September 22, 2021

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Beauty Made Perfect

Legal fight over Republican House delays Boys & Girls Club plans for Ripon site | News






The Republican House, 303 Blackburn St., features boarded up windows on the first floor. Republican House owner William MacLeod has sued Dan Zimmerman, who served as caretaker of the property, arguing Zimmerman has no legal claim to the property. Zimmerman argues MacLeod violated a verbal agreement between both parties.




A legal battle has delayed the Boys & Girls Club of the Tri-County Area’s plans to build a Ripon site on the Republican House property at 303 Blackburn St.

Ripon resident Dan Zimmerman, who has been caretaker of the Republican House for the last seven years, and property owner William MacLeod have been antagonists in Fond du Lac County Circuit Court since June over whether Zimmerman has a claim to the property.

MacLeod sued Zimmerman on June 16, claiming neither Zimmerman nor his National Republican History Museum Foundation had a legal claim to the Republican House or the limited liability corporation (LLC) through which MacLeod owns the property.

Zimmerman alleges, in an opposing lawsuit filed Aug. 4, he and MacLeod worked hand-in-hand to develop plans for a National Republican History Museum and purchase the property through an LLC.

He also claims to have completed work without pay for the LLC, with the understanding that ownership of the Republican House property would transfer to the National Republican History Museum Foundation when adequate funds had been raised for the museum project.

However, Zimmerman and MacLeod do not have a written agreement and MacLeod is the sole organizer of the LLC.

MacLeod, through litigation, denied any verbal agreement exists between the two parties and raised questions about how closely both parties worked on the initial development of the museum project.

In May, the Boys & Girls Club announced that its offer to purchase the Republican House was accepted by MacLeod. The Boys & Girls Club plans to raze the building to construct a state-of-the-art complex for its Ripon site.

Boys & Girls Club of the Tri-County Area CEO Jason Presto declined to comment on the lawsuit specifically but did provide insight into how it has impacted plans for the Ripon site.

“The club is as excited as ever to be bringing services to the Ripon community and our plans to do so have not wavered,” he said in an email. “It’s certainly reasonable and logical to presume that our process has been delayed by factors outside of our control, but our commitment to the community is resolute and unwavering. When we are able, we will proceed.”

The Commonwealth obtained copies of MacLeod’s initial legal complaint, papers from both parties regarding a motion to dismiss the case, a transcript of the hearing on the motion, Zimmerman’s counterclaims and MacLeod’s response. This story is based on those public records.

Court documents reveal one of the major financial donors for Zimmerman’s proposed museum project, whom he didn’t disclose during a June meeting of Ripon’s Historic Preservation Commission.

During the meeting, Zimmerman asked the city to give the Republican House a local historic designation and claimed to have a verbal agreement with MacLeod regarding the property. He also said he had donors interested in preserving the Republican House and contributing to the museum project.

The Historic Preservation Commission didn’t have the power to designate the building as a local historic landmark.

Copies of emails provided to the court reveal that Zimmerman’s donor is Turning Point USA, a non-profit organization that promotes conservative values on school campuses.

Turning Point USA’s mission is to “identify, educate, train and organize students to promote freedom,” according to its website.

The Anti-Defamation League and the Southern Poverty Law Center, national organizations monitoring hate groups and extremism, have found ties between Turning Point USA and right-wing extremism. In July, the Washington Post reported that Turning Point USA and its affiliates were spreading misinformation and urging students to resist COVID-19 restrictions.

Two sides of the same story

Through their lawyers, MacLeod and Zimmerman have presented two sides to the story of how the Republican House came to be owned by an LLC, the development of a museum plan, Zimmerman’s involvement with the LLC and the proposed sale to the Boys & Girls Club.

Both sides expressed their position in court filings.

In the initial lawsuit, MacLeod argued that he is the sole member of the LLC and that neither Zimmerman nor his foundation had legal rights to the LLC or the Republican House.

He asked the court to declare that MacLeod is the sole member of the LLC, declare Zimmerman has no right to the property and recognize Zimmerman’s claims to the Republican House as false.

Zimmerman’s attorneys filed a motion to dismiss the case, arguing in a July 19 filing that MacLeod’s lawsuit failed to provide sufficient evidence to establish an underlying controversy that required litigation.

The court denied the motion to dismiss. During a July 23 hearing, Fond du Lac County Circuit Court Judge Dale English said the motion to dismiss “bordered on being frivolous,” noting “defense counsel believe that more is required to be included in a complaint than is actually required to be included.”

In Zimmerman’s counterclaims filed Aug. 4, he alleges that the idea for the National Republican History Museum in Ripon on the Republican House property was conceived between himself and MacLeod in March 2014, when the two verbally agreed to pursue the project.

MacLeod admitted, in an Aug. 24 response, that he and Zimmerman did exchange emails, but he denied “that there was any verbal agreement to do anything.”

