FIFTEENTH AMENDMENT TO THE OFFERING PLAN. Premises: FRANKLIN PLACE 5 Franklin Place a/k/a 371 Broadway New York, NY 10013

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1 FIFTEENTH AMENDMENT TO THE OFFERING PLAN Premises: FRANKLIN PLACE 5 Franklin Place a/k/a 371 Broadway New York, NY This Amendment Modifies And Supplements The Terms Of The Offering Plan Dated Approximately May 2, 2013, And Should Be Read In Conjunction with Said Plan, as Amended. I. UPDATED PROJECTED COMPLETION DATE FOR CONSTRUCTION AND UPDATED ANTICIPATED FIRST YEAR OF CONDOMINIUM OPERATION The Offering Plan is hereby amended to disclose an updated projected completion date for construction on the Building of September 1, 2015 and to set forth an updated anticipated First Year of Condominium operation commencing September 1, Special Risk numbered 30 in the Offering Plan, as amended, is hereby revised to reflect that the First Year of Condominium operation is now estimated to be September 1, Special Risk numbered 30 is hereby deleted in its entirety and is replaced with the following: "30. The First Year of Condominium operation is estimated to be September 1, 2015 through August 31, As in any new construction project, given the vagaries of the construction process, it is difficult to predict with precision the date Sponsor will first be able to close title to the Residential Units. Accordingly, it is a special risk ofthis Offering Plan that the First Residential Closing may occur sooner or later than the projected First Year of Condominium operation and closing to certain Residential Units may occur substantially before or after closings for other Residential Units. See the section of the Offering Plan entitled "Description of Property and Improvements" for further details." 2. The section of the Offering Plan, as amended, entitled "Description of Property of Improvements," set forth commencing on page 62, is hereby revised to reflect an updated projected completion date for construction on the Building of September 1, The second full paragraph on page 63 is hereby deleted in its entirety and is replaced with the following: "The Building being newly constructed is projected to be completed on or about September 1, Pursuant to the New York City Building Code, the Class of Construction for the Building is Class 1B (Non-Combustible) construction. A new Certificate of Occupancy will be obtained by the Sponsor upon final completion of the project." R:ID'Agostino\PLANS\5F Plan (34889)\Amendments\15th Amendment\! 5th Amendment v7.doc

2 3. The caption to Schedule A of the Offering Plan, as amended, located on pages 75-76, is hereby revised to reflect a new anticipated First Year of Condominium operation commencing September 1, The caption shall now read as follows: ""FRANKLIN PLACE" 5 FRANKLIN PLACE AIK/A 371 BROADWAY NEW YORK, NEW YORK REVISED SCHEDULE A Offering Prices and Related Information All Projected Charges are for the Twelve Month Period Commencing September 1, 2015 and Ending August 31,2016 ("First Year")" 4. Note 7 in the section of the Offering Plan, as amended, entitled "Notes to Schedule A," set forth on pages 79-80, is hereby revised to reflect the updated anticipated First Year of Condominium operation commencing September 1, The caption to Schedule A-3 of the Offering Plan, as amended, located on page 91, is hereby revised to reflect the updated anticipated First Year of Condominium operation commencing September 1, The revised caption shall read: "REVISED SCHEDULE A-3 OFFERING PRICES OF STORAGE BIN LICENSES AND LICENSE FEE DURING THE FIRST YEAR OF CONDOMINIUM OPERATION BEGINNING SEPTEMBER 1, 2015" 6. The caption to Schedule B of the Offering Plan, as amended, located on page 93, is hereby revised to reflect the updated anticipated First Year of Condominium operation commencing September 1, The caption shall now read as follows: "REVISED SCHEDULE B PROJECTED BUDGET FOR FIRST YEAR OF CONDOMINIUM OPERATION BEGINNING SEPTEMBER 1, 2015" Furthermore, the footnote numbered 1 to Schedule B of the Offering Plan, as amended, located on page 93, is hereby revised to reflect the updated anticipated First Year of Condominium operation commencing September 1, 2015, as well as the Initial Closing estimated to occur on or about September 1, The section of the Offering Plan, as amended, entitled "Procedure to Purchase," set forth commencing on page 135, is hereby revised to reflect that the Sponsor anticipates the updated First Unit Closing to occur on or about September 1, R:ID'Agostino\PLANS15F Plan (34889)\Amendments\ISth Amendment\ 15th Amendment v7.doc

3 The last paragraph on page 141 is hereby deleted in its entirety and is replaced with the following: "Sponsor anticipates the First Residential Unit Closing to occur on or about September 1, 2015 but said closing may occur sooner should the Building be completed and ready for occupancy earlier. In the event that the First Residential Unit Closing with a temporary or final Certificate of Occupancy is delayed twelve (12) months or more beyond September 1, 2015, then all Purchasers who have entered into Purchase Agreements on or subsequent to the acceptance date of this Fifteenth Amendment which are still in effect and which Purchasers are not in default with respect to their obligations thereunder, will be given the right to rescind their Purchase Agreements. As to all Purchasers who have entered into Purchase Agreements prior to the acceptance date of the Twelfth Amendment which are still in effect and which Purchasers are not in default with respect to their obligations thereunder, since the First Residential Unit Closing with a temporary or final Certificate of Occupancy is delayed twelve (12) months or more beyond the initially projected First Residential Unit Closing date of July 1, 2014, all such Purchasers will be given the right to rescind their Purchase Agreements pursuant to the terms of this Amendment." II. RIGHT OF RESCISSION OFFERED TO PURCHASERS IN CONTRACT FOR CERTAIN UNITS 8. The First Residential Unit Closing has not yet occurred. Because a First Residential Unit Closing will not occur by June 30, 2015, which date is twelve (12) months after the July 1, 2014 projected First Unit Closing date initially disclosed in the Offering Plan prior to the filing of the Twelfth Amendment on September 16, 2014, all Purchasers in contract for Residential Units, Parking Space Licenses, Storage Rooms, and/or Storage Bin Licenses who entered into Purchase Agreements at the time that July 1, 2014 was the projected First Unit Closing date, are hereby offered the right to rescind their respective Purchase Agreements. Said Purchasers may rescind their Purchase Agreements by returning the rescission form which is annexed hereto as Exhibit "A-1" and made a part hereof, either: (i) in person, no later than fifteen (15) days subsequent to the date of presentation of this Fifteenth Amendment, or (ii) by mail, postmarked no later than fifteen (15) days subsequent to the presentation date of this Fifteenth Amendment, to the Sponsor at the following address: BROADWAY 371, LLC c/o D' Agostino, Levine, Landesman & Lederman, LLP 345 Seventh Avenue, 23rd Floor New York, NY Attn: Bettina Miraglia, Esq. 3 R:\D'Agostino\PLANS\5F Plan (34889)\Amendrnents\15th Amendment\ 15th Amendment v7.doc

4 Sponsor shall promptly return the Down Payment Deposit and any interest accrued thereon to any Purchaser who timely rescinds. If a Purchaser does not timely elect to rescind pursuant to the forgoing: (i) such Purchaser will be deemed to have waived his or her right of rescission; (ii) such Purchaser's Purchase Agreement shall remain in full force and effect; and (ii) there are no guarantees that such Purchaser will be granted any further rights of rescission in the future, other than as set forth herein. A Purchaser who does not wish to rescind his or her Purchase Agreement and who wishes to waive his or her right to rescind prior to the expiration of the fifteen (15)-day period described above may do so by completing and returning the waiver of rescission form which is annexed hereto as Exhibit "A-2" and made a part hereof, either in person or by mail to the Sponsor, in the manner, and at the address, set forth above. III. FINANCIAL UPDATE; RECORDATION OF DECLARATION OF CONDOMINIUM AND TAX MAPS; CLOSING OF COMMERCIAL UNIT 9. There have been no material decreases or increases in anticipated Common Charges or individual expenses from those stated in the Projected Budget for First Year of Condominium operation. The Offering Plan will be amended in the event there is any material increase in the Projected Budget for First Year of Condominium operation. Attached hereto and made a part hereof as Exhibit "B" is a copy of the updated Budget Certifications. 10. There are no lawsuits, administrative proceedings, or other proceedings the outcome of which may materially affect the offering, the Property, the rights of all Unit Owners, Sponsor's capacity to perform all of its obligations under the Offering Plan, the Condominium, or the operation of the Condominium. 11. The Declaration of Condominium, dated April20, 2015, was recorded on May 21, 2015 as CRFN Tax maps for the Condominium, dated May 18, 2015, were recorded simultaneously therewith on May 21, 2015 as CRFN Though a temporary certificate of occupancy for the Building has not yet been issued, at the request of the purchaser and pursuant to clearance given by the Department of Law, Sponsor transferred title to Unit C, the Commercial Unit, on May 21, As a permanent certificate of occupancy escrow has not yet been established, Sponsor has held the Down Payment funds for Unit C in escrow, and will continue to do so until a permanent certificate of occupancy escrow has been established. It is anticipated that the final certificate of occupancy escrow will be established at the First Residential Unit Closing. At the closing of Unit C, the purchaser paid, and Sponsor has escrowed, an amount equal to six (6) months of estimated real estate taxes for Unit C, as calculated from Schedule A of the Offering Plan, as amended prior to the filing of this Amendment. Furthermore, 4 R:\D"Agostino\PLANS\5F Plan (34889)\Amendrnents\ 15th Amendment\ 15th Amendment v7 doc

5 Sponsor has elected to pay the Building's Common Expenses, in lieu of common charges, until the First Residential Unit Closing occurs. Common charges for Unit C have been waived in the interim and will become payable starting on the date of the First Residential Unit Closing. 13. The First Residential Unit Closing under the Offering Plan has not yet occurred. Accordingly, no financial statements of the Condominium are available at the time of this Amendment. The Condominium's financial statements will be included in an amendment when issued. Further, a) the assessment and collection of Common Charge payments for Unsold Units has not begun; b) other than to pay the Common Expenses of the Building until the First Residential Unit Closing occurs, as explained above, Sponsor has no remaining financial obligations to the Condominium under the Offering Plan that will become due within twelve (12) months from the date ofthis Amendment. A Working Capital Fund for the Condominium, which was established at the closing for Unit C with a $4, payment from the purchaser of that Unit, will continue to receive contributions through payments made therefor by each Purchaser at Closings, such funds after any adjustments with Sponsor are to be held or used for working capital and for such other appropriate purposes as the Board of Managers of the Condominium may determine; and c) as of the filing of this Amendment, and for the twelve (12) month period prior to the filing of this Amendment, Sponsor is and has been current on all of its financial obligations. 14. An updated Certification of Sponsor and Principals has been attached hereto and made a part hereof as Exhibit "C". IV. DISCLOSURE OF ENCROACHMENT AND EASEMENT AGREEMENT 15. Pursuant to a Zoning Lot Development Agreement (the "ZLDA") dated September 1, 1988 and recorded on October 6, 1988 in Reel 1474 Page 2263 (mistakenly indexed against Block 179 but re-indexed against Block 175 pursuant to Miscellaneous Application dated February 1, 1991 and recorded February 1, 1991 in Reel 1760 Page 972) between a prior owner of the neighboring premises located at Broadway, New York, New York and Sponsor as successor owner of the Property, such prior owner of the neighboring premises granted to Sponsor as successor owner of the Property a perpetual easement for light and air over and above the existing improvements on the neighboring premises together with the right to construct a portion of the building (the "Building") at the Property over the neighboring premises, as described in detail in the abovereferenced ZLDA. 5 R:ID'Agostino\PLANS\5F Plan (34889)\Amendments\lSth Amendment\ 15th Amendment v7.doc

6 16. As the Building to be constructed in accordance with building plans approved by the Department of Buildings of the City of New York will exceed the parameters specified by the ZLDA, Sponsor has entered into an Easement Agreement dated May 19, 2015 and recorded on May 21, 2015 as CRFN (the "Easement Agreement", which has been attached hereto and made a part hereof as Exhibit "D") with Broadway, LLC, the current owner of the neighboring premises. The Easement Agreement provides that the newlyconstructed Building may exceed the parameters specified by the ZLDA. The Easement Agreement also provides that the easement area shall ultimately be defined as the as-built section of the Building that exceeds the parameters specified by the ZLDA as depicted in a future survey (the "Future Survey") at the time of, or subsequent to, the date of issuance of a temporary certificate of occupancy for the Building. However, in the event that the Future Survey depicts a portion of the Building in excess of the new easement area, Sponsor shall provide additional compensation to the owner of the neighboring premises for such portion of the as-built Building that exceeds the easement area. 17. The section of the Offering Plan, as amended, entitled "Terms of Sale," set forth commencing on page 151, is hereby amended to disclose the Easement Agreement as a twenty-third (23rd) item added to the list of liens and encumbrances numbered one (1) through twenty-two (22), subject to which purchasers of Units will take title to their Units. V. REVISED FLOOR PLANS 18. Attached hereto and made a part hereof as Exhibit "E" are floor plans for Units 2A, 3A, 4A, SA, 6A, 7A, 8A, 9A, loa, lla, 12A, 14A, 17A, PH-A, 9C, 9D, and 1 OD, as well as the rendering for the third floor Storage Area containing Storage Bins 1, 2, 3, 4, 5, 6, 7, 8 and 9, and the renderings for the roof and floors 2, 9, 10, 17, 18, and 19, which have been revised to reflect the as-built conditions at the Building. The revised floor plans for the aforementioned Units reflect changes to the layouts of those Units that have resulted from the as-built conditions thereof. The revised rendering for the third floor Storage Area reflects a change in the asbuilt orientation of the aforementioned Storage Bins located therein. VI. REVISED AND RESTATED ARCHITECT'S REPORT 19. Attached hereto and made a part hereof as Exhibit "F" is a revised and restated architect's report (the "Restated Architect's Report") and certification thereof. The Restated Architect's Report shall replace the initial report, as amended, which appears in the "Description of Property and Building Specifications" section of the Offering Plan commencing on page 307. VII. UPDATED REAL EST ATE TAX PROJECTION 20. The Offering Plan is hereby amended to replace the Real Estate Tax Projection letter by Amanda Aaron of Aaron Valuation Inc, dated March 15, 2013, as 6 R:\D'Agostino\PLANS\5F Plan (34889)\Amendments\ISth Amendment\ 15th Amendment v7.doc

7 disclosed in the section of the Offering Plan, as amended, entitled "Estimate of Post-Construction Assessment," set forth commencing on page 237, with a revised letter from Ms. Aaron, dated June 2, 2015, which has been attached hereto and made a part hereof as Exhibit "G". 21. Notes 8 and 9 in the section ofthe Offering Plan, as amended, entitled "Notes to Schedule A," set forth on pages 80-83, are hereby deleted and replaced as follows: "8. The estimates set forth in column numbered (8) are a calculation of real estate taxes due for each Residential Unit and the Commercial Unit for the First Year of Condominium operation commencing on September 1, 2015 and ending August 31, 2016 ("First Year"). Therefore, the estimates are based upon the last ten (10) months of the 2015/2016 tax year which commences July 1, 2015, and the first two (2) months of the 2016/2017 tax year which commences July 1, Estimates of real estate taxes due for the Residential Units and the Commercial Unit are based upon (i) the tentative transitional assessed valuation for the Property for the 2015/2016 tax year and the projected 2016/2017 assessed valuations for the Property, as apportioned to all the Residential Units and the Commercial Unit, and (ii) projected tax rates for the 2015/2016 and 2016/2017 tax years. The apportioned and estimated aggregate taxable assessed valuation for all of the Residential Units and the Commercial Unit, and the projected tax rates, have been projected by Amanda Aaron, MAl, of Aaron Valuation, NYS Certified Real Estate Appraiser, 358 Seventh Avenue, PMB 124, Brooklyn, New York A copy of Ms. Aaron's updated letter, dated June 2, 2015, is set forth hereinafter in Part I of the Plan. The aggregate tentative 2015/2016 assessed valuations for the entire Property are as follows: Actual Total Assessed Valuation: Transitional Total Assessed Valuation: $ 5,227, $ 5,208, The actual total assessed valuation is the amount, which barring a major improvement or alteration to the Property, will be phased in over five (5) years at twenty percent (20%) per year. Real estate taxes for the Property will be based upon the lower of either the actual or transitional assessment which is in effect for the First Year of Condominium operation. Since the Property is being newly constructed into "Class A" apartments and commercial space, which construction commenced pursuant to a New Building permit issued in May of 2008, it can be expected that the actual total assessed valuation for the Property will be increased for the 2015/2016 tax year and subsequent tax years due to such construction. It has been assumed by Ms. Aaron that since completion of construction is 7 R:\D'Agostino\PLANS\5F Plan (34889)\Amendments\15th Amendment\! 5th Amendment v7.doc

8 not projected until approximately September 1, 2015 but in any event prior to January 5, 2016, the assessed valuation for the 2015/2016 tax year will not reflect the completed structure, as the Department of Finance of the City of New York must consider the status of the site as of January 5, Therefore, the first tax year reflecting the full 1 00% valuation of the entire project will be 2016/2017 and real estate taxes for the Residential Units shall increase substantially. See Note 9 below for an additional discussion of the total increase in assessed valuation and real estate taxes for the Property due to the construction to be completed by Sponsor. As stated above, Sponsor's projection of real estate taxes for all of the Residential Units and the Commercial Unit for the First Year of Condominium operation is based, in part, upon the tentative transitional assessed valuation for the Property for the 2015/2016 tax year and, in part, upon a projection letter by Amanda Aaron, MAl, who has estimated the 2015/2016 tax rates and 2016/2017 total actual assessed valuation and tax rates, for the Residential Units and the Commercial Unit assuming completion of the construction of the Building by September 1, 2015 and a 100% valuation of the Property as of January 5, 2016 for assessment purposes. Ms. Aaron states in her projection letter that the Property is presently classified as a Tax Class 2 (residential) property, and that the Property's Residential Units will continue to be classified within Tax Class 2 (multifamily residential) upon condominium conversion, while the Commercial Unit will be assessed in Tax Class 4 (commercial). The annual Real Estate Taxes payable during tax year 2015/2016 by all Residential Units and the Commercial Unit, are projected as follows: Estimated Actual Assessed Valuation for Entire Property: Estimated Taxes Payable for % Tax Class 2 Tax Rate*: $ 5,208, $ 676, *As it is anticipated that the entire Property will be classified as Tax Class 2 throughout the 2015/2016 tax year, Ms. Aaron has used her projection for the Tax Class 2 tax rate for that tax year against the Residential Units and the Commercial Unit. Aggregate Estimated Taxes Payable by Residential Units Estimated Taxes Payable by Commercial Unit: $ 643, $ 32, R:ID'Agostino\PLANS\5F Plan (34889)\Amendments\15th Amendment\ 15th Amendment v7.doc

9 The annual Real Estate Taxes payable during tax year 2016/2017 by all Residential Units and the Commercial Unit, are projected as follows: Aggregate Estimated Assessed Valuation for Residential Units $ 11,766, Estimated Taxes Payable@ % Tax Class 2 Tax Rate** for Residential Units: $ 1,542, Estimated Assessed Valuation for Commercial Unit Estimated Taxes % Tax Class 4 Tax Rate** for Commercial Unit: $ 755, $ 82, **Tax rate projections by Ms. Aaron for the 2016/2017 tax year As the projected First Year of Condominium operation will consist of the last ten (1 0) months of the 2015/2016 tax year and the first two (2) months of the 2016/2017 tax year, Ms. Aaron has weighted those tax years at approximately 83%, and approximately 17%, respectively, to calculate the estimated taxes payable for the Residential Units and Commercial Unit as follows: Aggregate Estimated Taxes Payable for Residential Units for Projected First Year of Condominium Operation: $ 793, Estimated Taxes Payable for Commercial Unit for Projected First Year of Condominium Operation:$ 40, It is the tentative 2015/2016 actual total assessment of all of the Residential Units and the Commercial Unit, and projected 2015/2016 Tax Class 2 tax rate, upon which real estate taxes for the first ten (1 0) months of the projected First Year of Condominium operation have been based. It is the projected 2016/2017 estimated actual total assessment of all of the Residential Units and the Commercial Unit, and projected 2016/2017 Tax Class 2 and Tax Class 4 tax rates upon which real estate taxes for the last two (2) months of the projected First Year of Condominium operation have been based. Based upon the above assumptions and the projected assessments and tax rates, the aggregate real estate taxes for the Residential Units and the Commercial Unit for the First Year of Condominium Operation are projected to be approximately $793, and $40,693.00, respectively. 9 R:ID'Agostino\PLANS\5F Plan (34889)\Amendments\15th Amendment\ 15th Amendment v7.doc

10 Another assumption is that each Residential Unit will be assessed in direct proportion to each Residential Unit's percentage of Common Interest as it bears to the aggregate percentage of Common Interest of all Residential Units. No warranties are made that the assessments of the individual Residential Units amongst the Residential Units will be arrived at in a manner stated above. The Department of Finance of the City of New York may arrive at individual Unit assessments (or the apportionment of the entire value of the Property) which are different from those projected by Ms. Amanda Aaron and may use a methodology which varies from that set forth herein. For example, the City of New York may apportion the total tax due for the Property among the individual Unit Owners in proportion to the relative value of each Unit as indicated by the Offering Prices set forth in the initial Offering Plan or any amendment to the Offering Plan. In such event, Sponsor makes no representation as to what Purchase Prices the City would use. There can be no assurance that there will not be a further increase in the assessed valuation of the Units comprising the Property and/or an increase in the tax rate above those projected for tax years 2015/2016, 2016/2017, or subsequent years. If on the date of the First Unit Closing each of the Units shall not have been separately assessed as an independent tax lot, then until such time as said independent tax assessment shall be made and in effect each Residential Unit Owner and the Commercial Unit Owner, including Sponsor, shall be nonetheless responsible for the cost of their proportionate amount of the aggregate real estate tax for the Property as determined by their percentage of Common Interest, multiplied by the aggregate real estate taxes assessed against the entire Property as apportioned to all the Residential Units or the Commercial Unit, as the case may be. In the event the Units have not been separately assessed as independent tax lots at the First Unit Closing, Sponsor shall place in escrow at such time an amount equal to the unpaid real estate taxes for the shorter period of (i) six (6) months from the First Unit Closing or (ii) the period from the First Unit Closing until the Units are separately assessed. Sponsor will pay the real estate taxes from this escrow account as they become due and payable. However, at Unit closings individual purchasers shall adjust real estate taxes with the Sponsor from the midnight preceding the date of the Unit closing through the end of the tax period within which the closing date occurs. If no separate Unit apportionment has yet occurred, such adjustment shall be on the basis of the percentage of Common Interest attributable to such Unit. If a subsequent adjustment needs be made when the tax lots are apportioned to correct any discrepancy between the 10 R:ID'Agostino\PLANS\5F Plan (34889)\Amendments\ISth Amendment\! 5th Amendment v7.doc

