CONI30VCINIUIVI OF'I+I~~I~IV~Y PL,A~V r

THIS (S A NON-I>I~IC'TION PLAN. NO NON-PIJRCIIASI:NG'I'I~NANT WILL 13I I;VICTI~D ~3Y RI~ASnN OF

CONVI:I2SlON'I'O C:ONI)01VIINILIM O~VNEI2SHIP

CONI30VCINIUIVI OF'I+I~~I~IV~Y PL,A~V r<)It TIIF 146 I2FS[I~EiVTI.~L Ui~~IT~ QFTII1+1360 CCI~"I?RAL I'f~ldl~ WE;S'I' CE}t'~`llOM1ViINIUNI

Y ~~ ~~~ ..

_ ~ f,~~UU~~~~

360 (:e~zt►-al ~'a~~tc NestNew Yo►•Cc, ~'Ew York 10025

Pt-ice to 1'en~nfs Price fo Non-Tenants

Offer-in~ Pr-ic~e fog- 146 ResideTttial [inif.s (1) ~ 194,55(?,000 ~ 204,805,500

12eserve Fund (2} ~ 5,836,SOQ ~ 5, 32(},300

f nskir~~ p~~iccs ~~.:-e r le and inay he ck~~~zis~ed. See ~ectio~~ ot'thc F'IaEz ertiCi[}e~ "( ~ ~~ in Pries a5~d lin[ts." "This (~ ~ i~~P4~ce includes the ~ ~' of Residenti~~l U~~it SD, wf~ich is Co be 5ald Ca the Candon~iniizi~7 £« ~-~t~~ancy by the ReSid~ .~ ~ ~ . ~ fòr` 803,000. See Secuun of t(~e ('lan entitled "Ii~trocluction".

2 The Reserve I~ui~d will he es[~~blished in accordaiicc with ('h<Xptcr ~3 of'1ìile 26 of~ L(~e Adminis[rative Code of the City of Ncw York. 7tis in~st probable that this estiiii~iteci ainour'tt will Vie ch~uiged ~~~ursuarit tc~ such s(afute. This is esfirnated to be reduced by $ 1;862.`~~Uclue to work performed by Sp~~nsor, so tl~~af the .u>>aunt ~o Ise paid would be $3,725,800. See the Section of the Pla~i entitle ~ ` !~ ~. ..

SPONS~E2: ~1+,IILINC~ AGF'IVT:

3(iE} C'i'~~ LI1(.` Stt-iblin~; Marlc~tin~; Asst~ciate~, LLC'

c/e `,r.;~~: I~c.z( I?sta~e I,L(' 32 Avenue of tht ~ ~~~e~~itas

50 \1'c; t t 7"' 4t7-c ~t !~'~w Ycirlc, ~VI~ l0U f 3

Nefc I ~~~rfc, t~`Y if)t}11

DA'1'i? OF ACC:i?PTA~("1 I'012 PILING: MARCH 17, 2015I'1115 O1~ 1~1~,12tN( PLAN MAY 13I~~ USI+;D t~'OR l2 ~1ON"1'IIS I~ROYI 'T11I; 1)A'I'I~, O}~ ACCia,t''I'i1NCI T012 I+ILIN(UNI~ISS 1sXTF,Nll[~;ll 13Y ANII~;NDM[?N1'.

5[~;I~~ I'At[~; 1 1%t)12 4['I~,C'Lhl, RISI<:~r't 01'L1R(:I.IASIa,125

[3L~;t i[ ~~I SP()i~SC)I2 I5 l2G'1"AI~Ii~(~ "I'I~I; [NC'()i~D17'1()N,AI. IZI(iH'I' "I'O I2[+;N7' I2.1"I`FfI~;Id "FFAi~i SF,LL C;?vI"TS,'CIIIS t'L/ti llAl' NC)`1' Iti~';~l,L'I' IiV 7~ElI; C:Itt~;~tÌ,If?V OIL A Ct)~'1)011ItiIU41 I1V 4VFIICI3 ~~ ;~IAJUI2IT'Y (71A' r['FII+,~`:~1`PS ~OI2I~; ()tt'h'I?17 }3Y O~1 ~1'R-()C'C;l1YAi~T'S ()R I~~%I5Ì'<)It~ EJNRI?I,A'CF~;I) "I'C? Sl'~1~TSnI2. (SF,I1 ~;PI±;CIAI.RISKS 4I~:-f"F(()N O6' THI, l'L_~ ti.}

"]'I{IS O1'FF,I2I'.`J(i t'L,.hN IS '1'111: (~;n"I'II2i~; OI~I~I%;R `l'O S[;LI. T3IL'SI~~ C: ONDO~'~IINIUi~ UNITS. NrW YC)I2i{ I,r1ti'I~I:QUIRF ~ SPON50I2 '1'O DISC,'L,()51 AI,I~ MAT1~,121A1~ INFOItiW1A'I'IC)N IN 'CEIIS I'LAPv~ ANI) 7'() FILE "I'IIIS I'L.<~~VCIÌ[ "IÌII~ NI~~W YUI21C S'CATF, 1)GPA12"I'l~~tI~NT QF~ LAW PRIC)R 'T(} SELLING UR ~FFI:RIi~TG TO SPLL A~'YCONllO~I1Nl[ 1I UNIT. I~(LItiG ~VI"I'II "III[? DI~,P~4RÌ'I~T1 ~'C <)I' LA~V DOIt:,S NO'P 1~1I,AN Ì~F~f11' "I'III';ll1~;PAR"1'I~IT~.NÌ' Olt. AN1' OÌ'III;R C~OVI~,R~V1~11+N"I' A(,1?NCY 11 ~S t~PPROVIs'D 7'lllg O[+[^GR1NG.

TABLE OF C01"Tl : ~ TS

SPECIAI. RISKS

INTRODUCTION................................................................................................................................ 21

CF,RTAIN DEFINITIONS ...................................................................................................................29

LOC'ATIO~# ANI7 AREA INFORMAÌ'IC)I~I ....................................................................................... 39

SCHEDULE ~ OFFERING PRICES AND RELATED INFORMATION ........................................42

F(~C)Tl't10TES TO SCHEDULE: A ......................................................................................................48

SCE-~EI~GLE 8 .....................................................................................................................................53

FOOTNOTES TU SCHEDULE F3 .......................................................................................................55

COMPLIANCE WITH REAL PRnI~ERTY LAW SECTION 339-i .....................................~............ Ci3

CFIANCES IN PRICES ANd UtvITS .................................................................................................65

~C:,COUNTAN~I''S CERTIFIED STATEMENTS (~F OPERATIONS ...............................................70

RCG}-lTS nF EXISTING TENANTS ...................................................................................................95

ClBLIGATInNS (7F OWNERS OF Ui~i1TS OCCUPIED BY NON-['UEtCHASINU T~Etv'ANTS .......102

INTERIMLFASES ........................................................................................................................................................105

PROCEDURE TO PURCHASE ........................................................................................................ 1~6

ASSTGNMEIvT C7F PURCHASE AGREEMENTS ..........................................................................118

EFFECTIVE DATE ........................................................................................................................... l l y

'I'FRMS OF SALI? ............................................................................................................................. 122

UNIT CLOSI?~iCr CàS'I`S, E~~ES AND AL}.IUSTMEiv~'I'5 ................................................................. I26

RIGHT'S ANI~ OBLIGATIONS OF SPONSOR ................................~.................~............................ 132

CONTKOL BY SPONSOR ............................................................................................................... 135

BOARD(~F MA~~AGFRS ................................................................................................................ 137

RIGI-ITS A:ND OBI,IGAT'IONS OP UNIT O~UNIRS AND I30AKD OF MANAGERS ................ 1.42

REAL ESTA"I"E Tt~XES .................................................................................................................... 160

INCC)M~ "I'AX I~F~~DUC'TI~NS fI'O UI~tT C}t~JNEI2S AI`~iD TAX STATUS OFCONDOMINIUM .............................................................................................................................. 162

~V0~2KING CAPITAL I'Ul~`D; CLOSING ADJUSI~MENTS WITEI C'ONI~C}MINIUMBC)AKI7 .............................................................................................................................................. 17I

RESERVE FUN[J .............................................................................................................................. 173

MANAGEMENT AUIZ~EMEN'I~, CQNTKACTS ~I~1D LEASES ..................................................175

IC~FN"IÌTY OF PAItTIE~ .................................................................................................................. 1.77

SPONSOR'S PROFIT ....................................................................................................................... 1.81.

12EF'(>R'I'S TO UNIT C)~I~EI2S ........................................................................................................ 1.82

I~C)CÙ1~1~N"I`S ON I-'IL.I' ................................................................................................................... 18>

CEN~ RA L ......................................................................................................................................... 184

S~'(~NSC7R'S STA~I'fM~~N"1. ~C` t3UII.I)1NG COI~~UE~I'ION ............................................................186i

Part li

Dc~citment Num~~r 1 - PURC'~~ASE AGF2EEMENT ........................................................................191

Document Number 2 - PC)WER OF ATrI'ORNEY ............................................................................22.7

L7c~cume~~t Irlum~er 3 - F~E~M OF GONI~OMINIL)M U~`~IIT I~[ _t [) ................................................229

Docun~~nt Number 4 - L}ESCRIP'ITIO~' (JI~ PI:OP~RTY ~1~D F3~IILDII~'G CC)NDITION ............233

Document l~ umber 5 - FLOOK PLANS ............................................................................................ 295

L)ocuine~~t ~iutl~ber 6 - ASl3EST'(~S REPC7I2"I' .................................................................................. 347

Daclrment N~znlber 7 - D~'CLAKA'T10N OF~ THE 36(} C"FNT'RAL PARK WESTCONDOMINIUM .......................................................................................381

Document ~Iu~nber 8 - BY-LAWS OF 1'HB 360 C`ENTRA[~ PA12K NEST CONI)t~MINIUM .............477

Document Number 9 - RESERVATIC7N <)F IZIGII'I'S AND HALLWAY LICENSEAGRE~IvIFNT .............................................................................................533

Dc~cutnent Number 10 -RESERVE FUND LAW .............................................................................54I

Document l~runlber i l -GENERAL, BUSINESS LAW § 352-eee ................................................... 545

I7ocum~nt Ntx~7~be~r 12 -LEASE: TENANCY TERMINATION ~GREE~MENT .............................. 549

Document Numbc;r 1 ; - "I'EN~NT PROTEC~TIOl`~ I'L,AN ............................................................... 555

CERTIF[CA"I'I(~NS

(i} Sponsor end Sponsc'~>r's F'ri~7cipals ...........................~...

(ii) Spans<~r's Architect ....................................................

(iii} Sponsor's Expert C~ncertlin<~ Aciec~uacy of Budget .

............................................................SEAS

............................................................569

............................................................ 571.

SPECIAL RISKS

Tne special risks summarized below are explained more fatty in other Sections of the

Ptan. Prospective Purchasers should therefore read the entire Pian to completely understand

these and other material aspects of this offering. See the Section of the Flan entitled "Certain

Definitions" for the meanings of the capitalized wards used in this Section of the PIan and not

defined herein.

Sponsor Reserves the Right to Rent Rather than Sell

1. Sponsor wi11 in good faith sell at least 1 ~m/o ~f the Residential Units to Purchasers who

are buying for their or their families' personal occupancy. Until such dime as Sponsor se11s

15°/a of the Residential Units, Sponsor will in gcsod faith sell all vacant Residential Units to

Purchasers for personal occupancy by themselves or their families rather than rent vacant

Residential Units. However, Spansar is borrowing $66.67 million from Santander Bank (the

"Santander Loan"}, which loan will be repaid out of the proceeds of sale of Units. Therefore,

until such loan is satisfied, Sponsor does not have an unconditional right to rent units as they

became vacant. However, after the sale of 15°Jo of the Residential Units and the satisfaction cif

tihe loan, the Sponsor reserves the unconditional right to rent rather than sell units as they

become vacant. Because Sponsor is not limiting the conditions under which it will rent rather

than sell units, there is no commitment to sell more units than the number necessary to declare

the Plan effective and satisfy the loan. Sponsor will amend the Plan to disclose that the

Santander Loan has been paid off and satisfied.

The Prapert~d Special IZi h~ and_Privile~es of SPG

2. The property located at 360 Central Park West, New York, N`r' and the buildings

constructed on said land consisting €~f a church, a school and two (2} residential towers (the

"Property"} were submitted by The Second Presbyterian Church in the City of New Yark

("SPC"), as Declarant, to the provisions of l-article 9-B of the Real Property Law of the Sate of

New York by the recording of the Declaration attached in Fart II of the Plan as Exhibit 7 in the

office of the Register cif the City of New York, New York. County (the Cityr Register's

C)ffice"} an February 19, 2(713 as ~RFN 2dI30a0070109 and is known as TI~e 36(} Central

Park West Candaminium. The 360 Central Park Wiest Candominiwn consists of five (5} units:

tl~e Residential Unit (hereir~af~er referred to in this Plan as the "Sponsor Unit"), which consists

of 146 residential apartments; two (2} residential apartments which are separate condominium

units owned by SPC (each a "SPC Residential Unit"); a church unit (the "Church ~Tnit"); and a

school unit (the "School Unit"}. Cenpark Realty LLC acquired the Residential Unit from SPG

The Declaration, as amended, and the By-Lav~,js annexed thereto, which are attached

hereto in Part II of the Plan as Exhibit $set forth the negotiated. agreement between SPC and

the Sponsor for operation of the entire Property, including limitations an the contributions for

colnrrron charges and the types of assessnz~nts, if any, payable by' the owners of the SPC

Residential Units, the Church U11it and the School Unit. Prospective purchasers should review

the attached Declaration, as amended, and By-Laws for all of tiheir terms and conditions. The

following highlights identify same cif the special rights and privileges of SPC or its desibz~ee:

a. Board cif M~na~ers: At all times the c~wn~r <>~£'~he Church Unit and 211e ow~~er of

the School Unit shall each havL the right to designate one (I) member of t~1e Board ~7f

Managers. Tl~e Second Vice President shall be appointed by tl~e Sponsor or its

desibnee and the Third Vice President shall 'be appointed by SPC or its designee.

b. Fixing of Common Expenses and Char6es: The only Common Charges payable

on account of the SPC Units shall be for (i} insurance premiums and deductibles, (ii)

$35 per month as the estimated cast of electricity consumed in connection with

operation of SPC's fire alarm system, and (iii) fc~r repairs andlor improvements ~Q the

boiler, municipal sewer line, sewer lines, municipal water Tines, water lines, roof tanks

and related pumps, now or hereafter servicing the Property. Ho~~ever, common

charges shall be assessed against the SPC Residential Units in the sane mariner an a

non-discriminatory basis as all other Residential Units in accordance with their

Common Interest, except that the SpC Residential Units Owner shall not be responsible

for the payment of real estate ar other taxes for which SPC is tax exempt or for which

the SPC Residential Units have been separately assessed.

e. Insurance: The Board of Managers shall be required to obtain and maintain "a11

risk" property insurance in an amount equal to the replacement value of the Building,

but not less than X35 million, tc~ prevent The 360 Central Park West Cc~ndaminium

from becoming a coinsurer in the event of a casualty loss.

d. Maintenance and Repairs: Without any contribution from SPC or its designee,

the Board of Managers shall be solely responsible for all expenses related to any

repairs, maintenance (including, without limitation, a1I expenses related tc~ compl}ring

with New York City L~ca1 Law 11) and. improvements of the West 95~h Street facade

consisting of the limestone and brick facade from the sidewatk do the tap of the third

brick above the top of the School Unit and aI1 other portions of the exterior of the

Building. CPC or its designee shall be solely responsible for all expenses related to any

repairs, maintenance (including, witllaut lim.itatian, all expenses related to complying

with New York City Local Law 11 } and improvements of the West 96 x' Street fa~aae

consisting of the limestone facade from the sidewalk tQ the top of the fifth floor level

parapet.

e. Use cif Units: The two (2} SPC Residential Units maybe used. for any home

occupation permitted by the New York City Zoning Resc~lutian. All other Residential

Units maybe used for any home occupation permitted by the New Fork City Zoning

Resolution with. the prior written consent of the Sponsor or its designee (or the

Condominium I3c~arci of Managers, if there are no longer any unsold Residential Units},

~~hich consent will not be unreasonably withheld, conditioned ar delayed, provided

such use is permitted bylaw and the then-existing Certificate of Oecupanc~ covering

such Residential Unit, and such. use will not adversely affect the use and. enjoyment of

neighboring ar ac~jaeent Residential Units for residential purposes or impose undue

burdens on and building system ar staff. However, unlike other Residential Units, the

two (2) SPC Residential Units maybe leased or occupied by a transient occupant or a

guest of SPC for more than five (5) days.

f. Alterations of Knits: Qt~1y the Sponsor, its Lender, or its designees} ar~d t17e

~rirtci~als thereof and SPC ~r ids designee sl~atl have the right to make additions,

alteratiE>ns o~r improv~n~ents on or tc~ az~y Unit car limited cc~~nmon element appurtenantthereto ~vitho~t the ~r~c~r written consent of S~ansar ter the Board cif Nlana~~rs. 'neither

the Sponsor nor the SPC shall be required to day any coordination fees or alteration

fees in connection with any additions, alterations or improvements to any Unit(s).

g. Residential Rules and Regulations: 'I`he Residential Rules and Regula~ans

attached as Schedule A to the By-Laws (attached as Exhibit $) may not 1~e enacted or

employed in a manner that is diseriminatary toward the SPC Residential Uuits. The

SPC is entitled to prior notification of any proposed amendments to the Residential

Rules and Regulations and has the right to contest any amendment or modification of

the Residential Rules and Re~;ulatians which it reasonably believes will materially

adversely affect its ability to use its 5PC Residential Units ar conduct ids regularly

scheduled activities. If the Board of Managers and the SPC cannot reach agreement

with respect to any eon~ested amendment or mcsdif~cation of the residential Rules and

Regulations, the amendment may he adopted by the Board of Managers in the absence

of a court order enjoining same.

h. Heat and Hot Water: The c€~st of heat and hc~t water fQr the Church Unit and

School Unit shall b~ common expenses of the Residential Units and the SPC

Residential Units unless and until SPC insfa~ls a HVAC system which would be used

exclusively to provide heat and. hot water to the Church Unit and School Unit. SPC is

under no obligation to install its awn H~AC system.

i. Tl~e Church Unit and the School Unit shall have separate meters for gas and

electric by the first year of operation of the Condominium. If, however, such

meters are not installed, the Church Unit aid the School Unit gill be charged far

their usage based on usage studies performed by the Sponsor and accepted by SPC.

j. Since there is no separate ~.vater meter which services the Church Unit and

the School Unit, and SPC has determined that it would be impractical to install

such a separate water meter, the Unit Owners' respective water usage as of the date

of establishment of this Condominium has been determined on the basis of a usage

study performed by the Sponsor and adapted by the Declarant, SPC and its

Desi~tees. The apportionment of water charges set forth in the budget for the first

year of operation of the Premises as a Condominium is based upon this study. The

Church Unit Owner's and the School Unit Owner"s proportionate share of water

charges shall be adjusted. periodically in accordance with the formula set forth in

such budget, as each such Unit Owner's fixture count or the net. population of a unit

change. However, if SPG installs a sprinkler system in either the School Unit or the

Churck Unit, or bath, then SPC shall install a separate water meter at its sore

expense and, once installed, shall pay all water usage charges incurred by the

Church Unit and School Unit for the sprinkler system as those water usage charges

are accounted far by the separate water meter.

k. Sales Leases and Mort~a~es of Units: The restrictions on sales and leases cif

a Unit contained in of Section I cif Article VIII of the By-Laws shall not apply tc~

Residential Units awned by Sponsor, Sponsor's lender or its Designee with respect

to their Units except as otherwise pra~ided, or to the SPC Residential Units.

Spc~nsar shall have the right to freely sell such Residential Units or to freely tease

all or any of them without having to first offer the same for sale or lease to the

Beard ~f Managers. SI'C shall also have the right to freely sell or lease its Units

witl~rut tirst having to offer the right of first refusal t~o t~~~e Board of Managers.

Sponsor and its Designee and SPC and SPC's Designee shall also have the right to

freely subdivide, reconfigure, and recombine its Units without the consent of the

Board of Managers or any other Unit Owner provrded it cam~lies wrth all

applicable local, state, and federal Taws, ordinances, and regulations.

I. Amendments of Sv-Laws: Any amendment to the By-Laws which materially

affects the SPC Units requires the prior written consent of SPC ar its designee. If SPC

reasonably believes that a proposed amendment to the By-Laws will adversely affect

the SPC units, 5PC will so notify the Board of Managers, and the parties will endeavor

in good faith to r~salve fhe issue. If the issue cannot be resolved, such amendment may

be adopted by the $oard cif Managers in the absence of a court Order enjc~inin~ same.

Reserve Fund

3. A law enacted 3~y the New York. City Council provides a formula far determining the

amount of the Reserve Fund. Sponsor shall, within 30 days after the First Closing, establish

and transfer to the Condominium Board, a Reserve Fund in amount equal to either:

(i} 3% of the sum of the cost of all Residential Units offered for sale pursaant to the

Plan at tie Last price which was offered to tenants in occupancy of the Building prior to

the Effective Date of the Plan regardless of the number crf sales made ("Total Price"), or

(ii} (A) 3% af`the actual sales prices of all Residential Units offered for sale

pursuant to the Plan which are sold by Sponsor at the Effective Date, provided,

however, that if such amount is Tess than 1°/a of the Tata1 Price, then the Reserve Fund

shall be established as a minimum of 1% of the Total Price; pins

(B) supplemental cantYibutions to be made by Sponsor at a rate of 3% of the

actual sales price of Residential Units for each Residential Unit held by Sponsor and

sold to bona fide Purchasers subsequent to the Effective Date of the Flan and within 5

years of the First Closing not~vi~hstandin~ that the total amount contributed may exceed

3% of the Total Price; and provided, further, that if 5 years from 30 days after the First

Closing, the total contributions by Sponsor to the Reserve Fund are less than 3%a of the

Total Price, Sponsor shall pay the difference between. the amount contributed and 3% of

the Total Price. The supplemental contributions made under this subparagraph {B} shall

be made within 30 days of each sale of a Residential Unit under the Plan.

The Reserve Fund may not be reduced by closing apportionments but Sponsor mad

receive ereciit against the mandatory initial contiri6ution far the actual cost of capitalreplacements begin after the Plan is submitted for filing t~ the Department of Law and beforethe Plan is declared effective. Such credit may nc~t exceed the Lesser of the actual cast of thecapital replacements or 1 °/o of the Total Price. This Plan will be amended to disclose any itemstc, be replaced and the actual or estimated cost thereof

The exact amount of the Reserve Fund under the Reserve fund Law cannot bedetermined until the First Closing since it depends an which option Sponsor chooses Lander theReserve Fund Law. Under no circumstiances will the Reserve Find be less than 2% of the Tc~~alPrice. No Purchaser wiIl be entitled to rescind. the Purchase Agreement can the grounds that theactual amt~unt of the Reserve Fund is less khan the arnc~unt estimated in this Plan. N« assura~~s~,~can be given that the Reserve Fund will be adequate to pay fir capital repairs, replacementsartd improvements which maybe required car desirable at any particular time following tie ~`irs~

Closing. If additional monies are required aver and above the Reserve Fund, it may be

necessary to increase Common Charges or levy a Special Assessment against the Unit Owners.

While Sponsor is in control of the Condominium Board, the Reserve Fund may only be used

for capital expenditures and replacements and may not be used to reduce Common Charges.

There has been no study performed to determine the remaining useful Iives of the major

building components and systems for purposes of this Offering Plan. I~Ta assurance can be

given. that the Reserve Fund and other cash reserves of the Condominium will be adequate to

pay for capital repairs, replacements and improvements which maybe required or desirable at

any particular time following the First C~Qsing. If additicsnal funds are required aver and above

the Reserve Fund and other cash reserves of the Condominium, it may be necessary to increase

Ca~nmon Charges ar impose a Special Assessment against the t.Tni~ Owners. (See the Section

of the Plan entitled "Reserve Fund" for details.}

Purchase of a Residential Condominium Unit

4. (a} At the dime a Purchase Agreement is executed, a Purchaser is required to make a

Deposit in an amount equal to 10% of the Purchase Price.

(b) In the event a Purchaser defaults under the PurcY~ase Agreement, TIME BEING

QF THE ESSENCE with regard fo the obligations of the Purchaser thereunder,

Sponsor, in its sole discretion, may elect by notice to purchaser to either: (i} cancel the

Agreement or (ii) seek specific performance. If Sponsor elects to cancel, Purchaser

shall have 3~ days from the giving of the notice of cancellation to cure the specified

default. If the default is not cured. within such 30 days, TIME BEING OF THE

ESSENCE, then the Agreement sha11 be deemed. cancelled, and Sponsor shall have the

right to retain, as and for liquidated damages, the entire Deposit and any interest earned

on the Deposit. Upon the cancellation of the Ageement, Purchaser and Sponsor ~vil1 be

released and discharged of all further liability and obligations hereunder and under the

Plan., and the Unit may be sold to another as though the Agreement had never been

made, and without any obligation to accgunt to Purchaser for any of the proceeds of

such sale. If Sponsor elects to seek specific performance, then Purchaser ska~l hive 30

days from the giving cif notice of Sponsor"s election to close title to the Unit in

accordance with the Agreement, without prejudice to Sponsor's right to recover from.

Purchaser all damages, losses, costs, expexises and all otter lawful sums to which

Sponsor is e~~titled under this Agreement (including, but not limited to, attorneys' fees,

disbursements and costs of collection}. Notwithstanding the foregoing, Sponsor shall

not exercise its right to file an action for specific performance against a Tenant-

Purchaser who purchases tihe Unit such Tenant-Purchaser occupied on the Filing Date

of tl~e Plan (See the Section of the Plan entitled "Procedure to Purchase" for details.}

(c} TIME IS OF THE ESSENCE as to Purchaser's obligations under the Purckase

Agreement, including, without limitation, for the payment of the Balance of the

Purchase Price. f~ccarding t~ Black`s Law dictionary (Revised Fifth Edition}, "time is

of the essence of contract" means generally that punctual performance by one party at

one precise dime tamed car within a peri€~d specified in the contract is essential to enable

the party to require performance by the other party.

(c~} Under ~u~-rent Law, if a Purehasex makes a Depc~sit~ in excess cif ~ZSO,Of~(} fc~r

the purchase of a Unit, t~ze aznc~u~~t in ixcess of ~ZSQ,000 will not be federally insured.

Additionally, while the Deposit is in the non-interest bearing partic~n of the Master

Escrow Account, the Deposit may not be federally insured even if the Deposit does not

exceed $250,.000. No representation is made with respect to any further changes in

Law which may increase or decrease such Iimit (See the Section of the Plan entitled

"Escrow and Trust Fund Requirements" for details.)

(e} If a Purchaser fails for any reason to Close Title to the Unit on the originally

scheduled Closing Date other than due to Sponsor's failure or inability to Close: (a) the

Closing apportionments to be made at the Closing will be made as of midnight of the

day preceding the originally schednied Closing Date, regardless of when the achtal

Closing occurs ("Actual Closing Date"}, and (b) Purchaser will be required to pay to

Sponsor an amount equal to (}.03 % of the Purchase Price of the Unit fc~r each day

commencing with and including the scheduled Closing Date to and including the

Actual Clasing Date, as a reimbursement of Sponsor's increased. carrying casts far the

Unit 6~ virhze of the delay, in addition to the other payments to be made to Sponsor

under the Purchase Agreement and the Plan. {See the Section of the Plan entitled

"'Procedure to Purchase" far details.)

(~ The signing of the Purchase Agreement signifies the Purchaser's acceptance of

the condition of the Building (as represented by Sponsor in the Plan) including, but not

limited. to, the Unit, the Building and all Common Elements contained therein in "as is"

condition. Sponsor has no obligation to make any repairs, improvements or decorations

in or to the Property, the Unit, the Building or the Common Etements; except as may

athercvise be set forth in the Phan. (See tke sections of the Plan entitled '"Procedure to

Purchase"' and "Rights and Obligations of Sponsor" for details.} A subsequent

purchaser of a previously occupied apartment rented by the Sponsor is purchasing that

Unit in "as is" condition.

(g) Prior to the Closing of Title to a Unit, the Purchase Agreement prohibits a

Purchaser from advertising ar otherwise offering, listing, promoting or publicizing the

availability of the Unit far sale or rental without Sponsor's prior consent, which consent

maybe withheld ar delayed in Sponsor's sole and absolute discretion. (See the Sectionof the Plan entitled "Procedure to Purchase" and the Purchase Agreement set forth in

Part II cif the Plan for details.}

(h} Each Purchaser shall be obligated to execute and deliver a power of attorney in

favor of the Board of Managers at the Closing of Title to the Unit. Tne form of power

of ~~torney, which will be substantially as yet forth in Part II of the Plan, grans broadpowers to the Condominrurn Board. to enter into agreements affecting the Residential

Common EIernents. The power of attorney also grants to Sponsor the right to amendthe Declaration and Floor Plans, and to bring tax certiorari proceedings on behalf of allResidential Unit Owners. (See the Power of Attorney set forth in Fart II of the Plan.}

(i} Each Purchaser will be required to make anon-refundable contribution to theWorking Capital Find of the Condominium. Such contribution, to be made at the tin7eof Closing, shall be in an amount equal to 2 months' Common Charges with respect tothe Unit based on the Condominium's budget in effect. as of the Closing Date of theL7nit. The payment of the Working Capital Cantributic~n shall be required of allPurchasers of Residential Units, ~~vhether ~urehased from Sponsor ~r an a resale. Thecc~ntn~eney provided for in Schedule B —First Year's Budget is intended tc~ provide afund for u~~anticipated expenses. If additit~nal funds are required for such purposes, it

may be necessary for the Condominium Board to utilize the Working Capital Fund or

increase Common Charges or impose Special Assessments.

Na Finanein~ Contingency

(a} Although a Purchaser may obtain financing from any lending institution ar other

source, Purchaser's abligatron to purchase a Unit pursuant to a Purchase Agreement is

not contingent on the Purchaser obtaining such financing. Neither Sponsor nor Selling

Agent makes any representation as to tihe availability or terms of any mortgage

financing. Prospective purchasers who need. financing to purchase are advised to

consult with a bank before executing a Purchase Agreement to ascertain the likelihood

of obtaining financing. I~7c~ representation is made by the Sponsor as the availability car

cost of such financing. Neither Sponsor nor Selling Agent makes any representation as

to the Actual Closing Date for any particulax Unit. In addition, as set forth in the Plan

and the Purchase Agreement, Sponsor has the right to adjourn the Closing Date from

time to time and prospective Purchasers should be aware that if the Closing Date is

adjourned, Purchaser`s financing terms maybe adversely affected,. the interest rate may

increase and the loan commitment could expire. Sponsor shall have no liability as a

result of any scheduling or adjournment of closing beyond the expiration of a loan

commitment. (See the Section of the Plan entitled "P'rocedure to Purchase" for details).

(b) Purchaser Finaricin~ Considerations. Purchasers are advised that lenders may

impose various restrictions an loans made to purchasers of residential condominium

apartments. Such restrictions could include, for instance, a requirement that. a certain

percentage of Residential Units be owned by parties other than Sponsor before a lender

will make a loan. It thus may be difficult far a Purchaser seeking to finance a purchase

~o obtain a loan before this minimum sales threshold is achieved. From and after the

First Unit Closing, some of these same restrictions may still. apply. Thus, if Sponsor

were to declare the Plan effective and close with the 15%minimum sales required for

effectiveness, a lender whc~ has a percentage sales and/or ownership requirement in

excess of ghat amount might not lend in the Building until additional tinits are sold and

closed. This could affect Purchasers from Sponsor and Unit Owners seeking to resell

Units, if their resale purchasers are unable to obtain loans.

Sponsor's Rights with Respect tc~ Declaring the Plan Effective and Sales and Rentals of Units

6. (a} Purchasers should note that pursuant to existing Law, Sponsor may declare the

Plan effective upon selling a minimum of 15% of the Residential Units offered for sale

in the Plan. Even if the Plan is deeiared effective with a minimum number of sales, it is

possible that Sponsor maybe able to submit the Building to a condominium regime and

convey Residential Units with fewer than the minimum number of sales if Purchasers

counted towards effectiveness do not ultimately purchase a Residential Unit.

Purchasers should note that in the current real estate market, some banks and other

lenders, including those lenders providing loans conforming ~o Federal National

Mortgage Assaciatic~n {'•FNMA"} requirements, are imposing various restrictions an

leans. Such restrictions may include, among others, r€;quiring that a certain percentage

(such as 70°io or more cif the Residential Units of the Building) be sold before the lender

will consider making; a loan. Thus, it maybe possible for a Purchaser to experience

difficulties obtaining a Iaan in a buatding where the p€;r~eutag~ of the units purchased is

tower than. a Iender's particular sales minimum. F,ven in ~ building undergoing

conversion, lenders may still impose minimum sales requirements before granting a

loan. It may then be difficult for Purchasers to resell Residential Units if praspective

buyers are unable to obtain a loan due to such minimum sales requirements. (See the

Section of the Plan entitled "'Effective Date" for details.}

(b} The mortgage which will encumber the propert;r at the time cif the first unit

closing will not require the Sponsor to market alb of the units for sale after they become

vacant and are renovated. The lender has established a minimum sales threshold of ~ZS

million and minimum relea4se prices for individual units in order for the mortgagee to

release its lien from the units} being sold. Accordingly, after Spflnsor sells 15% of the

residential Units to purchasers far occupancy and satisfies the Santander Loan, the

Sponsor reserves the unconditional right to rent rather than sell units as they become

v=acant. Because Sponsor is not limiting the conditions under which it will rent rather

than sell units, there is na commitment to sell mare units than tl~e 15%necessary to

declare the Plan effective and owner-occupants may never gain effective control and

management of the Condominium.

(c} The By-Laws of the Condominium do nc~t include a provision that after the

expiration of tie Initial Control Period, a majority of the Members of the Condominium

Board must be owner-occupants or members of an owner-occupant"s household who

are unrelated to the Sponsor and its principals. Therefore, Purchasers for their o~m

occupancy may never gain control of the Board of Managers under the teems of this

Flan. Not~jithstanding the foregoing, Residential CTnit Owners shall have effective

control of the Condominium Board following the expiration of the Initial Control

Period.

