Former Parcel P-3 developers sued for breach of contract
Elma Lewis Partners sue developer Barry E. Feldman
By the time Elma Lewis Partners was given tentative designation over Parcel P-3, the largest swath of vacant land in Roxbury, real estate developer Thomas Welch and attorney Dennis Tourse had already put 10 years into the project.
The pair put in 10 more years on the project before the Boston Planning and Development Agency (BPDA) last year pulled the plug on P-3 Partners, the entity seeking to develop the land.
Now, Tourse and Welch are looking to get paid. In February, the two filed a lawsuit naming Barry E. Feldman, the developer who they say maintained control over the project, seeking a total of $5.9 million in pay that was promised them for 20 years of work on the project.
Tourse and Welch say Feldman signed contracts with them promising the pay while they continued to work on the project but had no intention of paying them until he received financing for the project. Through his 10 years working on the project, Feldman failed to secure the financing necessary to move it forward, resulting in the BPDA’s decision to withdraw designation for the project.
Feldman did not respond to a request for comment left on his voicemail.
In 2000, Parcel P-3 was a six-acre, mostly vacant expanse of land opposite the Boston Police Department headquarters on Tremont Street near Ruggles Street in lower Roxbury. The land was cleared during the 1960s as the state sought to advance a highway project that would have extended Interstate 95 through Roxbury. The late Elma Lewis, who founded the National Center for Afro-American Artists, approached Tourse and Welch to help her find a site for a new museum and cultural center.
The pair helped design the concept for a development project that included a museum and cultural center, housing and commercial uses. They helped the NCAAA form a limited liability corporation called Elma Lewis Partners and helped build community support for the project, which won tentative designation from the BPDA.
At that point, Elma Lewis Partners had the right to develop the land but needed a partner with development experience to move the project forward. Elma Lewis Partners brought in Feldco Development Corp., Feldman’s firm, which owned and developed shopping malls and housing.
Elma Lewis Partners and Feldman’s new firm, Feldco Boston LLC, then formed P-3 Partners, an entity in which Feldco Boston retained a majority share. The complaint alleges that Feldman retained sole authority to make all decisions concerning any aspect of the project that was expected to produce revenue.
Tourse and Welch drew up development consultant services agreements that required that they each be paid for the services in two lump sums, the first by May 1, 2014 and the second by May 1, 2018.
“Welch and Tourse made clear in the negotiations that they had forgone any equity in the project to allow a developer like Feldman to partner with ELP, but they and the National Center did so with the understanding and expectation that Welch and Tourse would be paid for their work,” the complaint reads.
“We were purposefully not investors,” Tourse told the Banner. “Already the National Center was getting a big chunk of the proceeds. If Tom and I had been in there as equity partners, that would have diminished the capacity of the deep-pocketed investors they needed.”
In their complaint, Tourse and Welch allege that Feldman never intended to pay them without first obtaining financing, despite having signed a contract promising to do so.
“In sum, Welch and Tourse, on the one hand, and Feldman, on the other, negotiated and agreed that the payments to plaintiffs for work already done were not subject to any contingencies and expressly included language in the Consultant Agreement to that effect,” the complaint reads.
Yet, according to the complaint, Feldman “deliberately and intentionally misrepresented his intention and that of P-3 Partners, falsely led Welch and Tourse to believe that they would be paid by specific dates without any preconditions and fraudulently induced them to enter into the consultant agreements on that basis.”
On April 28 of 2014, Tourse sent Feldman a letter reminding him of his obligation to pay the pair. But during a meeting May 1 of 2014, Feldman threw the April 28 letter sent by Tourse on the table and “stated he never expected or intended to pay Welch and Tourse until P-3 Partners obtained a construction loan,” according to the complaint.
Despite additional attempts to negotiate payment, Feldman never paid Tourse and Welch the monies due in 2014 or in 2018. The pair did not bring suit against Feldman and P-3 Partners, the complaint says, “because they did not want to take any action that might adversely affect the project.”
Tourse and Welch are seeking the funds owed them, as well as damages and attorney fees and costs.