11 adjustment on the basis of actual apportionment, it shall be made at that time. Should tax lots not be apportioned by the end of the tax period in which a Unit closing occurs, Sponsor shall be entitled to reimbursement from the Unit Owner for taxes as they are paid. Such reimbursement shall be per such Unit Owner's percentage of Common Interest. After the Condominium is divided into individual tax lots, each Unit will be taxed as a separate tax lot for real estate tax purposes and the Unit Owner will not be responsible for the payment of, nor will the Unit be subject to, any lien arising from the non-payment of taxes on other Units." 9. Upon 100% completion of the construction by Sponsor which is assumed to be prior to January 5, 2016 for assessment purposes, and the implementation of the post-construction actual total assessment of the Property as projected by Amanda Aaron, MAl, the estimated annual/monthly real estate taxes for the period September 1, 2016 to August 31, 2017 for each of the Residential Units and the Commercial Unit are set forth in column numbered 9. Upon 100% completion, the post-construction actual total assessed valuation for all the Residential Units and the Commercial Unit have been projected by Ms. Aaron as $11,766, and $755,200.00, respectively. This projected actual total assessed valuation for all of the Residential Units and the Commercial Unit are assumed to be effective as of July 1, Further, Ms. Aaron has projected the 2016/2017 tax rate for the Residential Units and the Commercial Unit to be % and %, respectively. PLEASE NOTE THAT BASED UPON THE PROJECTED AGGREGATE 2016/2017 POST-CONSTRUCTION ACTUAL TOTAL ASSESSMENT FOR ALL THE RESIDENTIAL UNITS OF $11,766, AND $755, FOR THE COMMERCIAL UNIT AND A PROJECTED TAX RATE % FOR THE RESIDENTIAL UNITS AND % FOR THE COMMERCIAL UNIT, THE REAL ESTATE TAXES DUE FOR THE ENTIRE 2016/2017 TAX YEAR WOULD BE APPROXIMATELY $1,542, FOR THE RESIDENTIAL UNITS AND $82, FOR THE COMMERCIAL UNIT." 22. The last paragraph of Special Risk numbered 9 in the Offering Plan, as amended, set forth on pages 5-8, is hereby deleted in its entirety and is replaced with the following paragraph: "Further, although real estate tax projections for the Commercial Unit are set forth in Schedule A located in Part I of the Offering Plan, once individual condominium tax lots are established, which Sponsor 11 R:\D'Agostino\PLANS\5F Plan (34889)1Amendments\15th Amendment\ 15th Amendment v7.doc

12 anticipates to be no earlier than January 1, 2016, and more likely, July 1, 2016, the Commercial Unit shall pay full real estate taxes based upon the assessed valuation of the Commercial Unit at that time and the then current tax rate. Until such time that individual tax lots are established, the Commercial Unit shall pay its proportionate share of the real estate taxes due for the entire Property based upon the percentage common interest of the Commercial Unit. See the sections of the Plan located in Part I, entitled "Real Estate Taxes" and "The Commercial Unit" for further details." 23. Special Risk numbered 17 in the Offering Plan, as amended, set forth on pages 11-12, is hereby deleted in its entirety and is replaced with the following: "17. The projections of real estate taxes due for each of the Residential Units and the Commercial Unit set forth in Revised Schedule A, located in Part I of the Offering Plan, (i) for the anticipated First Year of Condominium operation; and (ii) upon 100% completion of Sponsor's renovations to, and construction of, the Building, are estimates only. These estimates may vary due to future changes in the assessment guidelines and procedures of the Department of Finance of the City of New York and future increases in the tax rates for the City of New York. In the event such projections for real estate taxes increase due to future changes in the assessment guidelines and procedures of the Department of Finance of the City ofnew York and future increases in the tax rates for the City ofnew York, Sponsor shall amend the Plan to set forth the revised estimates. HOWEVER, SAID AMENDMENT SHALL NOT AFFORD ANY PURCHASER THE RIGHT TO RESCIND HIS OR HER PURCHASE AGREEMENT. It should be noted that the Property's real estate tax burden for the First Year of Condominium operation may not be based on the Building being completed, but instead on the assumption that less than one hundred percent (1 00%) of the improvements were completed by January 5, 2015, the Taxable Status Date. It is assumed for projection purposes that the Property will be fully assessed for the 2016/2017 tax year. Upon 100% completion of the construction by Sponsor, which is assumed to be subsequent to January 5, 2015 but prior to January 5, 2016 for assessment purposes, and the implementation of the post-construction actual total assessment of the Property, the post-construction actual assessed valuation for all of the Residential Units and the Commercial Unit have been projected by Amanda Aaron, MAl, of Aaron Valuation Inc., as $11,766, and $755,200.00, respectively. Based upon the completion date stated above, this projected actual total assessment for the Property will not be effective until July 1, 2016 for the 2016/2017 tax year. Further, Ms. Aaron has projected the 2016/2017 tax rate for the Residential Units to be % and the commercial tax rate to be %. BASED UPON THE PROJECTED AGGREGATE 2016/2017 POST -CONSTRUCTION ACTUAL TOTAL 12 R:\D'Agostino\PLANS\5F Plan (34889)\Amendments\1 5th Amendment\! 5th Amendment v7.doc

13 ASSESSMENT FOR ALL THE RESIDENTIAL UNITS OF $11,766, AND $755, FOR THE COMMERCIAL UNIT AND A PROJECTED TAX RATE % FOR THE RESIDENTIAL UNITS AND % FOR THE COMMERCIAL UNIT, THE REAL ESTATE TAXES DUE FOR THE ENTIRE 2016/2017 TAX YEAR WOULD BE APPROXIMATELY $1,542, FOR THE RESIDENTIAL UNITS AND $82, FOR THE COMMERCIAL UNIT. PROSPECTIVE PURCHASERS SHOULD NOTE THAT THESE PROJECTED REAL ESTATE TAX NUMBERS FOR THE 2016/2017 TAX YEAR ARE APPROXIMATELY DOUBLE THOSE PROJECTED FOR THE FIRST YEAR OF CONDOMINIUM OPERATION, FOR WHICH REAL ESTATE TAXES ARE PROJECTED TO BE $793, FOR THE RESIDENTIAL UNITS AND $40, FOR THE COMMERCIAL UNIT. See Notes 8 and 9 of the Notes to Revised Schedule A, located in Part I of the Offering Plan, for a full discussion of Sponsor projections of real estate taxes." 24. The penultimate paragraph of the section of the Offering Plan, as amended, titled "Real Estate Taxes," set forth on pages , is hereby deleted and replaced with the following paragraph: "Additionally, the estimates of real estate taxes to be paid by each Unit Owner are based upon the assumption that the projected final actual and taxable total assessed valuation for the Property upon one hundred percent (100%) completion of the Sponsor's construction will be effective on July 1, 2016, which is subsequent to the projected September 1, 2015 start of the First Year of Condominium Operation. It has been assumed by Ms. Aaron that since completion of construction is not projected until approximately September 1, 2015 but in any event prior to January 5, 2016, the assessed valuation for the 2015/2016 tax year will not reflect the completed structure, as the Department of Finance of the City of New York must consider the status of the site as of January 5, Therefore, the first tax year reflecting the full 100% valuation of the entire Property will be 2016/2017 and real estate taxes for the Residential Units shall increase substantially. The estimates are based on the further assumption that the final assessment when apportioned amongst the individual condominium tax lots will be apportioned to the Units in accordance with the proportion that each Unit's percentage of Common Interest bears to the aggregate Common Interest of all the Residential Units. However, no assurance can be given that this method of apportionment of real estate taxes will be the final method used by the City of New York taxing authorities in establishing real estate taxes. For example, the City of New York may apportion the total tax due for the Property 13 R:\D'Agostino\PLANS\5F Plan (34889)\Amendments\1 5th Amendment\ 15th Amendment v7.doc

14 among the individual Unit Owners in proportion to the relative value of each Unit as indicated by the Offering Prices set forth in the Plan or as amended. The estimates are also based upon the tentative transitional actual assessed valuation for the 2015/2016 tax year being $5,208, for the entire Property, and Ms. Aaron's projection for the 2016/2017 tax year that the final actual and taxable total assessed valuation for the Residential Units and the Commercial Unit upon one hundred percent ( 100%) completion of the construction of the improvements will be $11,766, and $755,200.00, respectively. However, no representation or warranties are herewith given by the Sponsor that the actual assessed valuations of the Property will not exceed or be less than those amounts or that the City of New York will use any assumed method of apportionment." 25. In order to conform to the revised projected First Year of Condominium commencement date of September 1, 2015 and the updated real estate tax projection figures disclosed in this Amendment, the section of the Offering Plan entitled "Offering Prices and Related Information, Schedule A," as set forth on pages 75-76, is hereby deleted and replaced in its entirety with the Revised Schedule A attached hereto and made a part hereof as Exhibit "H". Revised Schedule A has also been updated to disclose the revised number of bedrooms and bathrooms in Unit 2A, as discussed in Section 18 ofthis Amendment. VIII. CAPITALIZED TERMS; OFFERING PLAN INCORPORATED HEREIN; TERM OF OFFERING PLAN EXTENDED; NO OTHER MATERIAL CHANGES 26. Except as herein defined, all capitalized terms used in this Amendment which are defined in the Offering Plan, as amended, shall have the respective meaning ascribed to such terms in the Offering Plan, as amended. 27. The Offering Plan, as amended and supplemented by this Amendment, is incorporated herein by reference with the same force and effect as if set forth at length. 28. The term of the offering under the Offering Plan, as amended, is hereby extended to the date that is six ( 6) months after the date upon which this Amendment is duly accepted for filing by the Department of Law of the State of New York. Upon such extended date, the term of the offering will expire unless it is again extended by a future amendment. It is likely that, prior to such extended date, the Offering Plan will be suitably amended to further extend the term of the offering. 14 R:\D'Agostino\PLANS\5F Plan (34889)\Amendments\15th Amendment\ 15th Amendment v7,doc

15 29. There are no other material changes to the terms of the Offering Plan, as amended, except those set forth in this Amendment. Sponsor: :~~ I-t Sheara Arbit, Authorized Signatory R:ID'Agostino\PLANS\SF Plan (34889)\Amendments\!Sth Amendmontll5th Amendment v4.doc 15

16 Exhibit "A-1" R:\D'Agostino\J>LANS\51' I'IHn (34SS9)\Amendmcnts\15th /\mcndonent\1 5th Amendment v7.doc

17 RESCISSION FORM STATE OF NEW YORK ) ) ss.: COUNTYOF ), being duly sworn, depose(s) and state(s): To: BROADWAY 371, LLC ("Sponsor") 1. 1/We have executed a Purchase Agreement for the purchase of Residential Unit (and Parking Space License, Storage Room, and/or Storage Bin License, if applicable) in the building known as Franklin Place, located at 5 Franklin Place a/k/a 371 Broadway, New York, New York (the "Condominium"); 2. 1/We have received the Fifteenth Amendment (the "Fifteenth Amendment") to the Offering Plan of the Condominium (the "Offering Plan"), which has been accepted for filing by the New York State Department of Law; 3. You (Sponsor) have indicated to me/us that the Fifteenth Amendment has materially changed the terms of the Offering Plan, as amended, since the date my/our Purchase Agreement for Residential Unit (and Parking Space License, Storage Room, and/or Storage Bin License, if applicable) was fully executed, and that the right to rescind my/our Purchase Agreement has accordingly been offered pursuant to the terms of the Fifteenth Amendment; 4. Accordingly, 1/we hereby elect to rescind the Purchase Agreement executed by me/us by returning this form either (i) in person, no later than fifteen (15) days subsequent to the date of presentation ofthe Fifteenth Amendment to me/us, or, (ii) by mail, postmarked no later than fifteen (15) days subsequent to the date of presentation of the Fifteenth Amendment to me/us, to you (Sponsor) at the following address: BROADWAY 371, LLC c/o D' Agostino, Levine, Landesman & Lederman, LLP 345 Seventh A venue, 23rd Floor New York, NY Attn: Bettina Miraglia, Esq. Purchaser Sworn to before me this day of Purchaser Notary Public R:\D'Agostino\PLANS\5F Plan (34889)\Amendments\15th Amendment\ 15th Amendment v7.doc

18 Exhibit "A-2" R:\O'Agostino\PLANS\51' J'lan {.14&89)\Amendments\15th Amendment\ 15th Am~ndlllcnt v7.doc

19 WAIVER OF RIGHT OF RESCISSION FORM STATE OF NEW YORK ) ) ss.: COUNTYOF ), being duly sworn, depose(s) and state(s): To: BROADWAY 371, LLC ("Sponsor") 1. 1/We have executed a Purchase Agreement for the purchase of Residential Unit (and Parking Space License, Storage Room, and/or Storage Bin License, if applicable) in the building known as Franklin Place, located at 5 Franklin Place a/k/a 371 Broadway, New York, New York (the "Condominium"); 2. I/We have received the Fifteenth Amendment (the "Fifteenth Amendment") to the Offering Plan of the Condominium (the "Offering Plan"), which has been accepted for filing by the New York State Department oflaw; 3. You (Sponsor) have indicated to me/us that the Fifteenth Amendment has materially changed the terms of the Offering Plan, as amended, since the date my/our Purchase Agreement for Residential Unit (and Parking Space License, Storage Room, and/or Storage Bin License, if applicable) was fully executed, and that the right to rescind my/our Purchase Agreement has accordingly been offered pursuant to the terms of the Fifteenth Amendment; 4. Accordingly, Ilwe hereby elect to waive my/our right to rescind the Purchase Agreement executed by me/us by returning this form either (i) in person, no later than fifteen (15) days subsequent to the date of presentation of the Fifteenth Amendment to me/us, or, (ii) by mail, postmarked no later than fifteen ( 15) days subsequent to the date of presentation of the Fifteenth Amendment to me/us, to you (Sponsor) at the following address: BROADWAY 371, LLC c/o D' Agostino, Levine, Landesman & Lederman, LLP 345 Seventh Avenue, 23rd Floor New York, NY Attn: Bettina Miraglia, Esq. Purchaser Sworn to before me this dayof Purchaser Notary Public R:\D'Agoslino\PLANS\5F Plan (34889)\Amendments\15th Amendment\ 15th Amendment v7.doc

20 Exhibit "B" R:\D'Agoslino\PLANS\5J:il'lan (3488?)\Amendmentsll5th Amendment\15th Amendment v7.doc

21 FirstService RESIDENTIAL New York State Department of Law 120 Broadway, 23rd Floor New York, New York Attn: Real Estate Finance Bureau CERTIFICATION BY EXPERT OF THE ADEQUACY OF SCHEDULE B PURSUANT TO SECTION 20.4(d) OF THE REGULATIONS ISSUED PURSUANT TO GENERAL BUSINESS LAW, ARTICLE 23-A, AS AMENDED June 19,2015 Re: "Franklin Place" Premises: 5 Franklin Place a/k/a 371 Broadway New York, New York The Sponsor of the condominium offering plan for the captioned property retained our firm, FirstService Residential New York, Inc., to review revised Schedule B, Schedule B-1, and Schedule B-2, containing projections of income and expenses for the first year of condomin~1m operation. Our experience in this field includes management of the operation of comparable condominium and cooperative and rental properties in Manhattan for over 25 years. FirstService Residential New York, Inc. is a licensed restate brokerage and management firm actively involved in the management of over 250 cooperative, condominium, and rental properties since We understand that we are responsible for complying with Article 23-A of the General Business Law and the regulations promulgated by the Attorney General in Part 20 insofar as they are applicable to revised Schedule B, Schedule B-1, and Schedule B-2. We have reviewed revised Schedule B, Schedule B-I, and Schedule B-2 and investigated the facts set forth in the Schedules and the facts underlying them with due diligence in order to form a basis for this certification. We also have relied on our experience in managing residential buildings. We certify that the projections in revised Schedule B, Schedule B-1, and Schedule B-2 appear reasonable and adequate under existing circumstances, and the projected income appears to be sufficient to meet the anticipated operating expenses for the projected first year of condominium operation. We certify that the Schedules: 622 Third Avenue 1 New York, NY Tel Fax

22 (i) (ii) (iii) (iv) (v) (vi) (vii) set forth in detail the projected income and expenses for the first year of condominium operation; afford potential investors, purchasers and participants an adequate basis upon which to found their judgment concerning the first year of condominium operation; do not omit any material fact; do not contain any untrue statement of a material fact; do not contain any fraud, deception, concealment or suppression; do not contain any promise or representation as to the future which is beyond reasonable expectation or unwarranted by existing circumstances; do not contain any representation or statement which is false, where we: (a) knew the truth; (b) with reasonable effort could have known the truth; (c) made no reasonable effort to ascertain the truth, or (d) did not have knowledge concerning the representations or statement made. We further certify that we are not owned or controlled by the Sponsor. We understand that a copy of this Certification is intended to be incorporated into the Offering Plan. This statement is not intended as a guarantee or warranty of the income and expenses for the first year of condominium operation. This certification is made under penalty of perjury for the benefit of all persons to whom this offer is made. We understand that violations are subject to the civil and criminal penalties of the General Business Law and Penal Law. FirstService Residential New York, Inc. By:~~ Name: Title: Marc Kotler Senior Vice President New Development Group Sworn to before me this J1_ day of June, Notary Public KERILIN CONSTABLE NOTARY PUBLIC-STATE OF NEW YORK No. 01C Qualified In Kings County My Commlcslgn Expires August 15, 2015 FirstService RESILIENTIAL

23 FirstService RESIDENTIAL CERTIFICATION BY EXPERT ON ADEQUACY OF COMMON CHARGES PAY ABLE BY THE COMMERCIAL UNIT OWNER PURSUANT TO SECTION 20.4(e) OF THE REGULATIONS ISSUED PURSUANT TO GENERAL BUSINESS LAW ARTICLE 23A, AS AMENDED June 19,2015 New York State Department of Law 120 Broadway, 23rd Floor New York, New York Re: "Franklin Place" Premises: 5 Franklin Place a/k/a 371 Broadway New York, New York The undersigned certifies as follows: The Sponsor of the condominium Offering Plan for the captioned property retained our firm, FirstService Residential New York, Inc., to review Schedule B, which includes projections of common charges payable by the owner of the commercial unit, hereinafter the "Commercial Unit." Our experience in this field includes management of the operation of comparable condominium and cooperative and rental properties in Manhattan for over 25 years. FirstService Residential New York, Inc. is a licensed real estate brokerage and management firm actively involved in the management of over 250 cooperative, condominium, and rental properties since We understand that we are responsible for complying with Article 23-A of the General Business Law and the regulations promulgated by the Department of Law in Part 20 insofar as they are applicable to the Commercial Unit listed in Schedule B. We have reviewed the Schedule as it impacts upon the Commercial Unit and investigated the facts underlying it with due diligence in order to form a basis for this certification. We also have relied on our experience in managing residential and commercial buildings, including residential buildings which contain commercial and professional space. 622 Third Avenue I New York, NY Tel Fax

24 We certify that the projections in Schedule B for common charges payable by the owner of the Commercial Unit appear reasonable and adequate under existing circumstances to meet the anticipated operating expenses fairly attributable to the Commercial Unit for the projected first year of condominium operation, and that the allocation of common charges attributable to the Commercial Unit also reflect special or exclusive use or availability or exclusive control of particular common areas as set forth in the Offering Plan. We certify that the estimates in Schedule B for the common charges payable by the owner of the Commercial Unit: (i) (ii) (iii) (iv) (v) (vi) (vii) set forth in detail the projected common charges for the Commercial Unit for the first year of condominium operation; afford potential investors, purchasers and participants an adequate basis upon which to found their judgment concerning the common charges payable by the owner of the Commercial Unit; do not omit any material fact; do not contain any untrue statement of a material fact; do not contain any fraud, deception, concealment, or suppression; do not contain any promise or representation as to the future which is beyond reasonable expectation or unwarranted by existing circumstances; do not contain any representation or statement which is false, where we: (a) (b) (c) (d) knew the truth; with reasonable effort could have known the truth; made no reasonable effort to ascertain the truth; or did not have knowledge concerning the representation or statement made. We further certify that we are not owned or controlled by the Sponsor. We understand that a copy of this certification is intended to b incmporated into the Offering Plan. This statement is not intended as a guarantee or warranty of the common charges attributable to the Commercial Unit for the first year of condominium operation. FirstService RESIDENTJAL

25 This certification is made under penalty of perjury for the benefit of all persons to whom this offer is made. We understand that violations are subject to the civil and criminal penalties of the General Business Law and Penal Law. Sworn to before me this )Ci day of June, 2015 FirstService Residential New York, Inc. By:~~... Name: Title: Marc Kotler Senior Vice President New Development Group Notary Public KERILIN CONSTAB~E NOTARY PUBLIC-STATE OF NEW YORK No. 01C Qualified In Kings County My Commission Expires August 15' 2015 FirstService RESIDEUTlAL

26 Exhibit "C" R :\O'Agosti no\plan~m f Plan (34889)\Amendments\JSth Amendment\! 5th Amendment v7 doc

27 CERTIFICATION OF SPONSOR PURSUANT TO SEC. 20.4(b) OF THE REGULATIONS ISSUED PURSUANT TO GENERAL BUSINESS LAW, ARTICLE 23-A, AS AMENDED New York State Department oflaw 120 Broadway, 23rd Floor New York, New York Attn: Real Estate Finance Bureau Re: "Franklin Place" Premises: 5 Franklin Place a/k/a 371 Broadway New York, New York The undersigned certify as follows: We are the Sponsor and the principal of Sponsor of the condominium Offering Plan for the captioned property. We understand that we have primary responsibility for compliance with the provisions of Article 23-A of the General Business Law, the regulations promulgated by the Department of Law in Part 20 and such other laws and regulations as may be applicable. We have read the entire Offering Plan. We have investigated the facts set forth in the Offering Plan and the underlying facts. We have exercised due diligence to form a basis for this certification. We jointly and severally certify that the Offering Plan does, and that documents submitted hereafter by us which amend or supplement the Offering Plan will: (i) (ii) (iii) set forth the detailed terms of the transaction and be complete, current and accurate; afford potential investors, purchasers and participants an adequate basis upon which to found their judgment; not omit any material fact; 5F-15