(d} In accordance with tihe terms of the Plan, Sponsor has the right, fallowing the

expiration of the Exclusive Purchase Period, to offer vacant or occupied UnsoldResidential Units for sale both to Purchasers for personal occupancy as we11 as to those

who are purchasing for investment or resale. Purchasers for investment or resale may,

in turn, rent such Residential Units and accordingly, such Residential Units will not be

used for the persana~ occupancy of the owner thereof. Prc~specti~e Purchasers should

be aware that they p€~tentially may be living in a building with non-purchasing

occupants occupying many of the Residential Units for an indefinite period, depending

upon market conditions and some, and possibly many, Residential Units maybe

occupied by renters instead of Residential Unit Owners. In Sponsor's sole discretion,non-purchasing occupants (other than Non-Purchasing Tenants whose rights aregoverned by Law} may receive the same building services and use the Buitding'samenities (e.g., bicycle storage room, laundry room) as owner-occupants. Since theCondominium Board does not have the right to approve or disapprove potential

~urch.asers of Residential Units, the Condominium Board is unable to limit the numberof purchasers ~Tho purchase Residential Units for investment ar relate rather than farpersonal occupancy az~d there may always be a substantial percentage of ResidentialUnit Owners who are not occupants. It is possible that those Residential Unit E)vvnerswhc~ occupy their Residential Units may have different interests than these Residential[snit Owners who purchased such Residential Units as an investment. Any sales ofUnits occupied by':rlon-Purchasing Tenants are subject to the rights, if any, of Non-Purchasin~; Tenaa~t~, to purchase their R.e~idential Units during a subsequent exclusivepurchase period which occurs prig to the EfFective I`}ate. (See the Sections of the Plan

entitled "Obligations of Purchasers of Residential Units Occupied by I'~tan-Purchasing

Tenants" "Rights and Obligations of Sponsor" and the By-Laws in Part H for details.}

(e} Sponsor has reserved the right to rent ar Iease any vacant Residential Unit to the

Purchaser thereof prior ~a closing the sale thereof, and residents of the Condominium

maybe comprised of both Unit Owners and tenants leasing from Sponsor or other Unit

Owners. Individuals Teasing Residential Units from Sponsor after the Filing Date of the

Plan ar pursuant to Interim Leases, will not, except as expressly pro~~ided in their

respective leases, have any special rights to purchase such Units. In addition, a

Purchaser maybe acquiring a Residential Unit which has been previously Qccupied, but

such Unit will be delivered at closing free and clear of all leases and tenancies except

as may otherwise be agreed to in writing by the parties. Any lease for a Residential

Unit entered into with a Purchaser, other than aTenant-Purchaser, ~~ill provide,

however, among other things, that an uncured default by the Purchaser under the

Purchase Agreement with. respect to the Residential Unit which is the subject cif the

lease will constitute a default under the lease entitling Sponsor, at its sale option, to

terminate such lease in accordance with applicable Law. In addition, each Purchase

Agreement may provide that an uncured default by the Purchaser under any lease with

respect to the Residential Unit which is the subject of the Purchase Agreement will

constitute a default under the Purchase Agreement entitling Sponsor, at its sole option.,.

to terminate such Purchase Agreement and to exercise any remedies therein provided.

Individuals who rent vacant Unsold Units from Sponsor are not Tenant-Purchasers

under the Plan and shall have no rights to purchase thereunder. Purchasers ar any other

persons entering into an Interir~t Lease far a Residential Unit sha11 be required to pay

the legal fees of Sponsor's counsel, if any, in connection therewith. upon execution of

the Interim Lease. All other charges or other fees due under an Interim Lease shall be

adjusted as of tke Closing to the Unit. Notwithstanding any of the foregoing, Sponsor

shall be under no obligation to enter into any Interim Lease. (See the Section of the

Plan entitled "Rights and (3bligations of Sponsor" for details.}

Transfer Takes

7. Purchasers shall be required to pay alI New York City Real Property Transfer Tax

{"RPT Tax"}, New York Sate Real Estate Transfer Tax ("State Transfer Tax"} and Nevi Yark

State Additional Real Estate Transfer Tax, commonly referred to as the "Mansion Tax,"

imposed on their purchase. The New York City Department of Finance has taken the position

that where the purchaser of property assumes the obligation fc~r the payment of the State

Transfer Tax and the RPT Tax, the amount of the tax. which would cstherwise be payable if the

seller were to pay such taxes wi11 be treated as additional consideration ("Bulked Up

Consideration"} for the transaction subject to tax. The State Transfer Tax is curren~ty equal to

$2 per $50~ of the hulked up consideration and the RPT Tax is currently equal to 1 % of the

Bulked Up Consideration where the Bulked Up Consideration is $500,000 ar 1ess, and 1.425%

where the Bulked Up Consideration is greater than $500,0(~(~. (See the Section of the Plan

entitled "Closing Costs and Adjustments" for details.}

Sponsor Control of the Cc~ndaminium Board

{a) Sponsor will have voting control aver the C:ondorr~irzium Bc~arci unlit the earlier

to occur of (i) the Closing of Title with Purchasers under the Plan tc~ Units having a~

last 50% of the a~gr~gate Common Interest appertaining to all Units or (ii} 5 years

after the First Closing ("Initial Control Period"}. Sponsor reserves the right to

relinquish voting control of the Candaminium Board prior to the expiration of the

Initial Control Period.

(b} The Condominium Board shall consist of nine (9} members ("Members"}. After

the Initial Control Period, Sponsor sha11 have the right to designate z Members to the

Condominium Board.

(c} During the Initial Control Period, with respect to seats an tine Board of Managers

controlled by owners of the Residential Units, Sponsor ~~ill designate a majority of the

Members and shall have vcrtin~ control crf the Gonddminium Board. Therefore, Sponsor

will have control of the maintenance and. operation af, and the services to be provided

~y, the Condominium, and will, subject to the provisions of the Declaration, as

amended, and By-Laws with respect to the rights and. obligations of SPC determine the

Common Charges to be paid by all Unit owners. Sponsor may continue to exercise veto

power aver certain actions of ar contemplated by the Condominium Board after the

Initial Control Period. For so long as Sponsor shall continue to own Unsold Units

representing at least 25°/a of the Common Interest attributable to all Units, but in no

e~jent later than 5 years after the First Closing, the Condominium Board may not take

any of the following actions without Sponsor`s prior written consent: (a} make any

addition, alteration or improvement to the Residential Common Elements or to any Unit,

(b} assess any Residential Comrnc~n Charges crr Special Assessment far the creation of,

addition to or replacement of all ar part of a working capital, reserve, contingency or

surplus fund, (c} increase or decrease the number, or change the kind of, employees

from those described in the First Year`s Budge, (d) enter into any service or

maintenance contract for work not covered by contracts in existence on the date of the

First Closing or otherwise contract for work or otherwise provide services in excess of

those described in the First Year's Budget, except as is required to reflect normal annual

increases in operating services incarred in the ordinary course of business, (e} borrow

money on behalf of the Condamini~rn, ar (f} exercise a right cif firs~~ refusal to lease or

purchase a Unit; provrded, however, that Sponsor's written consent is not necessary to

perform any function ar take an~ action described in clauses (a} ~hraugh (t) above, if,

and only if, the performance ~f such function or the carrying cut of such an action is

necessary and no other alternative is available to enable tie Condominium Board to {r}

comply with Law; ~r (ii) remedy any notice of violation; car (iii} remedy any work order

of the Condominium"s insurer.

(d) See the Sections of the Plan entitled "Control By Sponsor" and "Condominium

Board" far details.

Resident Manager's Unit

9. (a} At or subsequent to the First Closing, Sponsor sha11 self Residential Unit SD tothe Cflndc~minium to be used by the Resident Manager and designated as the ResidentManager's Unit. The Cvndominiurn shall be r~spansible for the payment of all elosi~gcasts incurred in conne~;tion with the purchase of the Resident Manager°s Unit. Thecosts and expenses attributable to the Resident Mana~;cr`s Unit wilt be assessed againstall Residential Unit Owners as a Comrnc~n ~;xpens~ in ~cc:6rd~n~e ~,~ith Schedule ~,inc2udin~; fh~ costs ofutil~ii7~s, basic; tele~phc~n~ service and thy; cysts cif financing thepurchase of the resident Manager`s Unit, neat estate taxes a~r1d the costs cif repairs,

alterations and improvements undertaken by the Condominium attributable to the

Resident. Manager's Unit. The Purchase Price of the Resident Manager's Unit is

$1,375,aa0. At the Closing, the Condominium, on behalf of all Residential Unit

Owners, will pay the Purchase Price by executing and delivering to Sponsor one or

more Hates in the aggregate amount of $803,000 secured by one or more mortgages on

the Resident Manager's Unit. The nat~(s} will bear interest at 5.5%der annnrn,assuming the Resident Manager's Unit is transferred at the First Closing} and v~Till

provide for the payment €~f interest only monthly installments which wi11 require a

balloon payment of principal on the maturity date. The notes) will mature on the 5`~'

anniversary of the Closing of the Resident Manager's Unit. Purchasers are advised that

refinancing by another lender may not be available and that the Condominium, in

order to repay the notes}, maybe required ~o assess all Residential Unit Owners in

prapc~rtion to their respective Common Interests. At Sponsor's option, the notes) and

mortgages} may be assigned to an Institutional Lender, are affiliate of Sponsor or a

private lender. All closing costs, without e~~ception, including but not limited to,

origination and application fees, recording fees, mortgage recording taxes, mortgage

and. fee title insurance, legal fees and transfer taxes due in connection with the transfer

and mortgage of the Resident Manager's Unit (estimated to be approximately $80,OOQ}

will be paid from the Working Capital Fund. In the event that the Working Capital

Fund is not sufficient to pay these closing casts, Sponsor will advance tihe funds

necessary on behalf of the Condominium in exchange for an interest-free promissory

date in favor of Sponsor secured by the Working Capital Fund in the amount of the

funds so advanced ("Resident Manager's Unit Advance"}, providing far repayments of

principal only from the Working Capital Fund. In the event the Cc~ndorninium defaults

under the notes) and mortgages}, including, but not limited to a default as the result

of the Condominium's failure to pay the balance of the notes) due at maturity, the

holder may foreclose on the Resident Manager`s Unit and if the proceeds from the sale

of the Resident Manager's Unit are insufficient to satisfy the outstanding mortgage

balance and other fees incurred, the Unit Owners could be liable for the deficiency. In

the event of such a foreclosure, the Condominium will be witkout a Resident

Manager's Unit. Accordingly, alternate arrangements will be necessary to shelter the

Resident Manager in the Condominium ar within such distance of the Condominium

as is then required ~by Law.

(b) Sponsor reserves the right, in its sole discretion, to choose a different

Residential Unit other than Residential Unit SD to sell to the Condominium as the

Resident Manager's Unit, provided, however that such sale shall only he made

pursuant to an amendment to the Plan and shall ngt result in the Condominium incurring

financing charges, real estate taxes, and maintenance costs for such Unit the sum of

which exceed the costs of owning Residential Unit SD as set forth in Schedule B by

more than 25%.

Real Estate Taxes

10. The real estate tax estimates for each Unit were calculated can the assumption that

the amount cif real estate taxes payable with respect to each Residential Unit fc~r the first

year of condt~~niniun~ operation will be levied in the proportion that such Unit's Common

Interest burs tc~ the ag~,re~ate Gc~mman Interests of all residential Units, as applicable.

There is r~c~ assurance given a~td none to be inferred that this method will be the same

r~letl~od actually employed by the Ic~cal taxing authority in arriving at the amount of real

estate taxes for each Unit (See the Section of the Plan entitled "Real Estate Taxes" for

further details.} No warranty can be made as to (a} whether or not there will be a further

increase or decrease in the assessed valuation of the Properly ar the applicable fax rate, or (~)

the amount of any such increase or decrease, or (e) whether or nod the real es~atie taxes maybe

allocated in a different manner (e.g., in proportion to the Units' Purchase Pries, rather than

their Gammon Interests, in which event owners of Residential Units having the same or similar

Common Interests may pay different amounts of real estate taxes and. the real estate taxes may

differ from those set forth in Schedule A}.

Nc~ Bond ar Other Security Posted

11. No band or other security has been pasted by Sponsor to secure Sponsor's obligation

under the Plan. The ability of Sponsor to perform Sponsor's obligations under the Plan wilt

partly depend upon its financial condition at the rime it is called upon to perf'arm. No

representation can be made that Sponsor will be financially able to perform any or all of such

obligations. Notwithstanding the foregoing, Sponsor represents that it has the financial

resources ~o meet such obligations with respect to Un~o1d Units. (See the Sec~ian of the PIan

entitled "Rights and Obligations of Sponsor" far details.}

Apportionments with the Condominium

12. At the First Closing, certain apportionments will be made between Sponsor and the

Condominium. If the result of the Closing adjustments is a net credit in favor of Sponsor, the

payment of any net credit shall be deferred and. paid to Sponsor try the Condominium in 12

equal monthly payments, ~=ithaut interest, pursuant to an unsecured, negotiable, promissory

note to be exeeUted by the Condominium Board and aeiivered to Sponsor at the First Closing.

The promissory note will mature on the first anniversary of the First Closing and maybe

prepaid by the Condominium in full at any time, or in part from time to time, without penalty.

(See the Section of the Plan entitled "Working Capital Fund and Apportionments" for details.)

Special Ri is of Sponsor

13. (a) Sponsor's Right to Change the Size Layout end/or Percentage of Common.

Elements of And. Sponsor reserves the right (except to the extent prohibited by

Law) at any time and from. time to time, before and after the recording of the

Declaration, without giving prior notice and without requiring the consent of the

Condominium Board, any Unit Owner or mortgagee, to (a) change the layout of; or

number of rooms in, any Unsold Residential Unit, (b) change the size artdlor number of

Unsold Residential Units by dividing one or more of such Unsaid Units into two or

more separate Unsold Units, combining separate Unsold Units (including those

res~l~ing from such subdivision ar otherwise} into one or more Unsaid Units, altering

any boundary walls between one or more Unsold Units, ar otherwise, including

incorporating Residential Common Elements (such as a portion of a hallway or a

service closet) into such Unsold Unit, (c} designate a Residential C;ammon Element: as

part of a newly created Unit or designate all or part cif a Unit as a newly created Unit ar

Residential Common Element, (d} incc~rparate anti enclt~se Residen~iat Limited

Common Elemel~ts ~,~ithin a Unit, and (e} if appropriate, reapport~c~n am~n~ the Unsold

Units affected by any such change, t~~eir ag~rega~e ~ esidential Common Int~re~ts and{f} make changes and al~~erat~ions to the Residential Common Elements as yet Barth inthe Plan. In tl~e event of any change pursuant to either (b}, (c), (d} car (e) above, such

12

change shall be disclosed. i~ a duly filed amendment ~o the Ptan and, where applicable.

the Declaration (if previously retarded). No material changes will be made in Unit

size, layout ar percentage of Common Interest without the causent of the Purchaser

with respect to any Residential Unit for which a Purchase Agreement is then. in effect

and the Purchaser is not in default thereof Provided Purchaser's consent is not

required, a Purchaser wi11 not be excused from purchasing his Unit and will not have

any claim against Sponsor as a result a~`a~y such change and will not affect a

Purchaser's obligations under the Purchase Agreement or the Plan. Except for those

changes in the Residential Common Elements disclosed in the Plan, as it maybe

~unended from time to time, no material change will be made iu the size and nc~ material

ad~rerse change wi11 be made in the quality of Residential Common Elements unless

Purchasers, with respect to any Unit for which a Purchase Agreement is then in effect

and the Purchaser is not then in default thereof, receive the right to rescind their

Purchase Agreements by delivering written notice of such rescission to Sponsor within

15 days c~fpresentatian ~f an amendment to the Plan offering such rescission. In the

event of such. rescission, Sponsor shall promptly return the rescinding Purchaser's

Deposit and thereupon, the Purchase Agreement shall be terminated.

(~} Sponsor does nod warrant car represent that selling and leasing activity will not

dive rise to personal injuresproperty damage claims. While Unsold Units are being

offered for sale or lease by Sponsor there may be a greater number of visitors ~o the

Building than would otherwise be the ease. No representation ar warranty is made and

no assurance is liven as to when such seIling or leasing activity wi11 terminate. Neither

Sponsor nor the Managing Agent nor the Selling Agent shall be liable or responsible

for any personal. injury or far any loss or damage to personal property which may result

from the failure of the Building's or the Condominium's security systems and

procedures, including, without limitation, these procedures with regard to ~~isitors and

any deli~rery of packages, provided that and such failure is not caused by the negligence

of Sponsor, the Managing Agent, the Selling Agent or their respective agents. No

representation or warranty i~ made and no assurance is given that the security systems

and procedures of the Condominium will prevent personal injury or damage to or Toss

afpersonal property (See the Section of the Plan entitled "Descrip~ian of Property" fir

details).

(c) No adverse modification of the Declaration By-Laws or Residential Rules and

Regulations without Spoi~sar's Consent. Even after the Sponsor has relinquished

control aver the Board of Managers, n~ amendment, modification, addition or deletion.

of the Declaration, By-Laws or Rules and Regulations shall be effective in any way

without the prior wriCten c€~n5ent of Sponsor with respect to any such amendment,

modification, addition or deletion which modifies the permitted uses of the Building ar

any portion thereof or affecting the rights, privileges, easements, licenses or exemption

retained. or Granted tc~ Spc~n~gr or which otherwise, in the opinion of Sponsor would

have the effect of adversely affecting Sponsor. (See the Section of the Plan enti~Ied

"Rights and Obligations of Unit Owners and the Cc~ndominiam Board" far details.}

(d) Easements. There are easements in fa~~~r of the Sponsor that are contained in

~I~e I~eclaratian. (See Pale 156.)

Window Guards

l~. It is the responsibility of each Residential Unit Owner to notify the Managing Agent in

writing when a child or children under the age of eleven (11}years lives or resides (even

temporarily} in the Residential Unit. In the event that winnow guards are to be installed in the

Residential unit, such installation shall he performed. at the direction of the Managing Agent

and the cost thereof (for the window guards and installation thereof and of any additional

equipment required by Law} shall lie charged to and paid by the Purchaser/Unit Owner of the

Residential Unit. It is the responsibility of each Residential Unit Owner to ensure that all.

operable windows opening into the Residential Unit comply with Laws relating to window

guards and, if necessary, to install, operate and maintain, at the Residential Unit Owner's

expense, any additional equipment required by Lac~T. Sponsor makes no representation,

warranty or assurance whether Residential Unit Owners will comply with the foregoing

obligatit~ns. {See ~e Section of the Plan entitled "Terms of Sale" far further details.}

Sponsor's Inability to Convey

15. Sponsor will not be obligated to bring any action or proceeding or otherwise incur arty

cast ar expense in excess of ids crbiigations under the Plan fo cure any inability to deliver title

t~ a Unit in accordance with the Plan and the terms of the Purchase Agreement for such Unit

If Spansar notifies a Purchaser of its refusal to cure any such inability, then such Purchaser's

sole remedy will be either (a) to take such title as Sponsor is able to deliver without abatement

in or credit against the Purchase Price for the Unit and without any claim ar right of action

against Sponsor for damages or otherwise or (b) to terminate his Purchase Agreement and

receive a refund ofhis Daum Payment and any interest earned thereon. A Purchaser must

notify Sponsor in writing as to which aptiQn such Purchaser elects within ten (10) days after

the giving of Sponsor's notice of refusal to cure such inability, ~~ith TIME BEING OF THE

ESSENCE. Ifa Purchaser fails to tirriely deliver such notice, it will be conclusively deemed

that such Purchaser has elected to acquire title to the Unit subject to such inability as set Earth

in clause (a}. See the Section of the Plan entitled "Terms of Sale" and the form of Purchase

Agreement set forth as Docament Namber 1 in Part II of the Plan.

Mayor Capital Im~ravements to Result in Rent Increases for Tenants of Rent-Stabilized

and Rent-Contrallecl Apartments

16. Non-Purchasing Tenants, pursuant to Applicable Rent Laws, maybe subject to rent

increases as a result of any major capital improvements made by Spansar, the Condominium

Board or Unit Owners upon application to and approval by the DHCR.

Non-Purchasing Tenants who occupy rent-controlled and rent-stabilized apartments

should note that it is Sponsor's present intention to seek rent increases fc~r certain major

capital improvements that Sponsor intends to make. The amount of such increases wiltdepend on the cost of such major capital improvements paid for by Sponsor (but will not

include any such costs paid out of the Reserve Fund).

Upon completion of each portion of the work necessary to make any such major capital

improvements, Sponsor wi11 apply to the DHCR far authorization to collect rent increases.Non- Purchasing Tenants who occupy rent-stabilized apartments will receive notice of the

applica~ic~n directly from the DHCR and will have the opportunity to comment upon thea~plicatian. S~c~nsor nlay nc~t collect any rent increases for any major capital improvementsur~fil" the D~-ICR issues an order granting the appticatic~n in whole car in part. If the application

14

is granted, the authorized rent increase will be retroactive tc~ the first day of the month at least30 days after notice was sent to such Nc~n-Purchasing Tenants.

I~ shoutd be noted that the collection of any increase in rent based upon major capitalimprovements may not exceed 6°/a for rent-stabilized apartments and 15% for rent-controlledapartments over the legal rent for such apartments as of the date of the filing of the applicationwith respect to rent-stabilized apartments, and as of the effective date of the order grantingSponsor's application ~-ith respect to rent-ccyntralled apartments, with eallectibili~y of anyexcess above the 6°/a threshold or 15°10 threshold, as the case may be, to be spread forward andcollected in future years. Also, it should be noted that the I3HCR's method of counting roomsmay not he identical to the method employed by Sponsor in determining the number of roomsin the Units as set Earth in Schedule A. See the Section of the Plan entitled "Rights of ExistingTenants."

Local Law 11 and Re~onsibility far Exterior Maintenance

17. The Property is subject to L,c>cal Law 11, a New York City laFu that mandates periodicinspections of the exterior wa11s and appurtenances of buildings with at least six (6} stories andsets forth requirements for the repair of deteriorated conditions. The cost of periodicinspections of the entire Property pursuant to Local Law 11, other than the portion of the 96`~

Street limestone facade from the sidewalk to the top of the fifth floor Level parapet for which

SPC is solely responsible, shall be borne by all Residential Unit Owners as a CommonExpense. Sponsor is currently completing all Local Law 11 work required in accordance with

the Local Law 11 report set forth in the Part II of the Plan. It is anticipated that the next LocalLaw 11 report that will be the responsibility of the Unit Owners will be due in 2017. See the

Section ofthe Plan entitled "Rights and Obligations of Unit Owners and. the CondominiumBoard."

Compliance with Lead Paint Law

18. Local Law I of 2004, regarding protection from lead paint hazards, does not apply to

Residential Unit (3wners in occupancy. It does protect tenants, and owners with tenants with a

child 6 years old or younger, who must be protected against tl~e passibility that children will be

poisoned by peeling of dangerous lead based. paint. Landlords are required to remove or cover

apartment walls and other areas where lead based paint is found to be peeling.

Under Federal Law, every purchaser shall be notified that the Unit may present

exposure to Lead from lead-based paint that may place young children at risk of developing

lead poisoning, will be given a right of inspection, and must receive the pamphlet, "Protecting

Your Family from Lead in Your Home. Far further details, see the Section of the Plan entitled

"Procedure to Purchase" and "Exhibit B" to tl~e "Purchase Agreement" in Part II of the Plan.

Funds far Extras

19. All fiands received by Sponsor for up~-ades «r extras must initially be placed in the

Escrow Account. However, Purchasers should note that such fiands may be released from. thc,

Escrow Account by the Escrow agent as long as Sponsor uses the funds fc~r such upgrades ar

extras. As a result, in the event a Purchaser is entitled to rescission, the Purchaser will nc~~

receive a refund of any funds used for upgrades c>r extras. Far further details, see the Sectic7n

of the Plan entitled "Procedure; to Purchase".

~lialations

20. For the violations of record disclosed in the Section of the Plan entitled

"Description of Property and Specifications" and those subsequently occurring prior to the

dale of the first Closing (except sidewalk violations, vioia~ions that resui~ from the acts or

omissions of tenants in their individual Residential Unity or violations not affecting health

or safety, which there is no obligation to correct} or title defects (other khan mortgages and

Permitted Enctimbra~ces) affecting the Property at the time of the First Closing: Sponsor

wilt cause the violations or defects to be cured, at its sole cost and expense, except as

otherwise provided in the Plan. Far further details, see the Section of the Plan entitled

"Terms of Sale". Pursuant to the Purchase Agreement, Document Number 1 in Part II of

the Plan, Sponsor shall advise Purchaser of any uncured violations on the Unit at the time

of execution of the Purchase Agreement that, to Sponsor's knowledge,. wilt became the

responsibility of Purchaser.

Budget Ailacations

21. The only Common Charges payable by the Ckurch Unit, School Unit and the SPC

Residential Units shall be for (i) insurance premiums and deductibles, , (ii} $35 per month as

the estimated cost of electricity consumed in connection with operation of SPC's fire alarm

system, and (iii) far repairs and/or improvements to the boiler, municipal sewer line, sewer

lines, municipal water lines, water lines, roof tanks and related pumps, now or hereafter

servicing ~1-ie Property. However, Common Charges shall be assessed against the SPC

Residential Units in the same manner on a non-discriminafory basis as all other Residential

Units.

Tenant Protection Plan

22. Pursuant to the I`3ew York Building Cade §28-104.8.4, a Tenant Protection Plan is

required when a building is occupied during renovations, When Sponsor commences capital

repairs, replacements and/or improvements, including those described in the section of the

Plan entitled "Sponsor's Statement of Building Condition", it will distribute a copy of aTenant Protection. Plan to each tenant. Each Purchaser, upon acquisition of a Unit, will also

receive a copy of any Tenant Protection Plan. Attached as Document Number 13 is the Tenant

Protection Plan.

Unit Dimensions

23. Each Unit will consist of the area measured horizontally from the exterior side of the

exterior walls (perimeter mechanical pipes are not deducted} to the centerline of the partitionsseparating one Unit from another Unit, corridors, stairs, elevators and other mechanicalequipment spaces ar any Common Elements; or to the exterior side of the opposite exteriordoors. Each. Unit will consist of the area measured vertically from the top of the c:c~ncretefloors to the underside of the concrete ceiling slab. Each Unit includes the window glass anddoors. I~c~wever, any Common Element located within a Unit (i.e., a column} shall not b~considered a part crf each Unit. Such measurements, although customary and usual,significantly exceed useable living space. Purchaser should verify that each. r~t~m and closetdimension is ac~e~tabl~ prior to entering into a Purchase agreement. Purchasers are advisedthat the Attu ey general's pasitic~n is that disputes relating tc~ room dimensions shall not beconsidered as a basis for rescission. Purchasers should consult with their aftorneys and

engineers or architects. with respect to this issue prior to entering into a Purchase Agreement.

Please see the Section of the Plan entitled "Footnotes to Schedule A".

Condition of the Prc~pertv

24. Purchasers should he aware of certain aspects of the physical condition of the Building

described in the "Description of'Property~ and Building Condition" included in Fart II of the

Plan.

Construction of the Building was eampleted in 1929, making the Building over 84 years

old. There have been. infrequent water leaks from the roof or facade into the Building which

are addressed as soon as Sponsor is notified of them. Sponsor uses commercially reasonable

efforts to determine the cause of any mater infiltration and attempts to alleviate any such leaks

as expeditiously as possible. However, Sponsor makes no representations that such seepage

can ever be completely eliminated.

Many of the building's mechanical systems are antiquated (e.g., electric, plumbing) ar

approaching the end of their manufacturer's estimates of their useful life (e.g., elevators,

boiler}. All Units and Common Elements will be offered to Purchasers "as is" and Sponsor

makes no warranties or representations as to any Ia~ent or patent defects or the remaining life

of any of the Common Elements or Limited Common Elements except as specifically set forth

in section of the Plan entitled "Rights and 4biigatians of Sponsor."

2~. No warranty can be made as to (a) whether or not there will be a further increase or

decrease in the assessed valuation of the Property car the applicable tax rate, or (b} the amount

of any such increase or decrease, or (c} whether ar not the real estate taxes maybe allocated in

a different manner (e.g., in proportion to the Units' Purchase Prices, rather than their Common

Interests, in which event owners of Residential Units having the same or similar Common

In~er~sts may pay different amounts of real estate taxes and the real estate ta7ces may differ

from those set Earth in Schedule A}.

26. The Building is $4 years old, and while Sponsor will make all reasonable and

practicable efforts to provide generally level floors, there remains a likelihood of same uneven

floors. Sponsor makes no warranty regarding Ievelness of floors.

27. Same Units have wood floors, which should not be washed with water and need to be

maintained according to the manufacturer's recommendations. Wood floors are also subject to

changes as a result of humidity, and are also subject to eh ppin~, scratching and cracking.

Sponsor makes no representation or warranty that the wood floors will maintain. their

appearance after they are subject to wear and tear.

28. Refuse must not be placed on the sidewalk in front of the Building, except on days of

collection by the City of New York. Failure to comply with the New York City Department of

Sanitation's rules may subject the Condominium Association to fines.

29. Boiler No. 2 is in poor condition and should be considered past its usefizt life. As mare

fury disclosed in the section o~f tl~e Plan entitled "Sponsor's Statement of Building ~~n~ditic~n",

Sponsor has begun the work necessary to replace this boiler and. install a nec~T, gas-f~~led

hc~~ting plant.

fyl

30. The vacuum pump dates dram the 1950's. It is currently in good operating order but

should be considered past its useful life. As mare fully disclosed in the section of the PIan

entitled "Sponsor's Statement of Building Condition", Sponsor plans to replace the boiler and

install a new, gas-fueled heating plant.

31. In general, the piping in the boiler room is in fair ~o poor condition. There is evidence

of past leaks resulting in the replacement of sections of piping.

32. Behind the outer Layer of brick are filled terra cotta btoeks anci then an interior wall of

lathe and plaster. It is unlikely that any insulation exists, but the overall condition of tl~e

facade appears to he goad as there was na observed cracking in the interior plaster. Same prior

wader damage was observed in the top floor units.

33. If the Sponsor creates Storage Units, they may only be used for the storage of personal

effects of a Unit Owner, and in na event shall any food or other perishable item or any

hazardous substance ar any flammable or explasrve item or any item which would impose a

health or safety threat ar cause noxious odors, dirt of other sanitary problems or create a

nuisance be stored therein. A Storage Unit may not be used as dwelling space. Failure to

cc7mply with these requirements may result in a violation being placed against tie Buildings

which will be the ob~igatian of the individual Unit Owner responsible far such non-compliance

to remove.

34. Lower and upper roofs are modified bitumen roll roofing. It is not clear whether this

material has been applied aver c~Ider roofing membranes, however, its appearance would

indicate that it is not a recent application. No investigative roof penetrations were made, and it

is assumed that there is no roofing insulation. The flashing is copper and is cut into a reglet in

the brick parapets. Stair bulkheads and elevator head houses appear to be in fair condition with.

some cracks observed in the masonry walls. On the roof of the North Tower the parapets

have been covered with metal cladding and metial caps. Can the lower roof at the second

floor all skylights except for one have been roofed aver. There is a sloped roof over the

rear chapel and organ loft of the Church, however, it was impossible to assess the condition

of this roof at the time of inspection because it way cvver~d with protective material in

connection with the facade work being; performed an the adjacent towers of the Building.

35. There are roof drains on all roofs, however, the roofs are not pitched to the drains,

which results in pondin~.

36. On the south parapet of the penthouse on the North Tower an iron picket railing exists

that is Less than 42" and does not meet current Code. On the west side of the rear roof of the

North Tower there is a partial iron fence that is approximately 8 feet high, but phis fence does

riot continue south past the chimney and the parapets there are significantly laver than the 42"

Code minimum. Sponsor's intention is to remedy these non-Code compliant conditions.

37. There are two exterior fire escapes on the south elevations ofthe North Tower.

Sponsor has not performed a structural evaluation of the fire escapes, however, based: on a

visual inspection, they appear to be in food condition.

3~3. Stair C has winders at the intermediate ianc~ings an accot~dance with tl~e buit~ing code in

existence when tihe Building was c~ns~ructed. As designed, the narrow side of the treads

ccr~iverges to a point. This cremes a hazardous condition that might result in fa11s. There is a

passibility that the Department of Buildings may in the future require the reconstruction ofthese stairs ~o rneet Code requirements. The expense of this work wauid be borne by theResidential Unit Ov✓ners.

39. The two (2) service elevators are original, and due ~o heavy use over the years, a~-e inpoor condition. However, as more fully disclosed in the section of the Plan entitled "Sponsor'sStatement. of Building Condition", Sponsor intends to modernize atl ofthe elevators in theBuilding.

40. As a pre-war Building, sprinklers and fire alarm systems are not required by law

and are nc~t provided.

41. There is no insulation for the hot and cold water piping system.

42. Local Law 43 phases out the use of No. 6 heavy oil in New York City by 2015. As

more fu11y disclosed in the section of the Plan entitled "Sponsor's StaYemen~ of Buiidinb

Condition", the Sponsor intends ~a bring natural gas into the building and replace the

bai]ers with a bailer that operates an natural gas. This shall require that a new gas service

be brought into the building, the burners replaced with gas burners and a stainless steel

chimney liner be inserted into the brick chimney.

43. Many apartments in the Building have two-prang "non-grounded" type receptacles

and do not have GFI-hype receptacles in the kitchen counter outlets near the sink as now

required by the New York City Building Code. In addition, many apartments have old

branch circuit wiring and original $-circuit panels that supply lighting, receptacle and

appliance loads.

44. Asbestos was previously identified in the cellar and was abated in 2013.

45. The Property is being offered in its current condition "as is," with no representatia~s ar

understandings except as expressly set forth herein. Neither Sponsor nor the selling agent will

leave any abtlgation to make any repairs or impravernents except as maybe specifically set

forth in the Plan or required by law. Neither the Department. of Law nor any other

governmental agency has passed upon the adequacy of the reserve fund. or upon the physical

condition of the building.

Lot Line Windows.

46. Lot line windows are windows located on an exterior wall abutting (or less than 30'0"

away from} a property line, where the adjacent property is owned by others. Lot Tine windows

exist in Unit J an Floors 6-17 and in SPC Residential Unit 15EF. Purchasers si~ould review the

I3escript on of Property and $wilding Condition and the Floor F'Ians set forth in Part II of the

Ptan. While such windows provide viers, light and air to places in Residential units, they

cannot be utilized tc~ meet lig~lt and ventilation required by the Building Code of the City of

New York. I,ot line windows are considered amenities that potentially can be last. Should an

abutting ~rc~perty ouTner redevelop such. property w=ith one or more buildings of different

configurations, it may b~ necessary ~c> dose the affected [cat dine windows and seal them in a

manner and with such materials as are acceptable tc~ the Buildings Department and tl~e

Conda~ninium. It is estimated that the per window cost of closing and sealing affected lot line

i ~)

windows is approximately $1,250.00. Neither Sponsor, Sponsor's architect, the Condominium

Board nor any other person whc~ took part in the offering will have any liability or obligation if

the closing-up of any or all lot line windows is required. See "Description of Property and

Building Condition" set fartk in Part II of the Plan for details.

47. Obligation to Reimburse Spansar for Mortgage Tax Credit. A Purchaser obtaining a

mortgage loan maybe entitled, pursuant to Section 339-ee(2} of the Condominium Act, to a

credit against a portion of the mortgage recording tax that Purchaser ordinarily would be

required to pay upon the recording of Purchaser's mortgage based an mortgage tax previously

paid ley Sponsor. Alternatively, Sponsor in its sole discretion, may arrange with Sponsor's

Construction Lender to provide far splatters of Sponsor's Construction Loan and assignment of

the portions of said Construction Loan. so split in an ag~,~regate amour# not exceeding

Purchaser's committed mortgage Iaan, to Purchaser's lender. Purchasers and their lenders shall

be obligated to cooperate and accept such assignment. Ta the extent Purchaser receives a

credit against the mortgage tax pursuant to the provisions of Section 339-ee(2} of the

Condominium Act or RPTL Section 255 that would otherwise be due and payable in

cannec~ion with Purchaser's purchase money mortgage, Purchaser sha11 be obligated ~a

reimburse Sponsor in the amount of the credit so received. In no event shall Purchaser be

required to pay more than the amount of mortgage tax Purchaser would have paid absent the

statutory credit.

