in the contract of… a corporation any stock of which is owned or
controlled directly or indirectly by such officer or employee. 9

(Emphasis added).

In 1977, the State Comptroller of New York (“State Comptroller”) responded to an


inquiry involving a village trustee who owned property that adjoined a parcel owned by the
village. The trustee proposed that the village quitclaim title to the parcel to him. As consideration
for the parcel, the trustee proposed to grant an easement to the village over the parcel and his

5
See N.Y. GEN. MUN. LAW §802 for contracts that are permitted as exceptions to §801,
notwithstanding that an officer or employee with control over the contact will derive a benefit. In
such cases, recusal is required.
6
N.Y. Gen. Mun. Law §800(2).
7
N.Y. Gen. Mun. Law §800(3) (emphasis added).
8
N.Y. Gen. Mun. Law §800(3)(b).
9
Among the exceptions to N.Y. Gen. Mun. Law §801set forth §802 is a contract with a
corporation in which a municipal officer or employee has an interest by reason of stockholdings
when less than five per centum of the outstanding stock of the corporation is owned or controlled
directly or indirectly by such officer or employee. Here, former Mayor Butler was the owner of
six percent of the outstanding stock of WGC.
Hon. Joseph Butler, Jr. -5- October 16, 2018

adjoining land. The proposal did not involve any exchange of monetary consideration. The State
Comptroller opined that:

The benefit to the trustee does not necessarily have to be pecuniary in nature in order for
him to have a statutory interest in the agreement with the village. This interest is
prohibited by General Municipal Law §801(1) because the trustee, as a member of the
board of trustees, has the power or duty to approve the agreement. Village Law §4-
412(1). In this regard, it is immaterial that the trustee dissociates himself from board
proceedings relative to the transaction. The §801(1) prohibition stems from the power or
duty of the trustee to approve or authorize the contract, etc., and it is irrelevant that he
refrains from the exercise of that power or the performance of such duty. 10

Finally, the power to approve City contracts is vested in the City Council. 11 The City
Council exercised that power in adopting the 2000 Lease Agreement. Former Mayor Butler, as a
member of the City Council, had the power or duty to negotiate, prepare, authorize or approve
the contract.

• Recusal Cannot Cure a Violation of N.Y. Gen. Mun. Law §801.

The recusal of an interested officer or employee is ineffective to cure a violation of N.Y.


Gen. Mun. Law §801. See, Lexjac, LLC v. Bd. of Trustees of the Inc. Vil. of Muttontown, (2d
Cir. 2017) 708 Fed. Appx. 722. N.Y. Gen. Mun. Law §802 sets forth exceptions to §801.
Recusal is not among them. Many opinions of the State Comptroller, relied upon for decades by
municipalities throughout the state, and the learned commentary similarly concluded that recusal
cannot cure a violation of N.Y. Gen. Mun. Law §801. 12 No reported decision has found
otherwise.

Former Mayor Butler’s status as a member of the City Council gave him the “power or
duty” to approve City contracts within the meaning of N.Y. Gen. Mun. Law §801. For that
reason, his recusal from the vote that approved the 2000 Lease Agreement that gave WGC a
leasehold interest in City owned property did not cure his violation of N.Y. Gen. Mun. Law
§801, nor did it prevent the contract from being “null, void and wholly unenforceable” under
N.Y. Gen. Mun. Law §804. 13

• The 2000 Lease Agreement was Void Ab Initio because Former Mayor Butler’s
Interest was known to the Parties.

The civil nullification of N.Y. Gen. Mun. Law §804 is triggered by the willful making of
a contract in which there is a prohibited interest. N.Y. Gen. Mun. Law §804 provides: “Any

10
N.Y. Comp., Op. 77-714 (1977).
11
See Charter of the City of Watertown §20(2).
12
See, e.g., N.Y. Comp., Op. 2000-7 (2000); N.Y. Comp., Op. 88-44 (1988); N.Y. Comp., Op.
88-15 (1988); N.Y. Comp., Op. 88-13 (1988); N.Y. Comp., Op. 88-8 (1988); N.Y. Comp., Op.
87-75 (1987); N.Y. Comp., Op. 83-180 (1983); N.Y. Comp., Op. 82-48 (1982); N.Y. Comp., Op.
81-113 (1981); N.Y. Comp., Op. 77-714 (1977); see also Mark Davies, Article 18 of New York’s
General Municipal Law: The State Conflicts of Interest Law for Municipal Officials, 59 Alb. L.
Rev. 1321, 1329 (1996).
13
See, Lexjac, supra.
Hon. Joseph Butler, Jr. -6- October 16, 2018

contract willfully entered into by or with a municipality in which there is an interest prohibited
by this article shall be null, void and wholly unenforceable.” 14