28 (iv) (v) (vi) (vii) not contain any untrue statement of a material fact; not contain any fraud, deception, concealment, suppression, false pretense or fictitious or pretended purchase or sale; not contain any promise or representation as to the future which 1s beyond reasonable expectation or unwarranted by existing circumstances; not contain any representation or statement which is false, where we: (a) knew the truth; (b) with reasonable effort could have known the truth; (c) made no reasonable effort to ascertain the truth, or (d) did not have knowledge concerning the representations or statement made. This certification is made under penalty of peljury for the benefit of all persons to whom this offer is made. We understand that violations are subject to the civil and criminal penalties of the General Business Law and Penal Law. SPONSOR: BROADWAY 371, LLC By: 371 Broadway Mezz LLC Sworn to before me this '}..-1- day ofjune, &-eih<~ ~ Notary Public VICTORIA ROBLES Notary Public, Stare of New York. ~o.. 02A Ouahl?d '.n Westchester County. Commtssron Expires March 4, Zrl Y Sworn to before me this day of June, 2015 By: ~~ Orly Daniell, anager PRINCIPAL OF SPONSOR: Orly Daniell :v;~;;{~~ Nota1y Public VICTORIA ROBLES Notary Public, State of New York No. 02R Qualified in Westchester County Commission Expires March 4, 'ZJl ~ 5F-l5

29 Exhibit "D" R:ID'AgostinoiPI.ANS\5F Plan (348li9)\ Amendments\15th An>cndmenti!Sth An>cudment v7 doc

30 NYC DEPARTMENT OF FINANCE OFFICE OF THE CITY REGISTER This page is part of the instrument. The City Register will rely on the information provided by you on this page for purposes of indexing tlus instrument. The information 011 this page will control for indexing purposes in the event of any conflict with the rest of the document EOA5C RECORDING AND ENDORSEMENT COVER PAGE PAGE 1 OF 18 Document ID: Document Type: EASEMENT Document Page Count: 17 Document Date: Preparation Date: PRESENTER: ROYAL ABSTRACT OF NEW YORK LLC (180716)MB 500 5TH A VENUE SUITE 1540 NEW YORK, NY MBASALATAN@ROY ALABSTRACT.COM RETURN TO: ROYAL ABSTRACT OF NEW YORK LLC (180716)MB 500 5TH A VENUE SUITE 1540 NEW YORK, NY MBASALATAN@ROYALABSTRACT.COM PROPERTY DATA Borough Block Lot Unit Address MANHATTAN Entire Lot 373 BROADWAY Property Type: OFFICE BUILDING Easement Borough Block Lot Unit Address MANHATTAN Entire Lot 371 BROADWAY Property Type: COMMERCIAL REAL EST ATE CROSS REFERENCE DATA CRFN or DocumentiD or Year Reel Page or File Number GRANTOR/SELLER: BROADWAY, LLC 373 BROADWAY NEW YORK, NY PARTIES GRANTEE/BUYER: BROADWAY 371, LLC 575 MADISON A VENUE, 22ND FLOOR EW YORK, NY FEES AND TAXES Additional MRT: TOTAL: Record in Fee: Affidavit Fee: $ $ $ $ $ $ $ $ $ $ $ $ Filing Fee: $ RECORDED OR FILED IN THE OFFICE City Register File No.(CRFN): ~ City Register Official Signature

31 \. r. EASEMENT AGREEMENT THIS EASEMENT AGREEMENT (''Agreement") dated as of the 19th day ofmay, 2015, by and be.tween 373-J75 Broadway, LLC, a.new York Limited Liability Company with its principal office at 373 Broadway, New York, NY ("Grantor") and Broadway 371, LLC, a New York Limited Liability Co~pany with an office at 575 Madison Avenue, 22nd Floor, New York, NY ("Grantee;'). WHEREAS, the Grantor is the owner of the pr~mises. known as and locl;lted at Broadway, County, City and State of New York, (Block 175, Lot 29), as more particularly bounded and described on the attached Schedule A (the "Grantor Property" and the improvement thereon so~etirnes referred to :as ''Grantor's Building;'); and WHEREAS,- the Grantee is the owner of the premises known.as and located at 3-5 Franklin Place afkla Broadway, County, City'and State ofnew York, (Block 175, Lot'31 (old Lots 31 and 32)) as m9re particularly bounded: and described on the attached Schedule B (the "Grantee's Property" and the improvement t4ereon, sometimes referr~d to as "Grantee's Building"); and WHE.REAS, Grantor's predecessor; Lawrence Fink and Jerome Fink, individually and as co-partners d/b/a Diane Fink Management Company and 369-J71 Broadway Associates did execute that certain Zoning Lot Development Agreement (the "ZLDA") dated September l, 1988 and recorded on October.6, 1988 in Reel 1474 page 2263 (mistakenly 'indexed against Block 179 but re-indexed aga:inst Block 175 pursuant to Miscellaneous Application dated February 1, 1991, recorded February 1, 1991 in Reel 1760 page 972) (the ZLDA declares that Lot 29 and Old Lots 31 and 32 are to be treated as one zoning Jot for purposes ofthe NYC Zoning Resolution). WHEREAS, putsuant to the ZLDA Grantor did grant to the Grante.e's predecessor in interest "a perpetual easement for air and light over and above the existing improvements on (Grantor's) Parcel together with the right to construct a _portion of (.Grantee's Building) over (Grantor's) Building... to extend ~p to but not in excess of 8 feet into the area above (Grantor's) Building, commencing at a height of not less than 8.feet above the surface of the existing. roof of (Grantor's) Building, a:h as set forth in an. Exhibit... (to the Z~DA), provided that the angle formed by the overhang_ with the structure on (Grantee's Building) is no less.than 13Q.degrees so that the bottom of the overhang is sloped upwards with the slope line being at no less than 50 degrees" (c~llectively, "Construction Parameters")". WHEREAS, as depicted on that certain survey dated January 8, 2015 by Earl B. Lovell-S.P. Belcher, Inc. ("Lovell-Belcher Survey") a copy of which is annexed hereto as Exhibit A, Grantee's Building has exceeded the Construction Parameters. WHEREAS, 'in accordance wid} Grantee's approved plans ("Approved Plans;'), the relevant portions of which are annexed hereto as Exhibit B, the proposed parapet of Grantee's Building will also exceed the Construciion Parameters.

32 WHEREAS, Grantor has agreed to convey to Grantee its successor's and/or assigns a perpetual easement for such portion of Grantee's Building that is constructed in accordance with the Approved Plans but exceeds the Construction Parameters, all as depicted on the Lovell-Belcher Survey or on any other updated accurate survey showing the "As-built" Building conditions ("Future Surveys"). NOW, THEREFORE, in consideration of Ten ($10.00) Dollars and other good and valuable consideration, the parties agree as follows: 1. Grantor, its successors and/or assigns, hereby grants and conveys from Grantor's Prop~rty to Grantee, its successors and/or assfgns, and to Grantee's Property, a perpetual easement (the "Easement") for such portion of Grantee's Building that is constructed in accordance with the Approved Plans but exceeds the Construction Parameters, all as depicted on the Lovell-Belcher Survey or on any Future Surveys. For purposes of clarification, the Easement shall be granted as follows: (i) as to floors 10 through 12, inclusive, which were "As-Built" as of the date" of the Lovell-Belcher Survey, an easement of 10 inches ( 1 0") in excess of the Construction Parameters; (ii) as to floors l3 through 19, inclusive, which were not completed, or not "As-Built" as of the date of the Lovell-Belcher Survey, twelve inches (12") in excess of the Construction Parameters; and (iii) as to the parapet, which were not completed, or no.t "As-Built" as of Ole date of the Lovell-Belcher Survey, sixteen inches (16") in excess of the Construction Parameters (hereinafter Exhibit B and the provisions of section I (i), 1 (ii) and 1 (iii) are collectively referred to as the "Easement Area"}. Notwithstanding anything to the contrary contained herein, and subject to paragraph 3 of this Agreement~ the Easement.Area shall be deemed to be the "As-Built" portion of Grantee's Building that exceeds the Construction Parameters as depicted on.a Future Survey at the time of, or subsequent to, the date of the issuance of a temporary certificate of occupancy for Grantee's Building ("Final Easement Area Determination Date"). Grantee shall promptly give notice to Grantee ofthe issuance of the temporary certificate of occupancy for Grantee's Building. 2. In consideration of the granting of the Easement by Grantor to Grantee, Grantee shall pay to Grantor on the execution of this Agreement, the sum equal to One-hundred Thirty-five thousand and 00/1 OOths ($135,000.0p) Dollars by certified or bank check drawn on a bank which is a member of the New York Clearinghouse Association, in exchange for which payment Grantor shall simultaneously deliver to Grantee an executed original of this Agreement in recordable form. 3. In the event that a Future Survey dated on, or subsequent to, the Final Easement Area Determination Date depicts a portion of Grantee's Building in excess of the Easement Area then Grantee shall pay to Grantor within ten ( 1 0) business days of presentation by Grantor to Grantee of such Future Survey, the sum equal to eighteen thousand and 00/1 OOths ($18,000.00) dollars for each linear inch or portion thereof that Grantee's Building exceeds the Easement Area based on a singular perpendicular measurement beginning at the furthest encroachment point of the E~ement Area to the furthest point or"the excess encroachment as depicted on said Future Survey. Gj

33 4. It is intended that this Easement be recordecj in the New York County office of the City Register of the City of New York,,State of New York against Grantor's Property and Grantee's Property. Grantee shall pay all.costs and expenses in connection with said recording including~ but not limited to, execution of the appropriat~ New York State and New York City transfer tax returns, if any, that may be imposed in connection with the granting of the Easement. Grantor shall duly execute the appr.opriate New York State and New York City transfer tax returns of Grantee, duly completed and executed in recordable fonn 5. Thi's Agreement can be modified only by a written agreement,. duly executed by Grantor and Grantee or their respective assigns, successors, heirs and legal representatives. 6. The provisions of this Agreement are severable and the invalidity of one or more provisions shall not affect the validity or enforceability of any other provision. 7. This Agreement shall be construed and interpreted in accordance with, and govemed by, the laws of the State of New York without giving application to the principles of Conflict of Laws. 8. This Agreement shall be deemed a covenant running with the land, shall survive all casualty or other loss to Grantee's Building and shall be binding upon, and inure to the benefit of, Grantor and Grantee and their respective assigns, successors, heirs and legal representatives. 9. Any notice, option, election, demand or other communication required, permitted or desired to be given under this Agreement, shall be in writing and shall be deemed to have been sufficiently given or served for all purposes either (i) upon delivery by hand to either party with receipt acknowledged in writing, (ii) three (3_).days after the same has been mailed by prepaid certified mail, return receipt requested, addressed to the respective parties as follows or (iii) by with a copy for next day deliyery by Federal Express or other reputable n:ational overnight courier addressed to the respective parties or (iv) after the same has been sent for next day delivery by Federal Express or other reputable national overnight courier addressed to the respective parties as follows: Ifto Grantor: Broadway, LLC, 373 Broadway New York, NY Attn: Mr. Lawr~ce Fink If to Grantee: Broadway 371, LLC 575 Madison Avenue, 22nd Floor New York, NY Attn: Sheara Arbit, Esq.,f

34 .. ' I or at any alternative address as to which a party may notify the other in accordance with the terms and provisions of this paragraph This Agreement shall be given a fair and reasonable construction in accordance with the intentions of the parties hereto and without regard to or aid of any canon or presumption requiring construction against the party drafting or causing the drafting of this Agreement. 11. Counterparts. This Agreement may he executed in one or more counterparts, each. of which when so executed and delivered shall be. deemed an original, but all of which taken together shall constitute but one and the same instrument. Subject. to paragraph.'2 of this Agreement, copies of counterparts showing the signatures of the respective parties, whether produced by photographic, digital, computer, or other reproduction, may be used for all purposes as originals. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above stated. GRANTOR: Broadway, LLC, a New York limited liability company ~< am cefink Tit~ J GRANTEE: Broadway 371, LLC By: 371 Broadway Mezz LLC, its sole member By: Name: Orly Daniell Title: President

35 or at any alternative ad<fress as to which a party may notify the other in accordance with the terms and provisions of $-is paragraph This Agreement shall be given a fair and reasonable construction in accordance with the intentions of the parties hereto and without regard to or aid of any canon or presumption requiring construction against the party drafting or causing the drafting of this Agreemerit. 11. Countemarts. This Agreement may be executed in one or more counterparts, each of which when so executed and deiivered shall be deemed an original, but all of which taken together shall constitute but one and tne same instrument. Subject to paragraph 2 of this Agreement, copies of counterparts showing the signatures of the respective parties, whether produced by photographic, digital,. computer, or other reproduction, may be used for all purposes as originals. ~N WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above stated. GRANTOR: Broadway, LLC, a New York limited liability company By:. Name: Lawrence Fink Title: Managing Mem~er GRANTEE: Broadway 371, LLC By: 371 Broadway Mezz LLC, "its sole member~ By: --N-~e~;-cn~ty~D~rum~.e-ll Title: Presi.dent

36 STATE OF NEW YORK ) ) ss.: COUNTY OF NEW YORK ) On the day of May, in the year 2015, before me, the undersigned, a Notary Public in and for said state, personally appeared Orly Daniell, personaily known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies); and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. Notary Public STATE OF NEW JERSEY ) ) ss.: COUNTY OF BERGEN ) On the ll day of May, in the year 2015, before me, the Qlldersigned, a Notary Public in and for said state, personally appeared Lawrence Fink, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are),. subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by b.islher/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. J, ~ j.;..; N~-. STUART ~SENCIO Notary Public: :State ot New. Jersey... '..,y._c.ommission E~tpires Jun t ~.;...; _,..""

37 STATE OF NEW YORK ) ) ss.: COUNTY OF NEW YORK ) On the JE day of May, in the y~ar 201S,.before me; the undersigned, a Notary Public in and for said state, personally appeared Orly Daniell; personally known to me or proved to me Qn the basis of satisfactory eviqence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/s11.e/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. Notary Public STATE OF NEW JERSEY ) ) ss.: COUNTY bf BERGEN ) VICTORIA ROBLES Notary Public, State o.l New YOlk,:; No. 02R :~~ - Quall!lod In Wes'ichester Counlf, _.,~ Commlssl0f1 Expires March o\ ~ On the day -of May, in the year 2015, before me, the undersigned~ a Notary Public in and for said state, persomdly appeared Lawrence Fink, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose n~e(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person._upon behalf of which the individual(s) acted, executed the instrument. Notary Public

38 . SCHEDULE-A TO EASEMENT AGREEMENT Legal Description to Broadway,.County, City and state ofnew York, (Block 175,.Lot 29)

39 ALL that certain plot piece or parcel of. land, situate, lying and be ing in the Borou.gh of Manhattan, City, County an~ State of 1Jew ~ork, bounde<j and de scribecl as follows : s.eginning at a poi'nt on the westerly side of Broa.dway, di-stant SO feet south~rly from the southwesterly corner of Bt.oadway and White Street.; cunninq thence WESTERLY and pa~allel or nea.rly so w1 th White Street, 150 feet to the easterly side of Franklin Place1 thence SOUTHERLY along the said easte-rly side. of Franklin Place, 49 feet 5 inches: thence EASTERLY and pa r.a'llel or nea riy so with Wbite. Street, 150 feet to: the ~esterly sid of Broadway; and thence N()R'l'BIRLY along the said westerly side of Broadway,. 49 feet 10 inche a to the po-int or place of beg~nnil)g. Be the said several dimensions more or less. 9446c/3 EXJIIBIT A {373) ;:

40 SCHEDULE B TO EASEMENt AGREEMENT Legal Description to Broadway, County, City and State ofnew York, (Block 175, Lot 3.1 (old LOts 31 and 32))

41 SCHEDULED Parcel I ALL that certain plot, piece or parcel of land, situate, lying and being in the Borough- of Manhattan, City, County and State ofnew York, bounded and described as follows: BEGINNING at a point on the westerly side of Broadway, distan~ northwesterly corner of Franklin Street and Broadway; 50 feet northerly from the RUNNING THENCE westerly on ali interior angle of 92 degrees 00 minutes 20 seconds, 150 feet 2-3/4 inches to a private road known.as Franklin Alley or Franklin Place; THENCE northerly on an interior angle of 87 degrees 56 minutes oo sec<;mds ~long Franklin Alley, 50 feet inches to the southerly side of Tax Lot 2~; THENCE easterly on an interior angle of 91 degrees 57 minutes 5.0 seconds along a line parallel with Frc,mklin Street, through a party wall, 1 50 feet 2 inches to the westerly side of Broadway; and THENCE southerly along the westerly side of Broadway, 49 feet l i -112 inches to the point or place ofbe<iinl\ling. TOGETHER WITH the benefits of a negative covenant and a negative easement for light and air. in favor of the hereinabove des.cnbed premises as set forth, limited an9 defined in a.zoning Lot DeveJopment Agreement dated as of September 1, 1.988, recorded October 6, 1988 in Reel 1474 page 2230 anc1 reindexed February 1, 1991 in Reel 1760 page 974, which Agreement burdens premises adjacent on the north designa~ed on the tax map as Lot 29 and more particularly bounded and described as foliows: BEGINNING at a point on the 'Westerly side of }3roadway, distant 50 feet southerly from th~ southwesterly comer of Broadway and White Street; RUNNING THENCE. westerly and parallel or nearly so with White Stre~t. 'iso feet inches to Franklin Place Alley; THENCE southerly along.the said northerly side of Franklin Place, 49 feet 5-1/4 inches; THENCE easterly and parallel or nearly so with White Stre~t, side of Broadway; and 1 50 feet 2 inches to. the westerly THENCE northeily a1ong the said westerly' side of Broadway, 49 feet I inches to the point or place ofbegi.nn'ing.

42 ALSO TOGETHER WITH the perpetual easement for air and light over arid above the existing improvements on Lot 29 and. the right to construct a portion of the subject building as set forth in Re.el 1474 page ALSO TOGETHER WITH a non-.exclusive easement for pedestrian and vehicular access to and from the above described premises across Franklin Place or Alley to Franklin Street and/ot White Street. Being part of the same premises conveyed to the party ofthe first part herein by deed dated July 23, 2012 recorded August 20, as CRFN' Parcel II (Franklin Place alk/a Franklin Alley) ALSO TOGETHER WITH the right, title and interest ofthe Grantor, if any, in and to that certain plot, piece or.parcel of hmd in the street in front of and adjoining Parcel I described above, situate, lying and being in the Borough of Manhattan, City, County and State of New York, bounded and described as follows: BEGINNING at a pointdistant 50 feet along the easterly-side of Franklin Place or Alley from the intersection of the northerly side of Franklin Street and the easterly side of Franklin Place of Alley; RUNNING THENCE:S.O feet 2-3/4 inches a!ong the easterly side of Franklin Alley or Place, said iine being also the dividing lin.e between Franklin Place or Alley and Old Lots 31 and 32 on fonnertax Maps ofthe City ofnew York:; RUNNJNG THENCE westerly on-an exterior angle of90 degrees 00 minutes 00 seconds, feet, more or less; 'to the center line of Franklin Place or Alley, said line being a westerly extension of the northedy line of"oid Lot 31 on former Tax MapsJor the City of New York; RUNNING THENCE southerly along the center line of Franklin Place or Alley, 50 feet 2-2/4 inches to a point being.a westerly extension of the sot~therly line of Old Lot 32 on former Tax Maps for the City ofnew York; and RUNNING THENCE easterly along said westerly extension of Old Lot 32 on an interior angle of 87 degrees 56 minutes 00 seconds, feet, more or less, to the easterly sid~ of Franklin Place or Alley and the point and place of BEGINNING. BEING a portion of the premises conveyed to the Declarant by quit-claim deed dated July 23, 2012 and recorded August 20,2012 as CRFN ~. SAID PREMISES consisting of Parcels I and II to be known as and by the ~treet nwnber 5 Franls:liiJ. Place a/k/a 371 Broadway, New York, NY. 2

43 EXHIDIT A TO EASEMENT AGREEMENTY Survey dated January 8, 2015 by Earl B. Lovell-S.P. Belcher, Inc. Describing-the Easement

44 ... ~.A 'fj M 0 'fj 0 H 9. '..'....,_ o ~~:..... r..,..... o I..J~ " ---.3~'fJ1d. '. '.... ~ -....

45 '.." I :. 1 '

46 EASEMENT AGREEMENT Broadway, LLC Grantor -to- Broadway 371,. LLC, Grantee Block: 175 Lots: 29 and 31 (old lots 31 and 32) Record and Return to: D' Agostino, Levine, Landesman & Ledertnan, LLP 345 Seventh Avenue, 23rd Floor New York, New York Attn: Michael J. Levine, Esq.

47 Exhibit "E'' R:\D'Agostino\PLANS\SF Plao ()4889)\Amcndonents\l Sth Amendment\ I St h Amendment v?.doc

48 Franklin Place New York, NY DATE: ND FLOOR -- PLAN 0' 5' 10' 20' 40' This floor plan is based on construction drawings and all dlmensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies in layout and room dimensions as shown on this floor plan will not excuse a purchaser from completing the purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds the usable floor area. Sponsor reserves the right to make changes in accordance with the Offering Plan. Prooosed chances shall be imolemented in strict comoliance with DOB or Authoritv Havina Jurisdiction reauirements. As-built drawinas shall be revised to reflect the chances.