20

fi,ll~:l1 Y~~i

The property located at 360 Central Park West, Borough of Manhattan, City, State and

~'ounty of lv~ew York and the buildings constructed on said land {hereinafter called the

"Property"} were submitted by fhe Declarant, The Second Presbyterian Church in the City of

New York ("SPC"), to the provisions of ~S-ticle 9-B of the Real Property Laver of the State €~f

New York by the recording of the Declaration in the office of the Register of the City of New

York, New York County (the "City Register's Office"} on February 19, 2013 as CRF'N

2013000070109. The Condominium thereby created, known. as The 360 Central Park West

Condominium (hereinafter called the "Condominium"}, as mare fully described in the aforesaid

I3eclaration, ecsnsrsts of five units: a Church Unit, awned by SPC (the "Church Unit") which is

currently being used and occupied. as a house of warship; a School Unit, awned by SPC (the

"School Unit"} which is currently being operated as the Alexander Robertson School educating

children grades kindergarten through 5~ grade; two (2} residential apartments each of which

are separate condominium units awned by SPC (individually, each a "SPC Residential Unit"

and collecCively, the "SPC Residential Units''} which are currently occupied by the minister of

the SPC and employees or guests of SPC, and one hundred forty-six residential apartments

which constitute a single condominium unit (the "Sponsor Unit") which Cenpark Realty LLC

thereafter acquired from SFC.

360 CPW LLC, a New York limited Liability company, has entered into a lease (the

"Lease"} with Cenpark Realty LLC of the Sponsor Unit, which consists of the two residential

towers containing 146 residential apartments. The Sponsor I.~Tnit is part cif the 360 Central Park

West Condominium. The Lease contains a purchase option. The option will be exercised at or

before fhe first unit closing.

By amendment to tie Declaration, tl~e Sponsor UTnit will be subdivided into 146

separate residential condominium units (the "Residential Units"), Sponsor presents this

offering plan (the "Plan") for the conversion of the 146 Residential Units contained in the

Sponsor Unit ~o condominium ownership.

Purpose of the Plan.

The purpose of the Plan is to set forth all of the material terms of the offer to convert

the Residential Units comprising the Sponsor Unit to condominium ownership. The Plan is

presented in two parts, contained in a single volume, which together constitute the entire Plan.

Part I sets forth. a description ~f the material terms of the offer and Part II contains, among

other things, the basic documents necessary to effectuate the provisions of the Plan and a

description ~f the F'rc~perty.

A copy of the Plan will he served upon a1I bona fide tenants in occupancy within three

(3} days after it has been accepted far filing by the Ivew York State Department of Law.

Thereafter, the Plan may be amended from time to time upon. the filing of an amendment with

the L)epartment of Law cif the State of'New York (the "Department of La~~"). Amendments

will be served can offerees as defined. in Section 23.1(d} of the Regulations pra7nulgated by the

Attorney General in Title 13 Iv~YCRR, ~y either ~re,rsonat delivery ar certi~~d mail. Sponsor

reserves the right to rec~ui~-€~ a ~~~0 deposit from persons other than tenants ~~hc~ request. a copy

of the PI~n, refundable when. the Plan i~ returned or when the person enters into a contract.

?~

The Candaminium

The Condominium is The 360 Centrat Park West. Condominium. The Condominium

is organized to comply with and will he subject to Article 9-B of the Real Property Law of the

State of New York, as amended (the "Condominium Act").

S~onsar

The Sponsor is 360 CPW LLC, a New York limited liability company with an office at

50 West 17 i' Street, New York, NY lOt}l l . The members of the Sponsor are Joel Herzig,

Marina Higgins, Ernesto Rivera and Judith Celenza, whc~ are real estate professionals with over

fifty dears combined experience in the New York metropolitan area., and Cenpark Realty L,LC,

which holds a 49% interest. Cenpark Realty LLC is a Nec~ York limited liability company

with an office at 50 West 1 ~'~~ Street, New York, NY 10011. The principal of 360 CP~V LLC

is Mark Moskowitz, who has been involved in the construction, development and management

of residential real estate in New York and New 3ersey for aver 25 years.

36~ CPVd LLC has entered into a lease (the "Lease") with Cenpark Realty LLC ofthe Sponsor Unit, which consists of the two residential towers containing 146 residential

apartments. The Sponsor Unit is part of the 3b0 Central Park West Condominium. The I.,~ase

contains a purchase option. The option will be exercised at ar before the first unit closing.Neither 360 CPW LLC nor its members Cenpark Realty LLC, Joel Herzig, Marina Higgins,

Ernesto Rivera ar Judith Celenza have offered properties far sale as cooperatives,condominiums, planned unit development homes or time shares that were first offered withinthe past five years.

The Offer

Sponsor hereby offers the 1.46 Residential Units for sale under the Plan, one of which,Unit SD, although part of tihe offering, will be purcY~ased by the Condominium Board on behalfof the Unit Owners for the residence of the resident manager of the Building. Unit 4C iscurrently occupied by the resident manager. As set forth in greater detail in the subsection ofthis In~raduction entitled "Applicable Rend Laws,'' the Phan is offered as anon-eviction pion.ivo contracts ar agreements have been entered into and na deposits have been taken oradvances of funds accepted. as of the date the Plan has been accepted for filing.

The initial Purchase Prices for the Residential Units and the estimated CommonCharges for ~l~e Residential Units are set forth in the Section of the Flan entitled "Sehedate A -Offering Prices and Related Information" ("Schedule A"). THESE PRICES HAVE BEENSET BY SPONSOR AND ARE NOT SUBJECT TO REVIEW OR APPROVAL BY THEDEPRKTMENT OF LAW OR ANY OTHER GOVERNMENTAL AGENCY.

The Building consists of 16 stories with. a penthouse and a cellar, and is described onthe Building's certificate oFaccupaney for 360 Central Park West as a Class "A" multipledwelling. The Building will contain the fallowing amenities: in the cellar a laundry room anda bieyel~ stora~~; room. The Building is mare fully discussed in the "Description of Propertyand Buildang condition" in Part II of the Plan, v~rhich describes the physical candidion of theBuilding. The Property and the Residential Units are being offered and s41d in their "as is"condition nn the date c~~~ whic}1 the Clc~sin~ of Title occurs, and Sponsor will not have any

22

obligati€~n to make any repairs or improvements, except as expressly provided in the Section of

the Pian entitled "Sponsor's Statement of Building Condi~Eion."

During the Exclusive Purchase Period, i.e., the first ninety (90} days after the

Presentation Date of the Plan, each Eligible Tenant will have the exclusive right tc~ purchase his

current Unit '`as-is" with no alterations or improvements for the Price to Eligible Tenants set

faith an Schedule A.

There wi11 be no increase in prices to Eligible Tenants during the Exclusive Purchase

Period, and Sponsor will not accept Purchase Agreements from non-tenant Purchasers for

oceuped Residential Units during the Exclusive Purchase Period..

dffer of Individual Hallway Rights

The Baard of Managers of the 360 Central Fark Vilest Condominium, an behalfof all

Unit Owners, will grant to Sponsor a license for the exclusive use of any hallway space adjacent

to any two or mare Residential Units whose location within the Condominium is such that they

are exclusively served or benefited by a portion of the residential hallu~ray adjacent thereta. This

license will be granted upon acceptance for filing of this Offering Plan and will expire after

twenty (20} years. C}wners of two or more Residential Units whose location within the

Condominium is such that the Units are exclusively served or benefited by a portion of the

residential hallway adjacent thereto will be offered, at Sponsor's sole discretion, rights to the

exclusive use of such hallway space, including the right to enclose such hallway space far use

as an entranceway or similar vestibule within the combined Residential Units ("Lndividual

Hallway Rights"). In such an event, the owner of the combined Residential Units shall be

required to enter into an assignment agreement with Sponsor, the form of which is attached tc~

the Reservation of Rights and Hallway License Agreement set forth in Part TI of the PIan as

Document Number 11. Sponsor intends to sell Individual Hallway Rights for X1,950 per

square foot of hallway space. The holders of Individual Hallway Rights will be required to pay

monthly fees based an the terms set forth in the Hallway License Agreement. There is no

impediment to enclosing the hallways under the certificate of occupancy ar building code. See

the Reservation of Rights and Hallway License in Part II of the Plan far further details.

Occ~anev of Units by Renters

Sponsor will endeavor in good faith to se11 at Ieast 15% tihe Residential Units to

Purchasers who are buying for their or their families' personal occupancy. Sponsor reserves

the unconditional right, however, to sell Residential Units to investors who intend to rent and

not to occupy their Residential Units personally. In addition; Sponsor or Sponsor's Designee

and any Sponsor Successor may from time tc~ time freely rent any Unsold Residential Units in

accordance with Applicable Law, without charge or limitation whatsoever and without the

consent of the Candc~minium $oard or any other Unit Owner. Sponsor makes na

representation that it will endeavor in good faith to sell Residential Units rather than rent them

as they become vacant.

The Condominium Board does not have the right to approve or disapprove purchasers cif

FZesidenfial Units in the Condominium. Consequently, there is no limit ~n the number of Unit

Owners who may have purchased far investment rather than for pers+~nal acc~apancy a~ad there

may always be a substantial percentage of Unit C7wners u~ha are non-residents.

23

Because the Plan can be declared effective based on sales of I S% of the Residential

Units to tenants or bona fide purchasers far their own occupancy, Purchasers maybe living in a

mixed rental/Owner-Occupied building for an indeterminate period of time, and, under the By-

Laws, C}wner-Occupants of Residential Units will not be able to control the Condominium

Board until the Initial Control Period has elapsed. Owner-Occupants and non-resident owners,

including Sponsor, may have inherent conflicts as to how the Condominium should be managed

because of their different purposes in csuming Units (i.~., for use as a ht~me as opposed. to an

invesfiment).

After the Plan is accepted far filing, the Sponsor wild be obtaining a X66.67 million loan

from Santander Bank. which wild be used, among other things, to refinance the existing $ I7

il~ian mortgage and finance improvements to the property. The mortgage that will encumber

the Property at the time of the First Closing c~ntaans no obligation far Sponsor to market all. of

the Residential Units for sale as they become vacant or any requirement, beyond the

requirements of the Condominium Act, as to a minimum number or percentage of Residential

Units that must be ender contract before the Plan can be declared effective. However, the

Lender has established a minimum sales threshold of $25 million in order far it to release its

lien from the units being sold. At the Closing of Title to each Residential Unit, Sponsor will be

required. to pay the holder of said mortgage a minimum release price in order far the holder of

such mortgage to release the Unit from the Tien of the mortgage.

Features of Candorninium Ownership

Ownership of a Residential Unit is similar in many respects to ownership of a private

home. Each Residenrial Unit Owner owns fee title to his Residential Unit and is entitled to the

exclusive possession thereof. In addition, each Residential Unit Owner also owns, in common

with every other Residential Unit Owner, an undivided percentage interest in the Residential

Common Elements. Further, each Residential Unit C?wner has the right to use, in common

with all other Unit Owners, the General Common Elements and the right to use, in common

with all other Residential Unit Owners, the Residential Common Elements. Moreover,

appurtenant to certain Residential llnits is the exclusive right to use certain portions of the

Residential Camm€~n Elements, such as terraces, which are called Residential Limited

Common Etements.

The undivided interest in the Residential Common Elements appurtenant to a unit,

expressed as a percentage (the "Common Interest"), has been determined upon the basis of

each Unit's floor space, location, uniqueness, ove~-a11 dimensions and similar factors of relative

value to other space in the Condominium. These allocations are made pursuant to the

Condominium Act. The aggregate Common Interests of all Residential Units is 100%. Each

Residential Unit's Common interest is listed in Schedule A.

The authority tc~ manage the Condominium is vested in the Condominium Board. The

members of the Condominium Board will be elected by vote of the Unit Ow~ters in accordance

with their respectiee ~~mmon Interests (with the exception of Sponsor, who wild maintaincertain c antral ~eya~d that t€~ which it would be entitled as an ordinary function of itsownership interest}, and the owner of the Church Unit and School Unit, who each ~;ill always

retain a seat an the ~3oard. fee Special Risk #lA and see the Section of the Plan entitled"~~ard ~f 1Yi~na~ers." Ea~,h IZes~iciential Unit Owner is obligated tc~ comply with the

I~eclara~ion, the By-haws and the Residential 1Zules and Regulations.

?4

Generally, the cost of operating the Residential Common Elements will be borne by EheResidential Unit Owners in proportion to their respective Residential Common Interests and thecost of operating, respectively, the Church Common Elements and Sehool Common Elementswill be borne by the owners of the Church and Schaoi Units, subject to the provisions of the By-Laws. Residential Unit Owners, as such, wi11 have na interest in any rents, profits or revenuesderived from the rental or use of the SPC Unitis, and CPC will have no interest in rents, profitsar revenues derived from the rental ar use of any space in the Residential Section other than theSPC Residential Units.

The only Common Charges payable on account of the SPC Units sha11 be for (i~insurance premiums and deductibles, (ii) X35 per month as the estimated cost cif electricityconsumed in connection. with operation of SPC's fire alarm system, and {iii} for repairs andlorimprovements to the boiler, municipal sewer line, sewer Tines, municipal water lines, waterTines, roof tanks and related pumps, now ar hereafter servicing the Property. However,common charges sha11 be assessed against the SPC Residential Units in the same manner on a

non-discriminatory basis as all other Residential Units in accordance with their CommonInterest, except that the SPC Residential Units Owner shah not be responsible for the paymentof real estate or other taxes for which SPC is tax exempt or for which the SPC Residential Units

have been separately assessed.

Wi~haut any contribution from SPC or its designee, the Board of Managers shall besolely responsible for all expenses related to any repairs, maintenance (including, without

limitation, all expenses related to complying with New York City Local Law 11 }andimprovements of the Nest 95 x' Street facade consisting of the limestone and brick facade from

the sidewalk to the top of the third brick above the top of the School Unit and all other portions

of the exterior of the Building. SPC ar its designee shall be solely responsible fc~r aIi expenses

related to any repairs, maintenance (including, without limitation, all expenses related tocomplying with New York City Local Law 11) and improvements of the West 9E~`~' Street

facade consisting of the Iimestane facade from the sidewalk to the tap of the fifth floor Level

parapet.

Subject to certain conditions contained in the By-Laws, each Residential Unit Owner

may mortgage his Unit with such Tender and in such amount as the Unit Qwner chooses,

atthough Sponsor makes no representation as to the ability of any Unit Owner ~o obtain

financing. There are no Limitations or restrictions on the rights of SPC to mortgage its Units.

See the subsection entitled '`Mortgage of Unit by Unit Owners'' in the Section of the Plan

entitled "Rights and Obligations of Residential Unit Owners and Board of Managers."

Each Residential Unit is separate and is not subject to the lien of any mortgage on any other

Residential Unit.

Any Residential Unit (~wncr may sell or lease his Residential Unit t~o anyone, without

restriction or limitation, subject ~c~ the right of first refusal in favor of the Condominium Board

to acquire ar Tease such Unit upon the same terms offered to the prospective buyer or tenant.

The existence of a right of first refusal has not affected the ability of Purchasers to obtain

financzng in other condominiums. Na~withstanding the foregoing, any lease of a Residential

Unit shall be for a berm of not less than one (1 }year, unless the Condominium Board dt}ierwise

agrees. Neither Residential Units owned. by Sponsor or any Sponsor Designee, nor any Units

owned by SPC or its designees are subject to the right of first refusal or lease term restriction

described in this paragraph. See the subsection entitled "Sales and Leases of Units" ir7 the

Section cif the Plan entitled "Rights and Obligations of Residential ~~niti Owners and Board

of Managers" for further discussion.

7~

Each Residential Unit will be taxed as a separate tax lat far real estate tax and

assessment purposes, and each Residential Unit Owner will be solely responsible for the

payment of all real estate taxes and assessments on his Unit. An estimate of the real estate

taaces and assessments tihat will be payable by each Residential Unit Owner during the first year

of condominium operation of the Property is listed in Schedule A. See the Footnotes to

~ehedule A far further discussion. I~Fo Residential Unit CJwner will be liable fc~r the payment

of, and na Residential unit will be subject ta, any lien arising out of the non-payment of real

estate taxes or assessments levied against any other Residential Unit. See the Section of the

Plan entitled "Income Tax Deductions to Residential Unit Owners and Tax Status of the

Condominium" for a discussion of additional tax aspects of condominium ownership. Each

Residential LTnzt Owner may paint, decarate, maintain, repair and replace the interior of his

Unit in any desired manner, subject to compliance with the By-Laws and the Residential Rules

and Regulations, and will be solely responsible for the cast and expense of maintaining,

repairing and painting his Unit. See the Section of the Plan entitled "Rights and Obligations

of Residential Unit Owners and Board of Managers."

AlthougYi the Condominium Board will maintain fire insurance policies with all risk

extended coverage insuring the Building and covering the interests cif the Cc~ndaminium, the

Condominium Board, the I.Tnit Owners and the Permitted Mortgagees, and the cost of such

policies will be borne by the Unit Owners as part of the Ctsmmon Charges, each Unit Owner

sho~Id maintain, at kis oven expense, separate insurance on the contents of his Unit ar~~

Inability insurance against claims far personal injury or property damage resulting from

occurrences in his Unit or its appurtenant Residential Limned Common Elements. See the

Section of the Plan entitled "Rights and Obligations of Unit Owners and Board of

Managers".

Applicable Rent Laws

As of November 10, 214, 80 of the apartments comprising the Sponse~r Unit were

occupied. The 60 apartments identified as "S" in Schedule A were subject to the Rent

stabilization Lave cif L 96~, as amended, and the New York City Rent Stabilization Code

{collee~ively, the "Rent Stabilization Law"). Nine (9} of the apartments identified as "R" in

Schedule A are controlled housing subject to the Near York City Rent and. Rehabilitation Law

and the Iv'ew Park City Rent and Eviction Regulations adopted and promulgated by the New

York State Division of Housing; and Community Renewal (collecrively, the "Rent Control

Law"). Six (6} apartments were exempt from such regulations at that time (i.e., nc~t subject to

the Rent Stabilization Law car the Rent Control Law). On January '7, 201 S, the Sponsor

registered Apartments 2A, 3A, 3B, 3C, SJ, 6G, 6J, 7C, 7K, 8A, 9EF, ] OB, l_OC, IOK, 10J, 11B,

16C, 16F, 1bG, 17~-T and 17K with the New York State Division of ~~ousing and Community

Renewal (the "DHCR") as rent stabilized and there is na dispute as to the rent regulatory status

of fhe tenants of these apartments. Tn addition to the foregoing, one (1) apartment was occupied

by the Resident Manager. The rent regulatory status cif each Unit is set forth in Schedule A.

~dditronally, landlord-tenant proceedings are pending against the tenants oft«ro (2}

apartments.

Pursuant tc~ Section 352-eece of the GBL, no eviction p~r~ceedings wil~1 be comm~nce~ at

any time against a Ton-Purchasing 'Tenant fc~r failure tc~ ~urch~se o~- tt~r any outer reason

applicable tc~ expiratic~ts cif tenancy> ~rvvidcd that such ~~rc~ceec~ings nay be coanmenced fe,r

non-payment ref` rent, illegal use or occupancy of the pr~;mises, refusal of~ reasonable access t~

the Owner of the Residential Unit occupied by stash Nan-Purchasing Tenant ar a similar 1~reach

~;

by such Non-Purchasing Tenant of his obligations to the Residential Unit Owner. Further, aResidential Unit Owner may not commence an action to recover possession of a Residential.Unit from such Nan-Purchasing Tenant on the grounds that he seeks the Residential Unit for theuse and occupancy of himself or his family.

The rentats ofNon-Purchasing Tenants who reside in dwelling units nod subject tc~government regulation as to rentals and continued occupancy and Non-Purchasing Tenants whoreside in dwelling units with respect to which government regulation as to rentals and continuedoccupancy is eliminated or becomes inapplicable after the Plan has been declared effective shallnot be subject ~Q nncanscianable increases beyond ordinary rentals for comparable apartmentsduring the period of tYteir occupancy. In determining comparability, consideration sha11 begiven to such factors as building services, level of maintenance and operating expenses.Complaints concerning such increases maybe referred do the New York State Department ofLaw, Real Estate Finance Bureau, 120 Broadway, New York, New York 10271.

1f the lease of an apartment in the Building that is not rent stabilized or rent controlled

expires before the Effective Date, Sponsor wi11 be under na obligation to renew such lease.

The Plan is presented as anon-eviction plan in compliance with Section 352-eeee of the

General Business Law of the State of New York (the "GBL"), which grants the right to

continued occupancy by certain Nan-Purchasing Tenants whose leases have not expired and are

nc~t in default in paying rent ar performing other lease obligations when a plan is declared

effective by a sponsor under such law.

Under this non-eviction offering ptan, unregulated tenants whose leases expire and

against. whom holdover proceedings are commenced before the offering pPan is declared

effective retain only the minimal protections available to the common-law "tenant at

sufferance," and ARE NOT PROTECTED from eviction for failure to purchase or any other

reason applicable to expiration of tenanEy and from unconseianabl~ rend increases absent some

special circumstance, as found by a court of competent jurisdiction.

Tenants who lease unsold units after the offering plan is declared. effective ARE NOT

PROTECTED from eviction far failure to purchase or any other reason applicable to

expiragian of tenancy and from unconscionable rent increases.. Unconscionable increases are

defined by law as increases that are "beyond ordinary rentals for comparable apartments during

the period of their occupancy."

Because the Plan can be declared effective based on sales of 15% of the Units to tenants

and bona fide Purchasers for their own occupancy, purchasers may be living in a mixed

rental/owner-occupied building far an indeterminate period of time and owner-occupants may

not control the Board of Managers or eon~rol the operation of the Property until the earlier to

occur of fi~~e (5) years from closing an the first unit or when 51 °/a of the Units are sold. Non-

purchasing tenants are under no obligation to purchase the apartments in which they reside.

Therefore, it is likely that purchasers wi11 be residing in a mixed rental/owner-occupied building

where the interests of owners, renters and the Span~c~r may be different.

Na R:EPRESENTATI41~ OR WARRANTY IS MADE THAT T~-IE EXISTING LAWS

WILL REMAIN I~I'~1 EFFECT 4R UNCHANGED OR THAI` THE RIGHTS OF NON-

PURC:HASLNG TEI'~ANTS WITH 12EGARD TO RENT AND C)GCUPANGY RIGHTS

UNDER THE APPLICABLE RANT LA~,%S tUILL I~OT CHA?v~E~ Notwithstanding the

foregoing, the rights granted under the Plan to Purchasers and to Non-Purchasing Tenants may

not be abrogated or reduced, notwithstanding any expiration af, ar amendment to, Section 352-

eeee of the GBL. See the Sections of the Plan entitled "Rights of Existing Tenants" and

"Obligations of Owners of Units Occupied by I~Ton-Purchasing Tenants".

Any tenant who purchases his Unit, Tike all other condominium unit owners, will no

longer be subject to, or have any rights afforded to, tenants under Applicable Rent Lours. Any

rental by a Residential Unit Owner of a vacant Unit may be at free-market rents.

Summary of Contents of the Plan

The agreement to purchase a Unit is called a "Purchase Agreement," the general form

of which is set forth in Part II of the Plan as Document Number 1. The procedure to purchase

is summarized in Part I of the Plan in the Section entitled "Proeedare to Purchase."

A detailed description of the physical condition of the Froperty and the engineering and

proposed work to be performed thereon has been prepared by CetraJCRI Architecture PLLC,

an independent architectural firm and is included in the "Description of Property and Building

Condition" set forth in Part II of the Plan as Documents Number 4 and 4A. The Description of

Property and Building Condition should be reviewed carefully by prospective Purchasers.

Floor Plans of the Units are set forth. in Part II of the Plan as Document Number 5.

The salient provisions of the Declaration of the Condominium (the "I~3eclaration"},

which establishes condominium ownership of the Property, the By-Lours of the Condominium

{the By-Laws"}, which govern the operation of the Condominium, and the Residential Rules

and Regulations of the Condominium promulgated pursuant to the By-Laws (the "Residential

Rules and Re~;uiations), are partially summarized below in the Sections entitled "Rights and

Obligations of Unit Owners and Board of Managers" and Board of Managers" and are

reproduced in full in Part II of the Plan as Document Number 7 and Document Number $,

respectively.

The form of deed that Spflnsor will issue to Purchasers of the Units and the farm of

power of attorney that each Residential Unit Owner wi11 be required to give to the

Condarninium Board and Spansar, its successors and designees pursuant to the terms of the

By-Laws (the "Power of Attorney"} are set forth in Part II of the Plan as Document Number 3

and Document Number 2, respectively.

The Certifications of Sponsor, Sponsor's Architect, Sponsor's Expert C;oncerninAdequacy afBud~et and Sponsor's Expert Concerning Adequacy of Common Charges

Payable by Residential Unit Owners are set forth in Part II of the Plan.

Copies of the Plan and all exhibits submitted to the Department of Law in connectionwith the filing of the Plan will be available for inspection without charge and copying at areasonable charge at the office of the Selling Agent, by appointment, to praspec~ive Purchasersand their attorneys.

~ ~ !~

.~ ~ ~ ; ~• ; ~.

cExT~T~ n~F~~vrrla~vs

Far convenience of presentation, general definitions of certain terms used in Part I ofthe Plan are set forth below. These definitions are subject to the more particular definitions ofsuch terms set forth in the Declaration, which is Document Number 7 in Part II of the Plan.

"Affiliate" means any P~rso~ who is a Family Member or wha controls, is controttedby, or is under common control with the named. Person ar a Family Member of the named.Person. The terms "control," "controlled" ar "controlling" sha11 mean direct or indirectownership of mare than fifty percent (50°/a} of the outstanding voting capital stock of acorporation or of more than fifty percent {50%) of the beneficial interests of any other entity.

"Amend," "amended" or "amendment" refer to any amendment, whether by deletionof any existing provision, modification of any existing provision, or inserting a new provision.

"Applicable Lour" means all applicable laws, statutes, treaties, rules, codes, ordinances,

regulations of any Governmental Authority and, tc~ the extent the Property, any Unit, any UnitOwner, Sponsor and/ar any Board, as the case maybe, is bound thereby or subject thereto, any

judgments, decrees, injunctions, writs, orders, notices of violation or like action of any

Governmental Authority, court, arbitrator or other administrative, judicial or quasi judicial

tribunal or agency of competent jurisdiction (including Applicable Rent Laws and those

pertaining to health, safety or the environment} now or hereafter in effect.

"Applicable Rent Laws" means the Rent Stabilization Law of 1969, as amended, the

New York City Rent Stabilization Cade, the New York City Rent and Rehabilitation Law and

the New York City Rent and Eviction Regulations adopted and promulgated by the New York

State Division of Housing ~nci Community Renewal, the Emergency Tenant Protection het of

1974, and the relevant provisions of the New York General Business Law, to tl~e extent that

any or all. of them shall apply to the Property ar any part thereof; all as maybe amended from

time to time.

"Appurtenant Interest" means, with respect to a Residential Unit, the undivided interest

of the Unit Owner thereof; pursuant. to the terms of Section 339-x of the Condominium Act, in

and ~o: (i} the Gammon Elements; (ii} any other Residential Units owned car leased at the time

in question by the Condominium Board ar its designee, corporate or otherwise, on behalf of all

Residential Unit Owners; (iii) any proceeds of the sale or lease of Residential Units of the

nature described in sul~divisian {ii} above; and (iv) any other assets of the Condominium.

"Attflrney General" means the C)ffice ~f the Attorney General of the State of New

York.

"Beard" means the Condominium Board.

`Building" means the Sponsor Unit cif The 36(l Central Park West Condominium.

"By-Laws'' means the By'-Laws of the Canda~ninium, in the form set forth as

Document Number $ in Part II ~f the Plan, including the Residential Rules and Regulations, as

amended. from tune to time pursuant to the terms hereof.

"capital F~~~lacemer~t'' ~~eans (a} a building-wide replacement of a major cor~~~cs~~ent

of any of the f`c~Ilow~ing sy~te~zs: (i} elevat~ox; (i~i} I~e~t~n~, ventilation anti air conditioning; (iii}

plumbing; (iv"} wiring; (v) windo~~s; or fib) a major structural repl~cetnent to the Building,

provided, however, re~~iace~mezlts made to cure Code violations ofrecord are not included.

~)

"Church Common Elements" refers to the Common Elements described in Section 6.5

of the Declaration.

"Church Common Interest"' refers to the number, expressed as a percentage, obtained

by dividing the Common Interest pertaining to such Church Unit by the aggregate Gammon

Interests pertaining to all the Units.

"Church Section" means fhe Church Unit and the Church Com~nan Elements,

collectively.

"Church Unit" means the Unit designated as a Church Unit in the Declaration.

`iChurch Unit O~Tner" means SPC or any subsequent owner ofthe space occupied by

the Church Unit.

"Claim" ar "Claims" shall include any claims, counterclaims, suits, actions orproceedings and any other liabilities, losses, damages, penalties, e~arges, costs and expenses

and attorne~rs' fees and expe~lses incurred in connection with any of the foregoing.

"Closing," "Closing of Title" and words of similar import are used synonymously and

mean the settlement of the mutual obligations of Sponsor and a Purchaser under such

Purchaser's Purchase Agreement, including the payment to Spansar of the Purchase Price and

the detivery to such Purchaser of the deed transferring full awners~ip (fee simple title} to the

Residential Unit an the terms set forth in the Purchase Agreement.

"Common Charges" means Ueneral Common Charges, Church Unit Common

Charges, School Unit Camman Charges, SPC Residential Units Cc~mman Charges, andResidential Common Charges.

"Gammon Elements" means all parts of tie Property other than the Residential Unitsand the Units; the Common Elements consist of the General Common Elements, theResidential Common Elements, the Church Common Elements, and the School CommonElements, collectively, and the Limited. Common Elements, Residential Common Elements,

School Common Elements and Church common Elements, collectively.

"Common Expenses" means the General Common Expenses and the ResidentialCommon Expenses.

"Common Interest" means the undivided interest in the Common Etements appurtenantto a Unit, expressed as a percentage.

"Condominium" means The 360 Central Park West Cartdominium, which wasestablished pursuant to the terms of the Declaration and governed pursuant to the terms of theBy-Laws.

"Condominium Act" means Article 4-B of the Real Property Law of the State of NewYork, as amended from rime tc~ time.

"Candcsminium Board" means tl~~e Board of Managers, which is the goti~erning body ofthe Col~dominium, ~rhose members sha11 be selected pursuant tg the terms of Articles 2 of the~y-La~~s. T~~e Condominium B€~ard skall sQm~tiYnes b~ referred ~Q herein as the "Board'' andrr~ernbers of the Berard s~1a11 sometimes be referred to as "M~mbers'°.

30

"Condominium Documents" means, cc}llectively, the Declaration, the By-Laws(including the Residential Rules and Regulations} and the Floor Plans, all as may be amendedfrom time to time.

"Declarant" refers to SPC.

"I~ec~aratian" means the declaration executed by Declarant fc~r the purposes ofsubmitting the Property ~o fhe provisions of the Condominium Act and establishing a regimefor the condominium ownership tl~ereaf and includes any amendments set forth herein.

"Department of Law" means the Department of Law of the Mate cif Iv~e~v York.

«"Development Rights" shall have the meaning set forth rn Article 2 of the Declaration.

"DHCR" means the New York State Division of Housing and Community Renewal.

"Down Payment" means the payment on account of the Purchase Price,. in an amountequal to ten percent (10%} afthe Purchase Price, required to be paid by a Purchaser at the timeof delivery of a Purchase Agreement.

"Effective Date" means the date upon which the Plan is declared effective by Sponsorin accordance with the terms of the Plan.

"Eligible Tenant" means (a} a bona fide tenant in occupancy of a Residential Unit onthe Filing Date; (b} a bona fide tenant of record with the right Yo renew a lease of a ResidentialUnit on the Filing Dade; or (c) a bona fide tenant who has the right to continued occupancy of aResidential Unit an the Filing Date. A bona fide tenant of record with. an unexpired lease of aResidential Unit an the Filing Date shaL1 be presumed to be an Eligible Tenant even if thetenant has sublet the Residential Unit or the Residential Unit is not the tenant's primazyresidence. Nothing herein, however, sha11 be construed to deprive an owner of any legalremedy for illegal occupancy. A corporation or other entry that is a hona~de tenant inoccupancy of a Residential Unit on the Filing Date shall also be deemed to be an EligibleTenant. Other than as set forth above, a subtenant is not an Eligible Tenant. A tenant who firstIeases or rents a Residential Unit after the Plan is presented, a prospective Purchaser ~vho uponsigning a Purchase Agreement for a Residential Unit enters into an Interim Lease and the estateof a tenant who dies before signing and returning a Purchase Agreement for a Residential Unit

are not Eligible Tenants. An Eligible Tenant ~uho (i} voIuntarily surrenders his Residential

Unit: (ii) is evicted pursuant to a court order before this Plan is declared effective or against

whom holdover proceedings have been commenced before the Plan. is declared effective or

before signing and submitting a Purchase Agreement; car (iii} is a tenant pursuant to a non rent-

regulated lease which expires with no right of renewal before signing anti submitting aPurchase Agreement and before the dale this Plan is declared effective shall na Ionger be an

Eligible 'F'enant. Neither the resident manager nor any other occupants of the Resident

Manager's Unit are Eligible Tenants.

"Escrow Agent" means Sonnenschein, Sherman &Deutsch, LLP, having an office at 7

Penn Plaza, Suite 900, New York, NY 10001.

`~~xelusive Purchase Perigd" means the first nir~et~ (90) days a~t~r the I'resentatic~z~

Date of the Plan.

it

"Existing Lease" means and includes any lease or occupancy agreement or the terms of

any statutory tenancy in effect with respect to any Residential Unit on the Effective Date and

continuing as o~the time in question.

