Model Questions for New Foundation Task Force

[mjkuhns]

Okay, thanks.

[Jim O'Bryan]

The only follow up that I see is Matt’s, which I will address. I will encourage future questions/comments to go through the FPTF Community Questions - Submit Your Question Here section on the Task Force page. This will create a public record, but also have the question sent to the Communications Subcommittee.

Technically, no, there isn’t anything stopping it. It is a matter of structure. Private Foundations can give to 501c3 organizations, but not technically the city itself, because it isn’t a public charity. Public can do what they see best fit into their mission. I will say, no structure has been decided on yet, and we’ve had spirited debate even over spend down vs. perpetuity.

I encourage anyone interested in progress, as it’s getting to the point where real decisions are being made, to attend the task force meetings. You also get the chance for public comment.

Mike

IT creates a public record on a site that routinely deletes pages and information as it see fit, or when it fits its needs.

Just saying.

.

[Mark Kindt]

I will supplement Mr. O'Bryan's post above, by noting that in general public records related to the hospital debacle are not available under the public records laws unless you retain legal counsel and litigate with the City of Lakewood for years.

The city administration has created a significant deterrent to the availability of public records under the Ohio Sunshine laws. Please be aware of this.

[Mark Kindt]

Yes, after the court forced them to, the city administration began a partial release of public records related to the hospital debacle some of which are posted on-line at the city website. It took a lawsuit and two years to achieve a degree of compliance with the Ohio Sunshine laws; the case is still in litigation and the city is fighting the effort to produce more public records.

Deterrent Effect: Why bother to seek public records when you know you will be forced to litigate?

[Bill Call]

Yes, after the court forced them to, the city administration began a partial release of public records related to the hospital debacle some of which are posted on-line at the city website. It took a lawsuit and two years to achieve a degree of compliance with the Ohio Sunshine laws; the case is still in litigation and the city is fighting the effort to produce more public records.

Deterrent Effect: Why bother to seek public records when you know you will be forced to litigate?

Other local governments are taking notes.

One of the unintended consequences of the Hospital debacle is that the open records law has become a dead letter law.

[bentleymike]

Yes, after the court forced them to, the city administration began a partial release of public records related to the hospital debacle some of which are posted on-line at the city website. It took a lawsuit and two years to achieve a degree of compliance with the Ohio Sunshine laws; the case is still in litigation and the city is fighting the effort to produce more public records.

Deterrent Effect: Why bother to seek public records when you know you will be forced to litigate?

I hope you can take some solace in the fact this task force is attempting to work in good faith to get the answers people seek, and giving transparency to our process of how we got them at the same time. At the very least, if the question gets submitted, it hits a monitored inbox. Put the question in 15 places for all I care, as long as one is the box on the site.

[Dan Alaimo]

Yes, after the court forced them to, the city administration began a partial release of public records related to the hospital debacle some of which are posted on-line at the city website. It took a lawsuit and two years to achieve a degree of compliance with the Ohio Sunshine laws; the case is still in litigation and the city is fighting the effort to produce more public records.

Deterrent Effect: Why bother to seek public records when you know you will be forced to litigate?

I hope you can take some solace in the fact this task force is attempting to work in good faith to get the answers people seek, and giving transparency to our process of how we got them at the same time. At the very least, if the question gets submitted, it hits a monitored inbox. Put the question in 15 places for all I care, as long as one is the box on the site.

We have different processes for asking questions. Most on the Deck expect the answers will also be on the Deck.
It's like, if a tree falls in the city hall website and one of us is not there to see it and report back, it didn't happen.

[Bill Call]

I hope you can take some solace in the fact this task force is attempting to work in good faith to get the answers people seek, and giving transparency to our process of how we got them at the same time. At the very least, if the question gets submitted, it hits a monitored inbox. Put the question in 15 places for all I care, as long as one is the box on the site.

Thank you for your efforts.

The Master Agreement is deliberately vague on a lot of issues. The agreement gives the Clinic "right of first refusal" for any projects undertaken by the New Foundation.