By contrast, the criminal liability imposed by N.Y. Gen. Mun. Law §805 is triggered by a
willful and knowing violation of the statute: “Any municipal officer or employee who willfully
and knowingly violates the foregoing provisions of this article shall be guilty of a
misdemeanor.” 15

The term “willful” is not defined in Article 18 of the N.Y. Gen. Mun. Law nor in the
cases interpreting the statute. Black’s Law Dictionary 1737 (9th ed. 2009) defines the term
“willful” as “voluntary and intentional, but not necessarily malicious.”

Citing Landau, supra, the New York State Comptroller opined in 1985 that:

A contract is “willfully” entered into by a party if, at the time of making the contract, he
had knowledge of facts which, under General Municipal Law, Article 18, constitute a
prohibited interest in the contact on the part of a municipal officer or employee….
Clearly, the former supervisor’s spouse was aware that her husband was the supervisor of
the town when she agreed to prepare the report for compensation. As a result the claim of
the former supervisor’s spouse for six hundred dollars is rendered null and void by
General Municipal Law, §804 and should not be paid by the town. 16

Cite with approval, See, Lexjac, supra. Needless to say, at the time the 2000 Lease Agreement
was approved by the City Council and executed by Former Mayor Butler, he was aware that he
was a member of the City Council and a shareholder of WGC.

In Bryan v. United States, 17 the United States Supreme Court (“Supreme Court”)
distinguished between the frequent meaning of “willful” in a civil context and its different use in
a criminal context. In the latter, “the Government must prove that the defendant acted with
knowledge that his conduct was unlawful.” 18 The Supreme Court stated that:

The word ‘willfully’ is sometimes said to be a word of many meanings whose


construction is often dependent on the context in which it appears. Most obviously, it
differentiates between deliberate and unwitting conduct, but in the criminal law it also
typically refers to a culpable state of mind. The word often denotes an act which is
intentional, or knowing, or voluntary, as distinguished from accidental. But when used in
a criminal statute it generally means an act done with a bad purpose.” 19

Consistent with the reasoning of the Supreme Court in Bryan, the “willfulness” required
for civil nullification under N.Y. Gen. Mun. Law §804 is a lesser mental state than the
willfulness and knowledge required for a criminal conviction under N.Y. Gen. Mun. Law §805.
The latter section provides that “[a]ny municipal officer or employee who willfully and

14
N.Y. Gen. Mun. Law §804.
15
Id.
16
N.Y. Comp., Op. 85-9 (1985) (internal citations omitted).
17
524 U.S. 184 (1998).
18
Id.at 191-92.
19
Id. (internal citations omitted).
Hon. Joseph Butler, Jr. -7- October 16, 2018

knowingly violates the foregoing provisions of this article shall be guilty of a misdemeanor.” 20
The element of “knowledge” required for the commission of a misdemeanor under N.Y. Gen.
Mun. Law §805 is absent from N.Y. Gen. Mun. Law §804, which requires only that the contract
be “willfully entered into” in order to render the contract void. 21

Here, because former Mayor Butler’s interest in the 2000 Lease Agreement was known to
the parties, the 2000 Lease Agreement was null, void and wholly unenforceable pursuant to N.Y.
Gen. Mun. Law §804.

• The violation was not waived by the 2006 Lease Agreement extending the term of the
leasehold, nor by the passage of time.

In dicta, the New York Court of Appeals stated in Landau, supra, that N.Y. Gen. Mun.
Law §804 bars “any waiver” by a municipality of a conflict of interest prohibited by N.Y. Gen.
Mun. Law §801:

The Section [N.Y. Gen. Mun. Law §804] makes null and void any municipal contract "in
which there is an interest prohibited by this article". The only prohibition set forth in the
article is that found in Section 801, which provides that no municipal officer or employee
shall have an interest in a contract with his municipality if he has the power or duty to
negotiate or to approve the contract or payments thereunder, to audit bills or claims under the
contract, or to appoint an officer or employee with any such authority. As to contracts in
which such an interest exists, Section 804 of the General Municipal Law works a statutory
nullification, thereby providing for municipal taxpayers the protection of a bar to any waiver
of the prohibited conflicts of interest through consent of the governing body or authority of
the municipality (such as may be effected in the private sector by a principal with respect to
an agent who participates in the making of a contract on the principal's behalf). 22