49 Franklin Place New York, NY PlANTER 1> BOX ~l 1\. V O,... II ~.. I ''~ 1/ o I ~0 ~ I.., ~ MASTER BEDROOM 18'-10" X 13'-2" BEDROOM 2 14'-6' X 10'-3' LIVING I DINING ROOM I KITCHEN 34'-0" X 13'-6" L----1 CLOSETl 5'-1" X 2'-0" I r'.., I\ II/ITII1f171 lll//fvtf/\11/, 1\W nil i\\11i\\i.l\w 1\ ,!11 1 U\111\11 ~ _I 11-- ~MASTER BATHROOM 9'-4' X 9'-0" 0 1/l\\.l..hl\l II 1\11 \\1\ J l n ~~ ~~ lt.:r. ~~! ~ [J F: W.l.C. ~~ 1 F~ 8'-3' x15'-6" E:~ I F-'~!!;:::: L- ~L, ~; ~ CLOSET...J 3'-0" X 2'-0" / ~=--,~~--t"l--- v~rnr-r~1~1~ ~~1 ~--~~~~~~~ I DATE: UNIT 2A Floor 2 3 Bedrooms, 3 Baths Approximate Area 2024 SF Terrace Area 500 SF ~~ h r-~ ~ \\\1 11\\ ' \\\'\\\ill \\\U \\\\1 1\\U lily I elnf--tt-~t--- UTILITY ROOM "--' 8'-4' X 5'-7' D u _C]j ~ BATHROOM 3 _ \,..._ 8'-0" X 5'-0' ~ r'., nmm ln'\\jnlm\\lti-\ *-i--cwset [\\\IT \1\V 1\\V \\\V 5'-5" X 2'-0" N ffi This floor plan Is based on construction drawings and all dimensions and depictions or column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies in layout' and room dimensions as shown on this floor plan will not excuse a purchaser from completing the purchase of a unit without abatement in prtce or re.course against Sponsor. Square footage exceeds the usable Hoar area. Sponsor reserves the right to make changes in accordance with the Offering Plan. Prooosed chances shall be imolemented in strict comoflance with DQB or Aulhoritv Havino Jurisdiction reouirements. As built drawinos shall be revised to reflect lhe chances.

50 Franklin Place New York, NY MASTER BEDROOM 1 B'-2" X 1 0'-9" MASTER BATHROOM 6'-3' X 15'-3" BEDROOM 2 14'-B" X 10'-0' CLOSET ~ 2'-0" X 3' -5" - --li UTIUlY ROOM 6'-9' x 7'-1 ' BEDROOM3 15'-9" X 10'-0" CLOSET- 2'-0" X 4'-9' --!1--41::::l:>'l --t-+-powder ROOM 6'-9' X 5'-3' 1--il-lff++lfit-Hjj#----J-CLOSET 5'-0" X 2'-0" UVING I DINING ROOM I KITCHEN 37'-0' X 14'-0' HWrt-lflttf~-t-CLOSET 4' -6" X 2'-0" DATE: ODA Office for Design & Architecture UNITS 3A, 4A, SA, 6A, 7A, SA Floors 3, 4, 5, 6, 7, 8 3 Bedrooms, 3.5 Baths Approximate Area 1967 SF -- 0' 2' 4' 8' 16' N ffi This floor plan is based on construction drawings and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and Inaccuracies in layout and room dimensions as shown on this floor plan will no! excuse a purchaser from completing!he purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds the usable floor area. Sponsor reserves the right to make changes in accordance with the Offering Plan. Prooosed chanaes shall be imolemented in strict comoliance with DOB or Authoritv Havino Jurisdiction reouirements. As-built drawinos shall be revised to reflect the chanaes.

51 Franklin Place New York, NY BEDROOM3 1 0'-4" X 1 0'-0" BALCONY 1 7'-5" X 12'-1 0' LIVING I DINING ROOM I KITCHEN 15'-8" X 27'-4" BATHROOM '-2" X 7'-5" BEDROOM 2 13'-3" X 11'-0" CLOSET--~~ C:::C:~? 2'-0' X 5'-8" oo---h-powder ROOM 6' 8' X 7' 4' BALCONY2 7'-5" X 12'-1 0" MASTER BEDROOM 16'-2' X 12' 0" DATE: ODA Office for Design & Architecture UNIT9A Floor 9 3 Bedrooms, 3.5 Baths Approximate Area 1724 SF Balcony Area 190 SF This floor plan is based on conslruction drawings and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies in layout and room dimensions as shown on!his floor plan will not excuse a purchaser from completing the purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds the usable noor area. Sponsor reserves the right to make c~anges in accordance with the Offering Plan. Prooosed chances shall be imolemented in strict comoliance with DOB or Authoritv Havina Jurisdiction reauirements. As-built drawinas shall be revised to reflect the chances. 16' N ffi

52 Franklin Place New York, NY MASTER BEDROOM 13'-6" X 16'-5" BEDROOM 2 10'-5" X 12'-5' LIVING I DINING ROOM I KITCHEN 14'-5" X 28'-7" DATE: ODA Office for Design & Architecture UNIT 9C Floor 9 2 Bedrooms, 2.5 Bathrooms Approximate Area 1412 SF -- 0' 2' 4' 8' 16' N ffi This floor plan is based on construction drawings and all dimensions and depletions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and Inaccuracies in layout and room dimensions as shown on this floor plan will not excuse a purchaser from completing the purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds the usable Hoor area. Sponsor reserves the right to make changes in accordance with the Offering Plan. Prooosed chanaes shall be imolemented in strict comoliance with DOB or Authoritv Havina Jurisdiction reauirements. As-built drawinas shall be revised to reflect the chanaes.

53 Franklin Place New York, NY 0 MASTER BEDROOM 15'-0" X 14'-4' 0 BEDROOM2 12'-10" X 12'-3" 0 LIVING I DINING ROOM 19'-3" X 19'-9" DATE: ODA Office for Design & Architecture UNIT 90 Floor 9 2 Bedrooms, 3 Bathrooms Approximate Area 1573 SF -- 0' 2' 4' ~ 1~ N ffi This floor plan is based on construction drawings and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies in layout and room dimensions as shown an this floor plan will not excuse a purchaser from completing the purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds the usable floor area. Sponsor reserves the right to make changes in accordance with the Offering Plan. Prooosed chanaes shall be imolemented in strict comoliance with DOB or Authoritv Havina Jurisdiction reauirements. As-buill drawinas shall be revised to reflect the chanaes.

54 Franklin Place New York, NY ODA Office for Design & Architecture 9TH FLOOR -- PLAN o s 10' 20' 40' This floor plan is based on construction drawings and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and Inaccuracies in layout and room dimensions as shown on this floor plan will not excuse a purchaser from completing the. purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds the usable floor area. Sponsor reserves the right to make changes in accordance with the Offering Plan. Prooosed chances shall be imolemented in strict comoliance with DOB or Authoritv l;javina Jurisdiction reauirements. As-built drawinos shall be revised to reflect the chances.

55 Franklin Place New York, NY BEDROOM3 10'-4' x 14'-2" BALCONY 1 LIVING I DINING ROOM I KITCHEN 15' 8' X 31'-5' BATHROOM '-0' X 7'-4" BEDROOM2 13'-4' x 11'-0' CLOSET--~g 2'-0" X 5'-8" o----i+-powoier ROOM 6'-8' X 7'-4' BALCONY2 7'-5' x 12!-10' MASTER BEDROOM 16'-1' x 12'-0' DATE: ODA Office for Design & Architecture UNIT 10A Floor 10 3 Bedrooms, 3.5 Baths Approximate Area 1831 SF Balcony Area SF 0' 2' 4' 8' 16' This floor plan Is based on construction drawings and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies in layout and room dimensions as shown on this floor plan will not excuse a purchaser from completing the purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds the usable floor area. Sponsor reserves the right to make changes In accordance with the Offering Plan. Prooosed chanaes shall be imolemented in strict comoliance with DOB or Authoritv Havina Jurisdiction reauirements. As-built drawinas shall be revised to reflect the chanaes.

56 Franklin Place New York, NY.. :r:: e-----w.i.c. 4'-1" X 11 '-10" 0 ~-H---- MASTER BATHROOM 9'-0" X 13'-0' MASTER BEDROOM 15'-7' X 14'-4" /; j. I i : I I I I. I '. STORAGE 5'-0" X 8'-5" BATHROOM 2--H~~FJJ 5'-1"x7'-1 0' KITCHEN 1 0'-4" X 9'-5" '\ r:= 0 CLOSET BEDROOM 2 2' 0' X 7'-6' 12'-9" X 12'-3" 0 LIVING I DINING ROOM 19'-2" X 19'-9'.... i I. ' :, I I. I I I I I. ' I I I ' I,: J "' ' 'l l II : / I I ' I I : : I I I I. I, I : ::. -~ I \ I I 0 I 'I I ~ I DATE: ODA Office for Design & Architecture UNIT 100 Floor 10 2 Bedrooms, 3 Bathrooms Approximate Area 1650 SF 16'! I I ' I IIA12l I I [ I N ffi This floor plan is based on construction drawings and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies in layout and room dimensions as shown on this floor plan will not excuse a purchaser from completing the purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds the usable floor area. Sponsor reserves the right to make changes in accordance with the Offering Plan. Prooosed chanaes shall be imolemented in strict comoliance with 008 or Authoritv Havina Jurisdiction reauirements. As-built drawinas shall be revised to reflect the chanaes.

57 Franklin Place New York, NY DATE: OTH FLOOR PLAN -- 0' 5' 10' 20' 40' This floor plan is based on construction drawings and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies in layout and room dimensions as shown on this floor plan will not excuse a purchaser from completing!he purchase of a unit without abatement in price or recourse against Sponsor. Square footage e~ceeds the usable floor area. Sponsor reserves the right to make changes In accordance with the Offering Plan. Prooosed chanoes shall be imolemented in strict comoliance with DOB or Authoritv Havina Jurisdiction reauirements. As-built drawinas shall be revised to reflect the chances.

58 Franklin Place New York, NY, ~ N ~ BEDROOM 3 10' 7" X 14' 2" BALCONY 1 7'-5' X 12'-1 0" LIVING I DINING ROOM I KITCHEN 16' 10"x31' 5" I I I ~==~~------~ BATHROOM 3--H ' 1' x 71 4' BEDROOM 2 13' 3"x 11' 0" CLOSET ~ 2' 0" X 5' 8" BALCONY2 7' 5" X 12' 10" \ I j MASTER BEDROOM 16' 1"x 12' 0" DATE: UNITS 11A, 12A, 14A Floors 11, 12, 14, 3 Bedrooms, 3.5 Baths Approximate Area 1840 SF Balcony Area 190 SF -- 0' 2' 4' 8' 16' N ffi This ftoor plan is based on construcfion drawings and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies in layout and room dimensions as shown on this floor plan will not excuse a purchaser from completing the purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds the usable floor araa. Sponsor reserves the right to make changes in accordance with the Offering Plan. Prooosed chances shall be imolemented in strict comoliance with DOB or Authoritv Havino Jurisdiction reouirements. As-built drawinos shall be revised to reflect the chances. ' J. _

59 Franklin Place New York, NY --- ' _.. 4" MASTER BEDROOM 16'-5"x 13'-3' BEDROOM 2 11'-2'x 13'-0" BEDROOM 3 11'-4' x 13'-0' BEDROOM4 12'-0'x 13'-0' CLOSET 7'-6' x2'-0' CLOSET 5' 1 ~X 2'-0 11 BALCONY2 7'-4" X 13'-0' ---~'ld--batiiroom 4 6'-0'x8'-4' laundry 7'-10' x7'-8' 3-3' X 2'-0' ' ' ' LIVING I DINING ROOM I KITCHEN 23'-1 ' X 30'-9' 0 ' \ -' BALCONY 1 7'-4' X 13'-0" --- ODA Office for Design & Architecture UNIT 17A Floor 17 4 Bedrooms, 4.5 Baths Approximate Area 2627 SF Balcony Area SF 0' 2.5' 5' 10' 20' N ffi This floor plan Is based on construction drawings and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies in layout and room dimensions as shown on this floor plan will not excuse a purchaser from completing li1e purchase of a unit without abatement in price or recourse against Sponsor. Square rootage exceeds the usable floor area. Sponsor reserves the right to make changes In accordance with the Offering Plan. Prnrin.~P.rl r.h~nae s shall be imolemented in strict comoliance with 008 or Authoritv Havina Jurisdiction reauiremenls. As-built drawinas shall be revised to reflect the chances.

60 Franklin Place New York, NY 0 DATE: TH FLOOR PLAN 0' 5' 10' 20' 40'. -, ' This Hoar plan Is based on construction drawings and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies in layout and room dimensions as shown on this floor plan will not excuse a purchaser from completing the purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds the usable floor area. Sponsor reserves the right to make changes in accordance with the Offering Plan. Prnnnoan ~h~nnao On<lll h" imnlllmllnl"rl in ~trir.t r.nmnli~nr.p. with nor nr Authnrilv Havina Jurisdiction reauirements. As-built drawinas shall be revised to reflect the chances.

61 Franklin Place New York, NY I n D 1'.1/1 ~ N _l ld 1- : D DATE: ODA 18TH FLOOR PLAN 0' 5' 10' 20' 40' ' 'J - ' This floor plan is based on conslrucuon drawings and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies in layout and room dimensions as shown on this floor plan will not excuse a purchaser from completing the purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds t~e usable floor area. Sponsor reserves the right to make changes in accordance with the Offering Plan. Prnnn~P.rl r.h.<~nnp.~ ~h.<~ll hp. imnip.mp.ntp.rl in strict r.omoliance with DOB or Authorilv Havinc Jurisdiction recuirements. As-built drawincs shall be revised to reflect the chances.

62 This floor plan is based on construction drawings and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies In layout and room dimensions as shown on this floor plan wiu not excuse a purchaser from completing the pu(chase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds the usable floor area. Sponsor reserves the right to make changes in accordance with the Offering Plan. "--~ ~-Mno.h.u h" :..,n'""'"n'"ri in ctri~t ~nmnli"nn with nnr nr A11lhnrilv Havina Jurisdiction reouiremenls. As-built drawinos shall be revised to reflect the chances. Franklin Place New York, NY DATE: TH FLOOR -- PLAN 0' 5' 10' 20' 40'

63 DATE: ::RRA\ Franklin Place New Y_Q[k,, NY I 7 \ ( \ I \ 7 ~ / L l;j'. p"xo~ lu' f.- ii /'LJ '--. nil CLOSET- I \IlL--- 6'-1' X 2'-0" I IlL--- BATHROOM4- I ill--- I ill 8'-9' X 5'-0' k2_ ;-71 _/ I --- I L ~ -~- ; J r I I I I I OPEN TO ABOVE --;; I F v_, I I 0 BEDROOM 4 13'-10" X 12'-2' I lit--:_ ''L F~ K\\\j\ n 1 I ill==- I :~ I I I I J LIVING ROOM 30'-0" X 30'-8" :~ i~~ ~~ ~ --J L...(~ "' - L 1\)J~g~ CLOSET- 7' 5" X 5'-6" POWDER ROOM- 5'-1 O:.PS~' h ~~ ~ \j-~ I\ ~~ ;t tw' \ ~ r7 DINING ROOM / ~ c ~ 18'-9' X 14'-1" ~ r:= I[ l -----:1 - 'c:::j '-..,..---~ ""-~ l ~ D KITCHEN 16'-2" X 10'-6" '--!?!J, I PENTHOUSE A AT 18TH FLOOR [J l.-- ( ~ UNIT PH-A DUPLEX Floors 18 & 19 4 Bedrooms, 4.5 Baths Approximate Area 3751 SF Terrace Area 659 SF Q LlJ/jj lllillqjv/~ - 11/J VI/I VI/I N This noor plan is based on construe o gs and all dimensions and depictions of column and shaft widths and locations are approximate and subject to normal construction variances and tolerances. Minor Inaccuracies in square footage and inaccuracies in layout and room dimensions as shown on this floor plan will not excuse a purchaser from completing the purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds lhe usable ftoor area. Sponsor reserves the right to make changes in accordance with the Offering Plan. Prooosed chances shall be imolemented in strict comoliance with DOB or Aulhorilv Havlna Jurisdiction reouirements. As-built drawl nos shall be revised to reflect the chances.

64 Franklin Place New York, NY... _ ' I --..., I I I \ I \ I \ I \ / \ / \ I \ I \ I \ / \ I \ I \ I \ I \ I \ / OPEN "JABELOW I \ I \ I \ / \ / \ / \ I \ I \ I \ I \ / \ / \ / \ I \ / / \ 1 I \ 0 BEDROOM2 1 0'-8" X 11 '-6" BEDROOM 3 14'-1' x 13'-2" ' I \ MASTER BEDROOM 18'-7" X 14'-0" PENTHOUSE A AT 19TH FLOOR UNIT PH-A DUPLEX Floors 18 & 19 4 Bedrooms, 4.5 Baths DATE: ' 2' 4' ~ 1~ N This floor plan Is based on construction drawings and all dimensions and depictions otcolumn and shaft widths and localions are approximate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies in layout and room dimensions as shown on this Door plan will not excuse a purchaser from completing the purchase of a unit without abatement in price or recourse against Sponsor. Square footage exceeds the usable floor area. Sponsor reserves the right to make changes In accordance with the Offering Plan. Prooosed chances shall be imolemented in strict comoliance with 008 or Authorltv Havina Jurisdiction reauirements. As-buin drawinas shall be revised to reflect the chances.

65 Prnnn~~>rf r.h~nnp.~ ~h~ll ha imolemented in strict comoliance with 008 or Authoritv Havina Jurisdiction reauirements. As-built drawinas shall be revised to reflect the chances. Franklin Place New York, NY H 1i UNIT 2A TERRACE -._,- LJ UNIT 16A TERRACE ~... u- IT PH-A TERRACE ~... h- ~ [ f\'= ).-, L PH-C TERRACE J; LJ r ~ [ ~ ~ m r * = <IL ~ ~ ~ ===== ======= ~ ~ ~ ==== ~ <===== ~ ~ ~~~~ r ll:l.. ~'-n ~ ~,-<.r;- UNIT 168 TERRACE = ~ I fl- POOL 15'-0' X 28'-{)' ~ -G,...,,..., PH-C TERRACE PH-B TERRACE ~ : I[ II ~ DATE: ROOF PLAN -- 0' 5' 10' 20' 40'

66 Franklin Place New York, NY C-9 32 SF C-5 32SF C-4 32SF C-2 32 SF C B 32SF C-6 32SF C-3 32SF C-1 32 SF C-7 32SF TENANT STORAGE 24'-6' X 24'-0" DATE: ODA Office for Design & Architecture TENANT STORAGE CAGES Floor 3 Approximate Area 658 SF 0' 2' 4' N ffi This floor plan Is based oh construction drawings and all dimensions and depictions of column and shaft widths and locauons are approxlmate and subject to normal construction variances and tolerances. Minor inaccuracies in square footage and inaccuracies In layout and room dimensions as shown on this floor plan witt not excuse a purchaser from completing the purchase of a unit w~hout abatement in price or recourse against Sponsor. Square footage exceeds the usable floor area. Sponsor reserves the right to make changes in accordance with the Offering Plan. Prooosed chanaes shall be imolemented in strict comoliance with DOB or Authoritv Havina Jurisdiction reauirements. As-built drawinas shall be revised to reflect the chanaes.

67 Exhibit "F" 'H :\IYAgu~tinoiPl.ANS\51' Plan (34889)\Amendmentsll 5th /\mendmcnt\15th Amendment v7.doc

68 Franklin Place, New York, New York "Franklin Place" a condominium located at 5 Franklin Place a/k/a 371 Broadway New York, New York Restated Description of Property and Specifications Date: Prepared by: ODA- Architecture. P.C 494 Broadway, 3rd Floor New York, NY PART 20 Page 1 of 37

69 Franklin Place, New York, New York PROPERTY ADDRESS: SPONSOR: ARCHITECT: STRUCTURAL ENGINEER: MEP ENGINEERS: 5 Franklin Place a/kla 371 Broadway New York, NY Borough of Manhattan Broadway 371, LLC c/o El Ad US Holding, Inc. 575 Madison Avenue, 22nd Floor New York, NY ODA- Architecture P.C. 494 Broadway, 3rd Floor New York, NY Gilsanz Murray Steficek LLP 129 West 27th Street New York, NY Ettinger Engineering Associates 505 Eighth Avenue New York, NY Page 2 of 37

70 Franklin Place, New York, New York DESCRIPTION OF PROPERTY AND BUILDING CONDITIONS A Location and Use of Property B. Status of Construction C. Site D. Utilities E. Sub-Soil Conditions F. Landscaping and Enclosures G. Building Size H. Structural System I. Auxiliary Facilities J. Plumbing and Drainage K. Heating L. Gas Supply M. Air Conditioning N. Ventilation 0. Electrical System P. Intercommunication Q. Public Area Lighting R. Garages and Parking Area S. Swimming Pool T. Recreational Space U. Permits and Certificates V. Violations W. Unit Information X. Finish Schedule Y. Safety and Warning Devices Z. Additional Information Required AA. Conditions in Building BB. Further Development CC. Asbestos DO. Lead Based Paint EE. Unit Measurement FF. Other Disclosures GG Documents to be Transferred to Condominium Management: Page 3 of 37

71 Franklin Place, New York, New York (a) Location and use of property. (1) Property Address: 5 Franklin Place aka 371 Broadway, NY, NY (2) Block 175 and Lot 31 and development rights from Lot 29. A portion of Tentative Tax Lot 9031 will be transferred to the condominium. (3) Zoning; C6-4A (R1 OA Equivalent) Zoning Map: 12A Community District: Manhattan Community District 1 (4) Permissible use. UG 2- Residential UG 6 - Commercial-Retail & Office The building is a Quality Housing Project and complies with all applicable Quality Housing Program regulations. The Quality Housing Program Regulations which are applicable to the Building affect the following areas: street tree plantings, minimum dwelling unit size, windows, refuse storage and disposal, recreation space. The project is not professionally certified. (b) Status of construction: (1) Year built: The existing 5 story building was built in the late 1800's. This project is a residential conversion and enlargement of a portion of the existing non-residential building. Construction began July The estimated time for the Temporary Certificate of Occupancy is September 1,2015. (2) Class of construction: 1-B (3) A Certificate of Occupancy will be issued for the entire building upon completion of construction and at minimum a Temporary Certificate of Occupancy shall be issued prior to closing of the first residential unit. (4) Alteration Permits: Post Amendment Alteration, application# Approved June 4, 2013 ALTERATION# Application# PERMIT Include work types for: Partitions Structural Page 4 of 37