"Facilities" mans X11 personal property and fixtures nov~~ or hereafter existing in, on ar

under the Land, Building, or tl~e Premises and either existing far the common use of two or

mare Units or Unit t~wners ar necessary or convenient for the existence, maintenance ar safety

of the Property. For purposes of illustrating the broad. scope of such term and without

intention ~o Iimit the generality of the foregoing in any respect, the term "Facilities" shad

include all equipment? apparafus, canvectc~rs, radiators, heaters, con~terters, l~ea~ exchangers,

mechanisms, devEces, machitzery, induction units, fan coil units, motors, pumps, controls,

tanks, tank assemblies, installations, condensers, connpressors, fans, dampers, blowers,

thermostats, thermometers, coils, vents, sensors, shut off vatves, ether valves, gongs, panels,

receptacles, outlets, relays, alarms, sprinkler heads, electric distribution facilities, wiring,

wireways, switches, switchboards, circuit breakers, transformers, fittings, siamese

connections, hoses, plumbing, fixtures, lighting fixtures, other fixtures, bulbs, signs, antennae,

tielephones; miters, meter assemblies, scaffolding, piping, lines, ducts, conduits, cables, risers,

mains, shafts, pits, flues, Ioeks, hardware, racks, screens, strainers, traps, drains, catch basins,

leaders, filters, incinerators, canopies, closets, cabinets, doors, railings, copings, steps,

furniture, mirrors, furnishings, appurtenances, urns, baskets, mail chutes, mail boxes,

carpeting, tiles, floor coverings, draperies, shades, window coverings, wallpaper, wall

coverings, trees, shrubbery, flowers; plants, horticultural tubs and horticultural boxes.

"Family Members" means, with respect to any natural person, such person's spouse,

domestic partner, parents, grandparents, children, grandchildren and siblings {in each case,

including by adoption).

"Filing Date" means the dale an which a letter is issued by the llepartment of Law

advising that the Plan has been filed ar accepted for filing by the Department of Law.

"First Closing'° means the dale upon which fee title to a Residential UTnit is first

conveyed to a Purchaser pursuant to the Plan.

"Floor Area IIevelopment Rights" shall have the meaning set firth in Article 2.

"Floor Plans" means the floor plans of the Building certified by James Harb, R.A., and

to be filed in the Register's Office simultaneously with the recording of the amendment to the

Declaration subdividing the Sponsor Unit into 146 separate Residential Units, together with

any amendments and supplements thereto.

"GBL" means the General Business Law of the State of New York, as amended from

time to tine.

"G~nerat Corr~m~n Charges" means assessments pa~~able tc~ the Condominium Board

by the Unit Owners far the purpose cif meeting General Common. Expenses.

"General C,c~ mon El~rnents" shall have the meaning; ascribed to such. term. in Article E

of the I}eclaration.

"General C~n~mc~n Expenses" means costs and expenses incurred ar projected and

attziY~uta~le to fhe repair, maintenance;, rcplace~~7ent, r~stc~ratic~n ar~d operation of, end any

32

alteration, addition or improvement to, the General Common. Elements and as otherwise

provided in the I~ec~aratian and the By-Laws.

"Governmental Authority" means any federal, state, county, municipal, foreign,

international, regional or other governmental authority, agency, board, body, instrumentality ar

court having jurisdiction.

"Hazardous Materials" means chemicals, pollutants, contaminants, wastes and toxic

substances, including solid or hazardous waste, hazardous substances, toxic substances

insecticides, fungicides, rodentiEides, gasoline or any other petroleum product ar byproduct,

polychlorinated biphenals, asbestos and urea formaldehyde to the extent any such substances

are described as hazardous in any federal, state or local laws and regulations relating to

pollution ar protection ofhuman health or the environment including but not limited to the

Comprehensive Environmental Response, Compensation and Liability Act of 19$0, as

amended; the Federal Insecticide, Fungicide, and Roden~icide Act, as amended; the Resource

Conservation and Recovery Act, as amended, the Superfund Amendments and Reauthorization

Act of 1986, as amended; and the Taxis ~ubstanc~s Control Act, as amended.

"Individual Hallway Rights" means the exclusive right to use a certain portion of a

residential hallway, known as an "Individual Railway Space," which is initially granted to

Sponsor or any Sponsor Successor by the Condominium Board pursuant to a written

agreement, the form of which is contained in Part TI of the Plan, and which Sponsor intends to

offer to license the use o€same, at its discretion, to owners of two or more Residential ~Tnits

whose location within the Condominium is such that the Units exclusively served or benefited

from a portion of the residential hallway adjacent thereto.

"Initial Control Pertad" means the period ending an the earlier cif. (x} the Closing cif

Title with Purchasers under the Plan to Units having more than fifty percent (50°/a} of the

aggregate Cc~mman Interests appertaining to all Residential Units ar (ii) the fifth (5th)

anniversary of the First Closing.

"Insurance Trustee" means a banl. ar trust company, in either event having both an

office in the City of New York. and a capital surplus and individual profits of X500,00(},000 ar

more, from time to time appointed to serve as such by the Condominium Board; provided,

however, that for so long as Sponsor owns at least one (1}Unit, Sponsor shall have the right to

appoint Santander Bank or any other mortgagor of Sponsor as Insurance Trustee.

'`Land" means the parcel of land upon which the $wilding is situated, as mare fully

described in Exkibit A of the I3eciaration.

"Lilnifed Common Elements" means the Residential Common Elements, the

Residential Limited Common Elements, the Church Common Elements, the Church Limited

Common Elements, the Schaal Cainmon Elements and the School Limited Gomman

E~ernents.

"Liquidated Sum" means the Dawn Payment under the Purchase Agreement (together

with any amount deposited for Sp~;cial Work, to the extent actually expended} together wrth

any interest earned thereon.

"M~naging ~.~ent" means the Person engaged by tPle Cor~dominiuzn B~aard ~s a

managing agent or manager t~f the Bui3ding pursuant tc~ S~;ction 2.4 of the By-I.~aws who

undertatces to perform such duties and services as tine Boarct sha11 authorize ar direct. Thy;

managing agent of the Buitding initially will mean Argo Real Estate LLC.

-, ~,JJ

"Mortgage Representatives" means the representatives of the holders of all Permitted

Mortgages encumbering Units, designated by the holders of Permitted Mortgages. Sa long as

Sponsor owns at least one (1}Unsold Residential Unit, and Santander Bank (ar another

mortgagee of Sponsor) has a lien can such Unsaid Residential Unit, Santander Bank (ar such

other mortgagee of Sponsor) shall be a Mortgage Representative.

"Non-Purckasing Tenant" means any bang,fide tenant in occupancy of a Rend

Stabilized or Rent Controlled Residential Unit who is entitled to possession of such Residential

Unit on the Effective Date and who does not purchase such Residential Unit or any other

Residential Unit in the ~3uilding.

"Owner-t~ccupied,, means an Owner of a Residential Unit occupied by the Unit Qwner

or a Family Member of a Unit Owner.

"Permit" car "Permits" means any action, approval, consent, waiver, exemption,

varianee, franckise, order, permit, authorization, certificate of occupancy, right or iieense,

building notices, alteration applications or other farm of legally required permission, of or

from a Governmental Authority, including any zoning, environmental protection, pollution,

sanitation, safety, siting or building permit that is necessary to operate and maintain the

Property or any part thereof or to perform any Work on any part of the Property.

"Permitted Encumbrances" means those title encumbrances subject t€~ w~tich a

Purchaser under the Plan agrees to take title to a Residential Unit, as more particularly

itemized in the Sectiion of the Plan entitled "Terms cif Sale."

"Permitted Martga~e" means {a) any first m€~rtgage covering one or more Residential

Units, the holder of which is (i} Sponsor, (ii} a savings bank, savings and loan association,bank ar trust company, insurance company, real estate investment rust or mortgage trust, {iii)

a federal, state, municipal, teachers' ar union employees' welfare, pension or retirement fund

or system, in each case doing business in t11e State of Nec~ Yor1c, or (iv} any GovernmentAuthority; and (b) any mortgage covering any one or more Residential Units owned bySponsor.

"Permitted Mortgagee" means tl~e holder of any Permitted Mc~rtga~e and shallinclude, without limitation, Santander Bank and other such banks and financial institutions asconstitute holders cif mortgages given by Sponsor to acquire or perform. constrcictian on the

Building.

"Person" means any natural person, partnership, corporation, trust, estate, fiduciary,

unincorporated association, syndicate, joint venture, limited liability company, organization,government or any department ~r agency thereof, ~r any other entity.

"Plan" means this offering play ~a convert the Sponsor Unit to candarniniumownership filed with the Department of Law pursuant to article 23-A of the General BusinessLaw of the State of I~'ew York, as amended fra~m dime tc~ time.

"Premises" ~nearts the buildings situated t>n the Land and having the strc,et address 360Central 'ark West, Neer York, New York 101025.

`<Prese~~tat~ic~n Date" means the date of personal cieli~ery or (if mailed) the f~ft~ day af~~.rnzaiiing (whichever is the last to occur} ~f 1he Plan or piny a~menc[ment tt~ the Ilan, a~ the

34

context may require, to those Persons required tc~ receive same pursuant to the GBL and the

regulations of the Department of Law promulgated thereunder.

"Price to Efigible Tenants" means the price offered in this Plan ar in any duly filed

amendment to the Plan exclusively to Eligibte Tenants to purchase their respective Residential

Units.

"Property" means the Land, the Building, ail other improvements erected or to be

erected on the Land, all easements, rights, and appurtenances pertaining tbereta and all other

property, real, personal or mixed, used or intended to be used in connection therewith..

"Purchase Agreement" means the purchase agreement bet~,~een Sponsor and aPurchaser under the Plan. in the form set forth as Document Number 1 in Fart II of the Ptan.

"Purchase Priee" means the Purchase Price of a Residential Unit as set forth on

Schedule A.

"Purchaser" means a Person or Persgns buying a Residential Unit under a fully

executed Purchase Agreement, whetiher for personal occupancy or use of the Purchaser or a

Family Member or for rental or other investment purposes.

"Register's 4ffiee" means the Office of the Register of Tke City ofNe~~ York, County

of New York_

"Residential Common Charges" means assessments payable to the Condominium

Board by Residential Unit Owners for the purpose of meeting {a) Residential Common

Expenses and (b} each Residential Unit Owner's share of General Comman Expenses.

"Residential Common Eieznents" shall have the meaning ascribed to such term in

Section 6.3 of the Declaration.

"Residential Common Expenses" means the costs and expenses incurred or projected in

connection with the repair, maintenance, replacement, restoration and operation of, and arty

alteration, addition ar improvement ta, the Residential Camman Elements or the Residential

Limited Common Elements (to the extent such costs and expenses are not the obligation of the

Residential Unit Owners owning the Residential Units to which such Residential Limited

Common Elements are appurtenant} ar in connection with any other services or facilities

provided to the Residential Section or all of the Residential Unit Owners, which includes the

SFC Residential Units.

"Residential Gammon Interest" means, with respect to a Residential Unit, the number,

expressed as a percentage, obtained by dividing the Common Interest appertaining ~o such

Residential Unit by the aggregate Common Interests appertaining to ail Residential Units.

"Residential Limited Common Elements" shall have the meaning ascribed ~o such term

in Section 6.3 of the Declaration.

"Residential Member" means a men~krer cif the E~oard of Mangers designated by the

R~sic~ential Unit t~wners.

"Residential Rules and Regulations" mans tine F~.esid~ntial Rules and Regulations of

the Condominium annexed to the By-haws as 5c1~c.duie A, as amended, modified, deleted from

35

or added to from time to time, pursuant to the terms of the By-Laws, provided that they are not

in conflict with the terms of the Condominium Act, the Declaration or the By-Laws. The

Residential Rules and Regulations shall appty only to the Residential Units and the SPC

Residential Units.

"Residential Section" means the portion of tie Property which includes the Residential

Units (including the Resident Manager's Unit), and the SPC Residential Units. However the

Resident Mana~ex's Unit will not be included in the calculation (either the numerator or the

denc~minatar) to determine whether contracts for 1 S%~ of the Residential Units have been

executed in order to declare the Phan effective.

"Residential Special Assessments" means the charges, other than Common Charges,

allocated and assessed against all Residential Units an~i the SPC Residential Units by the

Condominium Board and payable by all Residential Unit Owners and the SPC Residential Unit

Owners, pro rata., in accordance with their respective Common Interests (except as otherwise

provided in the Declaration or in the By-Laws).

"Residential Unit" means any of the 146 apartments in the Sponsor Unit (and does not

include either of the SPC residential Units).

"Residential Unit Owner" means anv owner of a Residential Unit.

"Resident Manager's Unit" means the Unit designated on Schedute A and in t}~e Floor

Plans as Unit SD, unless if is otherwise changed.

"Schor~l Common Elements" refers to the Common Elements described in Section 6.b

of the Declaration.

„Schaal Common Interests" refers to the number, expressed as a percentage, obtained

by dividing the Gammon Interest pertaining to such School Unit by the aggregate Gammon

Interests pertaining to a1I the Units.

"School Section" means the School Unit and the School Common Elements,

collectively.

"School Unit" means the Unit designated as a School Unit in the Declaration.

ffr~chool Unit Owner" means SPC ar any subsequent owner of the School Lnit..

"Selling Agent" means Stribling Marl~etin~ Associates, LLC, which has an office at 32

Avenue of the Americas, New York, New York.

"SPC" means Second Presbyterian Church in the City of New York, having an address

at 3 West 95~' Street, New York, New York 10025.

"SPC's Designee" shall mean one or more of SP"C's successors or assi~,>nees providedthat at the rime of assignment, the rights of SPC are specifically assigned in writing to such

successor ~r assignee, upon which the rights and abligatic~ns of SPC set forth in this

Declaration and the By-Laws shall inure to the benefit of, anci be binding upon its successor or

assi~nce.

"SPC residential Units" means any unit designated ~s an SPC Residential L7nit i.n tie

Declaration and th€; Floor Plans and any unit hereafter acquired by SPC car SP~"s Designee.

36

",SPC Residential Units Omer" means SPG car SPC`s Designee.

"SPC Unit" means any Unit owned b~ SPC or SPC's Designee, initially including the

Church Unit, the Schaaf L~~nit anc~ the SPC Residential Units.

"Special Assessment" means an assessment in addition to the Common Charges

enacted by the Board of Managers, or imposed by the Board of Managers against a particular

Residential Unit Owner or all Residential Unit Owners in accordance with the Condflminium

Documents. The owners of the SPC Units will. not. be subject to Special Assessments except for

assessrnen~s far repairs andlor improvements to fhe bailer, municipal sewer Iine, sewer lines,

municipal water lines, water lines, roof tanks and related pumps now or hereafter servicing the

Property.

"Special Use Units" means the Church Unit and tl~e Schaal Unit, collectively.

"Special Use Common Elements" means the Church Common Elements, the School

Common Elements, and those common elements serving bout the Church and the School

Units.

"Special Work" means any upgrades, "e~:tras", construction wt~rk, alterations or

modifications ordered by a Purchaser to be performed an his Unit. Any Purchaser wha orders

Special Wark shall be liable to Sponsor far the full cost of such. Special Work even if such.

Purchaser's Purchase Agreement is cancelled by Sponsor due to Purchaser's default.

"Sponsor" means (a} 360 CPW LLC, a New York limited liability company, having an

address at 50 West 17 h Street, New York, NY 10011 and/or (b} any Sponsor Successor, as the

context may require.

"Sponsor's Counsel" means the law firm of Sonnensebein, Sherman &Deutsch, LLP,

having an office at 7 Penn Plaza, Suite 904, Neu York, NY IOOQ1.

"Sponsor Successor" or "Successor Sponsor" means {i} any corporation, partnership,

limited liability company ar other entity that through amalgamation, cansolidatian, ar other

legal succession becomes invested with the rights and assumes the burdens of 360 CPW LLG,

or (ii} any Person why, at any time, (a} purchases 360 CP~V LLC or otherwise succeeds to the

ownership of ten or more Units or 20% of the total number of Residential units in the

Candc~minium, whichever is Less, and (b} is not purchasing such Units for his own occupancy

or far occupancy by one or mare of such Persons Family Members, and, in any case, shall also

include any nominee holding any Residential Unit for the account of the Person referred to in

clause (i) or above. 'I`he phrase "the ownership" sha11 include ownership by any such nominee.

To the extent 36~ CPW LLC continues to own Unsold Residential Units, it will continue as

Sponsor even though there is a Successor Sponsor.

"Spc~nsar Unit" means the Unit to be acquired by ~ponsc~r from Cenpark Realty LLC

and which is characterized in the L)eciaration as the Residential Unit.

:`Structural" when applied to ar~y work ~aerformed in ar to a Unit or the Property

means and refers to any Work affecting the foundations, columns, girders, beams, supports,

concrete slabs and other such. structural members of the Prc~~erty, those portions cif thL exterior

walls of fh€; Property lying b~.yc~nd the i~~~~rior face of tl~~; brickwork, and all wilding system,

inc~udin~ without timifation, thy; niec;hanical, electrical, water-supply a~nc~ return (sewer), gas-

supply and ~ieating, ven~ilatic~n and coaling systems.

37

"Unit" means a space designated in tt7e Declaration as the Residential Unit, an SPC

Residential Unit, or a Special Use Unit.

"UTnit C7wner' means any record owner of a Unit.

"Unsold Residential Unit", sometimes also referred to herein as "L~~sold Unit", means

any Residential Unit that is owned or retained, by way of lease ar any other arrangement by

which management or financial responsibility is retained, by Sponsor or a Sponsor Successor;

or a Residential Unit that is acquired, individually or collectively, by either the balder of a

Permitted Mortgage given by a Sponsor or Sponsor s Successor ar the designee of a holder of

such a Permitted. Mortgage. An Unsold Residential Unit shall retain its status and character as

an Unsold Residential Unit until: (i~~ it is no longer awned by Sportsar ar any Sponsor

Successcsr; (ii} it is occupied by a Residential knit Qwner or a Family Member of a Residential

Unit Owner; or (iii it is conveyed to a bona fide Purchaser far occupancy by the Purchaser or

by a Family Member of the Purchaser. Further, a Residential Unit that is conveyed to Sponsor

or Sponsor Successor by a Purchaser who has elected to rescind his purchase of the Unit and

receive a refund afthe Purchase Price paid for the Residential Unit as provided in the Plan

shall thereupon once again become an UTnsold Residential Unit.

"Work" means and includes demolitions, alterations, installations, additions and

improvements, repairs, replacements, substitutions, restorations and any other work performed

in or to the Units or the Common Elements.

All other initially capitalized terms used in Part I of the Plan that are not separately

defined in Part I shall have the meaning ascribed thereto in Exhibit C of the Declaration.

}K

LOCATION AND AREA INFORMATION

Location

The Candominium is located on the Upper West Side in the Ivlanhattan borough of NewYork City, with frantage an Central Park West, West 95~' and West 96~' Streets.

New Yark City is the most populous city in the United Sates, as well as one of theprincipal urban centers of the world, containing numerous businesses, transportation facilities,cultural activities, park areas, educational facilities, medical centers, theaters, museums, shipsand restaurants.

Transportation

The Condominium is served. by a variety of transportation facilities. Taxi andlimousine service is readilw available throughout the City. An entrance to the City's extensivesubway system. is directly adjacent to the building, at 96 x' Street and Central Park West. The"B" and "C" trains stop at Phis station and provide bt~fh uptown and downtown service.Municipal bus service is available on West 96~' Street and on Central Park West. On 96~`Street just west of Central Park West, the M96 bus services the east side of Manhattan. On the

north side of 96~' Street, just west of Central Park West, the M96 bus services areas between

Central Park West and Riverside Drive. Ori Central Park Vest between 95 h and 96t~' Streets,the M10 bus travets north to 159 'Street and couth to 57t~ Street. The Condominium is locatedclose to one of New York City's mayor highways, the West Side Highway, zanily connecting to

many other major thoroughfares, the City's many bridges and tunnels and the airports. NewYork City is serviced by three major airports: LaGuardia Airport, John F. KennedyInternational Airport and. Newark Liberty Airport.

Parks Recreation and Cultural Activities

Excellent shopping facilities are located near the Condominium, primarily alongColumbus Avenue. There are pharmacies, supermarkets anc2 cafes, all within a few blocks of

the Condominium. Mani Marketplace is located at 697 Columbus Avenue, ~.7ith a cafe located

directty across the street. The Columbus Square retail development, an Columbus Avenue

between 97~' and 100' Streets, contains stores such as Whole Foods, Whale Foods Wine Shop,

Sephora, TJ Maxx, Chase Bank and Modell's Sporting Goods.

Cenral Park, the City's largest green space, is located directly acr€~ss the street from the

Condominium. This 840-acre parcel of land combines beautzfully landscaped areas with a

large variety of recreational facilities, such as tennis courts, running paths, bicycle routes, a

swimming pool, ice skating rink, theatrical performances, music concerts and a zoo. The

iJpper West Side is also well served by a variety of private recreational facilities, including

fitness centers, yoga studios, tennis courts and dance studios.

Numerous museums are located close to the Condominium, including the Museum of

Natural History, the New York Historical Society, the Guggenheim Museum, the Metropolitan

Museum of Art, the Neue Galerie, the Frick Museum and the Museum cif Modern art, among

many others.

Symphony Space is Ic~cated at ~35`~' Street and Src>adway, just three blacks from the

Condominium. Concerts, plays and me,~~ies are all prese~ntea there. Lincoln Center f'or t~h~.

~9

Performing Arts, a major entertainment facility featuring year-round music, drama and dance

from organizations like the Metropolitan Opera and New York Philharmonic, is located on the

Upper West Side of Manhattan. Carnegie Ha11 and the Broadway Tl~e~ter I~istricf are also

within a few miles of the Condominium.

Educational Facilities

Excellent educational facilities are located in New Yark City and particularly on the

Upper West Side of Manhattan. Public schools servicing the Condominium. include

Elementary School PS 84 and Junior High Schools 44 and 54. private schools in the

immediate area include Columbia Preparatory Sch€~ol, The Trevor Schaal, The Dwight School,

The "Trinity School, Tke C`allegiate School and The Calhoun School, and St. Hilda's and St.

Hugh's SchaoL Just across Central Park on the Upper East Side of Manhattan one fords The

Dalton School, The Spence School, The Nightingale-Bamford School, St. $ernard's School;

The Buckley School, The Allen-Stevenson School, the Ramat School, and the Lycee Francois

de New York. Columbia University is one mile from the Condominium, and New York

University, Fc~rdham University anct the City University of New York are all within commuting

distance.

Medical Facilities

The Condominium is within easy access to a number of medical facilities in the New

York area, including St. Luke's-Roosevelt Hospital Centers at 114t~' Street and Amsterdam

Avenue and 59~' Street and Tenth Avenues, Mount Sinai Hospital, Lenox Hill Hospital,

Manhattan Ear Nose and Throat I-~ospital, New York F~aspi~al-Cornell Medical Center, Beth

Israel Hospital, Memorial Sloan Kettering Cancer Center and the Hospital far Special Surgery.

Religious Facilities

There is a diverse range of religious facilities within close proximity to the

Go~dominium. Nearby houses cifworship include the Second Presbyterian Church and

Chinese Calrimunity Church of New York, which are immediately adjacent to the

Condaminiu~. The Crenshaw Christian Center i~ on the north side of 96~' Street and Cenral

Park West. The Holy Name Parish (RC}, St. Michael's Episcopal Church, the Advent

Lutheran Church and the Church of St. Gregary the Great are atl near the Condominium. The

New Synagogue is immediately ad3acent to the Condominium. Chabad of the Upper West

Side, Congregation Ohab Zedek, Young Israel ~f the West Side, the 3ewish Center,

Congregation Ohav Sholom and Congregation B'Nai Israel Chaim are all near the

Cond€~minium. Buddhist Studies and Mediation Center is located can West l00`~ Street.

1~Iunicipal Services

Police, fire, water, sanitation and snow removal are provided by the City of New Yark.

The property is in the 24~' Police Precinct, located at 151 West I00~' Street and primary fire

protection is provided by the New Yark Fire Department Battalion II, Bn~ine 76, Ladder 22,

located at 145 West 100 t~ Stre~~.

The Crty of Ne~~ York is r~;spc~nsible for the maintenance of the roads adjacent to the

Condominium.

Mailing Address and Nei h~b_orhooc~

The mailing address for the Candaminium is 360 Central Park West, New York, h?ewYank 10025.

~s, ~

The Property is located in ati RlOA residential zoning district.

41

SCHEDULE A

THE 36Q CENTRAL PRRK WEST CONDOMINIUM

360 CENTRAL PARK WEST

NEW YORK, NY 10Q25

OFFERING PRICES AND RELATED INFORMATION

PROJECTED COMMON CHARGES AND READ ESTATE TAXES ARE FOR

THE FIRST YEAR OF GQNDOMINIUM OPERATION -JULY 1, 2016 TO JUNE 30, 2017

jPe

rcen

tage

Offe

ring

In

tere

st in

Appr

oxim

ate

Price fo

r Offering

the

Square Foo

tage

pe

rcen

tage

of Common

Tenant

Price for

Common

Proj

ecte

d Common Cha

rges

Projected Real Estate

iun

it (1

E s¢

atus

Number of (2)

l4)

Inte

rest

in the

Purchasers

Non-Tenant

Expenses

(8j

Taxe

s (9

) Projected Ca

rryi

ng Charges

~ (10)

(3}

Rooms Bat

hroo

ms

Unit

Terrace

aes~

aenu

ai unit (

s) co

ndom

iniu

m (a~

(7)

Purc

hase

rs

(6}

Monthly

Annual

Ma~t

hly

Annual

Mont

hly

Annual

1A

M

3.5

1

782

0.6298%

O.S224%

$1,330,000

$1,4

0d,O

p0

0.6333%

$g6~.45

510,

415.

38

$561

.27

$6,7

35.2

5 $1

,424

.22

$17,

150.

63

18

V

2.5

1 870

OJ007%

OS889%

$1,480,000

$1,550,04Q

0.7045%

$965.62

$11,587.44

$624

.43

$7,4

93.1

8 $1,590.95

$19,

Q80.

62

2A

S 3.

S 1

8~6

0.6975%

0.5862%

$1,080,000

$1,1

27,5

00

OJ013%

$861.18

$11,534.16

$621

.56

$7,4

5$.7

3 $1,582.74

$18,492.89

t-----

-~ 28

V 2.5

1

730

0.5879%

0.4942%

$1,080,000

$1,1

27,5

Q0

p,5912~

$810

.23

$9,722.79

$523.95

$6,28738

$1,334.1$

$16,010.1&

2C

S ~ ~

1 1,

146

0.9230%

0.7758%

51,020,000

$1,072,SOQ

0.9280%

$1,2

71.9

5 $1

5,26

3.45

$8

22.5

3 $9

,870

.33

$2,0

94.4

8 $25,133J8

3A

5

3.5

1 864

0.6459%

0.5849%

$1,15Q000

$1,2

10,0

00

p.6447%

~9~8

9~

$11,

507.

52

$62p

.13

$7,441.51

$1,5

79.0

9 $1

8,94

4.03

3B

V 2.5

1 74z

0.5976%

0.5023%

$1,1

30,0

00

$1,I&2,50Q

0.6009%

82355

$4,$

82.6

2 $5

32.5

6 $&

,390

.74

$1,3

56.1

1 $16,273.36

3C

; S

3.5

1 1,173

0.9447%

0.7440%

$1,Q

80,0

04

$1,127,SOQ

p.gg

ggry

$1,3Q1.92

$15,623.Q6

$841

.91

$10,102.88

$2,143.83

$25,

725.

44--

--..

4A

V

3.5

1

86&

0.6991%

p.5876%

$1,160,000

$1,2

21,0

00 0.7pZg~

$963.A0

Sll,

560.

8Q

$623

.OQ

$7,4J5.96

$1,5

86.4

0 $19,36.76

46

V

2S

1 734

0.5912%

0.4969%

$1,1

40,0

00

$1,1

93,5

00

p.sggq~

$14.67

$9,776.07

$526.82

$6,321.84

$1,341.49

$16,

Q97.

90

4C

~ V

3.5

1 1,563

1.2588%

1A581%

$1,310,000

$1,37S,QdQ

1,2657%

$1,7

34.7

9 $20,817.43

$1,121.$2

$13,461.89

$2,856.61

$34,27932

4G

~ V

1.5

1 3&7

0,31

17°l

0 0.2620%

$450

,000

$467,SOQ

p,3134%

$`~?5.

~~

$x,1

54.4

1 $2

77.7

6 $3,333.17

$7p7.30

$8,4

87.5

9

4H

V

3.5

1

&Zl

0.6612%

0.5558%

$1,16Q000

$1,2

21,0

00

0.6649%

$911

.23

$1p,

434.

81

$5$9

.26

$7,0

71.1

5 $S

,SQQ

.SQ

$18,

005.

97

i QJ

R 3.

5 1

833

0.6709%

Q.56391

~1,1

10,0

00

$1,166,000

6.6746%

5824.55

$11,494.64

$597

.88

$7,l

l4.5

1 $1,522.43

$18,269.15 .

4K

R 1S

1 474

0.3818%

0.3209%

$530

,000

$5

55,5

00

0.3838%

5526

.1Q

$6,313.16

$3G021

$4,082.49

$&66.30

$10,345.65

4L

R 2.5

1 740

p.5960%

0.5009%

$860

,000

$9

Q2,0

00

p.59

93/0

$8

21.3

3 $9,855.98

$531

.13

$6,3

73.5

1 $1,352.46

$16,229.44

SA

V 3S

1

843

0.6740%

0.57D7%

$1,180,000

$1,2

32,O

p0

p.~827~

$935

.65

$11,

227.

83

$60SA5

$7,260.64

$1,540.71

$18,48&.46

56

V

25

1

X75

0.5436%

0.4569%

$1,150,000

$1,2

04,S

Q0

0.5466%

$749.19

$8,990.25

$484.47

$5,8

13.6

$ $1,233.66

$14,803.93

SG

5

2.5

1 802

0.6459%

0.5429%

$924

,000

$9

68,0

00

p,6495%

$894.15

$1Q,fi81.75

$575

.63

$6,9

07.5

1 $1,465.77

$17,589.26

5D*

~ E

2.5

1 i 739

0.5952%

$803

,000

SE

~ S

2.5

1

676

0.5445%

0.4576%

$760

,040

$7

42,O

Q0

0.5474%

5750

.30

59,0

03.5

7 $4$5.19

55,$

22.2

9 $1

,235

.49

$14,825.86

-~

---

-T---

-----

Rercentage

Offering

Interest in

Approximate

Pric

e for

Offering

the

Squa

re Foo

tage

percentage of Common

Tenant

Price fo

r common

Projected Common Charges

Projected Real Est

ate

Unit (1

) status

Number of (2)

(4)

Interest in the

Purchasers

Non-Tenant

Expenses

(8)

Taxe

s (9)

Projected Ca

rryi

ng Charges

(zo}

~

(3)

Rooms Bathrooms

Unit

terr

ace

aes~ae~nai u~r

c ~s)

Cond

omin

ium

~6}

(7~

Purc

hase

rs

(6)

Monthly

Annual

Monthly

Annual

Monthly

Annual

SF

V

4.5

2

1 Z6~

1.0204%

0.8577%

$l,$

70,0

00

$1,9

63,S

Q0

1.0260%

1,40

6.25

$16,875.04

$90937

$10,952.44

$2,315.63

$27,787.53

i ---

---

I SG

V

25

1

6$9

I 0.5549%

0.4664%

$1,04QQ00

$1,09G,SpQ

05580

$64.73

$9,176.72

$494.52

$5,9

34.2

6 $1,254,25

$15,

11p.

98SH

j V

3.5

1

824

0.6637%

0.5578

$1,1

80,0

00

$1,2

32,o

aa

0.66731

$314.56

$1p,

474.

77

$591A2

$7,0

96.4

9 $1,505.98

$18,071.76

5J

S

3.5

1

835

Q.6725%

0.5652%

$1,120,6Q0

$1,1

77,O

Od

0.6762%

$92677

$11,

121.

28

$599.31

$7,191.73

$1,526.08

518,

313.

01SK

5

15

1

474

p.3818%

0.3209%

$540,000

$561,000

03838%

$526.10

$6,3

13.1

6 $3A021

$4,0

82.4

9 $866.30

$10,395.65

Sl

V

2.5

1

740 ~

0.5960%

O.Spp9%

$87p,000

$913,000

0.5993%

$821.33

$9,8

55.9

8 $531.13

$fi,37351

$1,3

52.4

6 $1

6,22

9.49

i6A

V

4S

Z

1 Z54

1A100%

0.&489%

$2,5

10,0

00

$2,640,p00

1.01

5595

$1,391.&2

$16,

701.

89

$9Q0.04

$10,800.52

$2,2

91.8

7 $2

7,50

2.41

6E3

S

2.5

1

731

0.5888%

0.494$%

$1,4

50,0

00

$1,518,OOQ

0.592Q%

$11.34

$4,736.11

$524.67

$6,2

96.Q

0 $1,336.01

$16,

Q32.

116C

V

2.5

2

806

0.6492%

0.5456%

$940,OOd

$974,OOQ

0.6527%

$894.59

$1Q,

735.

03

$578.50

$6,9

41.9

6 $1,473.p&

$17,

676.

996D

S

2.5

1

741

0.5968%

O.SQ16%

$780,000

$814,004

0.6001%

$&ZZ.44

$9,$6930

$531.$4

$6,382.13

$1,3

54.2

9 $16,251.43

--

-6E

V

2.5

1

670

0.5396%

O.A53S%

$77Q000

$&03,000

0.5426%

$743.64

$8,9

23.6

6 $480.88

$5,770.61

$1,224.52

$1A,694.27

6F

~ V

45

2

1 Z77

1.0285f

0.86RS1

$1,9

20,Q

Q0

$2,D18,500

1.0341%

$1,41735

$17,

p08.

23

$916.55

$10,498.62

$2,3

33.9

0 52

8,00

6.84

6G

j 5

2.5

1

685

0.5517%

0.4637%

$1,06Q,000

$1,105,500

0.55

47%a

$760.29

$9,123.44

$491.65

$5,894.$1

$1,2

51.9

4 $15,023.25

6H

S

3.,

1

836

0.6733%

0.5659%

$1,1

90,0

00

$1,243,000

0.6770%

$927.88

$11,

134.

6Q

$600.Q3

$7,200.35

$1,527.91

$18,334.94

61

5

3.5

1

835

0.6725%

p.5652%

$1,130,000

$1,188,000

0.6762%

$926.77

$11,

121.

28

$594

.31

$7,19173

$1,5

26.p

8 $1

8,31

3.01

6K

V

1.5

1

469

0.3777%

0.3175%

$540,000

$566,SOd

0.3798%

$520.55

$6,2

46.5

6 $336.62

$4,039.43

$857.17

$10,285.99

6L

N

25

1

743

0.59$4%

45030%

$&&0,040

$924,p00

p.60ll%

$&24.66

$9,&95.94

$533.28

$6,349.35

$1,357.44

$16,295.29

7A

V

4.5

2

1,254

1.O1

Q0°!

o 0.8489%

$2,5

70,0

00

$2,6

95,0

00

1.0155°h

$1,391.82

$16,701.84

$900

.OA

$10,800.52

$2,2

91.8

7 $2

7,50

2.41

7B

V

2.5

1

X31

0.5888%

0.4948%

$1,4

60,0

00

$1,529,040

0.59

20°l

0 $811.34

$4,736.11

$524.67

$6,2

96.0

0 $1,336A1

$1fi,032.11

7C

V

2.5

1

806

0.6492%

OS456%

$9SQ,OOQ

$940,000

0.6527%

$894.59

$14,

735.

03

$578.50

$6,9

41.9

6 $1,473.0$

$17,

676.