What is meant by right of first refusal?

Here is a definition:

Right of first refusal (ROFR or RFR) is a contractual right that gives its holder the option to enter a business transaction with the owner of something, according to specified terms, before the owner is entitled to enter into that transaction with a third party.

What does that mean in practice?

Suppose the Foundation funds a project to transport Lakewood residents to see their doctors at Metro.

Does the Clinic have the right to veto that decision?

If the two board members appointed by the Clinic have the right of first refusal doesn't that give the Clinic complete control?

[Bridget Conant]

“THE CLINIC WILL HAVE NO CONTROL OVER THE NEW FOUNDATION”

If the Foundation is based upon a lie, what does that say?

We were assured the Clinic would not have such control, but IT DOES!

Any wonder so many dismiss the entire “process” that is flaunted as being “open and transparent?”

[Vince Frantz]

Bill - I believe it would mean that a CCF "transportation business" should be first considered as the provider of transportation to Metro before entertaining bids from 3rd party transportation business.

If CCF operated a transportation business then they would be able to supply the services for that transportation contract out of the Foundation. If the CCF "transportation business" does not want to take on this contract or if the Foundation doesn't agree to the cost, then other 3rd party transportation businesses would be in line to win the contract.

I don't think that it means the CCF could outright "refuse" to allow the Foundation to fund transportation to Metro. They would just need to be the party with the first opportunity to agree to the contract. It is an element of control still but that's how I read a line like that.

[Bridget Conant]

But let’s face it, it’s how the CLINIC interprets the language. And with their hordes of lawyers, they seem always able to get things done THEIR way. Why should we expect this situation would be any different?

In fact, wasn’t that one of the excuses the mayor and Build Lakewood advocates used for accepting the Clinic deal - you just can’t fight (or outbargain or out-maneuver) the Clinic.

[Michael Deneen]

In fact, wasn’t that one of the excuses the mayor and Build Lakewood advocates used for accepting the Clinic deal - you just can’t fight (or outbargain or out-maneuver) the Clinic.

Yes, I call that "Patrick Wadden Logic". For months he begged everyone to surrender to the Clinic because he said we couldn't win in court.
What he neglected to consider is that weakness invites aggression.....every corporation/utility now knows that the City of Lakewood can be easily pushed around and bullied.
You can bet that they will take full advantage.

[bentleymike]

I hope you can take some solace in the fact this task force is attempting to work in good faith to get the answers people seek, and giving transparency to our process of how we got them at the same time. At the very least, if the question gets submitted, it hits a monitored inbox. Put the question in 15 places for all I care, as long as one is the box on the site.

Thank you for your efforts.

The Master Agreement is deliberately vague on a lot of issues. The agreement gives the Clinic "right of first refusal" for any projects undertaken by the New Foundation.

What is meant by right of first refusal?

Here is a definition:

Right of first refusal (ROFR or RFR) is a contractual right that gives its holder the option to enter a business transaction with the owner of something, according to specified terms, before the owner is entitled to enter into that transaction with a third party.

What does that mean in practice?

Suppose the Foundation funds a project to transport Lakewood residents to see their doctors at Metro.

Does the Clinic have the right to veto that decision?

If the two board members appointed by the Clinic have the right of first refusal doesn't that give the Clinic complete control?

We have requested clarity on the first right of refusal piece. We had that request submitted to the Cleveland Clinic last week. We primarily want clarity on if and how they may see it fit in use for any overhead.

The first right of refusal is on the $500K payment made each year over 16 years ($8 million) & they have first right of refusal on programming of those funds, not the other money that are "LHA" distributions.

[Bridget Conant]

bentleymike wrote:

We have requested clarity on the first right of refusal piece. We had that request submitted to the Cleveland Clinic last week. We primarily want clarity on if and how they may see it fit in

Sounds like the task force is already relying on the Cleveland Clinic for direction and it’s “expert opinion.”

[Dan Alaimo]

Thanks for the follow up.