Zimmerman claims he and MacLeod “strategized extensively” about the proposed museum project, and decided that MacLeod would provide monetary support and Zimmerman would provide management services. MacLeod denies these allegations.






Rendering.tif

This rendering of a Boys & Girls Club provides one vision of what a Ripon club could offer architecturally. Club officials say they will strive to create a similar, but unique version for the youth of Ripon.




Later that year, Zimmerman allegedly created the National Republican History Museum Foundation under the promise that the Republican House property would be sold and transferred to the foundation.

MacLeod “denies there was any promise to sell or transfer” the property to Zimmerman’s foundation.

Both parties do agree that the LLC was created with MacLeod listed as the sole organizer and without a written operating agreement.

However, Zimmerman alleges both men verbally agreed that Zimmerman would manage the day-to-day operations of the LLC and MacLeod would provide funding and tax support. MacLeod denied those claims.

Zimmerman also claims that both men created the LLC together, but the lawyer hired to file its organization documents made MacLeod the sole organizer, without consulting Zimmerman.

MacLeod claims the attorney was hired to organize the LLC as a single-member company, but denied that the two men formed the LLC together and noted Zimmerman’s knowledge and approval were not required to file the documentation.

The attorney, William Everson, represented the LLC at a 2014 sheriff’s auction in the purchase of the Republican House.

According to an email between Everson and MacLeod that was submitted in court, paperwork was filed for the LLC with MacLeod listed as its sole member, no operating agreement was drafted and MacLeod paid Everson’s retainer.

Everson did say he worked with both Zimmerman and MacLeod and had in-person meetings with Zimmerman.

After the sale, Zimmerman and MacLeod say the surplus funds that were not used to purchase the building were transferred to the LLC’s bank account.

However, Zimmerman claims that he opened the bank account, with MacLeod’s approval, and remains the “only authorized signatory” on the account.

MacLeod denies those claims and said in public records that he is “without knowledge or information sufficient” to know if those claims are true.

A short while later, Everson allegedly informed MacLeod and Zimmerman of delinquent taxes being owed on the property and the two ended their relationship with Everson.

MacLeod claims he decided to end the relationship with Everson, while Zimmerman alleges they both agreed to terminate the relationship.

Zimmerman claims, after terminating the relationship with the attorney, he and MacLeod agreed that Zimmerman would “undertake all duties” performed by Everson on behalf of the LLC, including filing reports with the state, serving as the LLC’s agent and using his home as an office for the LLC.

Although MacLeod denies creating an agreement with Zimmerman to run the LLC, he does admit that Zimmerman filed annual reports for the LLC.

MacLeod “denies that Zimmerman filed such reports correctly or had, or going forward has, permission to act as [the LLC’s] registered agent,” per his response to Zimmerman’s counterclaims.

After securing the Republican House, Zimmerman argues that he sought donors for the museum project and acted as the building’s caretaker — without pay — “based on the promise” that the property would be transferred to the museum foundation once funding had been secured.

MacLeod denied engaging in “any ‘project’ with Zimmerman or his nonexistent museum,” but admits Zimmerman did act as a property manager for the building. However, he denied that the services Zimmerman performed were of “compensable professional quality.”

“Zimmerman never demanded or requested compensation for the services until shortly before filing of the complaint,” MacLeod’s lawyer wrote.

By April 2021, Zimmerman argues he raised enough funds to “execute the $35 million” museum project and asked that the building be transferred to the museum foundation. He alleges MacLeod denied that request “because he disagreed with the political ideologies of one or more” donors.

Zimmerman’s lawyers go on to say MacLeod “unilaterally” accepted the Boys & Girls Club’s offer, violating a verbal agreement with Zimmerman.

However, MacLeod’s attorney wrote that Zimmerman did not request the Republican House be transferred to the museum foundation, and instead “requested it be sold to an entity affiliated with the Turning Point USA organization.”

MacLeod admits, through litigation, to “unilaterally” accepting the Boys & Girls Club’s offer “because he was and still is the sole member” of the LLC.

Additionally, emails attached to MacLeod’s response to Zimmerman’s counterclaims show conversations between Zimmerman, Turning Point USA Chief Financial Officer Justin Olson, Turning Point USA Chief Operating Officer Tyler Bowyer and realtor Joan Karsten regarding the purchase of the Republican House.

“We are ready to sign an offer,” Bowyer said in a May 4 email to Zimmerman and Karsten. “Joan, the name of the entity is going to be Turning Point Endowment.”

During that time, MacLeod claims he informed Zimmerman of a counteroffer from the Boys & Girls Club and Zimmerman did not object, until sending a letter to the LLC’s real estate broker and title company on May 28 alleging the sale was not properly executed.

It remains to be seen how the court will rule.

While the legal dispute is ongoing, English said during the July hearing that the court planned to schedule a telephone conference “sometime in the fall.”