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HomeMy Public PortalAbout1996_02_13_R039 The Town of Leesburg, Virginia RESOLUTION NO. A RESOLUTION: PRESENTED February 13, 1996 96=39 ADOPTED February 13, 1996 AUTHORIZING THE MAYOR TO EXECUTE THE LEASE FOR THE MIDGET KITCHEN WHEREAS, Resolution No. 94-238 adopted by Council on November 9, 1994, awarded the use of the former Mighty Midget Kitchen to Gordon MacDowell and MacDowell Companies; and WHEREAS, the Finance Committee has reviewed and agreed with the terms of the proposed lease. THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia as follows: The Mayor is hereby authorized to execute the enclosed lease between the town and Gordon MacDowell regarding the former Mighty Midget Kitchen. PASSED this 13th day of February , 1996. J/a~nes E. Clem, Mayor q'own of Leesburg ATTEST: Clerk of Council R:Kitchen LEASE This Lease made this /b~ day of February, 1996, by and between the Town of Leesburg, a Municipal Corporation, 25 West Market Street, Leesburg, Virginia, 22075, hereinafter referred to as "Lessor," and Leesburg Mighty Midget Kitchen, Inc., a Virginia Corporation, 201-A Royal Street, Leesburg, Virginia, 22075, hereinafter referred to as "Lessee." WlTNESSETH, that the metal structure formerly known as the Mighty Midget Kitchen, hereinafter referred to as "Kitchen," a prominent and popular local and state landmark formerly located at the apex of East Market Street and East Loudoun Street, was operated as a carry-out restaurant from 1947 until 1994; and WHEREAS, following cessation of operation of the Kitchen, Lessor received title to the structure by Deed of Gift from its former owner, with the intent that the Kitchen would be reestablished at another location in the town where in its useful function could be resumed for the continuation of its identity and the history of the town, and for the continuation of the preparation and sale of food to the public, which are together the substance of this Lease; and WHEREAS, Lessor issued a Request For Proposals for the relocation and reuse of the Kitchen in August, 1994; and WHEREAS, the proposal submitted by the Lessee to restore the original appearance of, and to perpetuate the original use of the structure was accepted by the Town Council of the Town of Leesburg; and WHEREAS, Lessee proposes to install the Kitchen on its property at 202-A Harrison Street, S.E., Leesburg, Virginia, and to resume the preparation and sale of food and beverage products there from commensurate with its former operation; and -2- WHEREAS, Lessor agrees to lease the Kitchen as tangible personal property to Lessee for a nominal annual fee, provided that the structure is relocated to Lessee's site, fully restored to its original condition made operable, and installed upon the Lessee's site, all at the sole expense of Lessee, and the following conditions are met. The Parties hereto agree that the annual rent for the Kitchen shall be $10.00 cash paid at the execution of this Lease and thereafter annually on the anniversary date hereof, and that the initial term of this Lease shall be for twenty (20) years, from the date hereof renewable for successive twenty (20) year periods if allowed by law and approved by Council. The Parties further acknowledge and agree as follows: 1. The Kitchen is, and will remain throughout the original and successive terms of the Lease, tangible personal property of Lessor. 2. Lessee shall be liable for any and all personal property taxes that shall become due and payable throughout the original and successive terms of this Lease. 3. Lessee shall, before locating the structure on its property, obtain at its expense all necessary permits and licenses required by any and all authorities having jurisdiction over the proposed use of the Kitchen. 4. Lessee agrees to hold Lessor harmless from and indemnify it with respect to any and all damages or claims arising out of or resulting from the use of the property by Lessee, or its respective agents, employees, contractors, licensees, invitees and guests. Lessee agrees to immediately repair any and all damages to the property caused by use of the property by Lessee. In the event the property is not repaired and restored as provided herein and the Lessor is forced to pay the same, Lessee shall reimburse the Lessor for any and all expenses associated with such restoration and any and all costs in connection with the collection of such expenses, including, but not limited to, attorney's fees and other costs of collection. 5. Lessee shall, at its expense, purchase such fire, vandalism, and malicious mischief insurance coverage as may be necessary, based on an independent appraisal of the value of the Kitchen structure obtained by Lessee at its expense, to protect the interest of the Lessor, and shall furnish annually Lessor with a Certificate of Insurance in evidence thereof. 6. Lessee shall obtain liability insurance in the minimum amount of $1,000,000, and furnish annually a certificate of insurance in evidence thereof, the Town of Leesburg shall be named as an additional insured. 7. Lessee agrees that the Kitchen shall not be removed from its proposed place of installation, nor shall the Kitchen be subleased or rented to others without the express written consent of Lessor. 8. Lessee covenants that it shall operate the Kitchen in full compliance with all applicable laws, ordinances and regulations. 9. Lessor agrees to waive all utility connection fees required of a food retailer as a condition of this Lease. 10. In the event of default by Lessee of any of the terms of this Lease, discontinuance or abandonment of the operation by, or sale of the property by, or bankruptcy of Lessee, Lessor shall without further notice, have the right to repossess the Kitchen, disconnect from it all utility lines serving the structure, and seize and remove it from its location on the property of Lessee, its contract purchaser, or assignee. In such a case, Lessor shall not be obligated to compensate Lessee for the cost of restoration or permanent improvements made to the structure by the Lessee. -4- 11. The proposed Lease will be null and void in the event Lessee does not execute within thirty days of the Town Council's adoption of a resolution authorizing the Lease execution. 12. Lessee agrees to complete construction of the relocated site and begin operation of the Kitchen by July 4, 1996. Failure to do so will void the Lease and require the return of the Kitchen to the possession of the Lessor. Lessee can request, subject to Lessor approval, a change in the date. This Lease contains the entire agreement between the Parties hereto, and no change, waiver, or modification of the terms hereof shall be binding unless in writing and signed by the Parties hereto. Lessor has made no representations except as set forth in this Lease. Lessee agrees that Kitchen is leased "as is," shall not become a fixture when attached to the land and shall remain personal property of the Town of Leesburg. WITNESS THE FOLLOWING SIGNATURES this /?~day of 1996. ATTEST: ~clerk of Council TOWN OF LEESBURG, Lessor ATTEST: LEESBURG MIGHTY MIDGET KITCHEN, INC., Pf6~l~lent ~' J:Lease.Kitchen The Town of Leesburg, Virginia AMERICAN CANCER SOCIETY DAFFODIL DAYS WHEREAS, cancer strikes in three of four families; and WHEREAS, the citizens of Leesburg look to the American Cancer Society for hope in the fight against cancer through its programs of research, education, and patient service; and WHEREAS, the daffodil is the first sign of spring and a symbol of hope; and WHEREAS, the American Cancer Society, through its Daffodil Days, raises money that will support its efforts to eliminate cancer as a major health problem. THEREFORE, BE IT RESOLVED, that I, James E. Clem, Mayor of the Town of Leesburg, do hereby proclaim March 12, 1996 to be the official American Cancer Society Daffodil Day and in so doing, urge all citizens to play their part in cancer control by supporting the American Cancer Society as it spreads its message of hope. PASSED this 27th day of February, 1996. ATI'EST: Clerk of Council Jg/mes E. Clem, Mayor Town of Leesburg