9974

S

25

1

741

Q.5968%

O.Sp16%

$79Q000

$825,004

p.6001%

$&22.A4

$9,86430

$531.84

$6,382.13

$1,3

54.2

9 $16,251.43

7E

S

LS

1

670

0.5396%

0.4535%

$~80,OQQ

$814,000

0.54261

$743.64

$8,4

23.6

6 $480.88

$5,770.61

$1,224.52

$14,

fi44

.27

j 7F

R 45

2

1 Z77

1.0285%

Q.$645°l0

$1,97QOQ0

$2,073,SQ0

1.Q341%

$1,41735

$17,

008.

23

$916.55

$10,

99$.

62

$2,3

33.9

0 $2

$,00

6.84

7G

S

25

1

685

O.SSll%

O.A637%

$1,0

70,0

00

$1,116,SOQ

0.5547%

$760.29

$9,123.44

$495.65

$5,899.81

$1,2$1.94

$15,023.25

7H

R 3.

5 1

836

0.6733%

0.5659%

$1,20Q000

$1,254,000

0.6770%

~g2~.88

$11,134.60

$60Q.03

$7,2Q0.35

$1,527.41

$1&,33494

71

V

3.5

1

835

0.6725%

0.56

52'Y

o $1,14Q000

$1,199,000

0.6762%

$926.77

$11,

121.

28

$59931

$7,141.73

$1,5

26.0

8 $1

8,31

3.01

7K

S

1.5

1

464

03777%

0.3175%

$SSp,Q00

$572,Og0

p,3798~Q

$520.55

$6,2

46.5

6 $336.62

$4,039.43

$857.17

$10,

2&5.

99

7~

S

Z.5

1

743

0.59

84°~

O 0.5030%

$890,OQ0

$935,oaa

o.6a17~

$824.66

$9,&95.94

$533.28

$6,39935

$1,357.94

$16,

295.

29

$A

S

4.5

?

1,254

1.OlOQ%

0.8489%

$2,620,000

$2,7SQ,OQO

1A155%

$1,341.82

$16,7p1.84

$9p0.04

$10,800.52

$2,29L&7

$27,

SQ2.

41

88

j V

25

1

731

0.5888%

0.4948%

$1,47Q,Opp

$1,540,000

0.5920%

$811.34

$9,736.15.

$524.67

$6,2

96.Q

0 $1,336.01

$16,032.11

43

__..__

'

Percentage

Offering

Inte

rest

in

iApproximate

Price for

Offering

the

Squa

re Foo

tage


Tenant

Price fo

r Common

Proj

ecte

d Common Charges

Projected fl

ea) Estate

Unit (1

) Staves

Number of (

2J

(4}

Inte

rest

in the

Purc

hase

rs

Non-Tenant

Expenses

(8)

Taxes (9)

Projected Ca

rryi

ng Cha

rges

(10,

(3)

Rooms Bathrooms

Unit

Terrace

Res~

de~r

iai un

a {s

~ condominium ~~)

f7)

Purc

hase

rs

(6)

Monthly

Annual

MonChly

Annual

Monthly

Annual

$C

V

2.5

1

$Q~

0.6492%

OS45

6°fo

$1

,310

,000

$1

,375

,000

p,g5271

$894.59

$10,735.03

$578.50

~ $6

,941

.96

$1,473.0$

$17,

676.

99

8D

V

25

1

741

0.5968!

Q.5016%

$89Q,OQ0

$935,000

0.6001%

$822.44

$9,86930

$531.84

$fi,3$213

$1,3

54.2

9 $1.6,251.43

8E.

V

25

1

~7Q

p.53961

Q.4535%

$79Q400

$825,000

0.5426%

$?43.64

$8,9

23.6

6 $48Q.$8

$5,770.61

$1,224.52

$14,644.27

&F

R 4.5

2

~ ~~~

1A285%

0.8645%

$2,030,000

$2,128,SOd

1.0341%

$1,4

17.3

5 $17,00$.23

$916.55

$1Q948.fi2

$2,3

33.9

0 $2

8,00

6.84

8G

V

2.5

1

&85

0.5517%

0.4637%

$1,08QOOQ

$1,127,500

0.5547%

$760.29

$9,123.44

$491.65

$5,899.81

$1,251.94

$15,

023.

25

SH

V

3.5

1

$~~

0.6733%

0.56

59°l

0 $1,21Q000

$1,2

65,0

00

p,g~~p/p

$927.88

$11,134.60

$6QO.Q3

$7,20035

$1,527.91

$18,

334.

94

8J

V

3S

1

835

6.6725°~

O.S652%

$1,2

14,0

00

$1,265,OQQ

0.6762%

$426.77

$11,

121.

28

$59431

$7,191.73

$1,5

26.0

8 $18,313.01

8K

V

1.5

1

46~

0.377796

0.3175%

$550,004

$577,SOQ

0.379&%

$52Q.S5

$6,2

46.5

6 $336.62

$4,039.43

$857.17

$10,285.99

SL

V

25

1

743

0.59

84°~

05030%

$1,3

60,0

00

$1,4

30,0

00

0.60

17°{

0 $$24.66

$4,895.44

$533.28

$6,349.35

$1,357.44

$16,245.29

9A

R 4.5

2 ~ ~

i 254

1.0100%

0.8484%

$2,6!0,000

$2,8

05,0

00

1.Q155%

$7.,

341.

82

$16,101.89

$900.Q4

$10,&00.52

$2,2

91.8

7 $27,52.41

98

V

2.5

1

73l

0.58

88°!

0 4.4948%

$1,480,040

$1,5

51,0

00

0.5920%

$1134

$9,7

36.1

1 $524.67

$6,2

96.0

0 $1,336.01

$16,32.11

9C

V

2.5

1

~ a06

0.6492°l

0.5456%

$1,320,000

$1,3

86,0

00

0.85

27go

$&94.59

$10,

735.

03

$578.50

$6,4

41.4

6 $1

,473

.08

$17,676.94

9D

V

2.5

1

741

Q.5968%

OS016%

5900,000

$946,000

p.6001%

$822.44

$4,8

69.3

0 $531.&4

$6,382.13

$1,3

54.2

9 $16,251.43

9EF

5

7

2

1X44

1.5657%

1.316Q%

$3,0

90,0

00

$3,245,000

1.5743%

$2,1

57.6

6 $2

5,89

1.93

$1

,395

.28

$16,

743.

39

$3,552.94

$42,

635.

32

9G

V

~ 5

~ 6&S

0.5517%

Q.4637%

$1,090,000

$1,138,SOd

0.5547%

$760.29

$9,123.44

$491.65

$5,899.81

$1,251.44

$15,023.25

9N

S

3.5

1

&36

0.6733%

0.5659%

$1,2

2Q,0

00

$1,276,000

0.6770%

$927.88

$11,134.60

$604.03

$7,200.35

$1,527.91

$18,

334.

44

4J

R 3S

1

$~5

0.6725%

0.5652%

$1,220,000

$1,2

7fi,

000

0.6762%

$426.77

$11,121.28

$599.31

$7,141.73

$1,5

26.0

8 $18,313.01

9K

V

1.5

1

469

0.3777%

Q.3175f

$560,000

$583,000

0.3748%

$520.55

$6,2

46.5

6 $336.62

$4,039.43

$857.17

$1,285.99

9L

S

2.5

1

743

0.59

84°/

u 0.5034%

$1,3

70,0

00

$1,4

41,0

00

0.6017%

5824.66

$9,895.44

$533.28

$6,349.35

$1,357.44

$16,295.29

10A

V

4.5

2

1,254

1.0100%

Q.$489%

$2,720,000

$2,$

60,0

00

1.0155%

$x,391.82

$16,701.89

$900.04

$1Q,80052

$2,2

91.8

7 $2

7,56

2.41

166

S

2.5

1

~~~

0.5$8$%

0.4948%

$1,4

90,0

00

$1,562,000

0.59

20%u

$&11.34

$9,736.11

$524.67

$6,2

96.0

0 $1,336.01

$16,

032.

11

10C

5

2.5

1

g~~

0.6492%

O.S4S6%

$1,33Q000

$1,3

97,0

00

0.6527%

$$94.59

$10,

735.

03

$578.50

$6,4

41.9

6 $1

,473

.08

$17,676.99

SOQ

S

2.5

1

7~Z

0.5968%

0.5016%

$910,000

$957,000

0.6001%

$22.44

$9,86930

$531.84

$6,382.13

$1,3

54.2

9 $16,251.43

1QE

V

2.5

1

670

05396%

0.4535%

$&04,000

$836,000

0.5426%

$743.64

$8,9

23.6

6 $480.88

$5,770.61

$1,224.52

$14,

694.

27

10F

S

4.5

2

1 Z7~

1A285%

0.8645%

$2,130,000

$2,238,500

1.0341%

$1,417.35

$17,

008.

23

$916.55

$10,998.62

$2,333.9Q

$28,

006.

$4

10G

V

2.5

1

6$S

0.5517%

Q.4637%

$1,1

00,0

00

$1,1

49,5

00

0.5547%

$760.29

$9,123.44

$441.65

$5,899.81

$1,251.94

$15,023.25

10H

R 3.5

1

&~6

0.6733%

0.5659%

$1,2

30,0

00

$1,2

87,0

00

p.g770~o

$927.88

$11,134.60

$6Q0.03

$7,20Q.35

$1,52791

$18,

334.

94

10J

S

3.5

1

$35

0.6725%

0.5652%

$1,23Q000

$1,287,000

Q,C762o~

$926.77

$11,121.28

$59931

$7,191!3

$1,5

26.0

& $1

8,31

3.01

10K

S

1.5

1

46~

0.3777%

03175%

$S6p

i000

$588,SOQ 0.37~g/o

$52p.55

$6,2

46.5

6 $336.62

$4,p39.43

$857.17

$1p,

2$5.

99

10~

( S

2.5

1

f4~

0.5984%

D.5030%

$1,380,000

$1,452,000

p.6017%

$$24.66

$9,895.94

$533.28

....

.$6,39935

$1,357.94

$16,295.29

44

Offe

ring

Pe

rcen

tage

inte

rest

in

Approximate

Pric

e for

Offe

ring

the

Square Footage


Tenant

Pric

e fo

r Common

Proj

ecte

d Common Charges

Proj

ecte

d Real Est

ate

Unit (1)

Staeus

Number of (2)

(4)

Inte

rest

in the

Purc

hase

rs

Non-Tenant

Expenses

($)

Taxes (9}

Proj

ecte

d Carrying Charges

(10)

_

(3)

Rooms aat

hroo

ms

Unit

Te

rrac

e eeside~rai unit ~s

) co~dom~n~um

~e~

(7)

Purc

hase

rs

(6j

Monthly

Annual

Monthly

Annual

Monthly

Annual

11A

S

4S

2

1254

1.p100%

0.84$9%

$2,770,000

$2,915,000

1.0155%

$1,391.82

$16,701.$9

$900.04

$1p,800.52

$2,291.87

$27,502.41

21B

5

2.5

1

73~

0.5888%

0.4948%

$1,500,000

$1,S73,d00

p,5920°!

$$11.34

$9,136.11

$524.67

$6,296,00

$1,336.Q1

$16,032.11

11C

V

2.5

1

&Q~

0.6442%

0.5456%

$1,340,000

$1,408,000

Q,6527%

$894.59

$1Q,735.03

$S78.SQ

$6,941.96

$1,473.Q8

$17,676.99

~ 11D

V

2.5

1

741

0.5968%

O.S016%

$920,000

$468,000

0.6001%

$822.44

$9,869.30

$531.84

$6,382.13

$1,354.29

$16,251.43

11E

V

2.5

1

67Q

0.5396%

0.4535%

$810,000

$847,000

0.5426%

$743.64

$8,923.66

$480.$8

$5,770.61

$1,22452

$14,694.27

11F

V

45

2

1 277

1.0285%

0.8645%

$2,180,000

$2,293,SOd

1.0341%

$1,4ll.35

$17,008.23

$916.55

$10,998.62

52,333.90

$28,006.84

11G

~ S

2.5

1

~&5

0.5517%

O.A637%

$1,110,000

$1,160,500

p.5547%

$760.29

$9,123.44

$491.65

$5,8

99.8

1 $1,251.94

$15,023.25

11H

V

3.5

1

8~6

0.6733%

0.5659%

$1,240,OOQ

$1,298,000

0.6770%

$927.88

$11,134.60

$600.03

$7,200.35

$1,527.91

$18,334.94

11J

S

3.5

1

$3~

0.6725%

0.5652%

$1,240,000

$1,248,000

Q.B762~

$926.77

$11,721.28

$599.31

$7,191.73

$1,526.08

$18,313A1

~ 11K

V

1.5

1

46g

0.3777%

0.3175%

$57q,000

$594,000

p,37ggo~

$520.55

$6,246.56

$336.62

$4,039.43

$857.17

$10,285.99

~-

11L

V

2.5

1

743

0.5984%

0.5030%

$1,390,OOp

$1,463,000

0.6017%

$824.66

$9,895.94

$533.28

$6,349.35

$1,357.94

$16,295.29

12A

V

~.5

~

1,254

1.O1Q0%

0.84$9%

$2,83Q600

$2,970,000

1.6155%

$1,391.82

$16,701.9

$900.04

$10,800.52

$2,291.87

$27,502.41

12B

V

25

1

731

0.5888%

0.494$%

$1,51Q000

$1,5&4,000

0.5920%

581134

$9,736.11

$524.67

$6,296.00

$1,336.01

$16,032.11

17C ~ S

2.5

1

$p6

0.6492%

0.5456%

$1,35Q000

$1,419,000

0.6527%

$894.59

$10,735.03

$578.Sp

$6,941.96

$1,473.08

$17,676.99

--

--

--

-12Q

V

2.5

1

741

0.5968f

0.501G%

$94QQ0~

$979,000

0.6001%

$gzz.44

$9,&69.30

$531.84

$6,3&2.13

$1,354.29

$16,251.43

12E

! V

2.5

1

67Q

05346%

0.4535%

$$2Q,000

$85&,OOQ

p,5426f

$743.64

$8,923.66

$4$6.88

$5,7

70.6

1 $1,224.52

$14,694.27

22~

V

4.5

2

1 z~~

1.0285%

0.8645%

$2,240,000

$2,348,SQ0

1.0341%

$1,417.35

$17,008.23

$916.55

$10,998.62

$2,333.90

$28,p06.84

12G

S

2.5

1

68~

0.5517%

0.4637%

$1,120,000

$1,171,500

p ~sq~~

$760.29

$9,123.44

$491.65

$5,8

99.8

1 $1,251.94

$15,023.25

S2N

S

3.5

1

&~~ ~

0.6733%

0.5654%

$1,2SQ,000

$1,3Q9,000

p.g770g~

$927.88

$11,134.60

$600A3

$7,20035

$1,527.91

$18,334.94

-- ---

~ --

----

12J

S

3.5

1 &~$

0.6725%

Q.5652%

$1,25Q000

$1,304,040

p,&762/

$926.77

$11,121.28

$549.31

$7,191J3

$1,526.08

$18,313.01

12K

~ S

1.5

1

4~~

, 0.3777%

03175%

$S7p,000

$599,500

63798%

~`~20.55

$6,246.56

$336.62

$4,039.43

$857.17

$10,285.99

12L

S

2.5

1

~~3

0.5484%

0.5030%

$1,410,000

$1,474,000

0.6017%

$824.66

$9,895.94

$533.28

$6,39935

$1,357.94

$16,295.29

14A

S

4.5

2

1,254

1.01Q0%

0.&4$9%

$2,884,000

$3,025,000

1.D155%

$1,341.82

$16,701.&9

$900.04

$16,800.52

$2,291.&7

$27,502.41

14B

( V

2.5

1

731

0.5$88%

4.494&%

$1,520,000

$1,595,004

0.5920%

$&11.34

$9,736.11

$524.67

$6,296.00

$1,336.01

$16,032.11

14C

S

2.5

1

806

0.6492%

0.545&%

$1,36g000

$1,430,000 0.65~7~

$894.59

$10,735.Q3

$578.SQ

$6,941.96

51,4

73.0

$17,676.99

--14D

V

25

1

74~

0.5968%

O.S016%

$95Q,000

$990,000

0.6001%

$&ZZ-44

$9,869.30

$531.84

$6,382.13

$1,354.29

$16,251.43

14E

V

2.5

1

X70

0.5396°fo

p.4535%

$$30,000

$869,000

O.S426%

$743.64

$8,923.66

$480.88

$5,776.61

$1,224.52

$14,644.27

14F

5

4.5

2

127

1.0285%

0.8645°/a

$2,290,000

~2,403,SOQ

1.4341%

$1,417.35

$17,pp8.23

$916.55

$16,498.62

$2,333.9Q

$28,066.84

14G

V

2.5

1 685

0.5517%

0.4637%

$1,130,p00

$1,182,500

0.5547%

~~~Q 29

$9,123.44

$491.65

$5,899.81

$1,251.94

$15,023.25

lAH

S

3.5

1

836

0.6733%

0.5659%

$1,260,000

$1,320,p00

p.~~~p~

$927.88

$].1

,134

.60

$6Q0.03

$7,200.35

$1,527.41

$18,334.94

--

Percentage

Offering

Inte

rest

inApproximate

Price for

Offering

the

~ Square Footage

Percentage of Camman

Tenant

Price fo

r Common

Proj

ecte

d Common Charges

Projected Real Est

ate

Unit

{1J

Status

Number of (

2j

~4J

Inte

rest

in the

Purc

hase

rs

Non-T

enan

t Expenses

(8j

Taxe

s (9)

Projected Carrying Charges

(10}

(3

} Rooms aath~ooms

Unit

Te

rrac

e ae

s~ae

m~ai

un~

~ ~sy

conaom~~~~m

fie)

(7)

Purc

hase

rs

(6}

Monthly

Annual

Monthly

Annual

Monthly

Annual

~ 14J

V

3.5

1

835

0.6725%

0.5652%

$1,2

6Q,0

00

$1,32Q,000

Q.6762%

$26.77

$11,

121.

28

$59431

$7,191J3

$1,5

26.0

8 $1&,313.0].

14K

5

1.5

S

469

~ p,

3777

e/

0.3175%

$5&O,QOp

$6Q5,000

03798%

$520.55

$6,2

46.5

6 $336.62

$4,039.43

$857.17

$10,

285.

99

j 14L

V

2.5

1

743

0.5984%

O.SQ30%

$1,4

20,0

00

$1,485,OQQ

0.6Q17%

$SZ4.66

$4,845.94

$533.28

$6,39935

$1,357.94

$16,295.29

---

15A

5

4.5

2

1,254

1A100%

Q.84&9%

$2,9

30,0

00

$3,080,Op0

1.0155%

$1,391.82

$16,701.84

$40p.04

$1Q800.52

$2,2

91.$

7 $2

7,50

2.41

15B

5

2.5

1

73l

0.588$%

0.4948%

$1,5

3Q,0

00

$1,606,000

0.5920%

$811.34

$9,736.11

$524.67

$6,2

46.0

0 $1,336.01

$16,Q32.11

15C

N

2.5

1

806

0.6A

92~a

0.5456%

$1,3

70,0

00

S1,4R1,000

Q,6527~

$844.54

$10,

735.

03

$578.50

$6,9

41.9

6 $1,473.0$

$17,676.99

15D

S

2.5

1

' 741

Q.5968/0

0.5016%

$960,000

$1,Qdl,OdO

0.6001%

$822,44

$9,86430

$531.84

$6,382.13

$1,35419

$16,251.43

15EF

C

7.0

3

1 94

j 5.0428h

0.6770%

$427.88

$11,134.60

$600.03

$7,200.35

$1,527.91

$1&,

334.

94

156

C

2.5

S

6~5

0.3669%4

0.6762%

~926•~~

$11,121.2&

$549

.31

$7,191.73

$1,5

26.0

8 $1

8,31

3.01

15H

V

3.5

1

X36

p.6733%

0.56

59`Y

o $1

,270

,000

$1,331,OOQ

p,~798/

$520.55

$6,2

46.5

6 $336.62

$4,039.43

$857.17

$10,

285.

99

' 15J

V

3.5

1

&35

p,6725%

0.5652%

$1,2

70,0

00

$1,331,OQ0

0.6017%

$$24.66

$9,895.94

$533.28

$6,399.35

$1,357.94

$16,29529

15K

5

1.5

1

469

p3777%

0.3175%

$5&0,60D

$610,500

1.6075%

$2.2

03.1

7 $26,438.Q1

$1,4

24.7

1 $17,096.52

$3,6

27.8

8 $A

3,53

G.S2

1SL

5

2.5

1

743

0.5984%

0.5030%

$1,4

30,0

00

51,496,006

0.6527%

$894.59

$10,

735.

03

$578.SQ

$6,9

41.9

6 $1,473.0$

$17,

676.

49

16A8

S

4.5

3

19$5

1.5987%

13437%

$4,3

4p,0

00

$4,565,000

0.6001%

$822.44

$9,869.3Q

$531.$4

$6,382.13

$1,3

54.2

9 $1

fi,2

51.4

3

i 16C

5

2.5

1

~Q6

Q.6492%

Q.5456%

$1,380,000

$1,452,p00

0.5426%

$743.64

$8,9

23.6

6 $480.88

$5,770.61

$1,224.52

$14,694.27

~ 16D

S

2.5

1

741

05968%

Q.5016%

$970,OOQ

$1,0

12,0

00

1A341%

$1,417.35

$17,008.23

$916.55

$10,998.62

$2,333.9Q

$28,006.84

16E

j S

2.5

1

670

0.5396%

0.4535%

585Q000

$891,000

O.SSA7%

$764.24

$9,123.44

$441.65

55,$99.81

$1,251.94

$15,023.25

I 16F

S

45

2

1 Z~7

1.0285%

0.8645%

$2,3

9Q,0

00

$2,SS3,Sd0

0.6770%

927.88

$11,134.60

$600.03

$7,20035

$1,527.91

$1&,334.94

16G

i S

2.5

1

6$S

0.5517%

0.4637%

$1,1

50,0

00

$1,204,500

0.6762%

$92fiJ7

$11,121.28

$594

.31

$7,191.73

$1,5

26.0

8 $1

8,31

3.01

16H

S

35

1

836

0.6733%

0.5659%

$1,2

$0,0

00

$1,342,OOQ

0.3745!

$520.55

$6,2

46.5

6 $336.62

$4,039.43

$&57.17

$10,

2&5.

99

161

S

3.5

1

S35

0.6725%

4.5652%

$1,2

80,0

00

51,342,000

p.6017%

$824.65

$9,8

95.9

4 $533.28

$6,399.35

$1,357.94

$16,

245.

29

16K

S

1.5

1

4~9

03777%

0.3175%

$590,000

$616,000

1.0341%

$1,417.35

$17,

008.

23

$916.55

$10,

998.

62

$2,3

33.9

0 $2

$,00

6.84

16L

V

2.5

1

743

0.5984%

0.5030%

$1,44Q,R00

$1,507,Op0

p,5920/

$811.34

$9,736.11

$524.67

$6,2

96.0

0 $1,336.01

$16,

032.

11

17A

V

4.5

2

1277

1A285%

0.8645%

$3,040,000

$3,140,OOp

0.6001%

$822.44

$9,86930

$531.84

$6,382.13

$1,3

54.2

9 $1

6,25

1.43

178

S

2.5

1

X31

0.5888%

0,4948%

$1,550,000

$1,62&,000

0.5426%

$743.64

$8,9

23.6

6 $480.$8

$5,770.61

$1,224.52

$14,694.27

17D

V

2S

1

741

0.5968%

4.5016%

$980,000

$1,023,OOp

1.0341%

51,41735

$17,

008.

23

5916.55

$10,998.62

$2,3

33.9

0 $2

8,Q0

6.84

17E

V

2.5

1

670

0.5396

0.4535%

$$60,000

$902,040

0.5547%

$760.29

$9,1

23.4

4 $491.65

$5,899.81

$1,251.94

$15,

023.

25

17F

V

4.5

2

1 277

1.02$5%

0.8645%

$2,450,000

$2,568,500

0.6770%

$927.88

511,134.60

$600.03

$7,20035

$1,52791

$18,

334.

94

17G

V

2.5

1

6$5

0.5517%

0.4637%

$1,1

60,0

00

$1,215,500

0.6762%

5926.77

$11,

121.

28

$549.31

$7,191.73

$1,5

26.0

8 $18,313.01

17H

S

3.5

1

&36

0.6733%

Q.5659%

$1,290,000

51,353,000 4.3~gg~

$520.55

$6,2

46.5

6 $336.62

$4,039.43

$857.17

$10,

285.

99

4E~

----

---

-Percentage

Offering

Inte

rest

in

Approximate

Price fo

r Offering

the

Squa

re Foo

tage


Tenant

Price fo

r Common

Projected Common Cha

rges

Projected Real Estate

unit

(1)

status

Number of (2)

(4)

Inte

rest

in the

Purc

hase

rs

Non-Tenant

Expenses

(8}

Taxes (9)

Projected Carrying Charges

{10)

(3

} Rooms bathrooms

Unit

Te

rrac

e ft

esid

enna

i urn (s

) Co

ndom

iniu

m ~6)

(7)

Purchasers

(6)

Monthly

Annual

Monthly

Annual

Monthly

Annual

171

V

3.5

1

X35

p.67Z5%

05652%

$1,24Q000

$1,3

53,0

00

0.6017%

824.66

$9,$9594

$533.28

$6,34935

$1,357.94

$16,

245.

29llK

5

1.5

1

469

0.3777%

0.3175%

$600,000

$621,50

p,sggq~

$820.22

$9,8

42.6

6 $53Q.41

$6,3

64.9

0 $1,350.63

$16,207.56

17L

S

2.5

1

743

p,5984%

0.5030%

$1,450,QOQ

$1,5

18,0

00

p,g567%

$625.49

$7,5

11.8

6 5404.80

$4,857.65

$1,Q30J9

$12,

369.

51PHA

S

2

1

739

0.5952%

0.5003k

$1,830,Qp0

$1,9

25,0

00

1.2350%

$1,692.61

$20,

311.

31

$1,094.55

513,

134.

60

$2,7

$7.5

6 $3

3,44

5.92

_.

-.

PHB

S

1.5

1

564

1065

1.3120%

1.1027%

$1,520,000

$1,5

95,0

00

0.4122%

$564.94

$6,77932

$365.33

$4,383.94

$930.27

$11,163.26

ouv~

exc

N

5

~ 1,525

792

1.8661%

1.5685%

$4,08QQ06

$4,29Q000

1_~767~

$2,160.94

$25,931.89

$1,397.44

$16,

769.

23

$3,558.43

$42,701.12

PHD

V

1.5

1

509

~~1

p.9826%

0.8259%

$1,0

40,0

00

$1,Q

44,5

00

0.5547%

$760.24

$9,123.44

$491.65

$5,899.81

$1,251.94

$15,02325

crruRCH

7.3615%

$513

.61

$6,1

63.3

4urvrr

CH

N(A

NJA

~3 744

$513.61

$6,163.34

S~~{~a~

~

7.6866%

$536.29

$6,4

35.5

4uN

iT

SC

NJA

NjA

14,3

51

$536.29

$6,435.54

TOtaI

440.0

152,320

IOO.

d000

% 100.0000%

$194

,SSQ

OOQ

$204

,SOS

,SOQ

10

0.00

0090

$138,107.99

$1,657,295.88

$88,

630.

5$

$1,0

63,5

67.0

0 $2

25,6

88.6

7 $2,720,862.$8

The abb

revi

atio

ns in th

is Schedule A have the

following meanings:

"S° denotes a Rent St

abil

ized

Uni

t"R" denotes a Rent Co

ntro

lled

Unit

"N" denotes a Fair Market Unit, not

subject to rent reg

ulat

ion

"V" denotes a Vac

ant Unit

"M" denotes a Professional C7

fFic

e Unit

"E" denotes the Re

side

nt Manager's Unit

"C" denotes the

SPC Residential Uni

ts

47

FQ4TN(7TES Td SCHEDULE A

1. Any floor plan ar sketch shown to a prospective Purchaser is only an approximation of

the dimensions and layout of a typical Residential Unit. The actual layout of a Residential Unit

may have been. altered. Each Residential Unit should be inspected prior to purchase to determine

its useable dimensions, layout and physical condition.

2. As of January 28, 2015, 78 of the apartments comprising the Sponsor Unit were

occupied.. Sixty-four (~64) apartments identified as "S" in Schedule A were subject to the Rent

Stabilization Law of 1969, as amended, and the Neu' York City Rent Stabilization Code

(collectively, the "Rent Stabilization Law"}. Nine (9) of the apartments identified as "R" in

Schedule A are controlled housing subject to the I~tew Yark City Rent and Rehabiiitatian Law

and the New Yark City Rent and Eviction Regulations adopted and promulgated by the New

York State Division of Housing and Community Renewal (collectively, the "Rent Control

La~v"}. Three (3} apartments were exempt from such regulations at that time (i.e., not subject to

the Rent Stabilization Law or the Rent Control Law}. On January 7, 2015, the Sponsor

registered t~partments 2A, 3A, 3B, 3C, SJ, 6G, 6H, 6J, 7C, 7K, 8A, 9EF, 10B, 1(}C, IOK, 103,

11B, 16C, 16F, 16G, 17H and 17K with the ~HCR as rent stabilized. In addition to the

foregoing, one (1) apartment (SD} was occupied by the Resident Manager. The rent regulatory

status of each Unit is set forth in Schedule A. As of such date, the aggregate monthly rents

payable by tenants of occupied Residential Units was a~proximateiy $177,946.44.

NO REPRESENTATIONS OR WAI7;ltA1vTY IS MADE THAT THE EXISTING LAWS

WILL REMAIN IN EFFECT 4R UNCHANGED OR THAT THE RIGHTS OF NON-

PURCHASING TENANTS WITH REGARD Td RENT AND OCCUPANCY RIGHTS

UNDER. THE APPLICABLE RENT LAWS WILL NtaT CHANGE.NOTWITHSTANDING THE FOREGOING, THE RIGHTS GRANTED UNDER THEPLAN TO PURCHASERS AND Nt~3N-PURCHASING TENANTS MAY NOT BE

ABROGATED O~R REDUCED, NOTWITHSTANDING AIRY EXPIRATION OF, OR

AMENDMENT TO SECTION 352-eeee OF THE GSL.

3. The number of rooms in each Unit. set forth in Schedule A has been determined bySponsor. Partitions (if any} canstnzeted by tenants or other occupants to enclose a sleepingalcove or wails moved ar removed by tenants or other occupants (including former tenants orformer o~~ners} have not been taken into consideration for purposes of these calculations. The

number of roams set forth an Schedule A may vary from the registration. information on file atthe DHCR. Each Unit will consist of the area measured horizontally from. the exterior side of theexterior walls (perimeter mechanical pipes are not deducted) to the centerline of the partitionsseparating one Unit from another Unit, corridors, stairs, elevators and other mechanicalequipment spaces or any Common Elements; or to the exterior side of the apposite exteriordoors. Each Unit wi11 consist of the area measured vertically from the top of the concrete floorsto tl~e underside cif the concrete ceiling slab. Each Unit includes the window glass and doors.However, any Common Element located within a Unit (i.e., a column} shall not b~ considered apart. of each Unit. Such measurements, although customary and usual, significantly exceeduseable living space. Purchaser should verify that each room and closet dimension is acceptableprior to entering into a Yurehase Agreement. Purchasers are ads ised that the Attorney General'sposition is that disputes relating to roam di~nensi~ns shall riot be considered as a basis forrescission. Purchasers should con~ul~ with their attaY-z~e ~ gird ~ngine~rs or architects withrespect to this issue pricer t~ entering into a Purchase ~b~~ :~,_~nc~~t. P1~ase see the Section of thePlan entitled "~oo~notes to Schedule A". Only P~~I B, I~~uplex C and PH-1~ have the use of a

limited common element consisting of terrace space.

4. The square footage of Residential Units within the same "line" may differ from one Unit

to another. Floor Plans for each Residential L;ni~ appear as Docuu~ent Number 5 in Part II of

the Plan, and Prospective Purchasers. should refer to the Floor Plans to ascertain the size and

layout of any particular Unit. Ali square foatages are approximate and wi11 vary from Unit to

Unit of the same type. Eaeh Unit wi11 consist of the area measured horizontally from the exterior

side of the exterior wa11s {perimeter mechanical pipes are not deducted} to the centerline of the

partitions separating one Unit from another Unit, corridors, stairs, elevators and other mechanical

equipment spaces or any Gammon Elements; ar to the exte~iQr side of the apposite exterior

doors. Each Unit will consist of the area measured vertically from the top o~the concrete floors

to the underside of the concrete ceiling slab. Each Unit includes the window glass and doors.

However, any Common Element located within a Unit (i.e., a calumn~) shall not be considered a

part of each Unit. Such measurements, although cus#amary and usual, significantly exceed

useable living space. Purchaser should verify that each. roam and closet dimension is acceptable

prior to entering into a Purchase Agreement. Purchasers are advised that the Attorney General's

position is that disputes relating to roflm dimensions shall not be considered as a basis for

rescission. Purchasers should consult with their attorneys and engineers or architects with

respect to this issue prior to entering into a Purchase Agreement. Please see the Section of the

Plan entitled "Footnotes to Schedule A". It should be noted that such square faotages

significantly exceed. the actual usable floor areas, as to ~rhich Sponsor makes no representation.

Purchasers are advised to measure their Units if they wish to determine the actual usable square

footage.

5. The Common Interest allacatexl to each Residential Unit is based upon respective floor

space, location, uniqueness, overall dimensions and similar factors of relative value to other

space in the Condominium. These allocations are made pursuant to the terms of Section 339-

i(l)(iv) of the Condominium Act. The aggregate Common Interest of all Residential Units equals

one hundred. percent (100%) of the Sponsor Unrt.

6. This reflects the percentage interest in the entire Condominium, including those units not

owned by the Sponsor and not offered for sale herein (i.e., the Church Unit, the School Unit and

the SPC Residential units}.

7. Each Eligible Tenant will have the exclusive right, during the Exclusive Purchase Period,

to purchase his Unit for the Price to Eligible Tenants set forth in on Schedule A. See the Secfian

of the Plan entitled "Rights of Existing Tenants" fc~r further discussion.

Sponsor has reserved the right to change the Purchase Price of any Reside~~ial Unit from time to

time in the manner set forth. below, provided that the Purchase Prices to Eligible Tenants may not

be increased during the Exclusive Purchase Period.

The Purchase Prices set forth in Schedule A ~vi1l be decreased or increased by a duly fited.

amendment to the Plan when the change in price is {a) anacross-the-board change affecting one

car more lines of Residential Units ar Residential U't~it models; (b) a price change that is to be

advertised, ar (c) a price increase for an individual Purchaser. Purchase Prices are negotiable.

Accordingly, Sponsar may enter intU a Purchase Agreement with anon-occupant. Purchaser to

sell a particular Residential Unit at prices less than those set forth in Schedule A without filing

an amendment beforehand.