72 Franklin Place, New York, New York Plumbing, currently being renewed Mechanical Boiler Fence (c) Site. (1) The combined lot area of Lot 31, Lot 29, and tentative Lot 9031 is 16,154 sf. Lot 31, 32: The site has a lot area of 7,500 sf. The lot is 50'-0" along Broadway and depth of the lot is 150' -0" along the east-west property line. The adjacent lot 29 (development rights parcel). The site has a lot area of 7,450 sf. The lot is 49'-10" along Broadway and the depth of the lot is 150'-1" along the east west property line. Portion of tentative tax lot 9031: The lot area is approximately 600 sf. The lot is 50'-0" along Franklin Place and the depth of the lot is approximately 12'-0" measured to the center line of Franklin Place (2) 20.7(c) (3) (4) The development is one new building with commercial and residential uses. There will be 1 commercial unit on the first floor connected to a mezzanine level at the second floor. The commercial unit is also connected to the cellar. The project consists of 51 residential dwelling units between floors 2 and 20 1 h floors (19 1 h construction floor I 20 1 h floor marketing). Sidewalks. Broadway is owned and maintained by the City of New York. The condominium association will be responsible for maintaining the sidewalk per NYC DOT's requirements. Franklin Place is a private street and the conveyed portion connected to the width of the property will be maintained by the condominium. Drives, sidewalks and ramps; (i) (ii) A new concrete sidewalk will be built for the width of the property on Broadway. It shall be in accordance with DOT requirements. A stone paving sidewalk to be built for the width of the property will be provided at Franklin Place New stone curbing for the width of the property on Broadway Avenue in accordance with DOT requirements. New stone curb cuts at Franklin Place at driveway that services the parking areas. Page 5 of 37

73 Franklin Place, New York, New York (iii) (iv) (v) (vi) There is no existing metal grating on the sidewalk along Broadway or Franklin Place. Street lighting will be provided by existing light poles provided by the City of New York at Broadway. The above items conform to the local codes. The sidewalk providing access to the building shall be free of tripping hazards and pending and will be ADA compliant. There are existing vaults along Broadway that will be filled with kcrete and sealed. The existing vaults at Franklin Place are in fair condition and have been structurally reinforced and sealed. The vaults are not accessible and no maintenance is required. (d) Utilities. A new domestic water service will be provided from the 12" New York City water main in Broadway. Triplex constant pressure house pumps will be provided at the cellar to provide all domestic water. Gas and Electric service will be provided by Con Edison and will be metered for all building common loads and each commercial unit. Separate master metered gas is provided for domestic cooking for the Residential Section. Con Edison has also separate master metered gas for mechanical use for the Residential Section which shall include heating/domestic water boilers, heating pool, and gas fired rooftop unit. Gas supplied to the Residential Units for cooking will be billed as part of the Residential Common Charge. Electricity consumption for the residential building shall be by a master meter. Each Residential Unit will be individually metered and billed to the Residential Unit owner from the electronic sub-metering company this will include storage units as applicable to each dwelling. The garage and building common area loads shall be separately electronically submetered. The commercial unit shall have separately metered electric (direct Con Ed Meter) and sub-metered domestic cold water. All building sewage will be collected into (1) combined house sewer line which connects into the existing city sewer pipe located in Broadway. A duplex sewage ejector will be provided for all fixtures below the sewer connection at the cellar level. Telephone, Internet service and cable service will be provided by third party vendors. It will be the purchaser's responsibility to purchase telephone and arrange for telephone, cable and Internet services in their unit. (e) Sub-soil conditions. (1) The building site is underlain by sand (USC classification 7-65) to a depth Page 6 of 37

74 Franklin Place, New York, New York of about 50 feet below the proposed basement level followed by bedrock (Manhattan mica schist, USC classification 2-65). The allowable bearing value for mauspread footings on the sand layer is 3 tons per square foot. Ground water was observed at a depth of about 20 feet below the proposed cellar level. Subgrade drainage system is not applicable to the development. The cellar slab has been designed to resist the hydrostatic uplift from elevated groundwater levels resulting from storms and water main leaks. All foundations are set below the frost line to eliminate freezing stresses at the foundation. (2) No uneven foundation movement or settling was noted in the 5-story building which previously occupied the site. (3) There is no evidence of moisture or seepage or ground water infiltration at Cellar level. A mud slab and membrane waterproofing is provided. (4) The building site is outside the flood zones defined in the FEMA Flood Insurance Rate Map. (f) Landscaping and enclosures. ( 1) (2) 20.7(f) (3) (4) (5) (6) (7) (8) No grass will be used Plantings will be provided at Franklin Place Street trees are required to be planted along Broadway sidewalk as per Quality Housing requirements. All trees will be planted offsite due to the vault locations on Broadway. No fencing will be used A gate will be located at the roof pool area. Two garden walls are to be located at the Franklin Place entrance area. There are no retaining walls in the project. A pool will located at the roof level for residential tenant access. Refer to section (s) for details. (g) Building size (1) The building is to be approximately 210'-0" above the sidewalk. (2) No crawl spaces will be used Page 7 of 37

75 Franklin Place, New York, New York (3) There is one cellar. There is a mezzanine level in the cellar floor for parking. There is no sub-cellar. (5) The building will have 20 floors above grade (19 1 h construction floors I 20 1 h floors marketing). The commercial unit will be at the ground floor connected to the cellar level and second floor mezzanine level. (6) Equipment rooms are located in the cellar floor and roof bulkhead. The cellar will house the mechanical room, electrical room, fire pump room, gas meter room, water service room, trash compactor room, telecom room, and elevator control room. The boiler and an electrical room will be located at the roof bulkhead. (7) All parapeurailings will be 42" above the exterior finish floor and comply with New York City Building Code. There are no horizontal members conductive to railings that can be used as a ladder by children. The material for the railings and fasteners will be corrosion resistant. (h) Structural system. The foundation consists of a cast-in-place concrete mat bearing on a prepared subgrade with an allowable bearing pressure of 3 tons per square foot. Supplemental mini-caissons will be installed at the eastern edge of the foundation. The building structure consists of cast-in-place two way concrete floors on concrete columns and shear walls. The typical slab thickness is 8 inches. (1) Exterior of buildings: (i) Walls: All exterior walls to be exterior sheathing on metal stud. Exterior finish to be brick with insulation in air space cavity, and or wet-seal bonded aluminum panel with insulation in cavity. The exterior walls will have semi-rigid (mineral wool) insulation with an R4.2/inch. The U-Value of the exterior wall assembly is to meet the requirements of the NYC Energy Code. The light and air requirements comply with New York City Building Code The condominium association will be responsible for meeting subsequent LL 11/98 requirements. Based upon the anticipated date of substantial completion of the building which is September 1st of 2015, it is anticipated that the periodic inspections/approvals will begin in 2020, 5 years after substantial completion. (ii) Windows: Window wall consisting of factory glazed 4-sided captured fixed glass panels (IGU), inswing casement windows, and Page 8 of 37

76 Franklin Place, New York, New York ventedlweeped shadow boxes with IGU and painted aluminum back-pans. The storefront at the first floor will be aluminum with insulated glass units. The windows shall be professionally installed and caulked as per the manufacturer's specifications. The window hardware operating device will be a combination lever handle and cam-type latch, multi-lock. The hinges will consist of heavy-duty 3-knuckle butt hinges with nylon bushings The lock will be a lift-type cam action lock. The windows will have a limit device - Child guard that will be provide with a stay arm limit stop which shall prevent the sash from opening more than 4 inches. Limit stop (both sill and head) shall be removable for cleaning purposes. There are 8 lot line windows on the south fa9ade at units 120, 140, 150, 16A, 168, 17 A, 178, and PHS. There will be a lot line declaration related to the south fa9ade. These windows are protected via a sprinkler head inside the building above each such window and by tempered glass. Windows are not intended for egress. There will be windows at the north fa9ade from floors 8 thru 20. Light and air requirements have been verified for these windows. An easement agreement for legal light and air exists for the north fa9ade. These windows are protected via a sprinkler head inside the building above each such window and by tempered glass. Windows are not intended for egress. The building will comply with New York City Building Code for sound insulation. (iii) The building is not a Landmark project. (2) The material for the parapets will be brick. All parapets will be 42" above the exterior finish floor and comply with New York City Building Code. There are no horizontal members conductive to railings that can be used as a ladder by children. The material for the fasteners will be corrosion resistant. (3) There will be 1 chute for the refuse compactor that will extend from the cellar thru the roof. There will be two boiler chimneys AL-6C stainless steel 8" diameter each. (4) A public terrace will be located at the roof construction. Private terraces will be located at: unit 2A (2nd floor), 16A and 168 (15th construction floor I 16th floor marketing), PHA and PHS (17th construction floor I 18th floor marketing), PHC (19th construction floor I 2Qth floor marketing). Page 9 of 37

77 Franklin Place, New York, New York Private balconies will be located at: unit 9A (9th Floor), 1 OA (1Oth Floor), 11A (11th floor), 12A (12th floor), 14A (13th construction floor I 14th floor marketing), 16A (14th construction floor I 15th floor marketing), and 17 A (16th construction floor /17th floor marketing) (i) (ii) (iii) (iv) (v) (vi) Concrete Pavers on pedestals will be used at roof decks and terraces. All roof and terrace drains shall be accompanied by overflow drains connected to the storm leader on verticals. Balconies will be constructed concrete. No Balustrade will be used. Laminated glass railings are 42" above the finished floor and comply with New York City Building Code. There are no horizontal members conductive to railings that can be used as a ladder by children. The material for the railings and fasteners will be corrosion resistant. The copings material will be precast stone. The soffit material at the gth and 1 Qth floors will be brick. Aluminum and glass swing doors terraces (5) Exterior entrances. The exterior entrance will be free of tripping hazards and/or pending. Exterior entrances will be ADA compliant. The metal materials used outdoors will be corrosion resistant. All roof and terrace drains shall be accompanied by overflow drains connected to the storm leader on verticals. (i) Exterior doors and frames will be aluminum. Doors will have tempered insulated glass swing doors. (ii) (iii) There are no vestibule doors. There are no exterior stairs. (iv) Laminated glass railings will be provided at terraces and will be 42" above the finished floor and comply with New York City Building Code. There are no horizontal members conductive to railings that can be used as a ladder by children. The material for the railings and fasteners will be corrosion resistant. (v) A U.S. Postal Service approved (Auth-Fiorence Manufacturing or similar quality), front-loading, horizontal apartment mailboxes Page 10 of 37

78 Franklin Place, New York, New York consisting of multiple compartments with fixes, solid compartment backs, enclosed within recessed wall box will be located in the mailroom constructed out of extruded aluminum. (vi) Lighting: Adequate lighting will be provided. Terraces: surface mounted exterior down lights Balconies: Bollard light with GFI outlet Roof Top Terrace: surface mounted exterior down lights (6) There are no service entrances. Egress to Broadway will be for residential use only. (7) Roof and roof structures. (i) Flat roofs will be provided at for all areas: (a) Reinforced cold fluid-applied polyurethane liquid resin roofing and waterproofing membrane (b) Rigid R20 insulation (c) Concrete Paver roof finish material (d) 15 year bond or guarantee No dollar Limit (NDL) (e) Aluminum flashing materials (ii) Drains: (a) (b) All roof and terrace drains shall be accompanied by overflow drains connected to the storm leader on verticals. There are no gutters or leaders. (i) (iv) There are no skylights in the project. Bulkheads: (c) (b) The stair bulkhead will be enclosed with a metal louver system. The elevator bulkhead will be enclosed with masonry. (v) Metal work at roof levels: All exterior metals, including fasteners shall be corrosion resistant. Page 11 of 37

79 Franklin Place, New York, New York (a) (b) (c) (d) There are no exterior stairs at roof. There are no exterior vertical ladder serving the bulkhead roof. Laminated glass railings will be provided at terraces and will be 42" above the finished floor and comply with New York City Building Code. There are no horizontal members conductive to railings that can be used as a ladder by children. The material for the railings and fasteners will be corrosion resistant. There are no hatches at the roof except for one hatch that extends from the pool equipment room down to the crawl space at the roof. (vi) A public rooftop amenity will be located at the roof level that will include an exterior terrace and pool. Restrooms/changing rooms will be located near the elevators. (8) There are no fire escapes. (9) There are no courts or yards in the project. (1 0) Interior stairs. (i) (ii) (iii) (iv) (iv) (v) (vi) (vii) There will be 2 egress stairs provided for residential use that service the building from the cellar floor to the roof level. A 2 hour rated enclosure will be provided with paint finish. Stair will be constructed of concrete Concrete Stringers Concrete Treads Concrete Risers Steel guard rails There are no balustrades (11) Interior doors and frames. Page 12 of 37

80 Franklin Place, New York, New York (i) (ii) Entrance doors to be solid core with wood veneer finish and hollow metal frames with 45 minute fire rating per NYC Building Code. Interior doors are solid wood with hollow metal frames. Interior apartment doors will be solid core MDF paint-grade doors Corridor doors to be solid core with wood veneer finish and hollow metal frames pending approval, self-closing with 1 % hour fire rating per NYC Building Code. (iii) Stair doors and frames will be hollow metal, self-closing with 1 % hour fire rating per NYC Building Code. (iv) Roof doors and frames will be hollow metal, self-closing with 1 % hour fire rating per NYC Building Code. (12) Elevators. (i) (ii) (iii) (iv) (v) (vi) (vii) (viii) (ix) (x) Two new passenger elevators to be provided. PE1 & PE2 PE1: passenger elevator@ 2000 lb capacity (9 passengers) PE2: passenger elevator@ 2500 lb capacity (12 passengers) Elevators to be manufactured by North American Elevator Both passenger elevators will serve as duplex - selective collective operation. Both elevators will have Variable Voltage Variable Frequency Automatic controls Floors Served: PE1 Front Opening: (22 floors served) at C, 1-20, R PE1 Rear Opening directly to unit: (5 floors served) at 16th floor serving unit 16A, 17th floor serving unit 17 A, 18th and 19th floors serving unit PH A, and 20th floor serving unit PH C. PE2 Front Opening only: (22) at C, 1-20, R Both elevators are Machine Roomless (MRL) Doors: Single Speed Side Opening Machines are located within the hoist way. DC motor: N/A AC motor-generator set provided by North American Elevator Page 13 of 37

81 Franklin Place, New York, New York (13) Elevator cabs. Two residential elevator cabs will be provided. (i) (ii) (iii) (iv) (v) (vi) Cab Manufacturer will be R & S Floor material: Stone, equal or better Walls material: Wood and fabric panels, equal or better Ceiling material: Metal, equal or better Lighting: Recessed Lighting, equal or better Alarm pull stop switch and alarm bell will be provided. (i) Auxiliary facilities: (1) Laundry rooms. (i) A common laundry room will be located in the cellar. Each apartment will be furnished with a washer and dryer. (ii) (iii) (iv) There will be 2 heavy duty, card operated, electric clothes washers provided in the common laundry room. An electric clothes washer will be provided in each apartment unit. There will be 2 heavy duty, card operated, gas clothes dryers will be provided in the common laundry room. A gas clothes dryer will be provided in each apartment unit. Make up air shall be provided to the common laundry room (v) Dryer ventilation - Aluminum duct to single exhaust fan with exhaust terminus at roof. (2) Refuse disposal: (i) (ii) (iii) (iv) There are no incinerators One (1) compactor in cellar; Wilkinson Model No. 45K; 38,500 lbs will be provided. There are no refuse disposal approvals by authority having jurisdiction required. Refuse disposal rooms and recycle rooms will be located on each floor. A Refuse storage room will be located in the cellar. Page 14 of 37

82 Franklin Place, New York, New York (vi) Pick up will be public, by the New York City Department of Sanitation, as per their requirements and schedule, minimum twice per week on Broadway. The retail unit shall be required to retain garbage disposal contract. U) Plumbing and drainage. (1) Water supply. Domestic Water System A new 4" domestic water service for the Residential Section is provided from the New York City 12" water main in Broadway. Triplex constant pressure pumps are provided in the water meter room at the cellar level to provide water to the building. These pumps shall be SICO 2300 vertical multi-stage TDH 160 PSI 15 HP triplex. Pressure for all domestic water is provided by the triplex constant pressure system, specified above. All water services are protected by approved backflow devices located in the cellar water service room. (2) Fire Protection System A new 6" fire water service is provided from the New York City water main in Broadway. This in turn feeds an automatic fire pump which supplies water to the sprinkler/standpipe system throughout the building. This system will have its' own independent combined flush type siamese connections at each building frontage. The fire pump shall be automatic type ITT A-C series x4x9F 76 HP 500 GPM which shall feed the entire building's fire standpipe. The combined fire standpipe riser will be located in a discreet stair enclosure and will be equipped with a 2 %" fire department connection. 125 ft of hose and nozzle are located in the residential lobby area and cellar for fire department use. Riser will also be equipped with a sprinkler floor control assembly at each floor. The sprinkler system has 5 different types of heads as follows: 1. Standard upright 2. Standard pendant 3. Standard sidewall 4. Standard concealed pendent 5. Extended coverage head Sprinkler heads will be located in all living areas in the units and also the public corridors, garage levels, and commercial units. (3) There are no water storage tanks or enclosures. Page 15 of 37

83 Franklin Place, New York, New York (4) Water Pressure and how maintained: Water pressure and supply is maintained by a constant pressure set (all as described in E.1 above) to feed two zones of water supply provided throughout. (5) Sanitary Sewage system. a. Sewage piping: i. Below ground piping shall be X.H.C.I. pipe hub and spigot ASTM 7 4. ii. iii. b. Sewage Pumps: Sanitary, waste and leader and vent piping above ground shall be cast iron hubless pipe CISPI 301 service weight. The horizontal piping at the cellar level, connecting the separate vertical storm water and sewage drainage stacks for the building to the city sewer in Broadway. The house connection is a combined 8" house sewer. A duplex sewage ejector pump is provided for all fixtures at the cellar level. It is located in the cellar and shall be ITT GOULDS WS 1538D ' TDH 1.5 HP 3PH duplex system. c. Sewage Disposal: All Building sewage is collected into (1) combined sewer line which connect into the existing city sewer pipe located in Broadway (8" house connection). (6) Permits: See (B)(4) (7) All Building storm water drainage is collected within the Building, and connected to the combined sanitary/storm sewers located Manhattan Avenue. a. Catch Basins: None b. Roof Drains: i. Adequate number of roof drains are provided at all roof terraces. Page 16 of 37

84 Franklin Place, New York, New York c. (8). Water Piping: (9). Insulation: Piping: d. Ejector and Sump Pumps. Soil, waste, and vent piping above ground shall be cast iron hubless pipe, CISPI 301 service weight. i. Ejector Pumps. See E.5.b above. ii. Sump pumps. 1) elevator sump pump ITT GOULDS model WE0511 H 50 19' TDH 0.5 HP. a. Service piping- AWWA ductile iron class 52 and 104. b. Above ground - Copper type "L" ASTM All domestic hot and cold water piping shall be insulated with 1" fiberglass insulation. (k) Heating System (1) The heat source for the domestic hot water will be a gas fired modular boiler plant. The system will consist of two (2) Aerco 2.0 or equal boilers with a total gross output of 3440 MBTU/hr. Domestic hot water is generated from non-potable boiler heating water through heat exchangers. Heating hot water supply is distributed throughout to limited areas of the building The domestic hot water system will be provided by two zones with heat exchange coils in each zone. All heating equipment shall be located in the roof boiler room including the high zone domestic hot water system. Low zone domestic hot water heat exchangers shall be located in the cellar and high zone hot water heat exchanger shall be located in the roof. All condensing equipment to be located at the main roof. Heating to commercial units shall be provided with heating hot water for their heat service. All apartments, lobby and amenity spaces shall be provided by Daiken VRF low temperature split multi heat pump and fan coil systems. The heating system is adequate to maintain comfortable conditions and complies with New York State Energy code. In the individual units there will be various sized direct expansion fan coil units. There are six (6) different sizes that will be utilized: a. AC-A Daikin FXMQ09PVJU, 10,500 BTU/HR heating capacity. Page 17 of 37

85 Franklin Place, New York, New York b. AC-8 Daikin FXMQ12PVJU, 13,500BTU/HR heating capacity. c. AC-C Daikin FXMQ18PVJU, 20,000 BTU/HR heating capacity. d. AC-0 Oaikin FXMQ24PVJU 27,000 BTU/HR heating capacity. e. AC-E Daikin FXMQ30PVJU, 34,000 BTU/HR heating capacity f. AC-F Daikin FXMQ36PVJU, 40,000 BTU/HR heating capacity 2. Number of boilers and description: (2) modular hot water boilers for the whole building. 3. Manufacturer of boilers: Aerco BMK Manufacturer of burners: The burners are part of the boiler assembly supplied by Aerco. 5. Type of controls: Hot water temperature is controlled by aquastat. 6. Duplex pumping system to feed domestic water heat exchangers and convectors and coils in air handlers. 7. All ductwork running in unconditioned areas shall be insulated with R-5 fiberglass insulation. 8. Where applicable the latest balancing report shall be provided to the condominium management. 9. Operating and maintenance manuals shall be provided to the condominium management. 10. All equipment to have a 1-year warranty on material and labor. (I) (m) Fuel: Natural gas. Air conditioning. a. Type: Natural gas is supplied by Con Edison. b. Meters: Standard domestic gas meters furnished by Con Edison c. Piping: Standard weight schedule 40 steel. 1. The building cooling system will be provided by Daikin VRF split multi heat pump system with condensing units on the roof. Each residential unit shall be provided with VRF ceiling-hung direct expansion fan coil units. Each unit is capable of pulling a minimum O.A. required per New York City and New York State Code. Page 18 of 37

86 Franklin Place, New York, New York 2. Public area air conditioning systems are composed of Daikin VRF split heat pump systems that are adequately sized to maintain code required comfort conditions and comply with the New York State Energy Code. Corridors shall be provided with packaged rooftop gas heat air conditioning unit. 3. Describe System types: a. The rooftop packaged (RTU) unit servicing the corridors for the Residential Section: AAON MBH cooling; b. The Building Lobby: Daikin FXNQ96HVJU fan coil unit 96 MBH cooling, 108 MBH heat. c. Recreation Room - Daikin FXMQ48PVJU, 48 MBH cooling 54 MBH heating. d. Individual Apartments; all apartment areas (living room and bedrooms) will be fed by Daiken ceiling-hung DX fan coil units. There are (6) different sizes that will be utilized: AC-A Daikin FXMQ09PVJU, 9.5 MBH cooling capacity, BOW. AC-B 84W. Daikin FXMQ12PVJU, 12.0 MBH cooling capacity, AC-C Daikin FXMQ18PVJU, 18.0 MBH cooling capacity, 214W. AC-D Daikin FXMQ24PVJU 24.0 MBH cooling capacity, 229W. AC-E Daikin FXMQ30PVJU, 30.0 MBH cooling capacity, 297W. AC-F Daikin FXMQ36PVJU, 36.0 MBH cooling capacity, 375W. 4. The operating cost for the electric aspect of their fan coil units within the units, for heating and cooling will be billed to the individual unit owner as part of their electric bill. 5. Commercial units will be provided with Daikin split system heat pump systems (to be fitted upon occupancy). 6. The garage shall be heated by hot water driven unit heaters 7. All systems shall be designed to provide 72 F maximum indoor temperature in heating mode and 75 F minimum indoor temperature for cooling mode to comply with the NYC Energy Code. This shall be Page 19 of 37

