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Attachment C - Letter of Intent with TheatreWorks

Palo Alto City Council
February 9, 2026

Document
Attachment C - Letter of Intent with TheatreWorks
Meeting
February 9, 2026
Body
Palo Alto City Council
Original file
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Text extracted from the city's file for reading and search. Open the original on cityofpaloalto.primegov.com. That file is the official record.

February 3, 2026
Letter of Intent for the Mutual Cooperation between the City of Palo Alto (hereinafter “the City” or “CPA”) and TheatreWorks Silicon Valley (hereinafter “TheatreWorks”), a nonprofit 501(c)(3) charitable organization incorporated in the State of California.

Advancing a Memorandum of Understanding with the Palo Alto Unified School District (PAUSD), the City is master planning a 15-acre portion of the Cubberley site, dependent on City acquisition of land from the Palo Alto Unified School District. TheatreWorks, a professional nonprofit theatre company, produces mainstage productions at two locations, the Mountain View Center for the Performing Arts, and the Lucie Stern Community Center in Palo Alto, which also hosts TheatreWorks’ New Works Festival.

From Theatreworks' genesis in 1970, as the result of a City of Palo Alto program, to its current status as Silicon Valley's premier professional theater company, TheatreWorks' deep roots in Palo Alto exemplify how thoughtful municipal support for the arts can catalyze transformative community impact. For over five decades, this relationship has enriched the cultural landscape of Palo Alto, launched countless artistic careers, educated tens of thousands of students, and ultimately earned the highest national recognition—the 2019 Regional Theatre Tony Award.

The City and TheatreWorks now wish to collaborate and negotiate a long-term public-private partnership to establish a home for TheatreWorks at the Cubberley site by achieving the following strategic objectives:

1. Create a 2-theater complex, through renovation of the existing Pavilion and existing Community Theatre spaces, as well as construction of new buildings. The project would strive to create an additional 500-seat theater with lobby, restrooms, and back of house (BOH), while maintaining the existing Community Theater space.

2. Explore a management model wherein the newly developed 2-theater complex would be managed by TheatreWorks, with the intention that TheatreWorks would utilize the 500- seat theater, and that the Community Theater would continue to primarily be available for use by community organizations.

3. Develop architectural plans and specifications for the renovation of the Pavilion and Cubberley Community Theater and new construction of other project elements.

TheatreWorks may incorporate additional functions into the renovated and newly constructed facilities, potentially including education, rehearsal, creative shop, office or meeting spaces.

4. Initiate a TheatreWorks led fundraising effort to raise a substantial portion of the expected capital development costs. The minimum and total goals will be agreed upon between the City and TheatreWorks following the development of the budget. Funds raised by TheatreWorks will be utilized for the theatre complex development efforts and will supplement funds acquired by the city.

February 3, 2026

5. Evaluate and align upon access and contracting authority for the project, between the City and TheatreWorks.

6. Mutually agree to staffing and programs to be conducted in the shared and/or community spaces.

TheatreWorks and the City are interested in undertaking and completing the new theatre complex at Cubberley in accordance with one or more future agreements subject to mutually acceptable terms and conditions. The City and TheatreWorks will endeavor to negotiate a potential agreement over the next six (6) months, as practicable. Elements to be included in the agreement(s) include:

1. Term of the agreement(s)

2. Establishment of a time frame and details, including goals for fundraising activities.

3. Contracting requirements to allow TheatreWorks or the City to efficiently manage construction and occupancy of the new facility.

4. Planning and construction entitlement and permitting responsibilities.

5. Acknowledgement and stewardship of coordination with those City departments involved in the project.

6. Development of a community outreach and engagement plan to build support for the project and to receive and address community comments.

7. A project schedule, including timelines for review by environmental agencies, the City's Architectural Review Board, Planning and Transportation Commission, and other boards and commissions as may be required.

8. Options for either party to terminate the partnership (or “joint planning process”) agreement.

This letter is not a binding contract between the City and TheatreWorks and does not establish a legal partnership or any other legal relationship. Nor shall this letter create any reliance on either party to act or not act in any specific way. It is intended to facilitate discussion of the key agreement terms and conditions of the future agreements relating to this joint project.

Signed by: Ed Shikada for the City (following City Council approval) and Phil Santora for TheatreWorks

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