49

In addition to the payment of the Purchase Price, each Purchaser will be responsible for the

payment of certain closing costs and expenses at the time of closing, including, but not limited

to, legal fees, title insurance premiums, transfer taxes, mansion tax (if any}, cantributians to the

working capital and reserve funds and retarding charges. If Purchaser ob~arns a mortgage loan,

Purchaser will also be responsible for the payment of additional closing costs and expenses

relating to such loan. Finally, the apportionment of certain charges relating to the Unit at the time

of the Closing of Title, such as taxes, Common Charges and utility costs, wi11 b~ reflected as

adjustments to the Purchase Price. See the Section of the Plan entitled "Unit Closing Costs and

Adaustments."

$. These estimates u~~ere based upon Schedule B whzch was prepared for the year July I,20I6 to June 3~, 2017. This peri€~d is used only for purposes of projection and illustration.Sponsor does not warrant that condominium operation will commence on January 1, 2416. The

estimated Common. Charges are based upon the estimates of income and expenses set forth inSchedule B. The actual amounts of income and expenses may differ from the estimates thereofand may change in subsequent years. Because of the possibility of unforeseeable changes in theeconomy or increase ar decrease in the amount of income and/ar expenses of aperatian, theprojections are nat intended to be taken. as guarantees ar warranties of any kind whatsoe~~er or asany assurance ghat the actual expenses ar income of the Condominium for any period ofoperation may not vary from the amounts shown. In fact, i~ maybe expected, based on currenttrends, that the operating expenses, including fuel costs, utilities, maintenance and repairs, laborand other related expenses, will increase in the future.

In addition to these estimated charges, each Residential Lnit Owner will be responsible forpaying: (i) the cost of cooking gas, which will be separately metered and billed directi~ byConsolidated Edison; (ii} the cost of electricity, c~~hich will be separately metered and billeddirectly by Consolidated Edison; (iii} mortgage payments under any loan or Loans obtained tofinance the acquisition of his Unit; (iv} the cost of interior repairs to, and the maintenance,painting and decoration af, his Unit (including, without limitation, any equipment, appliances,flooring and windows contained therein); and (v} the cost of any insurance covering (a)furniture, wall coverings, belongings, equipment and other personal property and. (b) Liability toothers far personal or property damage as a result of oEcurrences in his Unit.

9. This projection is based upon the real estate taxation. history of the Property based onthe records of the Department of Finance for Lot 1101 which lc~t was established commencing2013/14.

Transitional Assessed ~ Act~ial Assessedi Tax Year Valuation ', Valuation Tax Rate

i Projected 2016/x? I $ 8,086,867 $ 8,904,950 , X2.855%~E--- ~ --- - - ---- --i-- - - -- --,

I Projected 20ISJ16 ~ 7,559,110 8,4$0,900 y 12.855%f

j 2014/15 ~ 7,103,529 8,077,050 12.855%--- -- -

2013/14 6,SZS,712 7,824,815 ~_ 13.145%

2E~12i1.3 5,908,117 ~ 7,146,b19 ~ 13.1$1%_ — ~__

2011/12 ~ 5,2$3,306 6,266,16$ 13.433%_. ____

2010111 4,8 4,510 ~ 6,203,410 13.353°/a— --- --

Under present law, if here is an increase rn the assessed valua~ian aver tl~e previous year, thenew assessed vaivat an is not billed all at once to the ta~cpayer. The increase is phased in overfive (5} consecutive tax years; 20% is phased in each. year, beginning with the first year of theincrease. The phased in values are termed "transitional" assessed valuations and are usually an

average of the five (5) actual assessments it is based upan.

The tax assessments of condominium apartment buildings are governed by Section 581 of the

Real Property Law. This law requires the tax assessor to disregard the condominium form of

ownership in valuing such properties and to value the building in the same manner as similar but

nc~n-candominiurn owned, rentat buildings. Thus, while the fact. of conversion of the Building to

condominium ownership wi11 not automatically cause an increase in assessed value, the assessed

valuation may increase in the future in accordance with New York City assessment practices.

The projection is based upon tie following assumptions:

(a) The Residential Units will be assessed in direct proportion ~a each Unit'spercentage of Comm€~n Interest;

(b} Separate tax lots for the Residential Units will be established by the First Closing.

Property in New 'ark City is reassessed on an annual basis. Although the actual assessed.

valuation and the tax rate are likely to increase, it is impossible to predict the amount of fixture

increases in assessed valuation or future tax rates. Consequently, Sponsor has included an

increase in the projection to account for potential increases in the assessed valuation and the tax

rate that may occur between the end of the 2015/2016 taY year and the end of the first year of

condominium operat~c~n.

No warranty can be made as to (a.} whether or not there will be a further increase or decrease in

the assessed valuation of the Properly or the applicable fax rate, or (b} the amount Qf any such

increase or decrease, or (c} whether or not the real estate taxes may be al~acated in a different

manner (e.g., in proportion to the Units' Purchase Prices, rather than their Cammc~n Interests, in

which event o«~ners of Residential Units having the sane or similar Common Interests may pay

different amounts cif r~;at estate taxes and the real estate taxes may differ from those set forth in

S~~e~ul~ ~}.

If on the date of the First Closing, the Residential Units have not been separately assessed asindependent tax lots, then until such time as the Residential Units are separately assessed, the

Condominium Board sha11 collect from and all Residential Unit Owners will pay all real estate~~es on each tTnit Owner's behalf with respecf ~o the Property' and will allocate the cost thereofamong all Unit Owners in proportion to each Unit's Common Interest. The failure of any UnitOwner to pay the requested amount shall be deemed a default of the Unit Oumer's obligation topay Comrnc~n Charges.

After the Residential Units are separately assessed as independent tax lots, each Residential Unitwill be taxed separately for real estate tax purposes, and each Residential Unit Owner will besolely responsible far the payment of all real estate taxes an his Unit, but such Unit C}wner wi1Tnot be responsible for the payment of, nor will the Unit be subject to, any lien arising from thenon-payment aftaxes on other Units.

In the opinion of sponsor's Counsel, the tax laws in effect on the date of this Plan generallypermit an individual Residential Unit Owner who itemizes deductions on his tax. returns todeduct from income far the purpose of federal, New York State and New York City incometaxes, any real estate taxes and certain interest payments paid by such Residential Unit Owner canhis Residential Unit. The amount of such income tax deductions, however, may vary in futureyears because of changes in the interest rate on the Residential Unit t7wner's mortgage, if any, orchanges in the allocation of constant debt service payments on such mortgage to interest andprincipal, or because of changes in the assessed value of such Residential Unit, the taac rate or themethod of assessing real property. See the Sections of the Plan entitled °Income TaxDeductions to Unit Owners and Tax Status of Condominium" and "Opinion of Counsel" forfurther discussion.

No warranties or assures are given that the Governmental Authorities involved will assess theUnits in the manner stated above or that the law an which the same is based will not change.Potential Purchasers should consult with their financial. advisors before purchasing a Unit at thisP'raperty.

10. It is the Sponsor's intention to combine some vacant units in accordance with law intobigger units. Only Units that are ar become vacant will be combined by the sponsor.Accordingly, Units occupied by rent-stabilized tenants will not be combined by the Sponsor.Before such combined units are offered far sale, a duly filed amendment will disclose ali thematerial terms relating to each such combination including, bud not Iimited to, the ne~v offeringprice, common charges and estimated real estate taxes, v~ill provide a diagram of the combinedunit, ar~d the new minimum number of units needed to be sold to declare the Plan effective.Seven (7} permits have been obtained to combine Units 6E and 6F into a single unit, Units 8B,8C and $D into a single unit,. Units 4B, 4C and 4D into a single unit, Units 8H, &J, $K and. 8Linto a single unit, Units 9$, 9C and 9D into a single unit, Units 11 E and 1 l F into a single unitand Units 12E and 12F into a single unit. Apartments 9EF and 16AB were combined by a priorowner of the Building. Permits have been obtained to legalize these pre-existing apartmentcam6inatians.

_52

~~3

The 360 Central Park West CondominiumProjected Budget for First Year of Condominium Operation

July 1, 2016 to June 30, 2017

ESTIMATED INCOME

Common Charges -Residential Units (Note 1~ $ 1,644,697

SPC Contribution to Insurance Premiums (Note 1} 12,179

SPC Fire Alarm Contribution (Nate 1) 4~~

laundry Income (Note 1~ 22,8af~

Total Estimated Common Charges $ 1,~~~,~~~

Operating Expenses: (Note 2}

Payroll {Nate 3} $ 647,378

Gas (Heat, Hot Water} {Note 4} 112,923

Electricity {Note 5) 41,341

1Nater Charges and Sewer Rent (dote 6) 124,125

Gas (Note7) 3,592

Repairs and Maintenance (Note 8) 311,497

Service Contracts (Nate 9) 36,591

Insurance (Mote 10} 80,933

Management Fee (Note 11) 10(1,000

Legal and Audit Fees (Note 12) 11,550

Resident Manager's Unit (Note 13} 61,150

Reserve for Contingencies (Note 14} 141,710

Other Expenses (Note 15} ~~2~~

Total (Note 16} $ 1,680,096

The Notes to Schedule B below are an integrat part of this Schedule and should be read in

conjunction herewith and the Declaration.

A11 expenses have been allocated in accordance with each Unit's percentage of common i~teres~

unless otherwise stated.

Estimated Laundry Income will be used to offset the Resident Unit (7wners' share of the total

expense allocation.

Amounts are projected on the assumption that the First Year of Condominium operation

will be the year from July 1, 201.6 to June 30, 2017. The actual First Year of

Condominium Operation may be earlier ar later than that year. In the event the actaal or

anticipated commencement date of the First Year of Condominium Operation is to be

delayed by six months or more, Sponsor will amend the Plan to ia~cl~zde ~ revised budget

with current praj~ctimns. If tie amended budget exceeds this projected i~ud~et by 25% ~r

more, Spansa~- will offer alI Purchasers (otter ttaan Pua-c~►asers ~hc~ ~r~~. t ~x~ i cBa ~a

beyond any applicable grace g~eriad, if the Plan has been ectarecl ~ r~} ~ ~ rid t-

rescind their Pur~h~se Agreements within riof less thaaa t~ ~a~s aft~~ ~~e ~r~sentai~on d~~e

53

of the amendment containing such revised badget, and any Purchasees electing rescission

pursuant to such offer will have their Deposit returned.

54

t ! f t 1

(1) These amounts represent the total Common Charges to be levied against and collectedfrom the Residential Units, the SPC Residential Units and SPC on account of insurancepremiums and electrical casts for its fire alarm system, as well as the anticipated LaundryIncome during the anticipated First Year of Condominium Operation, subject to the Declaration.The Gammon Charges will be utilized by the Board to defray the operational expenses of theCondominium. Generally, Camman Expenses have been allocated between the ResidentialUnits and the SF'C Residential Units based on anticipated usage and benefits derived by suchUnit Owners, respectively, and between and among such. Unit owners an the basis of percentageof Common Interest allocated to each such residential unit. Those Gammon Expenses that havepeen allocated on the basis of Common Interest have been allocated on such a basis as follows:Those expenses to be borne by the Residential Unit and the SPC Residential Units have beenallocated on the basis of the combined percentage of Common Interest of such Unitis, for a totalof 100%. Laundry income is derived from a lease with Sebca Laundry Systems dated 3une 30,2008 which expired on 3une 3d, 2014 and is now on a month-ta-month basis.

(2) Residential Common Expenses include the costs and expenses in connection with therepair, maintenance, replacement, restoration and operation of, and any alteration, addition or

improvement to, tl~e Common Elements artd the provision of services to Unit Owners in general,

such as service contracts applicable to the Building as a whole, employees who will provide

services to the entire Condominium, the Managing Agent for the Condominium, and insurance

coverage for the Gammon Etements.

(3} Payroll and Related Expenses: ~64~,378

This estimate includes wages, workers compensation, and disability insurance, welfare andpension costs, payrotl taxes and the cost of sick days, holydays and vacation pay far a prajectec~

shared Building staff of one (1) Resident Manager, one {1) Handyman, three (3} fiall timeporters and four (4} Doormen. The projected level of staffing far the Building complies with all

applicable housing and labor laws. All staff will be full-time employees and will be members of

Local 32B-32J Service Employees International Union AFL-CIC}. The building is classified as

Class "A" for the purpose of defining the wage scale. The contract with Local 32B-32J Service

Employees International Union AFL-CIO is as of April 21, 2014 to Apri120, 2018. In addition

to his salary, the Resident Manager resides rent free in tl~e Resident Manager's Unit lc~ca~ed in

Unit SD and is provided. by the Board with free gas, electric and telephone. The wagesdescribed below are computed in accordance with the contract of Local. 32 BJ and its affilaates.

The projected expenses for wages, salaries and benefits as well as fhe assumptions described

herein, are believed to be reasonable and reflect the experience of Sponsor's budget expert, ABC

Management, in managing comparable buildings. These expenses are allocated among all

Residential Unit Owners based. on their percentage of common interest.

The wage and salary estimates included in Common Expenses are detailed as follows:

Actua[ FY 2016/2017

Weekly Yearly Vireekly yearly

Position Wage

Super (1 } $ 831.00 X43;212.00 $ 880.00 $ 45,760.00

Handyman {1) 966.94 50,27$.80 1,013.9(} 52,722.80

Actual FY 2016/2017

Position Wage Yearly Weekly Yearly

Porter (3) $ 3,156.84 $164,155.68 $ 3,199.84 $166,391.68Doorman (4} 2,937.54 152,752.48 2,9$4.54 154,988.08TataE $ 7,892.28 $410,398.56 $ 8,074.28 $419,862.56Sick day, holiday &vacation allowance (1.1535}

FICA $ 37,Ci49.83RlYS Unemployment 2,905.87Warkers' Comp 20,699.47Federal Unemployment 646.07NYS Disability 608.30Pension 41,156.79Anticipated OT/contingencies $60,000.00

Tota( $ 647,377.79

(4) Gas (~-Teat, ar~d Domestic Hot Wader}: X112,923

Based an an estimate made as of June 6, 2014 by ADS Engineers located at 2?5 Seventh

Avenue, New York, NY 20401, it is anticipated that heat and hot water will he provided to the

Premises by natural gas and will cast ~ 112,923 (reflecting a 10°/a inflation factor). This estimate

is based on a pi-ojec~ed Con Ed rate s~-uc~ure. Unless and until SF'C installs a HVAC system

which would be used exclusively to provide heat and riot water to the Church Unit and School

Unit, the cost of heat and hc~t water for the Church Unit and Schaal Unit shall be common

expenses of the Residential Unit Owners.

(5) Electricity. $41,341

This esfimaYe is based on an estimate made as df June 6, 2014 by ADS Engineers Iocated at 275

Seventh Avenue, New Yark, NY lOt?O1, that light and power far the Common Areas as well as

the mechanical equipment will be approximately 199, 20 KVd/HRII'R at an annual cast of

$0.189 X 5%per KWIHR plus a 10% inflation factor.

Electricity far Residential Units sha11 be supplied through a separate meter for each such Unit,

and the cast of electricity consumed or used in each such Unit shall be payable directly to

Consolidated Edison.

(6} Water Charges and Sewer Rent: $124,215

This amount is based o~ an estimate made as of June 6, 2}14 by ADS Engineers located at 275Seventh Avenue, New York, NY 10001 that water charges for the Residential Units and allGammon Elements will be approximately $3.39 per 100 cu. ft. and usage of water based an 75gallons per day per estimated ~accupancy. Sewer charges far the Residential Units and allCommon Elements ~~ill be a~proximatety ~5.3~/l0d cu. Ft., plus a 1C}~'/o inflation factor. Theestimate is based an atl average of 2.5 p~rs~ns per apartment fc~r 1 ~6 apartments.

(7} ~as (Laundry RaQ1n Cloths Dryers anc~ Boiler I'i.lat Light): X3,592

This amount is based on an estimate made as of 3une 6, 2014 by ADS Engineers located at 275

Seventh Avenue, New York, NY 1(}001 that gas charges for all Common Elements will be

approximately $0.6167 per Therm and 100 Tkerms per month for the gas dryers, plus a 1Q%

inflation factor.

(8} Repairs and Maintenance: $311,49'7

This estimate includes painting, maintenance and repair costs of General and Resrdenfiai

Common Elements only. Residential Unit Owners will he responsible far the cost of repairs and

painting in the interiors of their Units. No provision has been made to cover the cost of any

capital expenditure. This estimate also includes the estimated annual cost of services and

supplies (excluding service contracts} provided ~o and for the benefit of the Units.

Actual FY 2016/2017

Supplies and Hardware $ 22,826 $ 25,019

Plumbing 27,955 30,751Electrical 947 1,042IntercomlSecurity 6,597 7,257Window, Lock and Doors 11,8x3 12,983Plastering and Painting 26,735 29,408

Elevators 24,376 26,814

General Repairs 161,94'S 178,135

Total $ 283,179 $ 311,497

This estimate is based on experience of Sponsor's budget expert, ABC Management, in operating

comparable buildings.

Without any cantributie~n from SPC or its designee, the Board. of Managers shall be solely

responsible for all expenses related to any repairs, maintenance (including, without limitation, al].

expenses related to complying with New York City Local Law 11) and improvements of the

Nest 95 x' Street facade consisting of the limestone and brick facade from the sidewalk tes tl~e top

of the third brick above the tc~p ~f the School Unit and alI other portions of the exterior of the

Building. SPC or its designee shall be solely responsible for all. expenses related to any repairs,

maintenance (including, without limitation, all expenses related to complying with New York

City Local Law 11 }and improvements of the West 96~' Street facade consisting of the limestone

facade from the sidewalk to the tap of the fifth floor level parapet.

(9} Service Contracts and Supplies: $33,670

This estimate includes the cost ~f various services used in ar for the Common Elements,

inciudin~, but nit limited to, elevator service, wood, marble and metal maintenance,

extermination, water treatment and uniform laundry.

Actua! FYMonthly / Quarteriv AnnuaE 2016/2017

Elevator ~lainten~nceFxt~rminatngWater Treatment

•~ ..

$87.1 C} $1,045.20N/R $1,077.$6

', : ~!

:.

Actual F`~Monthly / QuarterCy Annual 2Q16l2017

Boiler Controls (per qtr} $4 .70 $182.84 $201

Uniforms 452.60 5,431.20 5,974

Total $30,608.94 $36,59'{

No maintenance or service contracts have been entered into as of the filing date of the Pian. The

budgeted amounts are based on the bills from contractors and the experience of Sponsor'sbudget expert, ABC Management, in operating comparable buildings. While this Schedule Bincludes a reasonable allcawance for possible increases in cast, which may occur prior to andduring the First Year of Condominium Operation, no warranty is made that the actual cast farthese or other services will be in accordance with phis projection.

(10) Insurance: $80,933

The insurance premiums are based on the letters, dated January 6, 2015, from SterlingRsk Inc.

located at 13S Crossways Park Drive, Woodbury, NY 11797 and dated January 2, 2015, fromAlliance Brokerage Corp., P.O. Bax 1011, Westbury, NY 11.590. The budgeted amounts reflecta 1{}°/a increase over current premiums. The fire, casualty and general liability are an the termsset therein:

A. COVERAGES

Property (Total Insurable Value}

Real Property /Building

"All Risk" Coverage (exctusi~e of Terrorism and Maid Coverage}

Contents

Business Interruption

Ordinance ar Law

Undamaged Partian

Demolition Cost

Increased Cost of Construction

Equipment Breakdown.

Flaad

Earthquake

Wind /HailMold

DEDUCTIBLES:Earthquake /Flood

till other perils

Water Damage

•

LIMITS OF LIABILITY

$ 40,0OO,OflO$ 40,000,000Included

$ 4,500,000

Included

Inctuded in property Iimrts

l 0,000,~OQ

Combined with Demolition

Included to property limits

~ s,aoo,oaa~ 5,000,040

No exclusions

$ 40,000,000

~ zs,oao$ 25,000$100,000

LIMITS OF LIABILITY

General Liability -- ___. ~__._ --- —Gezieral Aggregate Limit $2,000,000

products /Completed Operations;Ag~re~ate $1,400,000

Personal and Advertisizlg Injury $1,OOQ,~00 _

Each Occurrence $1,400,000

Damaged to Rented Premises $125,OQ~

C. COVERAGES

Directors &Officers Liability

Managing Agent FCider

LIMITS OF LIABILITY

$ iaa,aooIncluded

D. COVERAGES LIMITS OF LIABILITY

Umbrella. Liability

~ Each Occurrence $100,oaa,000

Self-Insured Retention $100,004,000

~ In luc ded Excess Direct6rs &Officers ~ 10,000

E. GOVEIZAGES LIMITS OF LIABILITY

I Environmental Impairment Liability

Per Pollution Condition $x,000,000 ~,

Aggregate $S,OOO,Q00

Deductible /SIR $25,(}00

The total premium for tkese various coverages is estimated. at $$0,933.

The fire, casualty and general liability insurance carried by the Condominium will provide: that

each Unit Owner is an additional insured party; that there wilt be no cancellation without notice

to the Condominium Board; a waiver of subrogation; a waiver of invalidity because of acts of

the insured and Unit dwners, and a waiver of pro rata reduction if Unit Owners obtain

additional cc>vera~e.

This coverage applies to a Residential Unit to the extent that. the Unit remains unchanged from

the time that it was initially offered by Spt~nsor. Any structural alterations or additions to Units

are excluded from coverage. This coverage does not include claims far personal injury ar

property damage resulting €rom occurrences in individual Units ar any common elements

exclusive to such Units, nor does it include coverage of the furniture or personal property of

Unit Owners nor decorations, fixtures ar coverings (including, without limitation, painting,

finishing, wall-ta-wall. carpeting, pictures, mirrors, shelving and lighting fixtures} installed by

Unit Owners.

This quotation is an indication of insurance premiums at current rates. Because conditions in the

insurance marketplace are volatile, it is not possible to predict what the premiums will be for the

First Year of Condominium (~peratian. Purchasers should be aware of the passibility of rate

i~~~reases. The insurance is adequate fir the replacement of the building in the event of a total

loss. The agent quoting the propc~se~ insurance ~is Alliance Brokerage Corp. The quote for

Directors and Of"fivers Liab~Iity and umbrella coverages was provided by SterlingRisk Inc.

Thy ~3oard o~l Managers procured ~~~e general liability insurance that is required to be carried by

the Condominium.

_59

This insurance caverage meets the requirements of Sponsor's mortgage lender.

(11} Management~Fee: $1d0,0~0

Based on the management agreement to be entered into with Argo Real Estate LLC, at or before

the First Closing, the Managing Agent will receive an annual fee of $100,000 for the first threeyears of its contract. then Argo Real Estate LLC managed this property when it was operatedpursuant to a triple net lease, it collected a higher fee. However, this management fee isrepresentative of the customary and usual management fees for buildings of this kind. Argo Real

Estate LI,C is an affiliate of the Sponsor and has agreed to reduce its fee for the firsti three yearsof its contract to a11ow for a smooth transition. Reference should b~ made to "ManagementAgreement, Contracts and Leases" in Part I far further discussion of the terms of theManagement Agreement.

(12) Legal and Audit Fees: $11,550

Based upon the estimate of ~Z0,000, as set. forth in a letter dated July 31, 213 from PnsandMellina & Un~erlach, located at 131 Sunnyside Boulevard, Suite 106, Plainview, NY 11803,$1Q,SOQ has been budgeted to provide far estimated auditing and accounting fees in connectionwith the preparation of the audited financial statements far the First Year of CondominiumOperation and Federal, state and city income tax returns. The balance of the budgeted amount($11,550} has been estimated to provide far minor 1ega1 services to be rendered in connectionwith tihe operation of the Building such as attendance at Board meetings, preparation of Boardminutes and negotiation of minor agreements.

(13) Resident Manager's Unit: $51,150

At €~r subsequent to the First Closing, Sponsor will se11 Residential Unit SD in the Condominiumto the Condominium Board, to be used as the Resident Manager`s residence. T`he CondominiumBoard sha11 be responsible for the payment of all mortgage recording and transfer taxes due inconnection with the sale of the Unit. All Common Charges, including the costs of utilities and.the costs of financing the purchase of the Unit, Real Estate Taxes payments and the costs ofrepairs, alterations and improvements undertaken by the Condominium Board attributable to theResident Managers Unit, shad be borne by all Residential Unit Owners as a Residential GammonExpense.

The purchase price of the Resident. Manager's Unit is $803,000. Sponsor presently anticipatesghat one h~zndred (100%) percent of the purchase price will be financed by a mortgage to beheldby Sponsor. The mortgage will be far a term of five (5} years at an annual interest rate of 5.5%.Upon. the maturity of the mortgage and Note, the Condominium Board will be required to repaythe entire outstanding principal balance, together with any accrued and unpaid interest dnethereon.

Mortgage recording taxes, title insurance, recording fees and transfer taxes due in connectionwith the transfer and mortgage of the Resident Manager's Unit to the Condominium Board areestimated to be $4 ,000, All closing costs wi11 be paid out of the Condominium's WorkingCapital Fund.

For the purpose of this budget, an interest rate of S.5°/a has been used, whzeh equates to monthlypayments of X3,680.42 ar $44,165 annually.

~a

In addition to the debt service and closing casts for the unit, the Condominium Board will be

responsible far the Real Estate Tax payments on the Unit. The estimated Real Estate Tax

payments far the First Year of Condominium. Operation for Unit SD will be $6,334.36, which

equates to monthly payments of $527.53.

The Condominium Baard will also be responsible for the cost of the monthly common charges

attributed to the Resident Manager's Unit. It is estimated that this cost will be $9,791.03 in the

First Year of Condominium Operation, which equates to X815.92 per month.

The Condominium Board will also be responsible far the cost of electricity and basic telephone

service far the Resident Manager's Unit. It is estimated that this cost will be $863.44 the first

year of operations.

The budget Iine item far the Resident Manager's Unit ~c~nsists of mortgage payments, Gammon

Charles, Real Estate Tax payments, and utility charges (including electricity and basic telephone

services}, attributable to the Resident Manager's Unit. All Residential Unit Owners will pay all

expenses attribu~ahle to the Resident Manager's Unit as Residential Gammon Expenses based an

their respective percentage of Residential Common Interests. These monthly expenses are as

follows:

Mortgage Payments $ 3,6$0.42 per month

Real Estate Tax Payments $ 527.53 per month

Common Charges $ 815.92 per monthTelephone and Utility Charges$ $ 71.95 per month

The Common Charges, ntili~y and telephone charges are based upon estimates from the budget

expert opinion enclosed herein.

(14) Contingencies {for Reserves: $141,710

This amount, to be used at the discretion cif the Board, is intended to benefit ~h~ Unit Owners by

providing a fiznd for unanticipated capital repair and replacement expenses not included in the

budget. These funds are intended far the exclusive use of capital repair and replacement projects

outside of normal operations, and sha11 hat be used to fund any other operating ar maintenance

functions. If additional funds are required over and above these funds, it may be necessary to

increase Common Charges or separately assess the Unit ~v~~ners.

(1S} Other Expenses: $7,216

Other Expenses covers the ongoing need for telephone, office supplies, office equipment,

postage, special coinmunicatians and mailings to the Unit Owners, annual meetings, and

purchase of uniforms.

a~tU~~ zoos

Telephone and Communications $1,360 $1,496Printing and Postage $2Q0 $220General $5.(}0{7 5.5(30

Tota! $6,560 $7,216

~~ 1

{16) IN THE OPIh~ION OF ABC MANAGEMENT, THE PROJECTED INCOME IS

t~I7EQIJATE TO MEET THE PRE)JECTED COMMON EXPEh~SES FOR THE FIRST YEAR

OF CONDdMINIliM OPERATIC7N, ASSUMING SUCH FIRST YEAR TO BE THE 12-

MOI~ITH PERIOD COMMENCING JULY 1, 2016. THE FOREGOING SCHEDULE,

HOWEVER, IS NOT INTE?~DED AIv'D SHOULD 1tT~T BE TAKEN AS A GUARANTEE OR

VtIARR.t1NTY BY A1~I'ONE THAT THE ANNUAL C4I~IM4N CHARGES 4R OTHER

INCOME AND EXPENSES FOR SUCH FISCAL FEAR UR ANY SUBSEQUENT YEAR OF

OPERATION OF THE PROPERTY WILL BE AS SET FIRTH IN SAID SCHEDULE, SINCE

THE A?~NUAL COMMON CHARGES AND CITHER ITEMS OF INCOME AND EXPENSE

MAY VARY FRAM AMOUI~ITS SHOWN IN THE SCHEDULE.

Sponsor reserves the right to enter into additional or other ser~~ice, maintenance, employment,

concessionaire and other agreements that will be binding an the Condominium upon

commencement of condominium operation. Sponsor shall not, however, enter into any binding

service, maintenance, employment, concessionaire ar other agreements that wiIl materially

increase the first year's projected Common Charges or that will be binding on the Condominium

far a period of more than two (2} years, unless the Plan is amended.

62

152 tNEST 57TFI STREET12TH FLOOR

NEW Yt~RK, NY 10019

(212} 262-6274FAX: (212} 262-5697

email: [email protected]

Seth R. WeinsteinVice President

January 16, 2015

• '•• i' • •

New York State De~arfinent of Law120 Broadway, 23~ FloorNew York, New Yark 10271,~ftentior: Real Estafe Fi~aneEr€q E~ure~u

Re: 360 Cents! Park V~iesE, f~e~ry York, ~Iew York~the "Properfy"}

To Whom It May Concern:

360 C6'W LLC (the "Spcsnsar"} for the Property has retairxed ABC Management Carp. d~a ABCRealt~j (the "Finn"} to review the .~ ~ ~_:r,,~age of Common fn~eres~ in tyre Gom~ron Elements ~Ilocated toeach Untf in t~;~ Property.

The undersigned ana t~7e principals of ff~e Firm have ~ieen er~gagecl in tl~e sale and managementof eondaminium and cooperative buildings for more than 20 years.

TV~e FiEm has det~~~r~i~ed trr~t the Cc~rrro~ Inte~~st of each Unit is i~r ~ccarda~~ee with ZeaVProperly Lave Sec6an 339-i (1) (iv) based upon floor space, subject t~ the location ofi such space ar~d theadditional factors of relati~~e vague to ether space in the Candominiurn, the uniqueness of the Gnit, theavailability of Cammar~ Elements for exclusive ar shared use, and the overall damensions of the particuEarUnit in accordance with subsection (iv}. En the firm's opinion, within the framework of Rea! Prap~rty LaverSection 339-i {1}, this method of determining CamE~ran Interest is r~asa~able and equitable.

The Firm certifies that it is nay owned or controlEed by Sponsor and ttiaf it has r~o financial inferestin the afferi~g other thin its fee fc~r services rendered in connection with the preparation of this letter.

Sineer~Ey,

t~BG C~an~gement Corp. dba A,BC Realty

i ~ .._. __~d~~. .~-

~y: _Name:` fie{ ~/~leirstei~TEti~: Vi e PresidEnt

I3I2~,1['S1')ti0() fig.l

~~

~. ~ ;.. 4.

CHANGES IN PF~IC'ES ANll Ul~l'I'S

Sponsor may change Purchase Prices by amendment to the Plan when the change in

price: {i) is an across the board increase or decrease affecting one ar more lines of Residential

Units, or (ii} is to be advertised, ar (iii} is a price increase for an individual Purchaser (other

than Tenant-Purchasers until the effective date of the Plan}. However, Sponsor reserves the

right to decrease Purchase Prices ar modify other terms of sale without filing an amendment to

the Plan at any time during the offering period if such a decrease in the Purchase Price or

modification of such other terms of sale does not. constitute a change in the general offering or

an advertised price but is rather the result of an individually negotiated transaction.

The Purchase Prices to Tenant-Purchasers set forth in Schedule A will not increase

during any Exclusive Purchase Period nor will Sponsor accept Purchase Agreements from non-

accupant Purchasers for occupied Residential Units during any Exclusive Purchase Period.

Unless it would constitute a discriminatory inducement, Sponsor reserves the right, at any time

and from time to time, without giving prior notice (except as otherwise provided herein} and

without the eonsen~ of any member of the Condominium Board, the Condominium, or its agents

or any Unit Owner ar mortgagee, to individually negotiate terms of sale with Purchasers lather

than Tenant-Purchasers until the effective date of the Plan} with respect to the Purchase

Agreement including, without limitation, changing the price, the manner of payment thereof and

other terms t~f sale of any Unit. If any such change is made, a Purchaser of a Unit affected

thereby may pay mare or Less than other Purchasers under the Plan for similar Units, but this

will not affect any prior or subsequent sale of Units which are not the subject of such change.

However, such price change shall not alter the Common Interest or the amount of the Common

Charges payable by the owners of such Units.

It is the Sponsor's intention to combine some vacant unity in accordance with Iaw rota

bigger units. Only Units that are or become vacant will be combined. by the Sponsor.

Accordingly, Units occupied by rent-stabilized tenants will. not be combined. by the Sponsor.

Before such combined units are offered far sale, a duly filed amendment will disclose all the

material terms relating to each. such. combination including, but not limited to, the new offering

price, common charges and estimated real estate taxes, will provide a diagram of the combined

unit, and the new minimum number of units needed to be sold to declare the Plan effective.

Seven (7) permits have been obtained to combine Units 6E and bF into a single unit, Units 8B,

8C and $D into a single unit, Units 4B, 4~ and 4D into a single unit, Units SH, $J, 8K and 8L

into a single unit, Units 9B, 9C and 9D into a single unit, Units 11 E and 21 F into a single unit

and Units 12E and 12F into a single unit. Apartments 9EF and 16AB were combined by a prior

owner of the Building. Permits have been obtained to legalize these pre-existing apartment

combinations.

After the Plan is declared effective, Sponsor reserves the right to enter into a negotiated

agreement with an individual Tenant-Purchaser ~o se11 one or more Residential Units at prices

1a~~~er than and terms different tha~z those in effect from time to dime without filing an

amendment to the Plan. Sponsor reserves the right to negotiate c~jith each Purchaser of an

Unsold Residential Unit the fc~ilawing terms and conditions of the Purchase Agreement, among

other berms: Purchase Price; the amount and timing of payment of the Deposit; financing and

other contingencies; the availability of financing, the payment of Purchaser's financing fees and

other closing casts; the availability of Gammon Charge rebates, Purchase Price rebates and

subsidies payable as a credit against the Purchase Price or on a periodic basis; extensions of

time periods within which to p~rfarn7 obligations under the Purchase Agreement; the

availability of interim. leases and the amount of interim use and occupancy fees thereunder, and

the application of interim use and occupancy fees towards the Purchase Price. Sponsor reservesthe right from dime to time to add and/ar delete negotiable terms from the list set forth above forall or same Purchasers. No Purchaser will benefit from any terms and conditions negotiatedwith any other Purchaser, and a Purchaser's failure to so benefit will nat give rise to any right ofrescission under a Purchase Agreement. In the event Sponsor agrees, in its sale drscretion, toenter into an interim lease for any Unit, Purchasers are advised that the occupancy under suchinterim Tease will not be subject to governmental regulation as to the terms and the amount ofuse and occupancy fees payable thereunder and that a default under tl~e interim lease willconstitute a default under the Purchase Agreement.