87 Franklin Place, New York, New York accomplished with outdoor design NYC design conditions of 12.6 for heating and 89.3 DB and 73 WB for cooling. 8. All roof top equipment shall be properly isolated and insulated so as to prevent equipment vibration and noise from reverberating into apartments below. 9. All exterior metals shall be protected against corrosion. 10. All exterior roof piping shall be properly insulated and weather proofed. 11. All exterior dunnage shall be properly protected against rust and corrosion. 12. All air conditioning systems shall be warrantied for 1 year for parts and labor. (n) Ventilation. 1. Kitchens (where required by Code only) to be exhausted through a vertical duct. Each exhaust shall have a minimum capacity of 65 CFM. Kitchens on penthouse levels from the 16 1 h floor and above shall be exhausted by hoods with individual fans with minimum 300 CFM capacity. 2. Bathrooms are exhausted via vertical exhaust system to exhaust fan on roof. Each bathroom shall be exhausted at a rate of 50 CFM each. 3. Apartment Laundries vent through vertically ducted exhausted via exhaust fans on roof. Fans shall have capacity of 2,200 CFM, 2,200CFM and 1,850 CFM respectively. 4. Back of house areas shall be exhausted and ventilated to the outside. (Refer to schedule below for scheduled CFMS). 5. Storage rooms shall be provided with tempered outside air and exhausted to the outside. (Refer to schedule below for scheduled exhaust CFMS). 6. Garage shall be provided with tempered outside air and exhausted to the outside. Garage exhaust shall be provided with 4,600 CFM maximum exhaust. ( o) Electrical system. 1. Service entrances to main service a. Switchboards: i. Amperes: One (1) 2,500 amp rated main service switchboard (load side) serving all areas of the building. ii. One (1) 400 ampere switch and meter shall be provided for the retail area. i. One (1) 400 ampere switch and direct Con Edison Page 20 of 37

88 Franklin Place, New York, New York 2. Compartment Switchboard: 3. Unit Service: 4. Adequacy : meter shall be provided for the garage area. iv. Voltage: 208/120V 3-phase 4 wire v. Phases: 3 vi. Wire Protective Equipment: Fuses a. The electrical service room and switchboards, distribution panels will be located at the cellar level. The electrical services for the retail will be on the its own main meter in the main electric room and then fed to the retail pull box. The Residential Section loads shall be fed by separately submetered panels in each apartment. a. Rating of main switchboard: By Bussman or equal. 200,000 sym amps. b. Service size to Residential Units shall range from circuit breakers or fuses to units and ratings: amps. c. Number, Size and Type for tapping wire for units: (3) 2 AWG. a. Service: i. Number of circuits per apartment: 24 ii. Capacity to handle modern appliances: 1. Fan Coils: Dishwashers: 20 amps 3. Electric Combination Washer/Dryers: 6,500 watts-208 single phase provided to each unit in case needed in the future. 5. AFCI and GFCI type receptacles shall be provided to comply with the latest NYC and NEC Code requirements. (ii) Lighting and fixtures: Apartment Foyer- recessed down lights Corridor- cove lighting and recessed down lights Kitchens- pendant light over counter/ Under counter lighting Bathrooms- recessed down lights Closets: - flush mounted ceiling lights Page 21 of 37

89 Franklin Place, New York, New York Public Areas: Lobby: recessed linear lights Cellar; hanging fluorescent lighting Fitness room: recessed down lights Corridors: cove lighting and recessed down lights Elevator: LED lighting (iii) Outlets are provided to meet the 2005 NEC for appliance receptacles and 12 ft on center. 1. Average number per living room: (8) 2. Average number per bedroom: (7) (p) Intercommunication and/or door signal systems, security closed circuit TV. a. The Residential Section intercommunication system shall be the Apartment telephone. b. The door signal shall be a mechanical buzzer. c. The Residential Section will be provided with internet, cable TV and telephone backbone, from the telecommunications room in the cellar to the telecom closets on each Residential Section floors, which will be fed by various ISP's. Every apartment will have a voice and data distribution system, providing voice and data outlets in most rooms, connected to this backbone. The residents will be responsible for arranging the service from the respective providers. (q) Public area lighting: Public area lighting will be fluorescent or LED, corridors will be provided with down lights, lobby will be provided with ceiling mounted devices and down lights. Emergency lights will be distributed as per code. Stairwells will be provided with ceiling or wall mounted emergency lights. Parking shall consist of fluorescent fixtures for service crew only. (r) Parking: The unattended automated parking system is composed of one entry exit compartment (bay), one crane and one turn-table. The system has 8 parking spaces over two concrete parking levels. One parking levels is designed to accommodate sedans and the second level full size SUVs. Page 22 of 37

90 Franklin Place, New York, New York Two processes take place: Storage and retrieval. In the storage process, the driver pulls into the bay, and is guided by the system to the stop position. The driver turns the motor off and leaves the bay. The bay area around the vehicle will provide the required accessibility. From a location outside the bay the driver activates the storage process, which is executed by the crane. The crane removes the vehicle from the bay to the turn table, where the car is rotated so it is facing out when retrieved, and later takes the vehicle to the parking position. The retrieval process starts by the driver calling for his vehicle from a location outside the bay. The crane loads the vehicle and delivers it to the bay and the driver is notified by the system, suing a display, that his vehicle is ready. After the driver departs, the system verifies the bay is empty before closing it door and becoming available for the next cycle. The Cellar and Cellar Mezzanine parking areas are not occupied space and therefore do not require two means of egress. Each car will be stored in the parking area by machinery. Service will be provided by one means of egress as per the approved drawings, through a floor hatch and metal stairs. The time frame to retrieve or store a car is at most 3 minutes per car. The vault under Franklin Street will have a secured entrance before the Temporary Certificate of Occupancy is issued. It is meant to serve only during construction (inspection of the road structure above it). (s) A swimming pool will be located on the roof of the building. (1) Pool will be constructed of stainless steel with tile finish. (2) The swimming pool will be approximately 15' x 27'-9' and will be approximately 415 sf. The pool depth will be 3' -0 to 3-6" deep and the approximate number of bathers permitted at any time will be 14 people. (3) The pool will open to the air on the roof deck with perimeter railing and secured fencing. (4) A high rate sand filter, chemical sanitation, PH balanced will be provided. (5) A heat exchanger from base building heat source will be provided. (6) An intermediate concrete frame to primary building structure will provide the structural support for the pool at the building roof. Page 23 of 37

91 Franklin Place, New York, New York (t) Recreation space will be located on the cellar, 1st, 4th, and 6th floors as well at the building roof. The recreational area on the cellar floor will consist of a bike storage room. The first floor will consist of a lobby, package room/cold storage room and lounge area. There will be a recreation room on the 4th floor. The recreational area on the 6th floor will consist of a fitness center with running, cycling, and free weights equipment. The recreational space on the roof top will consist of an outdoor terrace area and pool. Residential storage rooms will be located on the 3rd floor the thru 15th floors. The residential storage bin rooms on the 3rd floor will include wire fenced storage units within a rated enclosed room with a rated self-closing door. The room will be sprinklered. The individual storage rooms on the 4th thru 15th floors will be within a rated enclosed room with a rated self-closing door and sprinklers. (u) Permits and certificates. See (B)(3)&(4) for certificate of occupancy and permits. Sprinkler alarm to be filed with Fire Department. The sprinkler system must be inspected yearly by a licensed plumber selected by the Condominium. The elevator, which is filed under a separate application with the Department of Buildings, is required to have an annual maintenance inspection by the elevator maintenance company selected by the Condominium. All of these inspection reports must be filed with Department of Buildings and all necessary defects corrected. (v) (w) Violations. As of the date of the report there are no violations The work necessary to remove any violations due to individual Sponsor's work that may be issued during construction will be performed prior to the issuance of the permanent certificate of occupancy. Unit information. a) All walls, except those in the baths, are constructed of gypsum wall board. b) Full baths have ceilings consisting of painted moisture resistant gypsum wallboard, full height white marble tiles on walls, white stone slabs on shower surrounds, bathtub deck and stone mosaic or tiles on the floor. Half baths/powder rooms will have full height white marble tiles on accent wall and painted moisture resistant gypsum wallboard on all other walls. c) Kitchens have stone slabs on the backsplash, countertop, aluminum toekick and solid wood floor. d) Unless otherwise noted, the above described materials are new. Page 24 of 37

92 Franklin Place, New York, New York Flooring a) Living room have new solid hardwood flooring with at least three coats of polyurethane finish b) Bedrooms have new solid hardwood flooring with at least three coats of polyurethane finish c) Baths have marble mosaic and white marble tiles on the powder room floor. d) Kitchens have solid wood floors (2) Presence, type and condition of all bathroom fixtures. All fixtures are new products and all finishes described below are new, unless otherwise noted. a) Half bath - Powder room Floor: White stone tile, polished finish. Wall: Painted moisture resistant gypsum wallboard. Accent wall: White stone tile, polished finish. Toilet: One piece toilet, white finish Flush Valve: Wall Actuator Flush Valve, polished chrome finish Wall carrier system: Floor mounted SinkNanity: Vanity wall-mounted sink Faucet: Wall mounted faucet, polished chrome finish b) Second bath w/ Bathtub Floor: stone mosaic, honed finish. Wall: White stone tile, polished finish. Vanity Countertop and Tub deck: Marble slab, polished finish Vanity Cabinet: High gloss polyester resin paint (Lacquer) with drawer for storage Toilet: One piece, elongated front bowl and high-profile tank Bathtub: Acrylic tub with skirt alcove, white finish Shower head: Wall rain shower, nickel finish Shower controls: Thermostatic with shutoff, nickel finish Hand shower & Hook: Nickel finish Tub Filler: Wall mounted tub filler spout, nickel finish Sink: Under mount, white finish Vanity faucet: Vanity widespread faucet, nickel finish Medicine cabinet: Recessed Medicine cabinet 24"x30" c) Second bath w/ Shower Floor: stone mosaic, honed finish. Page 25 of 37

93 Franklin Place, New York, New York Wall: White stone tile, polished finish. Vanity Countertop: stone slab, polished finish Vanity Cabinet: High gloss polyester resin paint (Lacquer) with drawers for storage Toilet: One piece, elongated front bowl and high-profile tank Shower head: Wall rain shower, nickel finish Shower controls: Thermostatic with shutoff, nickel finish Hand shower & Hook: Nickel finish Sink: Under mount, white finish Vanity faucet: Vanity widespread faucet, nickel finish Medicine cabinet: Recessed Medicine cabinet 24"x30" Shower Drain: Square Shower Drain, chrome finish Tempered glass to glass shower door hinges: Chrome finish d) Master bath Floor: stone mosaic, honed finish. Wall: White stone tile, polished finish. Vanity Countertop and Tub deck: stone slab, polished finish Vanity Cabinet: High gloss polyester resin paint (Lacquer) with drawers for storage Toilet: One Piece, elongated front bowl and high-profile tank Bathtub: Cast iron tub with skirt alcove, white finish Tub Filler: Tub filler w/ hand shower, nickel finish Shower head: Wall rain shower, nickel finish Shower controls: Thermostatic with shutoff, nickel finish Hand shower & Hook: Nickel finish Sink: Under mount sink, white finish Vanity faucet: Vanity widespread faucet, nickel finish Mirror: flush mounted Shower Drain: Square Shower Drain, chrome finish Tempered glass to glass shower door hinges: Chrome finish (3) Presence, type and condition of kitchen and laundry equipment. Cabinets: High gloss lacquer finish Countertop & Backsplash: stone, polished finish. Floors: solid wood floor Kitchen Breakdown: Small Galley 2B, 2C, 3B, 3C, Page 26 of 37

94 Franklin Place, New York, New York Galley 2D, 3D, 4C, 58, 5C, 6C, 78, 7C, 88, 8C, 98, 9C, 108, 1 OC, 118, 11 C, 128, 12C, 148, 14C, 158, 15C L shape 2A, 3A, 4A, SA, 6A, 7 A, SA, 9A, 1 OA, 11 A, 12A, 14A U Shape 9D, 10D, 11D, 12D, 14D, 15D PH 16A, 168, 17A, 178, PHA, PHS, PHC Kitchen Appliance Breakdown: a) Small Galley Refrigerator/Freezer: 30" Sub-Zero custom door panel Model 8130/U Dishwasher: 24" Bosch, Panel Ready SHV53T53UC Range: 30" Gas Bosch Cook top 300 series, Model NGM3054UC Wall Oven: 30" Bosch under cook top Model HBL3350UC Hood: 28" Faber Integrated SS Pro-Plus ModeiiNSM28SS 30" Oven/MW combo Model HBL5750UC Washer/dryer: GE gas, vented Model GTUN275GMW Sink: Model Faucet: Riebel pre rinse faucet with spray Model Garbage disposal: % HP Continuous feed Model CS9950 b) Galley Refrigerator/Freezer: (except unit 8C): 30" Sub-Zero custom door panel Model 8130/U Refrigerator/Freezer (unit 8C): 36" Sub-Zero custom door panel, Model 736TCI Dishwasher: 24" Bosch, Panel Ready SHV53T53UC Range: 30" Gas Bosch Cook top 300 series, Model NGM3054UC Hood: 28" Faber Integrated SS Pro-Plus ModeiiNSM28SS Wall Oven: 30" Bosch under cook top Model HBL3350UC 30" Oven/MW combo HBL5750UC Wine Cooler -Danby 15-lnch 34 Bottle Model DWC93BLSST Washer/dryer: GE gas, vented Model GTUN275GMW Sink: Model Faucet: Riebel pre rinse faucet with spray Model Garbage disposal: % HP Continuous feed Model CS9950 Page 27 of 37

95 Franklin Place, New York, New York c) U-Shaped Kitchen Refrigerator/Freezer: 30" Sub-Zero, custom door panel Model BI30/U Dishwasher: 24" Bosch, Panel Ready Model SHV53T53UC. Range: 30" Gas Bosch Cook top 300 series, Model NGM3054UC Hood: 28" Faber Inca Smart Standard Insert Hood ModeiiNSM28SS Combination Wall Oven/ Microwave: 30" Bosch 500 series under Model HBL5750UC for microwave features Washer/dryer: GE gas, vented Model GTUN275GMW Sink: Model Faucet: Riebel pre rinse faucet with spray Model Bl201 Garbage disposal:% HP Continuous feed Model CS9950 d) L Shape Kitchen Refrigerator/Freezer: 36" Sub-Zero, custom door panel Model 736TCI Dishwasher: 24" Bosch, Panel Ready Model SHV53T53UC Range: 36" Gas Bosch Cook top 500 series, Model NGM5654UC Hood: 36" Faber Integrated SS Pro-Plus ModeiiNPL3619SS Combination Wall Oven/ Microwave: 30" Bosch 800 series under Model HBL8750UC. Wall Oven: 30" Bosch under cook top Model HBL8450UC Warming Drawer: 30" Bosch 500 Series Model HWD3050UC Washer/dryer: GE gas, vented Model GTUN275GMW Sink: Model Faucet: Riebel pre rinse faucet with spray Model Bl201 Pot Filler: Moen Chrome double handle wall mount, Model S665 Wine Cooler: Danby 46 Bottle Built-In Dual Zone Model DWC153BLSST Garbage disposal:% HP Continuous feed Model CS9950 E) Penthouse Kitchen Refrigerator/Freezer: Miele 30" Model K1801VI Freezer: Miele 18" Model K1801VI Dishwasher: 24" Bosch, Panel Ready Model SHV53T53UC Range: 36" Gas Bosch Cook top 500 series, Model NGM5654UC Hood: 36" Faber Integrated SS Pro-Plus ModeiiNPL3619SS Combination Wall Oven/ Micro: 30" Bosch 800 series Model HBL8750UC. Wall Oven: 30" Bosch under cook top Model HBL8450UC Warming Drawer: 30" Bosch 500 Series Model HWD3050UC Washer/dryer: GE gas, vented Model GTUN275GMW Wine Cooler Danby 146 Bottle Built-In Dual Zone Model DWC408BLSST Sink: Model Faucet: Riebel pre rinse faucet with spray Model Bl201 Pot Filler: Moen Chrome double handle wall mount, Model S665 Page 28 of 37

96 Franklin Place, New York, New York Garbage disposal: % HP Continuous feed Model CS9950 However. notwithstanding anything to the contrary above, unit information for combined Unit 16A shall be as follows: a) All walls, except those in the baths, are constructed of gypsum wall board. b) Full baths have ceilings consisting of painted moisture resistant gypsum wallboard, full height white marble tiles on walls, white stone slabs on shower surrounds, bathtub deck and stone mosaic or tiles on the floor. Half baths/powder rooms will have full height white marble tiles on accent wall and painted moisture resistant gypsum wallboard on all other walls. c) Kitchens have stone slabs on the backsplash, countertop, aluminum toekick and solid wood floor. d) Unless otherwise noted, the above described materials are new. Flooring a) Living room have new solid hardwood flooring with at least three coats of polyurethane finish b) Bedrooms have new solid hardwood flooring with at least three coats of polyurethane finish c) Baths have marble mosaic and white marble tiles on the powder room floor. d) Kitchens have solid wood floors Presence, Type and Condition of all Bathroom Fixtures All fixtures are new products and all finishes described below are new, unless otherwise noted. a) Half Bathroom I Powder Room Floor: White stone tile, polished finish. Wall: Painted moisture resistant gypsum wallboard Accent wall: White stone tile, polished finish. Toilet: One piece toilet, white finish Flush Valve: Wall Actuator Flush Valve, polished chrome finish Wall carrier system: Floor mounted Sink/Vanity: Vanity wall-mounted sink Faucet: Wall mounted faucet, polished chrome finish Page 29 of 37

97 Franklin Place, New York, New York b) Secondary Bathrooms (Except for Bathroom 3) Floor: stone mosaic, honed finish. Wall: White stone tile, polished finish. Vanity Countertop and Tub deck: Marble slab, polished finish Vanity Cabinet: High gloss polyester resin paint (Lacquer) with drawer for storage Toilet: One piece, elongated front bowl and high-profile tank Bathtub: Acrylic tub with skirt alcove, white finish Shower head: Wall rain shower, nickel finish Shower controls: Thermostatic with shutoff, nickel finish Hand shower & Hook: Nickel finish Tub Filler: Wall mounted tub filler spout, nickel finish Sink: Under mount, white finish Vanity faucet: Vanity widespread faucet, nickel finish Medicine cabinet: Recessed Medicine cabinet 24"x30" c) Bathroom 3 Floor: stone mosaic, honed finish. Wall: White stone tile, polished finish. Vanity Countertop and Tub deck: stone slab, polished finish Vanity Cabinet: High gloss polyester resin paint (Lacquer) with drawers for storage Toilet: One Piece, elongated front bowl and high-profile tank Bathtub: Cast iron tub with skirt alcove, white finish Tub Filler: Tub filler w/ hand shower, nickel finish Shower head: Wall rain shower, nickel finish Shower controls: Thermostatic with shutoff, nickel finish Hand shower & Hook: Nickel finish Sink: Under mount sink, white finish Vanity faucet: Vanity widespread faucet, nickel finish Mirror: flush mounted Shower Drain: Square Shower Drain, chrome finish Tempered glass to glass shower door hinges: Chrome finish d) Master Bathroom Floor: stone mosaic, honed finish. Wall: White stone tile, polished finish. Vanity Countertop and Tub deck: stone slab, polished finish Vanity Cabinet: High gloss polyester resin paint (Lacquer) with drawers for storage Toilet: One Piece, elongated front bowl and high-profile tank Bathtub: One piece freestanding fiberglass tub Tub Filler: Free standing Tub filler w/ hand shower, nickel finish Shower head: Wall rain shower, nickel finish Shower controls: Thermostatic with shutoff, nickel finish Hand shower & Hook: Nickel finish Page 30 of 37

98 Franklin Place, New York, New York Sink: Under mount sink, white finish Vanity faucet: Vanity widespread faucet, nickel finish Mirror: flush mounted Shower Drain: Linear Drain, chrome finish Tempered glass to glass shower door hinges: Chrome finish Presence, Type and Condition of Kitchen Cabinets: High gloss lacquer finish Countertop & Backsplash: stone, polished finish. Floors: solid wood floor Kitchen Appliance Breakdown: Refrigerator/Freezer: Miele 30" Model K1801 VI Freezer: Miele 18" Model F1411VI Dishwasher: 24" Bosch, Panel Ready Model SHV53T53UC Range: 36" Gas Bosch Cook top 500 series, Model NGM5654UC Hood : 36" Faber Integrated SS Pro-Plus ModeiiNPL3619SS Combination Wall Oven/ Micro: 30" Bosch 800 series Model HBL8750UC. Wall Oven: 30" Bosch under cook top Model HBL8450UC Warming Drawer: 30" Bosch 500 Series Model HWD3050UC Wine Cooler: Danby 146 Bottle Built-In Dual Zone Model DWC408BLSST Sink: Model Faucet: Riebel pre rinse faucet with spray Model Bl201 Pot Filler: Moen Chrome double handle wall mount, Model S665 Garbage disposal:% HP Continuous feed Model CS9950 Laundry Appliance Breakdown: Washer/dryer: GE gas, vented Model GTUN275GMW : one (1) side-by-side in laundry closet on the 16th floor and one (1) stacked in laundry closet on the 15th floor off of the foyer. However. notwithstanding anythi ng to th e contrary above. unit information for combined Unit PHC shall be as follows: a) All walls, except those in the baths, are constructed of gypsum wall board. b) Full baths have ceilings consisting of painted moisture resistant gypsum wallboard, full height white marble tiles on walls, white stone slabs on shower surrounds, bathtub deck and stone mosaic or tiles on the floor. Half baths/powder rooms will have full height white marble tiles on accent wall and painted moisture resistant gypsum wallboard on all other walls. Page 31 of 37