Landau involved an action for specific performance of a town contract to purchase real
property following a failure to disclose a town employee’s interest in the contract as required by
N.Y. Gen. Mun. Law §803. Landau did not involve a contract that was prohibited by N.Y. Gen.
Mun. Law §801 because the town employee had no power or duty to approve the contract.
Therefore, the civil nullification imposed by N.Y. Gen. Mun. Law §804 did not apply.
Nevertheless, the Landau court declined to grant specific performance of the contract stating that
success by the plaintiff would frustrate the purpose of N.Y. Gen. Mun. Law Article 18 “to protect
the public from municipal contracts influenced by avaricious officers.” 23

Here, the City Council lacked the authority to ratify the 2000 Lease Agreement.
Nevertheless, the 2006 Lease Agreement incorporated the unexpired term of the 2000 Lease
Agreement, and extended the term of the leasehold for a period of twenty years beyond its
original termination date. All other terms and conditions, including an annual rent escalation
of eight percent (8%) were continued. In Smith v. Dep’t of Education,24 a Virgin Island
government procurement statute made an oral landscaping contract “null and ineffective.”

20
N.Y. Gen. Mun. Law §805 (emphasis added).
21
See Lexjac, supra.
22
50 N.Y.2d at 434; See also Lexjac, supra.
23
Id. at 436 (internal citations omitted).
24
942 F.2d 199 (3d Cir. 1991).
Hon. Joseph Butler, Jr. -8- October 16, 2018

There, the court (in an opinion by Alito, J.) held that:

… [Plaintiff] may not circumvent this statutory provision by invoking the doctrine
of quantum meruit or other related equitable theories…. Interpreting… [the Virgin
Island statute] we held… that a contract that did not meet statutory requirements was
“null and void ab initio” and could not be “enforced on a theory of quantum meruit,
substantial compliance or estoppel.” We explained that “if contracts violative of
statutory prohibitions may be executed by government agencies and subsequently
enforced, the power of the legislature and the process of government itself would be
undermined.”25

Here, the City could not waive the prohibition of N.Y. Gen. Mun. Law §801 by its
affirmative act of ratification, or by its inaction over time through estoppel or laches. The 2000
Lease Agreement violated N.Y. Gen. Mun. Law §801 and was void ab initio. Therefore, the
City’s 2006 ratification of the 2000 Lease Agreement was likewise null and void.

• City of Watertown Code Of Ethics

City of Watertown Code of Ethics §32-3(H) permanently prohibits a former City


officer or employee from appearing before any City board or agency in relation to a case,
proceeding or application in which he or she personally participated, or which was under his
or her active consideration, while he or she was employed by the City.

This provision of the City of Watertown Code of Ethics is based on the temporary
N.Y. Public Officers Law §73(8)(a), which temporarily bans appearances by a retired State
employee before his or her former agency, and permanently prohibits a former State officer
or employee from rendering services or receiving compensation in connection with a matter
in which he or she was directly concerned and personally participated while employed by the
State. The statute provides that

(i) No person who has served as a state officer or employee shall within a period of
two years after the termination of such service or employment appear or practice
before such state agency or receive compensation for any services rendered by such
former officer or employee on behalf of any person, firm, corporation or association
in relation to any case, proceeding or application or other matter before such agency.

(ii) No person who has served as a state officer or employee shall after the
termination of such service or employment appear, practice, communicate or
otherwise render services before any state agency or receive compensation for any
such services rendered by such former officer or employee on behalf of any person,
firm, corporation or other entity in relation to any case, proceeding, application or
transaction with respect to which such person was directly concerned and in which he
or she personally participated during the period of his or her service or employment,
or which was under his or her active consideration.

25
942 F.2d at 202 (internal citations omitted).
Hon. Joseph Butler, Jr. -9- October 16, 2018

The first of these statutory subsections temporarily prohibits a former state officer or
employee from appearing or practicing before his or her former state agency. The types of
activities prohibited by the appearance/practice clause include both actual appearances and
appearances by submission of written documents that identify the former employee. 26
Prohibited actual appearances include a retired employee’s negotiation of a contract with his
former agency on behalf of another party, 27 and calling the former agency to ask questions on
behalf of another person regarding a matter this was before the agency. 28 Here, at a
minimum, the 2006 Lease Agreement was an appearance by submission by former Mayor
Butler, who signed the 2006 Lease Agreement as President of WGC.

The City Code of Ethics permanently prohibits a former City officer or employee
from appearing before any City board or agency in connection with a matter in which he or
she personally participated, or which was under his or her active consideration, while he or
she was employed by the City. Notably, unlike the Public Officers Law, the City Code of
Ethics omits the phrase “with respect to which such person was directly concerned” in the
clause “with respect to which such person was directly concerned and in which he or she
personally participated”.