The Iocatian in the Building, size, approximate layout and approximate square foota~esof the Units are shown on the Floor Plans set forth in Part II of the Plan. Sponsor reserves theright {except to the extent prohibited by Law} at any time and from time to tine, without givingprior notice and without the consent of the Condominium Board, any Unit Owner ar mortgagee,to (a} change the layout of, or number of rooms in, any Unsold Residential Unit, (b} change thesize, andJor number of Unsold Residential Units by dividing one or more of such Unsold Unitsinto two ar mars separate Unsold Units, combining separate Unsold ResidentiaP Units (includingthose resulting from such subdivision ar otherwise) into one ar mare Unsold Units, altering anyboundary walls between one or more Unsold Units, or otherwise, including incorporatingResidential Common Elements (such as a portion of hallway ar a service closet} into suchUnsold Unit, (c) designate a Residential Gammon Element as part of a newly created ResidentialUnit ar designate all or part of a Residential Unit as a newly created Unit or ResidentialCommon Element, (d} incorporate and enclose Limited Common Elements within a Unit, {e) ifappropriate, reapportion among the Unsold Residential Units affected by any such change, theiraggregate Residential Common Interests, and (f} make changes and alterations to the ResidentialCommon Elements as set forth in the Plan. In the event of any change pursuant to either (b}, (c),(d) or (e) above, such change shall be disclosed in a duly filed amendment to the Plan and to theDeclaration (if previously recorded}. No material changes will be made in Unit size, layout orpercentage of Residential Common Interest without the consent of the Purchaser with respect toany Residential Unit for which a Purchase Agreement is then in effect and the Purchaser is not indefault thereof. Frovided Purchaser's consent is not required, a Purchaser wi11 not be excused.from purchasing the Unit and will not have any clarm against Sponsor as a result of any suchchange and wi11 not affect a Purchaser's ok~ligatians under the Purchase Agreement ar the Plan.Except for those changes in the Residential Common Elements disclosed in the F'Ian, as it maybe amended from time to time, no material change will be made in the size, and no materialadverse change will be made in the quality of Residential Common Elements unless Purchasers,with respect to any Unit fc~r which a Purchase Agreement is then in effect and the Purchaser isnot then in default thereof, receive the right fo rescind their Purchase Agreements by deliveringwritten notice of such rescission to Sponsor within 15 days of presentation of an amendment tothe Plan. offering such rescission. In the event of such rescission, Spansar will promptly returnthe rescinding Purchaser's Deposit and thereupon, the Purchase Agreement shall be terminated.If Purchaser's consent is required as a result of such change and Purchaser refuses to consent,then in such event, Sponsor's sale obligation shall 'be to reiiind to Purchaser the Deposit madeunder the Purchase Agreement and any interest earned thereon.

Sponsor will. have no liability to any Purchaser, nor will any Purchaser be entitled to acredit, offset or reduction in the Purchase Price for the Unit car otherwise be relieved from anyobligations under the Purchase Agreement, by virtue of anon-materia} inaccuracy or errcar i~~ tl~~Floor P1an~. So long as the alloea~ian c~~~' Residential Cam~nc~n Interest acrd square fc~ota~e cif aUnit car7form substan[~ially t~ the Flc~~or Plans, a .P~rch~ser ~aho is ~ party to a b; ~.' ~.ng Purchase

E6

Agreement shall not be excused from purchasing the Unit and shall not have any claim therefor

against the Sponsor.

Sponsor reserves the right, in its sole and absolute discretion, to sell, tease, license or

otherwise transfer to a Residential Unit Owner, any non-material portion of the Residential

Common Elements for the exclusive use of such Unit C7wner, provided that such Residential

Common Element was not offered in the Plan as an amenity far the shared use of the Unit

Owners of the Condominium and. except if such transaction would constitute a prohibited

discriminatory inducement. Any such sale, lease, license or transfer will be disclosed in a duly

filed amendment to the Plan and the Declaration and Floor Plans will be amended, if required..

Unless prohibited by Law, Sponsor will have the right (with tl~e consent of any

Residential Unit. Owner affected by such change} to amend or to cause the Condominium $oard

to amend the Declaration, By-Laws and Flaar flans at Sponsor's cost and expense, to reflect

any of the changes set forth above and fo file such amendment and any necessary plans and

specifications in connection therewith.

Sponsor reserves the right, without prior na~ice ar amendment ~a tihe Plan and without

payment of any rent. or other charge to use Unsold Residential Units on any floor of the

Building and portions of the Residential Cammc~n Elements in the cellar and on the first floor as

sales, leasing or management offices and model Units for the Building and any other building in

which principals of Spansar have an interest. In the event Sponsor thereafter elects to sell any

such Unsold Units, Sponsor may require the Purchaser thereof to purchase all ar any of the

furnishings, equipment or decorations therein and pay, in addition to the Purchase Price for such

Unit, such amounts as Sponsor may determine. In no event shall the presence of any furniture,

furnishings, equipment or decorations in any model apartment imply ar represent that any

Residential Unit will contain such furniture, furnishings, equipment or decorations upon

delivery of the Residential Unit to the Purchaser of such Unit unless such Purchaser agrees to

pay Sponsor an amount as determined by Sponsor in addition to the Purchase Price for such

Unit.

Changes in size La~ou~ and Number of Residential Units

Except to the extent prohibited by law, Sponsor shall have the right, without the vote ar

consent of the Board, other Unit Owners or the Mortgage Representatives, if any, to: (a) make

alterations, additions or improvements to any Unsold Residential Units, (b) change the use

(subject to Section 6.10 of the By-Laws and provided that such use is permitted by law and does

not violate the then-existing certificate of occupancy covering such Unsold Residential Unit ar

any other governmental regulations) ar Iayout of, ar number of rooms in, any Unsold Residential

Units from Time to time; (c} change the size and/or number of Unsold Residential Units by

combining separate Unsold Residential Units into one or more Residential Units, by converting

a Residential Unit ar any portion thereof to a Residential Common Element, a Residential

Limited Common Element; or by altering the boundary walls between any Unsold Residential

Units, or otkerwise, including incorporating into an Unsold Residential Unit those Residential

Common Elements (such as a portion of a hallway used exclusively by the occupants} of such

Unsold Residential Unit) that exclusively benefit such Unsold Residential Unit; (d} designate a

Residential Common Element, a Residential Limited Comrrton Element, as part of a newly

created Residential Unit, Residential Corn can Element, Residential Liar ted Gammon Element;

and (e} if appropriate, reapportion among the Un~c~1c3 Residential Units affected by such change

in size, use or number pursuant to the preceding clauses (b} and (e} their percentage interests in

the Residential Cornznon Blementis; provided, however, that (i) the percentage interest in the

Residential Common Elements of any otiher Residential Units (other than Unsold Residential

Units} shall not be changed by reason thereof unless the owners of such Residential Units shad

consent thereto, Sponsor sha11 compty with all laws; ordinances and reg~zlatic~ns of alI

govertzmental authorities having jurisdiction and shall agree to hold the Condominium Board and

all other Unit Ourners harmless from any liability arising therefrom; and (iii} the soundness or

structural integrity of any part of the Building or the safety of any Unit Owner, tenant ar other

Person shall not be jeopardized by reason thereof. No reapportionment of the interests in the

Residential Common Elements appurtenant ~o any sold Residential Units shall be made by

Sponsor unless, in addition to obtaining the consent of the owners of such Residential Units,Sponsor first delivers to the Beard a written certification stating that the percentage interests of

the respective Units in the Residential Common Elements immediately after such

reapportionment, will be based upon floor space, subject to the location of such space and the

additional factors of`relative vatue to other space in the Condominium, the uniqueness of the

Unit, the availability of Residential Gammon Elements for exclusive ar shared use and. the

overall dimensions of the particular Unit.

Such rights maybe exercised by Sponsor from time to time, both before and after the

recording of the Declaration, without the consent or approval €rf the Selling Agent, the Managing

Agent, the Board, any Unit Owner, any mortgagee or any other party. Sponsor,. however, will

first obtain the approval of all governmental authorities having jurisdiction thereof whoseapproval is required by Applicable Law. In addition, if a Purchase Agreement for a ResidentialUnit has been executed by the Purchaser and delivered to and aocepted by Sponsor and thePurchaser thereunder is not in default, Sponsor will not materially change the size or layout of

such Residential Unit ar the percentage of its Residential Common Interest without the tivritten

consent of such Purchaser. Further, Sponsor will not cause any material change to be made in

the size or any material adverse change t4 be made in the quality of the Residential CommonEtements unless Purchasers who are not then in default under their Purchase Agreements aregiven the right to rescind their Purchase Agreements and a period of at least fifteen (15) daysfrom the Presentation Date of the amendment in which such right is set forth within which toexercise such right. If a Purchaser exercises such right to rescind his Purchase Agreement asprovided above, Sponsor will promptly retiurn any Down Payment that is being held, withinterest, if any.

~t should be noted that as long as the layout and dimensions of a Residential Unitmaterially conform to the Flaar flans, subject to minor inaccuracies, a Purchaser will not beexcused from purchasing his Residential Unit for such reason and will not have any claimagainst Sponsor as a result of such deviation.

If Sponsor changes the size or number of Unsold Residential Units, Spansar may, butneed not, increase or decrease the Common Interests appurtenant thereto accordingly. Theaggregate amount of the Residential Gammon Interests of all the Resrdenfiat units, however,will always remain at 100%. As a result of any reapportionment of tl~e Residential CommonInterests appurtenant to Unsold Residential Units, the amount of the Common Charges and thereal estate taxes and assessments payable by the owners of the Unsold Residential Units affectedthereby will be increased ar decreased proportionately, but the amount of the Common Chargesa~~d the real estate faxes and assessments payable by the owners of Units unaffected thereby will

The Plan and, when applicable, the De~lara~ion wi11 be amende~3 to reflect any change inthe size or number of Residential Units or their respective Common Interests, ar any material

68

change in the size or quality of the Common Elements; however, the layout and number of

rooms in Unsold Residential Units maybe changed without prior notice or amendment of this

Plan.

Once the Declaration is recorded, any change in (i) the number of Units; (ii} the number

of rooms within a Residential Unit; (iii) the size of any Unit resulting from a subdivision or

combination or alteration of boundary walls as af€rresaid, €~r a~herwise; or (iv} the Residential

Common Interest of any Unit, shall be reflected in a duly recorded amendment ~o the Declaration

to the extent required by law. As more particularly provided in the Declaration, Spansar, as the

owner of an Unsold Residential Unit, will have the right itself to so amend the Declaration to

effectuate such change, without the Board, any other Unit Owners, any mortgagee or any other

party consenting to or executing such amendment. Na change in a Unit's Residential Gammon

Interest will be made, however, without the prior uTriften consent of the owner of such Unit

having been obtained. Ta the extent permitted by Applicable Law, if the size car configuration of

a Uniti is changed in compliance with the Plan and the Condominium Documents and, in

connection therewith, a wall, space or ether area forming a part of the Gammon Elements

servicing and benefiting only such Unit is razed ar incorporated in the Unit, then such Common

Element shall be deemed for the exclusive use and benefit of the owner of such Unit and the

Unit's Common Interest will remain unchanged.

~iE)

~ r , ~ a ~

attached hereto are certified statements of operations far the Property for the Calendar

Fears Ended December 31; 2012 and December 31, 2(? 13.

7c~

CENPARK REALTY, PLC

FINANGIRL STATEMENTS

DECEMBER 31, 2012

scuw~r~Tzca~nPr~~~CERTIFIED PUBLIC ACCOUNTAN75

71

CENPARK REALTti', LLCF{NANCfAL STATEMENTSTASTE {3F CONTENTSDECEMBER 31, 2012

PAGE

Al1DITEE3 FINANCIR~ STATEMENTS

tndependent Auditors' Reporf .........................._.........._.,.......................... 1

Bakance Sheet .......................................................................................... 2

Statement of Income and Partners' Equi#y ................................................ 3

Statement of Cash Flaws .......................................................................... 4

Notes to FinanciaC Stetements ................................................................... 5-7

Supplementary (nfarmation $

Auditors' Report on Supplementary Information .............................. 9

Schedules of Repairs and Marntenanee, and MisceAanaous

Expenses..............................................................................._..... 1€7

sc~-►w~~~rz~coNt ~n~~GER7I FiED PUBLlC ACCOUNTANTS

7?

SCHW~IZTZ~~CC~MPANY

CERTIffEO PUBLIC RCCOU~lTANT5

s 50 SEVENTH AVEhfUE ~ NEW Y6RK, NY 10661 ~ 212-760-t636 •FAX 212-695-'s3fi2 ~ ACCOU NTANTS~SCHWAR72NCD.COM

Ta the Members of Cenpark Realty, LLCNew York, New York

We have audited tha accompanying financEa! statements a# Cenpark ReaCty, LLC, a New York

State limited liability company, which comprise the balance sheet as of Decerrtber 31, 2012, and

the related statement a#income and partners' equity, and cash flaw for the year then ended, and

the related Hates to the financial statements.

Ntanagement's Res~onsibitity for the Financial Statements:

Ntanagement is responsible for the preparation and presentation of these financial statements in

aceardance with accounting principles generally accepted in the United Stetes of America; this

inciudesthedesign,implementation, and maintenance of intema! contra! relevanttothe preparation

and fair presentation of financial statements thatare free #ram material misstatement, wvhether due

to fraud or error.

Ruditars' Responsibility:Our responsibility is to e:<press an opinion on these f'rnanciai statements based on ou

r audit. We

have conducted our audit in accordance with auditing standards generatly accepted in the United

States of America. Those standards require that we plan and pertorm the audit to obtain

reasonable assurance about whether the Fnancial statements are free of rt~aterial misstatement.

An audit involves performing. procedures to obtain audit evidence about the amounts and

disclosures in the flrna~cial statements. The procedures selected depend oR the audifor's

judgement, including the assessment of the risks of matena{ misstatement of the financial

statements, whether due to fraudor error. In making those risk assessments, the audftor considers

internal conTrof relevant lathe entity's preparation and fair presenta#tan of the financial statements

in order to design audit procedures that. are appropriate in the circumstances, but Hat for the

purpose of expressing. an opinion on the effectiveness of the entity's control Accordingly, we

express na such opinion. An audit also includes evaluating the appropriateness of accounfing

policies used and the reasonableness of sign cant accounting estimates made by managemerrt,

as well as evaluating the overaN presentation of the financial statements.

We believe thatthe audit ev€dance we have obtained is sufficient and appropriate to provide a I~asis

for our audit opinion.

Opinion:In our opinion the financial statements referred to above present fairly, in ati material respects, the

financial position of Genpark Realty, ~~C as of December 31, 2012, and the resin#s of its

operations aad its cash flows for the year then ended, in accordance with accounting principles

genet-alty accepted in the Untied States of America.

Respectfu6ly submitte ,

~~o~''t.a'U~,,.~

scNw~~~rz & cor~~arvvCertified Pubfic Accountants

New York, New YorkAugust 18, 2Q13

-1-

7~

CENPARK REALTY,. CSCBALANCE SHEET

DECEMBER 31, 2012

ASSETSCURRENT RSSETS:Cash $ 1.,188;358

Renf receiva6{e 71,d59

Distributions rec~ivabfe 1,732

Escrow deposits first mortgage 1 ~,~9Escrow far DHGR --~--Prepaid e~cpenses ~~.4~

Tatai Currenf Assets 1.452.372

FIXED ASSETS:Leasehold and improvements, at cost 11,974,8&4

Less: Accumulated depreciation and amortization 3 869.885

Net Fixed Assets $.104.69

OTHER ASSETS:Loans receivable $7,027

Refinancing expenses 32,400

TotaP O#her Assets 407.427

Tata Assets X9.984,478

LIABILITIES &PARTNERS` EQUITY

CURRENT LIA81LIT1ES:Accounts payable ffi 39,584

Accrued liabilities 10,905

Prepaid rents and deposits payable 25.206.Total Current. Liabilities 75.785

LANG-TERM LIABILITIES:First Mortgage _2,978.156

Tataf Liabilities 8,053,951

PARTNERS" EQUITY: 6.91Q,527

Total Liabilities &Partners' Equity $ 9.964:478

See Independent Jiuditor's Report and Accompanying Motes to Financiak Statements.-2-

SCHWAI~`i'Z~COMPANYCERTIFIED PUBLIC ACCOUNTANTS

74

CENPARK REALTY, LLCSTATEMENT OF (NGOME ANC1 PARTNERS' EQUITY

YERR ENdED DECEMBER 31, 2012

NI DOMERental income $4,222,332Washing machine income 22;800Nliscelianeous (ia#e fees, fuel, surcharges, etc.} 9,212

Tatai Income 4.254,344

OPERATING EXPENSES:Payroll -gross 478,.050PayroEl taxes 40,335Union we€fare and pension fund 189,917FuaP oil 208;$63Electricity and gas 38,244Water and sewer 85,757Repairs and maintenance 633,550Insurance 6(3,616Management fees 295,201Professionaifees 538,558Brokerage rental fees -0-Misceilaneous expenses 84,322

FiXEO CHARGEReal estate taxEs 6 2,507Interest -mortgages 216,661Amortization of refinancing expenses 1,800depreciation and leasahobd amortization 257,330tVew Yark State - LLC fee 1:500

Total Expenses 3.79.411

Net Income for Yeas 494,933

Partner's Equity -Beginning of year 4,840,568(Less} Distributions to partners (900,004)Plus: Additional Sec# an 754 assets 2.475,028

Partner's Equity+ -End of Year 6 J10 527

See Independent Aud"etor's Report and Accompanying Nates to Financial Statements.-3-

SC HWARTZ ~CO:V[ PANYCERTtFfED PUBLIC ACCQUNTANTS

CENPARK REAL7Y,LLCSTATEMENT OF CASH FLOWS

YE,4RS ENC7ED DECEMBER 31, 2012

Gash Provided By Operating Aetivit~esNet. Income for Year (Page 3} $ 494,933Adjustments fot non-cash transactions:

Provision for depreciation and amortization 259.130

Changes in Operational Assets and Liabilities,Excluding Cash and Cash Equivalents:.Decrease in receivables 58,655Increasa in accounts payable (6,768}Increase all afrier items-net (41,6123

Net Cash Provided By OperatingActivities 764.338

Gash Used Far Cnvesting Activities:Gapitai improvements (837.71$}

Net Cash (Used for) InvestingActivities j837.71'$)

Cash Provided By (Used For} Financing Activities:Principal payments on mortgage (47;874)Distributions to partners (90U,OOQ}Decrease (Increase} in inveskneM loans 44,497Additional refinancing expenses (16f3.4C}t31

Net Cash Provided by (Used For)Financing Activities ~1.493.77~}

Net Increase (Decrease} in Cash (1,167,153}

Balance, Cash and Equivalents -Beginning 2.355.511

Balance, Cash and Equivalents -End 1 78

5uppiementary Disclosures:fntsrest paid on a cash basis during the year 216 861

Taxes paisi on a cash basis during the year $ -0-

See Independent Auditor's Report and Accompanying No#es to Financial Statements.-4-

SCHWARTZc~COMPANYCERTIFIED t+UBLfC ACC. t?UNTA NTS

CENPARK REALTY, L.LCNC3TES TO FINANCIAL STATEMENTS

DECEMBER 3'1, 2012

1} ORGANEZATIC3N fWD Bl1SINESS:

Fitthough Genpark Realty was originally argenized on April 1, 1961 as a Partnership under

the laws of New York; it was reorganized as a Limited Liabffit}r Company on January 29,

20f}1. The Limited Liabil~y Company owns a net {ease an the premises knawrs as 3fi0

Central Park West, which rs comprised of 148 residential units.

2} SUMMARY {)F StGNiFICANT ACCOUNTING POLICIES:

(a} Financial sCatements and tax returns are prepared an the accrual basis of

accounting in accordance wifh generally acce~rted accauntirtg principles,

with tt~e exception of depreciation, which is charged against income under

the straight-line and modifired accelerated cost recovery methods in

accordance with the provisions of fhe Internal Revenue Code.

{b} Building,. improvements, and equipment are recorded at cost Depreciation

expense is calculated over the es#emoted useful lives of the depreciable

assets as follows:

ssef Method Gffe

Building improvements Modified Aceelera#ed 10 - 27.5 Years

Depreciation:

Depreciation is computed under the rrrgd~ed "accelerated cost recovery"

method for both financial reporting and federal income tax purposes.

-5-

~CHWAR,TZ~CEJMPAI~IYCERTIFIED PUBtI[ A.CCOUNTAN75

(Continued}

~7

CENPARK REALTY, PLCNd7ES TO FINANC1Al STATEMENTS

DECEMBER 31, 2012

2} SUMMARY! OF SlGNi~ICANT ACCOUNTING R4LIGIEB. (ConYd.)

c} Section 754 Assets are Ming included in fhe ~~ed ABset and Partner Equity seeftons of

the Balance Sheet, and Deprec afion Expense thereon is also being Inc#uded is the

Statement of Income and Partners' Equity. These are assets ofi various partners who

purchased their shares at premium prsces over cost basis, and receive a bene£~t of

additional depreciation expense on their individual K-1's. These individual partners need

to keep their own record keeping outside the books ~f Cenpark. These assets and

expenses are normally got shown on a financial statement, which is based on casts basis.

We are including these far ease of record keeping. Removing these items changes the

following balance sheet. and stat~me»t of income and partner equity amounts as follows:

With 754 Assets Withau# 754 Assets

Fixed Assets $11,8?4,664 $ 9,139,572

Accumulated Clepreciation (3,869,985} {3,670,147}

stet Income 494,933 507,646

Partner's Equity 6;9'10,527 4,275,273

3} PREPAID EXPENSES:

This category represents unexpired insurance premiums of $3A,691 and prepaid supers'

salaries ~f $1,763.

(Continued}

SCHtNARTZ~COMPANYCERTtf FED PUBLtf RCCOUNTANTS

CENP~RK RE/~LTY, LLCNt}TES TO F1NAN~iAL ~TATEME~ITS

DECEMBER 31, ~C~1

4} Ifi~ITERE~TEXPEN~E:

It'tt~rest for the year includes X216,861 on the first mt~rt~age:

~} FI7CED ASSETS:

Impravernents capitalized in the current year ncluc;~d:

1~ Apartment renovations antf de-(eadirrg $~ x'5,9(}9

2} Water proofing 16,809

Total 837,718

6~ FIRST MORTG~IG~E:

The terms of the first mortgage with Caplease, LLG are as f~llt~v~rs:

a) Amount of mortgage - $3,111, 13 dat i Nl~y 1, 2010

b} Term of loan - 5 years maturing Apr"t1 1, 2{ 15

c} Monthly payments - X18,071.81 const~rtt (including interest}

d} Interes# rite - 5.625°l0

7} TENANTS' SECURITY DEPOSITS:

f~maur~ts received f€gym t~nanfs are depc~s"~te~i in separate bank accounts, r~hich are ki p# u~dsr

the cantr€~i of the managing agent, and same are not reflected in this financial report.

8} CC3RF'(3F~ATE TAXES:

As a timrGed liability real estate rental business, no tam are paid an Federal, S#ate, car ~itq

levels.

9. SUBSEC.2UENT EVENT:

,~s part of a finan~ ai restracfiur ng 4n March 12, 2t~13; fhe Company ~Zaid offi the eertir~ loan frs~m

Caplease, I.LC in full:

-7-

SSE-I ARTZ COMPANYCERTIFIED P118~IC ACCOIlBVTAMTS

7~

SUPPLEMENTARYINFORMATI~N

SCHWRRTZ ~COM PANYC ERTIFiED PUBI.fC AGCO UNTA NTS

SC HtNA I~TZ ~~CO M Pf~ N YCERTIFIED Pl/BLIC ACCQUN7AN75

350 SEVENTH AVENUE •NEW YORK, NV 10041 ~ 272-760-1030 •FAX 2t2-695-33b2 • AC~OUNTRNTS~SCHWRRTZNCO.COM

Cenpark Realty, LLCNew York, NY 10025

INDEPENDENT AUDITtJRS` REPORT~N SUPPLEMENTARY lNFf3RMATfC7N

Ta the Members of Cenpark Realty, LLC

We have audited the financial statements of Cenpark Realty, LLC as of and far the year endedDecember 31, 2012, and our report thereon dateG August 18„ 2013, which expressed an unmodifiedopinion on those financial statements, appears on Page 1. Our audit was conducted for the purpose offorming an opinion on the financial statements as a whole. The analysis of selling and general andadministrative expenses is presented for the purposes of additional analysis and is not a required part ofthe financial statements. Such infarmafiorr is the responsibility of management and was derived from andcetates directly to the underlying accounting and other records used to prepare the financ a(staternents.The information has been subjected to the auditing procedures applied in the audit of the financialstatements and certain additional procedures, including comparing and reconciling such infiormationdirectly to the underlying .account and other records used to prepare the financial statements or to thefinancial statements themselves, and other addiGonai procedures in accordance with audfting standardsgenerally accepted in the United States of America. In oar opinion ,the information is fairly stated in al(material respects in relation to the financial statements as a whole.

~~_~~:c/l.nSCHWARTZ &COMPANYGERTiFfED PUBLfG ACCOUNTANTS

New York, New YorkAugust 18, 2013

gl

CEI~PRRK REALTY, LL.0SCHEDULES OF REPAIRS AfVD MAINTENANCE

AND M{SCELLANEOUS EXPENSESYERR ENDE[} L7ECEtvIBER 31, 2012

RERAtRS 8~ MAIP1TENftNCE.

Roof &facade repairs $~2~,g~Painting and decorating 119,023

Supplies 38,759

Lead testing 17,775

Apartmenf repairs 167,757

Plumbing 40,.959Window repairs 22,223Boiler and or! burner 16,$15

Uniforms and cleaning 5,992

Elevators 48,531

Appliances 8,254E~errnirtator 11,630lrrtercorns 3,7E70Scaffolding 6,673

Niiscelf~neous ? 52

Total X633,550

MtSCELLAtJE0U8 EXPENSE.

Concierge expenses $ 26,549Fees - MBR, RSA, Inspections,. Appraisals 40,736Telephone 1,.359OfFice expenses 4,412Christmas expenses 8,550Miscellaneous 2 li

Total ~ 2~2

SCHWAKTZ(.rJ~OMPANYCERTFFiED FUBCIf ACCOUNTA N'Y5

C~

i ~ ~ ~

FINANCIAL STATEMENTS

DECEMBER 31, 2013

~l.~Edb'VL1~.iL,4~~lVIt.3/1~ Y

CER7lFIEC3 PUBltC ACCC7UNTAH75

~'J

CENPRFtK REALTY, LLCFIPfANC1AL STATE~+IENTSTABLE OF Ct}NTEhtTSDECEMBER 31, 2012

_.—

AUDITECI FIt1Ah1CIAL STATEMENTS

Independent Auditors' Report ....................................................:............... 1

Balance Sheet .......................................................................................... 2

Statement of {n~ome and Pac~ners' Equity ................................................ 3

Statement of Cash Flows ................................................__........_:............: 4

tJotes to Financial Statements ..............................._................................... 5-7

Supp{ementary Information ~

Auditors' Report an 6upplementary Information....... ....................... 9

Schedules of Repairs and Maintenance, and MiscellaneousExpenses..................................................................................... 7 0

SCHWARTZ~'CC~MPANYCERTIFIER PUBLIC ACCOUNTANTS

SC f-I WA R.TZ ~_.~ CQ NI FA NYtERTiFIED PUBLIC ACC6UNTANTS

356 SEVENTH RYEtJUE NEW YQRK, NY tQDQt 2t2-J60-1636 •FAX 712-695-3362 Af COUNTANTS@SLN WAR7ZNCO.C6M

"INDEPENDENT AUDITORS' REPORT"

To the Members of Cenpark Realty, I.LCNew York, tVew Yark

We have audited the accompanying financial statements of Genpark ReaEty, l~G, a New YorkState limifed liability company, which comprise the balance sheet as of December 31, 2013, andthe vela#ed statemenf of income and partners' equity, and cash flare+ for the year then ended, andthe related notes to ttte~ financial statements.

Management's Responsibility for the Financial Statements:Management rs responsible far the preparation and presentatfan of these financial statements inaecordanc:e with accounting principles ge~neraily accepted in the United Sta#es of Rmerica; thisincludesthe design, implementation, and maintenance of internal cantro{ re~vantto tha preparationand fair presentation of financial statemen#s that are free from material misstatement, whether dusto fraud or error.

Auditors' Responsibility:Our responsibility is to express an opinion an these financial statements bas8d on our audit. Wehave conducted our audit in accordance with auditing standards generally accepted in the UnitedStates of America. Those standards require that we plan anti {~erfarm the audit to abfainreasonable assurance about whether tine financial statemen4s are free of material misstatemerr#.

An audit invoirres performing procedures to obtain audit evidence abouE the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgement, including the assessment of the risks of malarial misstatement of the financialstatements, rrohether due to fraud or error. In making Phase risk assessments, the auditor eons~dersintem8[ control relevant to the entity's preparation and fair presentation of the financial statemenfsin order to design audit procedures that are appropriate in the circumstances, but not for thepurpose of expressing an opinion on the effectiveness of the entity's control. Accordingly, weexpress na such opinion. An ~udif alscs includes evaluating the appropriateness of accountingpoiieies used and the reasonableness. of significani accsrunting estimates made b~ management,as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basisfar our audit opinion.

Opinion:in our opinion the financial statements referred to above present fairly, in ail material respects, thefinancial position of Genpark f2eafty, LLC as of Decamber 31, 2013, artd the results of itsoperations and r#s cash flows far the year then ended, in accordance with accounting principlesgenerally accepted itt the Untied States of America.

Respectfully subm~~~r

SGFiVVARTZ & COtv1PANYCertified Public Accountants

tVew York, M1tew YorkMay 6, 2014

chi J

GENPARK REALTY,LLCBALANCE SHEET

DEGEIVIBER 31, 2413

ASSETSCURRENT ASSETS:~~~~ $ 4;280,311Rent receivable 114,807Prepaid expenses 70.644

Total Current Assets 4 485 758

FIXED ASSETS:Leasehold and improvements, et cost 23;274,4 8Less: Accumulated depreciation and amortization 4.517.065

Net Fixed Assets 18.757;083

OTFfER ASSETS:Loans receivable g1.44g

Total Other Assets 81,448

TOtaf Assets 23 $p4 2$9

LI}tBPIITIES &PARTNERS" EQUITY

CUf~RENT LIABILITIES:Accounts payable $ 179,527Accrued liabilities 3,7~{Prepaid rents and deposits payable 23.112

Total Curren# Liebili#ies 146.393

LONG-TERM LiAB UT1ES:First Mortgage 17,Ot70 C}04

Total Liabilities 17,146,393

PARTRIERS' E UITY: 6.157,$96

Tail liabilities 8~ Partners' Equity X23,$04,289

See Independent Auditor's Reparf and Rccompanying Notes to Financial Statements.-2-

~CHWARTZ~'COMPA~IYCERTIFIED pUBCtC kCCdUMTANFS

CENPARK R~ALTY,L~GSTATEMENT OF INCOME AND PAR"CNERS' EQUITY

YEAR ENDED DECEMBER 31, 2013

fNCOMERental income $4,041,679Washing rYtachihe income 22,80Miscellaneous {late fees, fuel, surcharges, etc.} B 661

Tatai Income 4:071,140

dPERATING EXPENSES:Payroll -gross 4$8;584Payrol€ taxes 39,213Union we{fare and pension fund 189,586Fuel ail 242,Q03Electricity and gas 48,68$1h~a#er and sewer 85,59Repairs and maintenance 556,7STInsurance 65,.292Management fees 306,177Professional fees 234,432Miscellaneous expenses 94,939

FIXED. CHARGE:Real. estate taxes 638,509Interest -mortgages 3$5,838Amortization of refinancing e~enses 113,'143depreeiafiar~ and leasehold amortization 533,937New York State - I.LG fee 1.~Y0

Total Expenses ~.D23.787

Net Income far Year 47,353

Partners Equity -Beginning ofi year 6;91:0,&27(less) Disfnbutions to partners 1799.984)

Partner's Equity -End aF Year X6.157,,,

See Independent Auditor's Report and Accompanying Notes to Fi~anaal Statements.-3-

scHwR~Tz~cor~P,~r~~rCERTIFIED PUB~fC ACf OUNTANPS

GENPARK RERLTY,LLCSTATEMENT OF CASH FLOWS

YEARS ENDER DECEMBER 31, 2013

Gash Provided By Operating ActivitiesNet lncame far Year (Page 3} $ 47,853Adjustments for non-cash transac#ians~

Provision for depreciation and amortization 647,C}80

Changes in Operational Assets and Uabiiities,Excluding Cash and Cash Equivalents:(Increase} in receivables (43,348}Increase in accounts payable 79,643Increase all other items-net 112.67p

Nei Gash t'rovided By C7perafingAefivi6es 843,598.

Cash Used For Investing Rctivitres:GaptaE improverrsents !'f t3 631,425

Net Cash (Used for} InvestingActivities (10.631.425)

Cash Provided By (Used For) Finattcing Activities:Principal payments on mortgage (2;978,156)Distributions to partners (799,9$4)Decrease (increase) in investment loans 5,579Addifronat cefrnancing expenses (347,659}New mortgage 17:000:004

Net Cash Provided by {Used For}Financing Activities 12,878.784

Net Increase {Decrease) in Cash 3,x91,953

Balance, Gash and Equivalents -Beginning 1.1:8$ 35$

Seance, Cash and Equivalents -End $ 4,280.311

Supplsmer~#aryr Disclosures_Interest paid on a cash basis dining the year ~ 8~ 5.538

Tayces paid on a cash basis during the year ~ -0-

See Independent Audi#or's Report and Accompanying Notes to Financial Statements.^4.

SCNWARTZ~CCJMPANYCERTtfl E6 PUBI(C ACCOUNTk NTS

CENPARK REALTY, LLCNOTES TO FINANCIAL STRTEMENTS

DECEMBER 31, 2613

1) C7RGANIZATIt71~ AND BUSINESS:

Although Cenpark Realty was origina3ly organized on Apr E 1, 186i as a Partnership under

the laws of New York, it was- rearganized as a Limited Liability Gampany on January 28,

2601. during the current year, the Company changed its status of ownership in the

property located at 360 Cer~tra# Park West, from beirsg the owner of a net lease, to being

the ovuner of the actual property. (See Note 5 -Fixed Assets.}

2} SUiU1MARY OF' SIGNIFICANT ACCOl1NT(NG POLICIES:

(a} Financial statements and tax returns are prepared on the accruai basis of

accounting in accordance with generally accepted accounting prinaiptes,

with the exception of depreciation, which is charged against income under

the straight-line and modified accelerated cost recovery methods in

accordance with the provisions of the internal Revenue Code.

(by Building, improvements, and equipment are recorded of cos#. Depreciafion

expense is calculated over the estimated useful lives of the depreciable

assets as falio~rs:

Asset Method Life

Building improvements Modified Accelerated 14 - 27.5 Years

Decrreciation:

Deprecation is computed under the modified "accelerafed cast recovery"

mefhod far bath financial reporting and federal income tax purposes.