99 Franklin Place, New York, New York c) Kitchens have stone slabs on the backsplash, countertop, aluminum toekick and solid wood floor. d) Unless otherwise noted, the above described materials are new. Flooring a) Living room have new solid hardwood flooring with at least three coats of polyurethane finish b) Bedrooms have new solid hardwood flooring with at least three coats of polyurethane finish c) Baths have marble mosaic and white marble tiles on the powder room floor. d) Kitchens have solid wood floors Presence, Type and Condition of all Bathroom Fixtures All fixtures are new products and all finishes described below are new, unless otherwise noted. a) Half Bathrooms I Powder Rooms Floor: White stone tile, polished finish. Wall: Painted moisture resistant gypsum wallboard Accent wall: White stone tile, polished finish. Toilet: One piece toilet, white finish Flush Valve: Wall Actuator Flush Valve, polished chrome finish Wall carrier system: Floor mounted Sink/Vanity: Vanity wall-mounted sink Faucet: Wall mounted faucet, polished chrome finish b) Secondary Bathrooms Floor: stone mosaic, honed finish. Wall: White stone tile, polished finish. Vanity Countertop and Tub deck: Marble slab, polished finish Vanity Cabinet: High gloss polyester resin paint (Lacquer) with drawer for storage Toilet: One piece, elongated front bowl and high-profile tank Bathtub: Acrylic tub with skirt alcove, white finish Shower head: Wall rain shower, nickel finish Shower controls: Thermostatic with shutoff, nickel finish Hand shower & Hook: Nickel finish Tub Filler: Wall mounted tub filler spout, nickel finish Sink: Under mount, white finish Vanity faucet: Vanity widespread faucet, nickel finish Page 32 of 37

100 Franklin Place, New York, New York Medicine cabinet: Recessed Medicine cabinet 24"x30" c) Master Bathrooms Floor: stone mosaic, honed finish. Wall: White stone tile, polished finish. Vanity Countertop and Tub deck: stone slab, polished finish Vanity Cabinet: High gloss polyester resin paint (Lacquer) with drawers for storage Toilet: One Piece, elongated front bowl and high-profile tank Bathtub: Cast iron tub with skirt alcove, white finish Tub Filler: Tub filler w/ hand shower, nickel finish Shower head: Wall rain shower, nickel finish Shower controls: Thermostatic with shutoff, nickel finish Hand shower & Hook: Nickel finish Sink: Under mount sink, white finish Vanity faucet: Vanity widespread faucet, nickel finish Mirror: flush mounted Shower Drain: Square Shower Drain, chrome finish Tempered glass to glass shower door hinges: Chrome finish Presence. Type and Condition of Kitchen Cabinets: High gloss lacquer finish Countertop & Backsplash: stone, polished finish. Floors: solid wood floor Kitchen and Wet Bar Appliance Breakdown: a) 19th Floor Kitchen Refrigerator/Freezer: Miele 30" Model K1801VI Freezer: Miele 18" Model F1411VI Dishwasher: 24" Bosch, Panel Ready Model SHV53T53UC Range: 36" Gas Bosch Cook top 500 series, Model NGM5654UC Hood: 36" Faber Integrated SS Pro-Plus ModeiiNPL3619SS Combination Wall Oven/ Micro: 30" Bosch 800 series Model HBL8750UC. Wall Oven: 30" Bosch under cook top Model HBL8450UC Warming Drawer: 30" Bosch 500 Series Model HWD3050UC Wine Cooler: Danby 146 Bottle Built-In Dual Zone Model DWC408BLSST Sink: Model Faucet: Riebel pre rinse faucet with spray Model B1201 Pot Filler: Moen Chrome double handle wall mount, Model S665 Garbage disposal:% HP Continuous feed Model CS9950 b) 20th Floor Wet Bar Page 33 of 37

101 Franklin Place, New York, New York Refrigerator/Freezer: Miele 30" Model K1801 VI Freezer: Miele 18" Model F1411VI Dishwasher: 24" Bosch, Panel Ready Model SHV53T53UC Warming Drawer: 30" Bosch 500 Series Model HWD3050UC Wine Cooler: Danby 146 Bottle Built-In Dual Zone Model DWC408BLSST Sink: Model Faucet: Riobel pre rinse faucet with spray Model Bl201 Pot Filler: Moen Chrome double handle wall mount, Model S665 Garbage disposal: % HP Continuous feed Model CS9950 Laundry Room Appliance Breakdown: Washer/dryer (2): GE gas, vented Model GTUN275GMW (x) Finish Schedules FINISH SCHEDULE FOR RESIDENTIAL SPACES LEVEL LOCATION FLOOR BASE WALLS CEILING 2-20 FLOORS APT. VESTIBULE, CLOSETS WOOD PAINTED PAINT PAINT WOOD APT. LIVING, LIBRARY,FOYER WOOD PAINTED PAINT PAINT WOOD APT. BEDROOMS WOOD PAINTED PAINT PAINT WOOD MASTER BATHROOM 1BR & STONE STONE STONE/PAINT PAINT STUDIO 2ND & 3RD BATHROOM STONE STONE STONE PAINT APT. KITCHEN WOOD PAINTED PAINT/STONE PAINT WOOD/ BACKSPLASH METAL APT. STAIRS WOOD METAL NA NA FINISH SCHEDULE FOR COMMON SPACI:.S LEVEL LOCATION FLOOR BASE WALLS CEILING CELLAR ELEVATOR LOBBY VINYL TILE VINYL PAINT PAINT CORRIDOR CONCRETE VINYL PAINT PAINT Page 34 of 37

102 Franklin Place, New York, New York STAIRS CONCRETE NA PAINT PAINT BICYCLE STORAGE CONCRETE NA PAINT PAINT RESIDENTIAL STORAGE CONCRETE NA PAINT PAINT LAUNDRY VINYL TILE VINYL PAINT PAINT FIRE PUMP CONCRETE NA PAINT PAINT ELEVATOR CONTROL CONCRETE NA PAINT PAINT SUPER OFFICE VINYL TILE VINYL PAINT PAINT BATHROOM CERAMIC TILE CERAMIC PAINT PAINT TILE TELECOM CONCRETE NA PAINT PAINT TRASH CONCRETE NA PAINT PAINT MECHANICAL PLUMBING CONCRETE NA PAINT PAINT GAS METER CONCRETE NA PAINT PAINT ELECTRICAL CONCRETE NA PAINT PAINT 1ST FLOOR LOBBY MANUFACTURED METAL STONE WOOD STONE COMMERCIAL UNIT N/A N/A N/A N/A COLD STORAGE VINYL TILE VINYL PAINT PAINT 2ND FLOOR FITNESS CARPET METAL LEATHER WOOD WALL COVERING TYPICAL TYPICAL CORRIDOR MANUFACTURED META; VINYL WALL PAINT CORRIDOR STONE/ CARPET COVERING ELEVATOR ELEVATOR MANUFACTURED WOOD AND WOOD AND METAL STONE MIRROR MIRROR (y) (z) Smoke detectors and carbon monoxide detectors are provided inside all sleeping areas and within 15 feet outside all sleeping areas in the apartment units. Fire alarm speakers are provided at the entrance of all apartment units. Common areas are provided with manual/automatic initiation devices and notification devices as required by the New York City Building Code. Additional information required. Page 35 of 37

103 Franklin Place, New York, New York (1) See attached floor plans for each type of unit indicating room dimensions, total areas, unit boundaries and the relationship of units to each other. (2) Floor to ceiling heights of units. Residential Lobby: Ceiling heights range from approximately 1 0'-0" to 15'- 8" Floor 2-14 Residential: Ceiling heights range from approximately 7'-8" to approximately 9'-0" Floor 15: Ceiling heights range from approximately 9'-0" to approximately 10'-2" Floor 16-19: Ceiling heights range from approximately 9'-0" to approximately 1 0'-6" Floor 20: Ceiling heights range from approximately 8'-6" to approximately 13'-6" Floor 5 Recreation Area: Ceiling heights are approximately 19'-3" Floor 7 Gym: Ceiling heights are approximately 19'-3" (aa) In the event that certain conditions in the building(s) cannot be adequately evaluated by a visual examination, the Office of the Attorney General may, in its discretion, direct that an independent engineer or testing laboratory be retained to perform such tests or monitoring as may be necessary in order to make adequate disclosure. Conditions which may require additional testing or monitoring include, but are not limited to: settlement, masonry cracks, rusting of structural steel, adequacy of concrete cover, firestopping, etc. Test results must be reported in the offering plan or in an amendment thereto. (bb) There is no further development. No additional Units will be added to the Condominium by Sponsor (cc) (dd) Asbestos. ACP-5 will be provided by Owner. No asbestos in project. Lead-based paint. No lead-based paint in project. (ee) Unit Measurement. Units are measured horizontally from the exterior side of the exterior walls or windows (columns, mechanical pipes, shafts, shaft ways, chases, chase ways, and conduits are not deducted) to the centerline of the partitions separating one Unit from another Unit, or the exterior of the interior walls and partitions separating a Unit from public corridors, stairs, elevators and other mechanical equipment spaces or any Common Elements not within a Unit. Each Unit consists of the area measured Page 36 of 37

104 Franklin Place, New York, New York vertically from the top of the concrete floor slab below to the underside of the finished ceiling. (ff) Other disclosures There is no corrosive drywall materials incorporated in the project. There are no existing unsafe conditions that have been brought to the sponsor's attention. Commissioning Agent for the project: Henick-Lane Inc. (gg) Documents to be transferred to Condominium Management: The following documents will be transferred to the condominium management upon transfer of control: -Operations & Maintenance (O&M) manuals for mechanical equipment -Electronic system manual (as applicable) -Re-commissioning manual (as applicable) -Equipment warranties -Roof Warranty -Major equipment Start-Up Sheets -Control System As-Builts -Original Test & Balance Report for HVAC System -Waterproofing warranties -Indoor Air Quality report -Final as-built drawings as maintained during construction, i.e., structural, - mechanical, electrical, plumbing Seal Page 37 of 37

105 0)\ NEW YORK CERTIFICATION OF SPONSOR'S ARCHITECT PURSUANT TO SEC 20.4(c) OF THE REGULATIONS ISSUED PURSUANT TO GENERAL BUSINESS LAW, ARTICLE 23-A, AS AMENDED. New York State Department of Law 120 Broadway, 23rd Floor New York, New York Attn.: Real Estate Finance Bureau Re: "Franklin Place" Premises: 5 Franklin Place ajkja 371 Broadway New York, New York The Sponsor of the Offering Plan to convert the captioned Property to condominium ownership retained our firm, ODA-Architecture, P.C. ("ODA"), to prepare a report describing the construction of the Property (the "Report"). On September 19, 2012, we visually inspected the property, and we subsequently examined the building plans and specifications that were prepared by ODA, dated November 9, 2012, and prepared an initial Report dated March 29, 2013 which was revised and updated on June 4, 2013, which was supplemented by addenda dated July 15, 2014 and November 13, 2014, and we are now amending and supplementing the initial Report, as amended, with a restated version of the Report dated June 15, 2015, based on a visual inspection on June 19, 2015 and adaprepared revised floor plans dated June 19, 2015, a copy of which Report is intended to be incorporated into the Offering Plan, as amended, so that prospective purchasers may rely on the Report. We are registered architects in the State of New York. We understand that we are responsible for complying with Article 23-A of the General Business Law and the regulations promulgated by the Attorney General in Part 20 insofar as they are applicable to this Report. 0 ODA ARCHITECTURE.COM PARK AVENUE SOUTH, THIRD FLOOR, NEW YORK, NY 10003

106 0)\ NEW YORK We have read the entire Report and investigated the facts set forth in the Report and the facts underlying it with due diligence in order to form a basis for this certification. This Certification is made for the benefit of all persons to whom this offer is made. We certify that the Report: (i) sets forth in narrative form the description and/or physical condition of the entire Property as it will exist upon completion of construction and/or renovation, provided that construction and/or renovation is in accordance with the plans and specifications that we examined; (ii) (ii) (iii) in our professional opmwn affords potential investors, purchasers and participants an adequate basis upon which to found their judgment concerning the description and/or physical condition of the Property as it will exist upon completion of construction and/or renovation in accordance with the plans and specifications that we examined; does not omit any material fact; does not contain any untrue statement of a material fact; (iv) does not contain any fraud, deception, concealment, or suppression; (vi) (vii) does not contain any promise or representation as to the future which is beyond reasonable expectation or unwarranted by existing circumstances; does not contain any representation or statement which is false, where we: (a) knew the truth; (b) with reasonable effort could have known the truth; (c) made no reasonable effort to ascertain the truth; or (d) did not have knowledge concerning the representations or statement made. We further certify that we are not owned or controlled by and have no beneficial interest in the Sponsor and that our compensation for preparing the Report is not contingent on the conversion of the Property to a condominium or on the profitability or price of the offering. This statement is not intended as a 0 ODA-ARCHITECTURE.COM PAR~ AVENUE SOUTH, TI11RD FLOOR, NEW VORK, NY 1000J

107 0)\ NEW YORK By: +--t1=r--f-+--~tt-1711p..-'rr'lt=-_; l P.Chrstia 2/ts Sworn to before me this 22 day of June, 2015 JOM~Ri~t otary Pubhc JOANNA REGIEC Notwy Public Sta& ot,.., lbllc No. OIR & ~In New 'lblk County My Commulon ~ Octobtr 14, 2018 Seal OODA ARCHITECTURE.COM PARK AVENUE SOUTH, THIRD FLOOR, NEW YORK, NY 10003

108 Exhibit "G" R:\D'Agoslino\!'I.ANS\51' Plan (34RI!9)\Amendmenl,il 51h Amendmcnt\1 5th Amendment v7 doc

109 AARON VALUATION 358 Seventh Avenue - PMB 124 Brooklyn, NY (347) tel (323) fax June 2, 2015 Broadway 371, LLC 575 Madison Avenue New York, NY Re : Real Estate Tax Projection 5 Franklin Place aka 371 Broadway Borough of Manhattan, Block 175, Lot 31 (formerly lots 31 and 32) City and State of New York You have requested a forecast of the real estate tax liability for the above referenced premises for the first year of condominium operation commencing in September I have also provided an estimate of the taxes for the subject property for the 2016/2017 tax year, after the property has been re-assessed as a fully completed condominium property. I have been provided the following facts regarding this project: The proposed 19-story property will have a gross building area of 114,072 above grade upon completion. Upon completion the property will have 53 residential units, a retail store with 3, 776 square feet of gross area at grade including mezzanine and 697 square feet of basement storage area. Livable residential area will measure 87,158 square feet upon completion inclusive of private storage area for each apartment. Additional amenities include self-parking, which will be licensed, a recreation room, a gym/fitness room, a common roof garden, and a rooftop swimming pool. The common interest attributed to the residential units is % while the common interest attributed to the retail unit is %. A temporary certificate of occupancy is expected by August 1, condominium operation will commence on September 1, The first year of

110 BROADWAY 371, LLC JUNE 2, 2015 Methodology There are three recognized appraisal methods which are employed by the Real Property Assessment Department to determine the full market value of income producing real property. These methods are the original cost method, capitalization of income approach, and the sales price comparison method. The original cost method is based on the theory that the value of a given property is reflected by its cost of construction plus the acquisition cost of the underlying land. This method of valuation is considered a highly significant indicator of value with respect to new buildings. Relevant data used in the cost method include material and labor ("hard") costs, and financing, engineering, architectural, testing and professional fees, construction period taxes ("soft") costs. The capitalization of income method is based upon the proposition that the annual net income generated by a property, when divided by the rate of return an investor at a given time would accept for his money in a competing investment, yields a close estimate of the market value of the property. The sales price comparison method is founded upon the belief that value can be ascertained by surveying market prices. Market value has been defined as that price which a property would bring in a competitive and open market, wherein both buyer and seller are acting prudently, knowledgeably, and assuming the price is not affected by undue stimulus. However, the addition of sales price of individual units may not be the basis for arriving at the assessed valuation of a residential condominium or cooperative housing corporation. The standard for assessment for residential cooperative and condominium structures is set forth in Real Property Tax Law 581. In the case of condominiums, the method of assessment of the individual units is set forth in Real Property Law Section 339-Y. In essence, the standard of assessment prescribed by statute for cooperative and condominium structures is that these buildings are to be assessed in the same manner as are rental apartment buildings. Further, the statutes provide that the sale price of a cooperative apartment building as an entity and the sale of a condominium unit are not the measure of value for assessment purposes. Since the tax year 1982/83, Real Property Tax Law Section 1805(3) provides for the creation of a transitional assessment system within the City of New York. Under the transitional assessment system, any increase in the assessed value of a property is phased in over a five-year period in equal installments. However, the statute requires the Finance Department to include all physical AARON VALUATION 2

111 BROADWAY 371, LLC JUNE 2, 2015 (new construction, renovation, rehabilitation or addition of square footage to existing structures) changes directly into the taxable assessed valuation without the five-year phase-in. The "actual assessment" is the target value which will be reached at the end of the five-year period, assuming the assessment is not increased in the interim. Pursuant to Real Property Tax Law Section 1805, the taxable assessment is determined to be the Jesser of the actual assessed valuation or the transitional assessed valuation. In arriving at the assessed valuation for each unit in the Condominium, the building is first assessed as an entity. This overall assessment is then apportioned among the respective units, each of which will be assigned a tax lot designation once the Condominium Declaration has been recorded and the floor plans are filed with the Office of the City Registrar. The Department of Finance currently apportions assessed value based upon each unit's percentage of overall common interest. Current Assessments New York City's fiscal tax year runs from July 1 to June 30. Assessments in any given year are determined as of the "taxable status date," January 5, proceeding the fiscal tax year. The assessed values for Block 175, Lot 31 (formerly lots 31 and 32) for the upcoming tax year are set forth as follows: CURRENT ASSESSMENTS Tax Year Actual Land Actual Total Transitional Land Transitional Total Taxable Total 2015/2016 Tentative $628,200 $5,227,200 $626,220 $5,208,196 The upcoming year's taxable assessed value is the lower of the "actual" or "transitional" total. In the current year, the taxable assessed value of $5,208,196 represents the transitional assessment. This assessed value for the upcoming tax year is based on the property's legal status, as of January 5, 2015, as a "luxury apartment building" (D8) assessed under Tax Class 2. This assessment does not represent the full assessment value upon completion, however, and only reflects the status as of January 5, A temporary certificate of occupancy is expected by August 1, Upon completion, the property will be classified as residential condominiums assessed under Tax Class 2 and a retail condominium assessed under Tax Class 4. AARON VALUAT I ON 3

112 BROADWAY 371, LLC JUNE 2, 2015 Tax Rates The property is presently classified as a Tax Class 2 (residential) property. The property's residential units will continue to be classified within Tax Class 2 (multi-family residential) upon condominium division, while the retail unit will be assessed in Tax Class 4 (commercial). The Class 2 tax rate for the 2014/2015 tax year is $ per $100 of assessed value. The Class 4 tax rate for the 2014/2015 tax year is $ per hundred of assessed value. Rates for subsequent tax years have not yet been announced. The chart below illustrates historical tax rates in each class. HISTORICAL TAX RATES, NYC Rate of Rate of Year Class 2 Change Class 4 Change 2005/2006 $ $ /2007 $ % $ % 2007/2008 $ % $ % 2008/2009 $ % $ % 2009/2010 $ % $ % 2010/2011 $ % $ % 2011/2012 $ % $ % 2012/2013 $ % $ % 2013/2014 $ % $ % 2014/2015 $ % $ % Cumulative Change $ % -$ % Average Annual Change 0.47% -0.57% Compound Annual Change 0.40% -0.63% Source: New York City Department of Finance Between 2005/2006 and 2008/2009, tax rates remained fairly stable. The 2008/2009 tax rates reflect a tax increase enacted to counter budget shortfalls but rates have stabilized since then. The Class 2 tax rate has had a compound annual increase of 0.40% over this period, and the Class 4 tax rate has had a compound annual decrease of.63% over this period. For the purpose of this tax forecast, tax rates are assumed to increase by 1% per annum on average for future tax years. Aaron Valuation Inc. makes no representations or warranties that the forecasted tax rates for the 2015/2016 or subsequent tax years will be adopted by the New York City Council. AARON VALUATION 4

113 BROADWAY 371, LLC JUNE 2, 2015 Forecasted Future Taxes This letter assumes that the property is reassessed as a fully completed structure for the 2016/2017 tax year. A review of current valuations of comparable recently constructed buildings in the vicinity of the subject, justifies an overall assessed valuation as follows for each component upon completion of construction and reassessment: Residential Units: Retail Unit: Combined Total : $11,766,330 $755,200 $12,521,530 While there is a formula which has been utilized by the Real Property Assessment department in reassessing such properties in the past, it has not been employed consistently, and it is therefore not possible to estimate or determine the post-completion assessed valuation of this property with any degree of certainty. All prospective purchasers are advised that although the estimate of assessed valuation upon completion of construction is a good-faith estimate, such assessed valuation, when actually made, may be less or greater than as estimated on the following pages. The taxes for the first year of condominium operation and upon reassessment for each component are calculated below. AARON VALUATION 5

114 BROADWAY 371, LLC JUNE 2, 2015 ESTIMATED TAX LIABILITY 2015/2016 AND 2016/2017 TAX YEARS Tentative 2015/2016 Assessment (Entire Property) Forecasted 2015/2016 Tax Rate Forecasted 2015/2016 Tax Burden (Entire Property) Component Common Interest % Forecasted 2015/2016 Component Taxes X X Residential Retail $5,208,196 $5,208, % X % $676,209 $676, % X 4.787% $643,839 $32,370 Forecasted 2016/2017 Component Assessement Upon Reassessment Forecasted 2016/2017 Component Tax Rate Forecasted 2016/2017 Component Taxes $11,766,330 $755,200 0 X Ofo X...;;1;.;;0"-'. 8:.::9:...:::9...:. f<"-o $1,542,919 $82,309 Estimated Taxes First Year Operation (83% 2015/2016 and 17% 2016/2017) $40,693 The residential units' aggregate tax burden is forecasted to total $643,839 for the 2015/2016 tax year, based on the current tentative assessment, and $1,542,919 for the 2016/2017 tax year. Taxes payable during the first year of condominium operation will be comprised of 83% of the taxes due for the 2015/2016 fiscal year (10 months) and 17% of the taxes due for the 2016/2017 fiscal year (2 months). The blended tax burden for the first year of operation is estimated at $793,685. The retail unit's tax burden is forecasted to total $32,370 for the 2015/2016 tax year, based on the current tentative assessment, and $82,309 for the 2016/2017 tax year. Taxes payable during the first year of condominium operation will be comprised of 83% of the taxes due for the 2015/2016 fiscal year (10 months) and 17% of the taxes due for the 2016/2017 fiscal year (2 months). The blended tax burden for the first year of operation is estimated at $40,693. These estimates exclude any exemptions or abatements for which the property may qualify. AARON VALUATION 6