Even under the more limited language of the Public Officers Law, the permanent ban
will apply to the former head of a State agency in a matter in which he or she was not directly
involved as a State employee, but which was under the direct concern and participation, or
active consideration of the former agency head’s senior staff, including the agency’s general
counsel.29 For purposes of the permanent particular matter ban, a principal-agent analysis
will impute to an agency head the active participation of senior staff. 30 In reaching this
conclusion, the State Ethics Commission considered (1) the principal was the head of the
agency; (2) the very senior level of the agent (general counsel) who acted on behalf of the
agency head; (3) the action was on a matter of considerable fiscal impact; and (4) the
communications in question were directed to the Counsel to the Governor. Here, these same
factors would attribute the active participation of senior staff, including the City Attorney, to
the former Mayor Butler in connection with City’s approval of the 2000 Lease Agreement
notwithstanding the Mayor’s recusal from the City Council vote. Moreover, the former
Mayor signed the 2006 Lease Agreement on behalf of WGC.

When a single matter is structured in stages, all of the stages together will be deemed
part of a single transaction for purposes of the permanent particular matter ban. 31 Here, the
2006 Lease Agreement extended the term of the 2000 Lease Agreement, and otherwise
continued its terms and conditions, including the annual rent escalation. The 2000 Lease

26
See New York State Ethics Comm’n, Advisory Op. No. 89-08 (1989).
27
See New York State Ethics Comm’n, Advisory Op. No. 90-04 (1990).
28
See New York State Ethics Comm’n, Advisory Op. No. 94-05 (1994).
29
See New York State Ethics Comm’n, Advisory Op. No. 92-20 (1992).
30
Id.
31
See, Post-Employment Restrictions, by Michael Sande, Deputy Director of Ethics Guidance,
NYS Joint Commission on Public Ethics, at page 87, Ethics & Lobbying in New York State, A
Comprehensive Guide, 2017 Edition, NYS Joint Commission on Public Ethics; See also New
York State Ethics Comm’n, Advisory Op. No. 95-04 (1995); See also New York State Ethics
Comm’n, Advisory Op. No. 97-09 (1997).
Hon. Joseph Butler, Jr. -10- October 16, 2018

Agreement and the 2006 Lease Agreement were part of a single transaction for purposes of
the permanent particular matter ban. By his execution of the 2006 Lease Agreement on behalf
of the WGC, former Mayor Butler appeared before the City Council in relation to a matter in
which he participated while Mayor.

• WGC has no Constitutionally Protected Property Interest in the Leasehold.

Because the 2000 Lease Agreement was void ab initio, WGC acquired no property
interest by its adoption, and all subsequent extensions and ratifications were likewise null and
void.

In order to prevail on a procedural due process claim, the plaintiff must show (1) that he
possessed a protected liberty or property interest; and (2) that he was deprived of that
interest without due process…. [T]he Constitution protects property interests, it does not
create them. Property interests 'are created and their dimensions are defined by existing
rules or understandings that stem from an independent source such as state law-rules or
understandings that secure certain benefits and that support claims of entitlement to those
benefits. Indeed, the Supreme Court has explained that to have a property interest in a
benefit, a person clearly must have more than an abstract need or desire for it. He must
have more than a unilateral expectation of it. He must, instead, have a legitimate claim of
entitlement to it…. 32

(Internal quotations and citations omitted).

Prime LLC and Ives Hill Country Club, Inc., hereby demand that the Mayor and City
Council take immediate steps to recover possession of the City owned property that was
unlawfully leased to WGC pursuant to an agreement that is void by operation of law. Please let
us know your intentions no later than November 9, 2018, to avoid the necessity of judicial
intervention.

Very truly yours,

Steven G. Leventhal

Steven G. Leventhal

cc: Members, City Council


City Manager
City Attorney

32
Lexjac, LLC v. Bd. of Trs., (U.S.D.C. Eastern District of N.Y., 2016) LEXIS 189531; Bd. of
Regents of State Colleges v. Roth, 408 U.S. 564, 577 (1972) (untenured faculty member had no
possible claim of entitlement to re-employment and, while, he "surely had an abstract concern in
being rehired," "he did not have a property interest sufficient to require the University authorities
to give him a hearing when they declined to renew his contract of employment."); Safepath Sys.
LLC v. N.Y.C. Dep’t of Educ., 563 F. App’x 851, 854-55 (2d. Cir. 2014).