-5-

SCHWAR7Z~~iCOMPt~NYCE RTi F1ED AUBLIC ACCOUhTANFS

(continued}

~~

CENPARK REALTY,LLCNQTES TQ FINANCIAL STP,TEMENTS

DECEMBER 31, 2013

2} SUMMARY 4F SIGNCFtClINT ACC~?~iNTING POLIGI~S: (Cant°d.)

c} Section 754 Assets are being included in fhe Fxed Asset and Partner Equity sec#ions of

khe Balance Sheet,, and Depreciation Expense therean is also being inctudedrn the

Statems~t of (neome and Partners' Equity. Thaw are. assets of various par#ners who

purchased their shares ai premium prices over cost basis, at~d receive a benefif of

additional depreciation expense on their individual K-1's, These individual partners need

to keep their own record keeping outside the woks of Genpark. These assts and

expenses are normally not shown an a ~nanc ai sta#ement, which is based on ctrsts basis.

We are including these for ease of record keeping. Removing these ftems changes the

faltaWring balance sheet anri statement of income and partner equity amounts as fo#lows:

With 754 Asseks Without 754 Assets

Fixed Assets $23,274,148 $20,439;Q56

Accumulated Depreciation (4,517,065) (4,30$,264)

Net tncame 47,33 g~,3~~,

Partner's Equity 23,304,28 20,877,998

3}

4}

PREPAID E~tPENSES:

This category represents unexpired insurance premiums.

INTEREST EXPENSE:

tnferest for the year fnofudes $17,205 on the old mortgage, and $368,333 on the new

mortgage.

(Cc~n6nued}

scHwn~.~-z~caMPa~~CEpti F1ED PWBIIC RECOUNT&NTS

C~

CENPAI2K REALTY, LLCNOTES TO FINANCIF+L STATEMEf~TS

DECEMBER 3fi, 2013

5) FIXEQ ASSETS:

Dining the current year Genpark Realty, ~~G changed Efie status of its ownership on fhe

premises of 360 Central Park West from being c~wr~er of a net lease to being the owner of the

ackual residential Unit of the. 360 Central Park West Condominium. The purchase price

was $9,791,861.5l~.

lr~ addition fc~ the above, fhe Company also capitalized Ehe fotlawing:

1} Improvements $351,~fl42} Engineering costs 267,9913J Buyout of tLpt. 17F 2t3.00fl

Total 39 4S~

8} FIRST MORTGRGE:

The terms of the fitsT mortgage are as follows:a) Amount of mortgage - $17,000,000 dated March 12, 2013b} Terra of loan - 2 years due April 1, 20't5c) Manthiy payments - $42,540 interest on(yd} Interest rate - 3%

?) TEtJANTS' SECURITY DEPQSiTS:

Amounts received from Tenants are deposited in separate bank accounfs, which are kept under

the control of the managing agent, and sarr~e are not reflected in this financial report.

8} Corporate Taxes:

As a limited liabili#y rea! estate rental business, no taxes are pard an Federal, State, or City

levels.

-7-

SCHWAC~TZ~COMPANYCERTIPIEO PUBLIC ACtO UNTA NTS

SUPPt~EMENTARY INFG}RMATI4N

SCHWP~RTZ~COMPANYCERTlFiED PUBLIC ACCOUNTANTS

~z

SCHWARTZ~~I'COMPANYCERTIFIED PUBLff ACCOUNTANTS

35Q SEVf NTH AVENUE •NEW Y6RK, NY 70061 253-J6Q-i Q30 •FAX 272-695-3'.362 RCCQU NTA N75~SCH WARTZNCO.GOM

Cenpark Realty, I.LCNew York, NY 1002b

INDEPENDENT AUDITORS' REPORTOM SUPPLEMENTARY INFORMATION

To the Members of Cer~park Realty, LLG

We have audited the fin'anci~t statements of Cenpark ReaCfy, LLC as of and far the year endedDecember 31, 20'}3, end our report thereon dated May 6, 2014, which expressed an unmodified opinionan those financial sta#ements, appears on Page 1. Our audit was conducted for the purpose of farmingan opinion an the financial statements as a whole. The analysis of selling and general and administrativeexpenses is presented for the purposes of additional analysis and is not a required part of the financialstatements. Such information is the .responsibility of management and was derived from and relatesdirectly fo the underlying accounting and other records used to prepare the financial statements. Theinformation has been subjected to the auditing procedures applied in the audit. of the finanraal statementsand certain additional procedures; including camparirtg and reconciling. such information directly to theunderlying account and other records used to prepare the financial statements or to the financialstatements thems$dves, and other additional procedures in acsardance with auditing standards genera~iyaccepted in the United Sta#es of America. In our opinion ,the information is fairly stated in a{! materialrespects in relation #o the financial statements as a whale.

SCMWP~RTZ &COMPANYCEf2TIFiED PUSUC ACCOUNTANTS

Neav York, New YankMay 6, 2014

-9-

93

c~~vPaR~c R~~~nr, ~LcSCHEDULES OF RE~RIF2S AND MAiNTENAFJCE

AND MfSCELlANEOUS EXPENSESYEAR ENDED DECEMBER 31, 2013

REPAIRS & MftINTENANGE:

Roaf &facade repairs $ 43,61'8Painting and decorating 401,754Supplies 23,312Lead testing 206,033Apartment repairs 63;872PPumbing 29,181Elec#rical repairs 2,442Building and grounds 7,345Boiler and oil burner 21,469Uniforms and cleaning 6>853Elevators 33,069Appliances 4,353E~errninator 3,682Intercoms 3,824Scaffolding 5,aQ0Miscellaneous 1.534

Total fi58 757

M18CEl,LANEC7US EXPENSES:Concierge expenses $ 14,520Fees - MBR, RSA, Inspections, Appraisals 64,557Telephone 9,352(3~ce expenses 2,350Christmas expenses 8,285Payroll processing 2 865

Total X94'

SCNWARTZ~COMPANYCEftFfFIED PUBttC kCEOUMTRNTS

RIGHTS OF EXISTING TENANTS

Each Bona Fide Tenant shall have the exclusive right for a period of ninety (90} days

from the Presentation Date of the Plan ("Exclusive Purchase Period"} within which to purchase

the Residential Unit such Purchaser occupied on the Filing Dade of the Ptan at the Purchase Price

set forth in Schedule A, during which time the bona fide Tenant's Residential Unit sha11 not be

shown to a third party unless the bona fzde Tenant has, in writing, waived such Tenant's right to

purchase. In order to exercise this exclusive right to purchase, the bona fidE Tenant must deliver

an unaltered, signed Purchase Agreement and the required Deposit to the Selling Agent during

the Exclusive Purchase Period. Spansor has agreed that during the Exclusive Purchase Period or

any subsequent exclusive purchase period granted to bona fide Tenants, the Purchase Prices tc~ be

paid by bona fide Tenants will not be increased nor will the Sponsor accept Purchase Agreements

from non-occupant Purchasers for occupied Residential Units, unless the bona fide Tenant of

such occupied Unit has waived, in writing, such Tenant's right to purchase the Unit.

'"Bona Ffde Tenant" refers to (a} a bona fide tenant of a Residential Unit in occupancy of

such unit on the Filing Date; (b} a hona fide tenant of a Residential Unit with the right to renew a

lease for such Unit on the Filing Dade, (c} a bona fide tenant of a Residential Unit who has the

right to continued occupancy of such Unit an the Filing Date; (d} a bona fide tenant of record of a

Residential Unit with an unexpired lease for such Unit on the Filing Date even though the tenant

has sublet the Residential Unit or the Residential Unit is not the tenant's primary residence; and

{e} a bona fide sublessee in occupancy of a Residential Unit on the Filing Date, if such sublessee

subleases such Residential Unit from a non bona fzde tenant, or bas obtained written permission

to purchase such Residential Unit from the bona fide tenant of record of such Unit.

The term "Bona-Fide Tenant" shall not include the estate ar legal representative of a

Bona-Fide Tenant who was in occupancy of a Residential Unit on the Filing Date and who died.

on or after the Filing Date without having previously tendered a Purchase Agreement in

compliance with the teens hereof.

Certain aparimenis in the Building are subject to the New York City Rent Control Law,

other aparhnents are subject to the New York City Rent Stabilization Law and the regulations

promulgated pursuant thereto and the Emergency Tenant Protection Act of 1974 and the rent

regulatory scheme or any c;ades, rubs and regularians promulgated thereunder (collectively, tie

"Rent Laws").

Certain other apartments in the Building are not subject to the Rent Laws. The tenants of

these apartments are known as "Market Rate Tenants" and such tenants' rents are not subject to

regulation and such tenants are not entitled to lease renewals prior to the Plan being declared

effective. In addition, certain apartments (pursuant to the provisions of the Rent Regulation

Reform Act of 1997 which deregulated certain high-rent housing accommodations) wi11 not be

subject to the Rent Laws upon the termination of the existing Lease for the apartment or earlier

as may otherwise be provided. Professional Units are not subject to the Rent Laws.

~n January 7, 2015, the Sponsor registered Apartments 2~, 3A, 3B, 3C, 5J, 6G, 6H, 6J,

7C, 7K, 8A, 9EF, IOB, I OC, I OK, 1(}J, 11 B, 16C, 16F, 16G, 17H and f 7K with the DHCR as

rent stabilized. There is no dispute as to the rent regulatory status of tie tenants of these

apartments. In addition to the fc~rebo ng, one (1}apartment was occupied by the Resident

Manager. The rent regulatory status of each Unit is set forth in Schedule A.

95

The wilding received J-S I tax abatement benefits in the past, lout there are none in effect

as of the date hereof.

THIS IS ANON-EVICTION PLAN. NO NON-PURCHASING BONA FIDE TENAI`~ITWILL BE EVICTEI3 BY REr~SON OF CONVERSION TO CONI7~OMINIUMOWNERSffiP.

The following summary ofrights of existing tenants is set forth in aceardance withSection 352-eeee of New York State General Business Law ("GBL"), a copy of which is set faithin Part II of the Plan. Bona fide tenants in occupancy derive substantial protections under theGBL.

The term "Non-Purchasing Tenant" means a person who has not purchased a ResidentialUnit pursuant to the Plan, whose tease has not expired and. against whom. holdover proceedingshave not been commenced and who is a tenant entitled to possession of such Residential Unit atthe time the Plan. is declared effective. A person who sublets a Residential Unit from "aPurchaser under the Plan" {as such term is defined in the GBL} shall not be deemed a Non-Purchasing Tenant.

(A} No eviction proceedings maybe commenced at any time after the Effective Dateagainst Nan-Purchasing Tenants for failure to purchase; provided that such proceedingsmay be commenced for nonpayment of rent, illegal use ar occupancy of the premises,refusal of reasonable access to the owner, failure to maintain the premises as a primaryresidence, ar any other breach ~f lease by the Non-Purchasing Tenant of such Non-Purchasing Tenant's leasehold obligations to the owner of the Residential Unit; andprovided further that an owner of a Residential Unit may not commence an action torecover possession from allon-Purchasing Tenant on the grounds that such owner seeksthe Residential Unit for the use and occupancy of such owner or its family.

(B} Non-Purchasing Tenants who resided in Residential Units subject to governmentregulatran as to rentals and continued occupancy prior tc~ the conversion of the Buildingto condominium ownership shall continue to be subject thereto. Nothing contained hereinshall be deemed to extend greater rights to allon-Purchasing Tenant than such tenantwould have had if the Building had not been converted to condominium ownership,except as otherwise provided in subparagraph (C} below.

(C) The rents of Non-Purchasing Tenants whose lease has not expired and againstwhom holdover proceedings have not peen commenced and who reside in ResidentialUnits with respect to which government regulation. as to rentals and. continued occupancyis eliminated or becomes inapplicable after the Filing Date sha11 not be subject tounconscionable increases beyond rental amounts charged for comparable ResidentialUnits during the period of their occupancy. In determining; comparability, considerationwill be given to such fac~ars as location of the Building and of the Residential Unit within.the Building, amenities and building services, Ievel of maintenance and operatingexpenses. Non-Purchasing Tenants are advised that complaints cif unconscionable rentincreases may be referred to the Ne~~ York State Department of Law, Real Estate FinanceBureau at 120 Broadway,. New York, New York 1X271. ?Fan-Furchasin~ Tenants maybe subject to rent increases as the result of major capital improvements ("MCT"} made bySponsor, the Condominium car Purchasers ~f Residential Units occupied by such I~1an-Pur~hasing Tenants. Under current Lacy, Sponsor- is not entitled to seek a MCI rentincrease to the extent Sponsor has taken a credit against the Reserve Fund as the result cifsuer MCL (See tl~e Section ofthe Plata cntitlec~ "Reserve Fund" for f~zrth~r details.)

(D} Tenants whose leases expire and against whom holdover proceedings arecommenced before the offering plan is declared effective retain onPy the minimalprotections available to the common-law "tenant at sufferance," and ARE NOTPROTECTED fro~z eviction for failure to purchase or any other reason applicable totenancy and from unconscionable rent increases absent some special circumstance, as

found by a court of competent jurisdiction.

Tenants who lease unsold units after the offering plan is declared effective ARE NOTPRt7TECTED from eviction for failure to purchase or any other reason applicable toexpiration of tenancy and from unconscionable rent increases. Unconscionable increases

are defined by law as increases that are "beyond ordinary rentals for comparable

apartments during the period. of their occupancy."

(E} The Plan may noC be amended at any time to provide that it shall be an eviction

plan.

(F} The rights granted under the Plan. to Purchasers under the Plan (as such term is

defined in the GBL} and to I~Ton-Purchasing Tenants may not be abrogated or reduced

notwithstanding any expiration of, or amendment to, fhe GBL.

(G) Building-wide services shall be managed on behalf of all Residential Lnits

(including those occupied by Nan-Purchasing Tenants) by the same Managing Agent

who manages all other Residential Units in the Building. Such Managing Agent will

provide ~o Non-Purchasing Tenants all services and facilities required by Law an a non-

discriminatorybasis.

(H) It sha11 be unlawful for any person to engage in any course of conduct, including,

but not limited ta, interruption or discontinuance of essential services, which substantially

interferes with or disturbs the comfort, repose, peace or quiet of any tenant in the use or

occupancy of the Residential Unit or the Facilities related thereto. The Attorney General

may apply to a court of competent jurisdiction for an order restraining such ec~nduct and,

ifthe Attorney General deems it appropriate, an order restraining the oumer from selling

the Residential Unit. Nothing contained in tine GBL shall be deemed to preclude the

tenant from applying an such tenant's awn behalf for similar relief.

(I) Any provision of a lease or other rental agreement which purports to waive a

Non-Purchasing Tenant's rights under the GBL ar the regula~iflns promulgated pursuant

to the GBL shall be void as contrary to public policy.

(J} Tenants or their representatives, upon reasc~nabl.e advance notice, may insect tl~e

Property physically at any time subsequent to the submission of the Plan to the

Department of Law, during nannai business hours upon written request made by them to

Sponsor.

Tana Fide Tenants do not have any preferential right to purchase any Residential Unit

other than the Unit occupied by such tenant on the filing date.

Tc~ the extent permuted by law, after the Plai7 is accepted fc~r filing, Sponsor reserves the

right to selectively offer, in its sale discr~tic~n, between $5,000 to ~1E~0,0{}~} as buy-out money or

other incentives to scene hcarza, f cue tenants in occupancy to induce them tc~ vacate an€~ surrender

poss~;ssion of their apartments. The amount andJc~r the scope cif the offer and the selection of '

E~ 7

offerees wi11 be based upon subjective considerations of the Sponsor and factors, including, but

not limited ta, the size of the Unit, the length of an afferee's tenancy, tl~e location ofthe Unit

and the period of time until the tenant vacates the unit. Tenants etecting to accept such offers

must execute and deliver the Lease and/or Tenancy Termination Agreement attached as

Document 12 in Part II of the Plan.

Subsequent to the First Closing under the Plan, for each original sale of a ResidentialUnit by Sponsor thereafter, aNan-Purchasing Tenant residing in such Residential Unit will be

notified in writing by Sponsor of the name and address of the person or persons who purchased

such Non-Purchasing Tenant's Residential Unit.. Upon a resale of such Residential Unit, the

seller and each subsequent seller will be obligated to notify the Non-Purchasing Tenon# inwriting within ten (10) days following the change in ownership of the name and address of the

non-aecupant Purchaser.

If prior to the expiration of any exclusive purchase period which begins prior to the FirstClosing, Sponsor amends the terms and conditions of this offering to be more favorable toTenant-Purchasers, aTenant-Purchaser who executed and submitted. a Purchase Agreement and

tendered. the Deposit far the Unit which the Tenant-Purchaser occupied on the Filing Date,before Sponsor amended the terms of the Plan shall benefit from the more favorable terms and

conditions. In addition, a Purchase Agreement from aBona-Fide Tenant with respect to theUnit occupied by such Tenant executed and delivered to Sponsor during any Exclusive PurchasePeriod shall have priority over and pre-empt any Purchase Agreement executed by a NonTenant-Purchaser and delivered to Sponsor during such Exclusive Purchase Period.

If a Br~na Fide Tenant purchases a Residential Unit, then from and after the Closing ofTitle to such Residential Unit, such Tenant-Purchaser would no longer be subject ~o, ar have anyrights afforded tenants in occupancy, under the GBL.

Non-Purchasing Tenants wi11 not have exclusive access to or an exclusive right to useany portion of the Common Elements except for Terraces appurtenant to certain ResidentialUnits, which are Residential Limited Common Elements far the exclusive use of the tenant ofsuch appurtenant Unit, or as set forth in their respective Lease or occupancy agreement.

Non-Purchasing Tenants shall leave no rights with. respect to their Residential Unitsexcept as same may specifically set forth above and in the GBL. No~hiz~g contained herein shambe deemed to grant I~3on-Purchasing Tenants any additional rights of occupancy with respect tothe Residential Units.

~~na Fide Tenants may purchase a vacant Residential Unit. The price of such vacantUnit will be the "Price to Nan-Tenant Purchasers" as set forth. an Schedule A, as it maybeamended from time to ~izne. T"~e procedures to pure~ase such vacant Unit are set forth in theSection ofthe Plan entitled °Introduction" subsection "The Residential Units offered far Sale."

The rights cif a Purchaser under the Purchase Agreement are not assignable ortransferable without the prior written consent of Sponsor, which consent may be withheld ordelayed in Sponsor`s sole and absolute discretion. See the Sec~ian of the Plan entitled"Assignment of Purchase Agreements."

Sponsor will an the 30~n 60th 88~' and 90~' day after the Presentation Date of the Planand at leash once every 30 days until the Plan is declared effective or abandoned aid nn the 2`~dday before the expiration date and. on the expiration date of any exclusive purchase peria~~rovideci in an arnendrnent to the P]an., (i} file with the ~~~partment of Law, Reat Estate FinanceBureau, 23rd Floor, 12~ $roadway, stew York, Ne~~ York 10271, a written statement, under

9

oath, setting faith the percentage of Residential Units in the Building vvhiels are tine subject of

Purchase Agreements executed by Bona Fide Tenants in occupancy an the Filing Date or bonafide Purchasers who represent that they intend that they or one or more specified members of

their immediate family occupy the Residential Unit when it becomes vacant as of the date of

such statement and as of a specified time arid, (ii} before noon on the day such statement is filed,

post a copy of such statement in a prominent place accessible to all tenants in the Building. Thepercentage shall be computed in the same manner as Sponsor shall compute the minimumpercentage needed to declare the Plan effective. The statement which is posted in the Building

and filed with the I3epartment of Law shall inctude the following: the date and time of thestatement, the Filing Date of the Plan, the Presentation Date of the Plan and of the currentamendment, the last day of any exclusive purchase period, the number of Bona Fide Tenants in

occupancy and bona-fide Purchasers who have executed Purchase Agreements, the number of

Residential Units counted in the base and the percentage of Purchasers. Copies t~f all filed and

pasted written statements will he available for inspection at the office of the Selling Agent andat the Department of Law. A11 filed and posted written statements shall remain pasted until the

next filed and written statement is posted.

Buy-0u~ Offers

To the extent permitted by law, after the Plan is accepted for filing, Sponsor reserves the

right to selectively offer, in its sole discretion, between $5,000 to $100,000 asbuy-out money or

other incentives to some bona fide tenants in occupancy to induce them to vacate and surrender

possession of their apartments. The amount andlar the scope of the offer and the selection of

offerees will be based upon subjective considerations of the Sponsor and factors, including, but

not limited to, the size of the Unit, the length of an offeree's tenancy, the location of the Unit

and the period of time untit the tenant vacates the unit, Tenants electing to accept such offers

must execute and deliver the I ease and/or Tenancy Termination Agreement attached asDocument 12 in Part II of the Plan.

3-51 Tax Abatement and High Rent Deregulation

Tenants and Purchasers should also Hate that in an action errtitied Roberts v. Tishman

Speyer Props., L.P., the New York 5ta~e Court of Appeals held that there would be nodistinction regarding the deregulation of apartments based upon whether or not an apartment was

already subject tc~ rent regulation prior to the receipt of such benefits. Therefore, apartments that

were already rent stabilized before they would Piave been brought under rent stabilization

because of a J-51 tax abatement/exemption., could Hat simply be deregulated because the J-51

benefits expired, nor could they be subject to high rent deregulation during the J-51 period even

though they vwere subject to rent stabilization before the J-51 benefits began.

The Building has received J-51 benefits. i`v'o Application for J-S1 b~ne~fits is being made

on account of the work being performed in connection with phis conversion. If, in the future, the

Building receives such benefits, rent re~zlated non-purchasing tenants are entitled to prc~teetia~

from deregulation under tt~e high rent deregulation prc~visians while the Building receives 1-51

benefits.

Tl~e t'~`ew York City Admit~ist~~rativ~ CUde S~ctit~n 2C-504(c} prav~ides that when a

building has J-51 tax benefits, if~;a~;h Tease and Iea~~ renewal included a notice inFt~rm ng the

tenant that the unit wi11 b~ subject to d~regulatic~n upon the expiration of the tax benefit period

and thy; approximate date oz~ which suc1~ tax benefit is scheduled to expire, thy; unit will b~

c~c~

dere~zlated upon the expiratit~n of the tax benefit period, untess the unit would have been subject

to rent stabilization in the absence of the receipt of J-51 benefits. With respect to units that are

rent sYabiIized solely by reason of the receipt of J-51 benefits, if no such notice is included in

each lease and renewal, such unit will remain rent stabilized and protected from deregulation

under the high-rent deregulation provisions until the occurrence of the first vacancy of such unit

after die J-51 benefits are no longer being received. With respect tc~ units that were rent

stabilized before the receipt of J-S 1 benefits, it could be argued that if no such notice was

included in each lease and renewal, protection from deregulation under the high-rent

deregulation provisions will continue for such units until the occurrence of the first vacancy of

such unit after such benefits are no longer being received.

Additional Rights

section 352-eeee of the BBL fiarther provides that all Residential Units occupied by Non-

Purchasing Tenants will be managed by the same managing agent, if any, who manages all otherResidential Units in the Building. Non-Purchasing Tenants ~~ill be provided. all services andfacilities required by Applicable Law on anon-discriminatory basis. Sponsor guarantees that atlsuch services and facilities will be provided until such time as Sponsor no longer controls the

Condominium Board.

Section 352-eeee of the GBL also provides that it sha11 be unlawfut for any person toengage in any course of conduct, including, but not limited to, the harassment of tenants or theinterruption or discontinuance of essential services that substantially interferes with or disturbsthe comfort, repose, peace or quiet of any tenant in his use or occupancy of his dwetling unit orthe facilities related thereto. The Department of Law may apply to a court of competentjurisdiction. for an order restraining such conduct and, if it deems it appropriate, an orderrestraining Sponsor from selling the Residential Units or from proceeding with the Plan,provided that nothing contained in the statute shall be deemed to preclude the tenant fromapplying on his own behalf for similar relief.

Tenants or their representatives may physically inspect the Building at any timesubsequent to the submission of the Plan to the Department of Law, during normal businesshours, upon written request made by them to Sponsor ar the Selling agent, provided that thetenants' representatives are registered architects or professional engineers licensed to practice inthe State of New York.

If, prior to the expirafiian of any exclusive period that begins before the First Closing,.Sponsor amends the terms and conditions of the offering to be more favorable to tenantPurchasers, an Eligible Tenant who executed and submitted a Purchase Agreement for theResidential Unit he occupied an the date that the Plan was accepted far filing shall benefit fromthe mare favorable terms and candifions, even tough such Purchase Agreement was entered intobefore Sponsor amended the teens and conditions.

Nan-purchasing Tenants shall be promptly notified of changes in ownership by anypurchaser of the Units in which such Non-Purchasing Tenants reside, and the CondominiumBoard sha11 retain and make available such information. Tenants who enter into PurchaseAgreemenfs may not assign ar ~ransf`er them without first obtaining the express written coa~sentcif Sponsor. fee the Section of fhe Plan entitled "~ssi~nment of Purchase ~green~ents" forf~az-t~ler c~scussic~n.

Sectit~n 352-eeee of the GBL sets forth a posting requirement as to the percentage oftenants who have purchased Residential Units. Such requirement is further discussed in theSeetian of the Plan entitled "Effective Date."

Rights of eligible Tenants To Purchase Vacant and (3ccupied Units

No Eligible Tenant will have any exclusive or preferential right to purchase a vacantResidential Unit or ~ Kesidentiai Unit occupied by another. Any exclusive right granted toE1rgible Tenants hereunder shall apply only to the purchase by an Eligible Tenant ofhis awn

Residential Unit.

Sponsor intends to sell. the Residential Units to Purchasers who are buying for their cartheir families° personal occupancy. Sponsor reserves the unconditional right, however, to sellResidential Units to investors who intend to rent and not to occupy their Residential Unitspersonally. In addition, Sponsor and any Sponsor Successor may from time to time freely rentany Unsold Residential Units without charge or limitation whatsoever and without the consent of

the Board or any other Unit Owner. Sponsor makes no representation that it will endeavor in

good faith to sell Residential Units rather than rent them as they become vacant. BecauseSponsor is not limning the conditions under which it wi11 rent rather than sell Units, there is no

commitment to sell more tJ~an the 15%necessary to declare the Plan effective, and Owner-

C3ccupants may never gain effective control and management of the Condominium.

The mortgage that will encumber the Property at the time of the First Closing obligates

the Spansar to market same, but not all, of the Residential Units for sale as they become vacant

and sets a minimum sales threshold of X25 million in order for Santander Bank to release the lien

of its mortgage from the units) being sold but contains no requirement, beyond the foregoingand the requirements of applicable laws and. regulations, as to a minimum number or percentage

of Residential Units that must be under contract before the Plan can be dc;elared effective. At the

Closing of Titi1e to each Residen~iai Unit, Sponsor will be required to pad t1~e holder of said

mortgage a minimum release price in order for the holder of such. mortgage to release the Unit

from the lien. of the mortgage..

l01

OBLIGATIONS CJF OWNERS OF UNITS OCCUPIED BY

~t)N-PURCHASING TENANTS

Except for the Residential Units indicated on Schedule A as being nod subject to rent.

regulation, all of tk~e Residential Units aeeupied by Eligibly Tenants are either "rent-stabilized"

Residential Units subject to the Rent Stabilization I~aw or "rent-controlled" Residential Units

subject to the Rent Control I~aw. A Purchaser of arent-stabilized Residential Unit that is

occupied by aNan-Purchasing Tenant is required under the Rent Stabilization Law to register

such Residential Unit with the DHCR and to keep such registration current.

All Etigibie Tenants are subject to Section 352-eeee of the GBL, which provides, among

other things, that allon-Purchasing Tenant may not be evicted. at any time for failure to purchase

car any other reason applicable to expiration of tenancy, provided that eviction proceedings may

be commenced far non-payment of rent, illegal use or occupancy of the premises, refusal of

reasonable access to the owner of the Residential Unit occupied by such Non-Purchasing Tenantar a similar breach by the Non-Purchasing Tenant of his obligations to the owner of suchResidential Unif or any other grounds permitted by Applicable Law or regulation. In addition,

no eviction proceedings may be commenced by the owner of such Residential Unit against such

NQn-Purchasing Tenant an the grounds that the owner of such Residential Unit seeks theResidential Unit for the use and occupancy of himself or his Family Members.

Possession of Occupied Residential Unrts

Each Purchaser of a F~esidential Unit occupied by another will purchase subject ta: (a}

the Existing Lease far such. Residential Unit; (b} any existing tenancy or occupancy of suchResidential Unit; (e} any right of the existing tenant or occupant to remain in possession of suchResidential Unit pursuant to Section 352-eeee of the GBL; (d} Applicable Rent Laws; and (e} allother rights of such tenant or occupant under any other Applicable Law.

NO REPRESENTATION OR WARRANTY IS MADE THAT THE EXISTING LAWSWILL REMAIN 1N EFFECT OR UNCHANGED OR THAT THE RIGHTS OF N4N-PURCHASLNG TENr~NTS WITH REGARD 'I'O RENTALS A1~~D OCCUPANCY RIGHTS[JhiDER THE APPLICABLE REI`~T LASS WILL NOT CI-MANGE. The rights grated underthe Plan to Purchasers and to Non-Purchasing Tenants may pat be abrogated or reduced,however, notwithstanding any expiration af, or amendment ta, Section 352-eeee of the GBL.

If the tenancy of a tenant is terminated as a result of an uncured default by such tenant inpaying the requisite rent ar in performing some other Lease obligation, then, unless the tenantvoluntarily surrenders p€~ssession of the Residential Unit, the owner of such Residential Unitmaybe required (at his own. expense) to institute an action or proceeding in court in order to gainpossession.

No representation ar warranty is made as to the length of time that may elapse before afinal court order or judgment of eviction is granted or entered and made effective, that such acourt order or judgment will be granted car entered or that possessiazz of a Residential Unitoccupied. by another will be obtained.

Sponsor and the Se~I;:~,, Agent make no statements of any kind as to the Applicable RentLaws except as ex~rressly sit Earth in the F'I~n.

1 C)2

Rights and Duties of Non-Occut~ant Purchasers

Upan acquiring title to a Residential Unit occupied by ano~lier, the Purchaser will becomethe landlord of the tenant ar occupant thereof and the latter will became such Purchaser's tenantor occupant. The reiatio~tship between the two parties will be ga~erned primarily by the terms,covenants and candi~iQns contained in the lease ar other occupancy agreement then in effectwith such tenant or occupant or the statutory and implied covenants, if any, of any month-to-manth tenancy. Such Purchaser will be obligated to offer renewal leases and riders if and to the

extent required by Applicable Law. Such Purchaser will succeed to, among other things,Sponsor's right to receive the rents reserved. in the lease or occupancy agreement or month-to-month tenancy and Sponsor's obtiga~ion to perform all of the duties of the landlord under suchlease or occupancy agreement or month-ta-month tenancy; which duties may include, but rriaynot be limited to, the obligation to maintain, repair and replace any plumbing fixtures,refrigerator, dishwasher, lighting fixtures and other fixtures, equipment and appliances in such

Residential Unit and to paint the Residential Unit periodically. Such Purchaser will be obligated

to perform these duties as the ~andlard of such tenant or occupant even though the rents reservedunder the lease or occupying agreement or month-ta-month tenancy maybe insufficient to pay

far the cost of such performance. In addition, such Purchaser will be required to pay all

Common Charges and any Special Assessments assessed against him by fhe Condominium

Board and the real estate taxes assessed against the Residential Unit, regardless of whether such

Common Charges, Special Assessments and real estate taxes are more or Less than tke rent

payable by the tenant or occupant and. regardless of whether such rent is received.

Ail costs and expenses incurred in connection with the ownership of a Residential Unit

occupied by another (including, without limitation, Legal fees and Litigation expenses far

enforcing the lease, occupancy agreement or provisions of any month-ta-month tenancy and

obtaining possession of the Residential Unit} wi11 be borne entirely by the owner of the

Residential Unit.

A Fersan interested in purchasing a Residential Unit occupied by another is advised

to examine any lease or occupancy agreement fc~r such Unit to ascertain the rental, the

expiration date and the obligations imposed upon the landlord. These leases or occupancy

agreements are c~r~ fi1e at the office of Sponsor ~r the Selling Agent. It is further

recommended that such Person consult with. his attorney in order to become fully apprised of

the effect of the tease or occupancy agreement, as well as Section 352-eeee and all other

Applicable Rent Laws with respect to such Residential Unit, on his rights as a Purchaser and

an his obligati€~ns to any existing tenant crr occupant of such Residential Unit.

As previously set forth, Section 352-eeee of the GBL requires that a Purchaser who

purchases a Residential Unit occupied by allon-Purchasing Tenant shall be required to appoint

irrevacablyT the Condominium Beard's Managing Agent and its successors ar the Condominium

Board if no Managing Agent is employed by either the Condominium $oard as his agent to

provide t~ the Non-Purchasing Tenant all services and facilities required by Applicable Law crn a

nc~n-discriminatory basis. The Managing Agent leas agreed to undertake that obligation, as

specified herein. Sponsor will guarantee the obligation of the Managing Agent to pro~ride all

services and facilities that the Managing Agent is required to provide to Non-Purchasing Tenants

until such time as Sponsor nc~ longer controls the Condominium Board. While the Purchaser of

any Residential Unit occupied by a I'~on-Purchasing Tenant %ill ~e responsible for the due

performance of all of the obligations cif the landlord under the I~Ion-Purchasing "T`enant's Lease,

occupancy ab cement car month-tics-month tenancy, the actual perft~rmance e,f such obligations

I03

wilt, in the first instance, be by ar at the direction of the Managing Agent far the account of the

Purchaser.

Eaeh Purchase Agreement for a Residential U~tit occupied by a Non-Furch~sing Tenant

will be deemed to include an a~-eement by the Purchaser (except Sponsor ar any Sponsor

Successor} to make a one (1}time deposit with the Gondomini~um Board's Managing Agent in an

amount equal to two (2} months' Common Charles to be used. as working caprtal pursuant to

Applicable Law. Upon notice by such Managing Agent or the Condominium Board, as the case

maybe, that the deposit has been diminished, the fund will be replenished by the owner of such

Residential Unit within thirty (30} days of such notice. The Failure of the owner of such

Residential Unit to replenish the fund in a timely fashion will result in the Caudominium Board's

having a lien against the Residential Unit. Interest, if any, earned on the working capital fund

shall be the property of the owner of such Residential Unit. The provisions of this paragraph wi11

not apply to Sponsor or any Sponsor Successor.

Upon the Closing cif Title to a Residential Unit subject to a lease, other occupancy

agreement or month-to-month tenancy, Sponsor will deliver to the non-occupant Purchaser the

unapplied balance of any security deposit held by Sponsor pursuant to the terms of such lease,

occupancy agreement or month-to-month tenancy. Any such balance must be held by suchPurchaser in tr~zst in an interest-bearing account in accordance with the terms of Section 7-1(}3 ofthe New Yark General Obligations Law. Upon delivery of the unappiied security deposit, thePurchaser will be required to execute, acknowledge and deliver an agreement to Sponsor, both

acknowledging the amount so received and indemnifying Sponsor against all claims andliabilities in eonnec~ion therewith.

f

CONI30VCINIUIVI OF'I+I~~I~IV~Y PL,A~V r

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Transcript of CONI30VCINIUIVI OF'I+I~~I~IV~Y PL,A~V r