115 BROADWAY 371, LLC JUNE 2, 2015 ESTIMATED FULL TAXES PER UNIT Residential Units Retail Unit First Year Condominium Operation (September 2015 to August 2016) Upon Completion Reassessment (2016/2017 Tax year) $793,685 x Common Interest Percentage $40,693 $1,542,919 x Common Interest Percentage $82,309 This letter was prepared at the Sponsor's request. Certain figures set forth herein are approximations derived from material submitted by the sponsor and are subject to variation. I have not passed upon the accuracy of any figures or estimates contained within the offering plan, and offer no warranties of the amount of any liability for any period. The opinions expressed above are based on my interpretation of the Real Property Tax Law, Administrative Code of the City of New York, and the applicable rules and regulations of the Department of Finance in effect as of the date hereof. While I believe my opinions are well founded, they are not intended, and should not be construed as representations or warranties. You should be aware that the laws, regulations and practices of the Department of Finance upon which this opinion is predicated may in the future be revised in a manner adverse to your interests, or that there may be an adverse interpretation of the law or regulations by one or more agencies of the City of New York, or Courts of competent jurisdiction. The foregoing analysis is based upon experience with the Real Property Assessment Department and the Tax Commission of the City of New York, and their assessment policies regarding newly renovated properties held in condominium ownership. Application of a particular approach to valuation by an individual assessor may yield a different result. This would necessitate commencement of real property tax review proceedings at the Tax Commission or Supreme Court level to bring the assessment in line with the estimates presented herein. Sincerely, Amanda Aaron, MAl NY Certified Real Estate Appraiser # AARON VALUATION 7

116 BROADWAY 371, LLC JUNE 2, 2015 CONTINGENT AND LIMITING CONDITIONS The appraiser assumes no responsibility for matters of a legal nature affecting the property appraised or the title thereto, nor does the appraiser render any opinion as to the title which is assumed to be good and marketable. The appraiser is not required to give testimony or appear in court because of having made the appraisal with reference to the property in question unless arrangements have been previously made therefore. Any distribution of the valuation in the report between land and improvements applies only under the existing program of use. The separate valuations for land and building must not be used in conjunction with any other appraisal and are invalid if so used. The appraiser assumes that there are no hidden or unapparent conditions of the property, subsoil or structures which would render them more or less valuable. The appraiser assumes no responsibility for such conditions or for engineering which might be required to discover such facts. Information, estimates and opinions furnished to the appraisers and contained in the report were obtained from sources considered reliable and believed to be true and correct. However, no responsibility for accuracy of such items furnished the appraiser can be assumed by the appraiser. Disclosure of the contents of the appraisal report is governed by the Bylaws and Regulations of the professional appraisal organizations with which the appraiser is affiliated. Neither all nor any part of the content of the report or copy thereof shall be used for any purposes by anyone but the client specified in the report, the borrower if appraisal fee paid by same, the mortgagee or its successors and assigns, mortgagee insurers, consultants, professional appraisal organizations, any state or federally approved financial institution without the previous written consent of the appraiser. It is assumed that there will be full compliance with all applicable federal, state and local environmental regulations and laws unless nonconformity has been stated, defined and considered in this analysis. It is assumed that all applicable zoning and use regulations and restrictions will be complied with unless a non-conformity has been stated, defined and considered in this analysis. It is assumed that the existing or proposed improvements will conform to the Certificate of Occupancy as issued by the appropriate municipal agency. Unless otherwise stated in this report, the existence of hazardous material, which may or may not be present on the property, was not observed by the appraisers. The appraiser has no knowledge of the existence of such materials on or in the property. The appraiser, however, is not qualified to detect such substances. The presence of substances such as asbestos, urea-formaldehyde foam insulation or other potentially hazardous materials may affect the value of the property. The value estimate is predicated on the assumption that there is no such material on or in the property that would cause a loss in value. No responsibility is assumed for any such conditions or for any expertise or engineering knowledge required to discover them. The client is urged to retain an expert in this field if desired. AARON VALUATION 8

117 BROADWAY 371, LLC JUNE 2, 2015 That all mortgages, liens, encumbrances, leases and servitudes have been disregarded unless so specified within this appraisal report. The property is appraised as though under responsible ownership and competent management. That no survey of the property has been made by the appraisers, and no responsibility is assumed in connection with such matters. Sketches used in this appraisal report are included only to assist the reader in visualizing the property. That this appraisal report is meant to be presented in its entirety. If this report is presented in any form other than its complete form, it becomes invalid. The Americans with Disabilities Act (ADA) became effective January 26, The appraiser has not made a specific survey or analysis of this property to determine whether the physical aspects of the improvements meet the ADA accessibility guidelines. Since compliance matches each owner's financial ability with the cost to cure the property's potential physical characteristics, the appraisers cannot comment on compliance to ADA. A brief summary of physical aspects is included in this report. It in no way suggests ADA compliance by the current owner. Given that compliance can change with each owner's financial ability to cure non-accessibility, the value of the subject does not consider possible non-compliance. Specific study of both the owner's financial ability and the cost to cure any deficiencies would be needed for the Department of Justice to determine compliance. AARON VALUATION 9

118 BROADWAY 371, LLC JUNE 2, 2015 CERTIFICATION The statements of fact contained in this report are true and correct. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions and are my personal, impartial, and unbiased professional analyses, opinions, and conclusions. I have no present or prospective interest in the property that is the subject of this report and no personal interest with respect to the parties involved. I have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment. I meet the Competency provision of USPAP. My engagement in this assignment was not contingent upon developing or reporting predetermined results. My compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. My analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice. I have made a personal inspection of the property that is the subject of this report. Jordan Hermiller provided assistance identifying comparable properties for the forecast of the subject's tax burden. No one else provided significant real property appraisal assistance to the person signing this certification. I have provided no services involving the subject property within the three years prior to this assignment. The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. As of the date of this report, I have completed the continuing education requirements of the Appraisal Institute. Amanda Aaron, MAl NY State Certified General Appraiser # AARON VALUATION 10

119 BROADWAY 371, LLC JUNE 2, 2015 QUALIFICATIONS: AMANDA AARON, MAl Principal, Aaron Valuation Inc. Education Columbia University, (New York, New York), B.A. New York University Graduate School of Arts and Science, M.A. Appraisal Institute - MAl designation and continuing education requirements Experience Full range of property appraisal experience since 1998 includes valuation of apartment buildings, condominiums and cooperative buildings, retail properties, industrial buildings, mixed-use properties, affordable housing, office buildings, hotels, senior housing facilities, proposed construction and vacant land. Competencies include market analysis and feasibility determination, property tax analysis, cash equivalency valuation of favorable financing terms and LIHTC valuation for affordable housing developments, ground-lease valuation and fractional interest valuation. Experience includes supervision of both experienced and junior appraisers, peer appraisal review for a range of properties, and instruction of courses for New York State licensing requirements. Clients of Aaron Valuation include lending institutions, attorneys, CPAs, property owners and developers. Professional Affiliations MAl Designated Member of the Appraisal Institute Metro New York Chapter of the Appraisal Institute Board Member and Education Chair Appraisal Institute Regional Representative New York City Certified WBE (Woman-Owned Business Enterprise) New York State Certified General Real Estate Appraiser # New York State Supervisory Appraiser New York State Course Instructor and Appraisal Institute Course Instructor AARON VALUATION 11

120 Exhibit "H" R :\l)'agos1ino\plan~'\5t' l'lan (34889)\Amendments\1 5lh Amendment\! 5th Amendment v7 doc

121 "FRANKl-IN PLACE" I R";';""Dotoo SF~ kh Pio<Ow/omS<h'""''A IS ( " " I I n'lv\nklinl'l.:ac:e:"i-rn:'a~71blloan\\1ay I L l _I NEWl'OR'K; NEW"VORK l 1 - I _[:- I ~-.. ~ ltevfsed-s"clled] ~ ±.=: I t _. -Ofl'eriilgPriCeSailal«lau:u uuunnauuo. AlfPro}ected-C biirges are forthc T\velvcMonth J)eriod ~--- CommciiCmg ScJ)temoer-l,21li~~d E"n~~Aug!Jst 3-t -;:~fg(''firsrvea?)) Unit Estimated ApJ>roxln are AJl.prox. j_.l Annua.I/Mont~ly j Estimated Description: Gross Sq. Ft. of % Contri- Estimated Estimated Real Estate Taxes Estimated Annuai/Monthl;r_ ~ umber of Squar~ Balconies Estimated of butiog -~ ~nnuai/monthly Annuai!MOn!!'!Y _ Upon 1_00~ AnnuaUMo~h_.!r. Deduc~ Bedrooms & Footage and/or Offering Common Share Common Charges Real Estate Taxes Comj!lerio_n Carrying Cha!:_ges (:arrying Chao:ges (FirstYear) _j (FirstYea.1 Interest (FintYear) ~(FirstYear) L (J ulr_j_,~) --1 '--~-~~--J-~l J----J--s.:.!..-_!. l(.:;:, 5) J.::L l.:. (7}!==. (8) c= (9) (10) --1 (11) 3 80/3/T t- i,o24 I soo-j-"sj,iso,ooo:oo"l %- I % t $25, s2,15i:6ll $18, I s1,s11.sst s3s,261.3s I s2,938.4s I S43,9S7.89 l s3, I SlsJ 3s.6Ti s1,s11.ss 3A 3 BD/3.5,_ N/A $3,350, % % $24, $2, $17, $1, $33, $2, ~30.06 ~, S17,219.~~ f-~1,434.:24 4A 3 BD/3.5 1,967 N/A $3,400, % % $24, $2, $17, $1, $33, $2, $41, $3, $17, $1, SA 3 BD':~ _ 1,967 N/A ~;_~0 1 ~00,0~ ].0863% --~ -1912% $24,]55.80 $2, $17, $1, $33, $2, ~ 42,147_}0 $3, $17,391.~~ $1, A 3 BD/3.5 1,967 N/A S3,500, % % $24, $2, $17, $1,456:47" $33, $2, $42, $3, $17, $1, I 7A f--~ ~0~.5 i- 1,!167 N/A _ $3,550, % 2.~ _ $25, $2, $17,563.6~- $1, $34, $2, $42, $3,547.~~~ 17,563,67 ~63.64 I SA 3 00/3.5 1,967 N/A $3,600, % % $25, $2, $17, , $34, $2, $42, $3, $17, $1,470.81_ 9A 3 BD/3.5/B 1, $3,500, % % $23, $1, $16, $1, $31, $2, $39, $3, $16, $1, loa ~Bo/3:stB 1, t--s3,55o:ooo.oo %-- "2.1461%--524, S2, , si)i9.4i- 533, S2, $41: , $17, , ':::-IIA ~ J!!>/3.5!!---1-1,'840 -f- 190 $3,600, r % % S24,4~~ $2, S12J_72.99 $1, $33, _ $2, $41, $3, $ , A 3 BD/3.5/B 1, $3,650, % % - $24, $2, $17, $1, $33, $2, $41, $3, $17, $1, I - 14A 3 80/3.5/B 1, $3,700, % % $24, $2, $17, $1, $33, $2, $42, $3, $17, $1, A 5 BD/5.5/DP/BlTf- 4, $11,250,00oJJO % % - - $69, $5, $48, S4,0ii4:75"" $94, $7, $118, ~$9-;850,69 $48, $4, ~ _ 4 BD/4~/B _ 2,6i] _ ,500, !~33~ % ~, SJ,I~:!'J S26._!68:2 ~-+~~,12]-~~~ 51, $4, $63,90~-~~ 5,325:31 ~ 26,368.9~- ~~]:it PHA 4 80/4.5/0P(r 3, ,000, % %- ~ 57, $4, , $3, , ,593:?9 $98, $8, $40, $3,391.~~ 0/1 943 ~-. Sl,l60,000.00r "/o %.- 51 ~ S s1, r r-$14, $1, , SI,S24:ss $7, $629~8 -= _ 12/DP - ~~67 ~ g~so,ooo.oo "!. _. t.6609% s18,763.9o s1, s13,1s2.o6 s1,09s.so s2s,62s.84 S2, s31,94s.96 52, s13,182.o~- ~I,09s.so ~-1--=-o:.C: /2/0~-~;~~ _ N/A S2,~QO,O~O.OO % ~71% $19,851.05r- $1,654.25$13, $1, $27, $2, $33, $2, $13, ,162~ /3/DP 1,829 N/A S2,800, % % $21, $1, $14, $1, $28, ,40~.44 $35, $2, $14, , t--~ N/A --rr.1oo,ooo.oo % - -o.7887% s8,9i0.24 S742.s2 s6, f--s52t , s1 ~o14~06 515, s1, $6, ss2t.64 0/1-646 N/A 51,050, % % $7, $ $5, $ $10, $ $13, $1, ss: $ NtA - s1.oso,ooo-:-oo % % s8, $733.94'56, ss1s.61 $12, S1,0~2.34 $14, ~, _ 56,1~~ ss1s.61 0/1 756 N/A $1,150, % % $8, $ $6, $ $12, , $15, , $6, $ D/1-756 Nt A f- $1;175, % % -- $8, $ $6, $ , , $15, $1, $6, $ /1 _ 756 N/A 51,200,000: % % $8, s $6, $ $12, $1, ~ 15, $1, $6, $ /1-756 N/A $l,22s,ooo.oo % % - $9, $ $6, $ $12, $1, SW $1, $6, $ /2.5/T ~ ss,soo,ooo.oo % % $33, $2, $23, $1, $45, $3, $57, , $23, $1, ~.,.,-----!--_- ~ ~--= : ;,..,; - _-.:- -!2_B 4 80/3.5 2,55? N/A 55,750~~~-~ % % $35, ~~~~ $25, $2, $49, $4, $61,.!_52.~~. $~ $25,233.~-~~ 2,102.83!HB_. _] BD/3.5/T 2,44? 159_ ~000, _ % % $35,?3"2.02'- S2, ,243.0'!_ S2, _ $49, $4, , _ SS, $25, $2, C r- 0/1-717 N/A - r-s93!i,ooo.oo % %- 58, c--$687.72,--$5, $ $11, r-si4, SI,170.Sii S5,797~69 f-s483.14,_ 3C 0/1 717 N/A S95S,OOO.OO % % $8, $ , $ $11, $94G.20 S14,is4.68 -$1,l79.56 $5, $ C 1 Bon 1,21s NIA - l---s:fs2s,ooo:oo - ~2426% --~3osoo;. I-$!4, s1,228.64rs1o: s863.i5 c--s20,13s.47 s1, $25, s2,o9t.79 s1o,3s7.78 ss6j. 1s 5C 1 BD/2 -,...-!!2_7~ _ N/A $_1_._85(1, % % $14, $1,2~3.75_ $10, $ $20, $1, _ $25, $2, $10, $ C. 1..!!_0~2 1,27~- N/A- $1,875, 000.~()_ % % $14, $1, $10, $ $20,302.8~ ;- $1, $25, ,109.1!_. $10~~ $870.~, _ 7C lbo~- 1,275 :-!'!{A -~00, ~ % $14, $1, ~~,486.9~--- $ f- ~0~86.:..4~- 51,698.~~~ 5,414.4~ -1- S2,ll7_,_87 _ 510,486.~~ - $~ C ,275 N/A 5 1,92!1, % % $14, $1, , $ $ $1, , $ $10, $ C 2 BD/ ,412 N/A $2,325, % % $16, $1, , $ $22, $1, S28, $2, $11, i9ss.42 10C 2 BD/2.5 1,552 N/A $2,400, % % $18Jii.10I- SJ,517.S9 S12;793.70_ f-s-1, $24, $2, $31, $2, ID,793:70 $1, I 1CH=fBDI2.5 t ~.ssl N/A $2,450, % 'l'. $18, $1, $12, $1, $25, $2, , $2, $12, $1, nc 2 BD/2.5 -~,ss"1 N/A -s2,soo,ooo.oo % % S18, , sn,9s9:87"1--sl,o $25, , S31,407.so s2: St2,959:"87 S1, t 4C _ 2 BD/2.5 1,s~1 _ Nt~ ~ 5o,ooo.oo ~so%. -~~437% $18, _ $1, , s1,o81.16 $25, _ S2, ,616.1: _ ~ 2,634.6~ _ 513, _ S1, C _ 2_ _ 1_,5_51 ~ -~ 600, % % $18, $1, , $1, $25, $2, $ $2, $13, $1, BD/7 FULL/2 PHC HALF/DPIT 5, S15,500, % % $89, $7, $62, I 5122, I $10, $205, $17, $62, $5, See footnotes at bottom oflast page of Schedule. R:\D'Agostino\PLANS\5F Plan (34889)\Amendments\15th Amendment\5 Franklin Place Schedule A without (ver.13)

122 _n.n I "FRANKLIN PLACE" 5-FRANKLI!'rP'LACEAlV\371JlRO-..fUWA Y - NEW VUR'K;-NEW-YORK R'EV~~ED~'C HEIJ~-A-.L~ - Rc, isiun D:.tc: 5 Fr.mklin Plncc w/u -111 Schedule A 06...()J.JS (n~ r.lj) --t-- -- Offeringl'nces aod~elilical nformahon. I 1 ~I!ProJ!c!Ccn;_l!!l!:i!s~r~lor _th!_t\~ci~ -~I!..nul PC.:io-d..- _ r-- - Commencmg September I, 2015 and Ending August 3l, Ol6l''F1rst YC:irr') ~ - - E'sri.;,,ll~ ~ = =--- f--- ' l!_ni.! _ ~PI!_rodma t e App_ro_:c. J J AnnuJli/Month.!_,t.L Estimated D~il' tion ; ~ross _ ~q : Ft. of % Contri- Estimated Estimated Real Estate Taxes Estimated Annu~~ntbly I '=Jicumberof Square Balconi~ _Esti~~led 1-::c o_r ~uling ~u:d/mo nthly_ -c----!'nnuoi/monthly,..up!!_n 100% A_n~ll:l:IJ!I'!Onl~ly Deductible B"'!_roo~s~ _F~_.tage and/or Offering Common Share Common Chnrges Real Estate. Taxes Completion Carrying C harges Carrying Charg~ Unit Bntbs.,.Et.e. of UnitH _ Terrnct(s) Price Interest % (First Yenr) (First Year} (July 1, 2016) (First Year} (First Year) _!ll_.- (!1 (3L -f- ~ - (5) - (6) - (7).. (8) -- -<fl -- (11) I ~ t -. ~ ~ - -~ / % $9, $ S1, $15, $1, $6,505.~~ $ ~ " ''":ooo:-l '-'""' - 0/1-812 N/A $1,035, % % --$9,llo.96 r--s1, s6,548.t8 ss45.68 """'" $6, ~ """' $ ~ "' '" " $12, SI,060.SO $15, BD/3 1,573 m.. N,. N/A $2,625, T.6i. l8"/o; ~~~ ~6~:~ ~25.58 $1, $13, S l,n9.6s _$26, s 2,116.6s $32, $2, Sl3, ~3~ $1, '100 2 BD/3 1,650 N/A $2,750, I Ji:l>1"'" % $20, s i;" $14, $1,176.09, $27,435.81, s -~ ils6.32, -- $34, , $2, Sl4, $1, lid 2 BD/3 1J'OZ NiA l. I;)UJ /U 'Yo ~ ""' 0 ' j Mo uo o I ~ "" ~'" o" $2, $14, $1, SZ0~8~~ r- $1, $14, $1, $28, $2, $35, B0/3 1,702 N/A Si'Ji7s,IIOo.OO sz;s75,000.~~ "/.: % S2J,084.~ $1, 'SJ4, $1, i-s28,79s.o9 $2, $35.89~ Q~ : :: I si,9~1:~ ::f 14-;8i2.34 ~~ 1~0 r i ilon- D oi N/A $3,075, 'X, % c-~ 21,3}.!!_:58 Sl, $14, $1, $29, S2,427.4S~ $36,31q,u, S3, , $1, ISO 2 BD/3-1,702 I,.,.. N/A $'I 1"7.:: nnn nn 1 010' ~"'''"'"""'"" j """"'" I ':1:" "'"" '" $ q v" $1, ~'>"""' $15, ~ - w vv $1, $29, o,.u sz,qss.37 v pvvov $36, ~""''"""" $3, $15,156,67- SJ,26J.06 I I Resid~ntinl ;";-; Units - - h ~ ~ 'rotals: 1 s7, S164;8lS',ooO:Oo 9 5:2'i34~o:oOoo i;. sj,n9, $94, S79J,6ss.ll s66, ~~,s-~.9~19.22 s128,576.6o sl.976, s164,7j0.93 s793,685.j1 s66,14o:-43 I -- f---=, - m c ~-=--- _},776 - S8,0_oQ.Q!:!_0~ ~~ % $28, _ $2, $40, $3, $82,309.!!Q $6, $69, $5, $40, $3, Plus 697 CS I r f. -== Grand I Total<;- 91, $172,865,1) % ~000% $1,158, $96, $834, $69, $1,625, $135, $2,045, $170, $834, , I lc denotes~ercinl.!j nl~...j' he_c!!m.u n:.i~l Unit also ~~~ud_es_. m= n!~~ el at I!!_~ 2~~ _ --. _ - - j C! d~o!_es Cel~r S~rog~~i!Ji art of the Commercial Unit. OP donates OupiO> Unit. PH denotes Penthouse Unit - -r ~ BD- dtnotos Btdroo."'(s~ _ ~ ~~ --- ~~- ~ _ ---- _ J!.:_denotes bole~~~ --j-_ l! - ~enor~pri~ atetermce(~) ".., t., t 1.J.. J~ ~_ -'-- ---~ i- There is no designnled 13th floor in the Building. 16A IS duplued down to the 15th floor or I he Building, PHC is duplexed down to the 19th noor ~ ofllle Building, and PHA is du11lexed up to the 191h Floor of I he Building Does not include!!ross squa.re footage of Storage R.oom which is part of the Unit. ---r- ---, --- I - r - I l I - ~-- -- r - I