TWENTY- FIRST AMENDMENT TO OFFERING PLAN

FOR THE 301 EAST 50th STREET CONDOMINIUM

301 EAST 50TH STREET AND 950 SECOND AVENUE NEW YORK, NEW YORK 10022

July , 2016

This Twenty- First Amendment to the Offering Plan modifies and supplements the Offering Plan ("Plan") for The 301 East 5oth Street Condominium, dated April 11 I

2014. The Plan, the First Amendment, dated May 20, 2014, the Second Amendment, dated, June 6, 2014, the Third Amendment, dated June 13, 2014, the Fourth Amendment, dated August 6, 2014, the Fifth Amendment, dated September 25, 2014, the Sixth Amendment, dated October 17, 2014, the Seventh Amendment, dated March 6, 2015, the Eighth Amendment, dated March 16, 2015, the Ninth Amendment, dated April10, 2015, the Tenth Amendment, dated June 18, 2015, the Eleventh Amendment, dated October 8, 2015, the Twelfth Amendment, dated October 9, 2015, the Thirteenth Amendment, dated February 25, 2016, the Fourteenth Amendment, dated March 10, 2016, the Fifteenth Amendment, dated March 21, 2016, the Sixteenth Amendment, dated March 24, 2016, the Seventeenth Amendment, dated April 20, 2016, the Eighteenth Amendment, dated May 11, 2016, the Nineteenth Amendment, dated May 27, 2016, the Twentieth Amendment, dated July 18, 2016 and this Twenty-First Amendment are collectively referred to as the "Plan".

1. Unsold Units Held by Sponsor.

As of June 15, 2016, the Sponsor owns twenty-four (24) Residential Units (including the Resident Manager's Unit), and the Retail Unit which represent 51.1419% of the Common Interest of the Condominium. Attached as Exhibit "A" to this Amendment is a schedule of the Unsold Units held by the Sponsor.

2. Post - Closing Information.

A. The First Closing took place at the closing offices of Getler & Gomes, PC, located at 110 Greene Street, New York, New York on March 24, 2016. As of June 15, 2016, thirty-two (32) Residential Units have been sold and sixteen (16) Residential Units are under contract.

B. The Temporary Certificate of Occupancy for the Building was issued on March 14, 2016. It was last extended on May 23, 2016, expires on August 21, 2016 and is attached to this Amendment as Exhibit "B". Pursuant to the letter of CookFox Architects, LLP, dated May 12, 2016, which is attached to this Amendment as Exhibit "C" $105,000 remains in the attorney escrow account as security for Sponsor's obligation to obtain the Final Certificate of Occupancy. Subject to the review processes

of the Department of Buildings, which are outside the control of the Sponsor, the Final Certificate of Occupancy for the Building should be issued by June 1, 2017.

C. The Working Capital Fund Account is deposited at Chase JPMorgan, 225 Fifth Avenue, New York, New York (Account No. 817080380). The balance of the Working Capital Fund account as of May 26, 2016 is approximately $285,816. The Reserve Fund Account is deposited at Chase JPMorgan, 225 Fifth Avenue, New York, New York (Account No. 3025572867). The balance of the Reserve Fund account as of May 26, 2016 is approximately$ $4,797. Monthly deposits are made from the operating account as stated in the Condominium's budget. The Capital Assessment account, for the purchase of the Resident Manager's Unit is deposited at Sussex Bank, 296 Kinderkamack Road, Oradell, New Jersey 07649, (Account No. 030313584). The balance of the Capital Assessment Account as of June 1, 2016 is $256,130.75.

D. Attached as Exhibit "D" to this Amendment is the Preliminary c-ertificate of Eligibility issued by the New York City Department of Housing Preservation and Development ("HPD") on April 22, 2015. The application for the Final Certificate of Eligibility for Section 421-a real estate tax benefits has been filed with HPD and is currently being processed. The negotiable certificates for Section 421-a benefits have been filed with HPD. The real estate taxes have been apportioned by tax lot, and the real estate tax benefits have been applied to the Property.

E. The Declaration of Condominium (CRFN2015000371794) and the Floor Plans (CRFN20 15000371795) were recorded in the Office of the City Register of the City of New York on October 19,2015.

3. Financial Disclosure.

A. As of June 15, 2016 the aggregate amount of monthly Common Charges on the Unsold Units owned by Sponsor is approximately $86,048.

B. As of June 15, 2016, the aggregate amount of monthly real estate taxes (with Section 421-a benefits) on the Unsold Residential Units, and the Retail Unit owned by Sponsor is approximately $36,511. The Sponsor has paid the real estate taxes (without Section 421-a benefits) on the Property for the period from April 1, 2016 through June 30, 2016 in the amount of $84,838.81.

C. As of June 15, 2016, none of the Unsold Units have been rented by the Sponsor. The rental of the Resident Manager's Unit ("Unit 2A") to the Board of Managers at a monthly renta l of $4,085 will commence on September 1, 2016. Unit 2A will be sold to The 301 East 501

h Street Condominium on the date which is the earlier of (a) one month after the closing of all Residential Units or (b) one year after the First Closing ( March 24, 2017).

D. Pursuant to the present terms of the Plan, there are no financial obligations on Sponsor's part which will become due within the next twelve months, other than the payment of Common Charges and Real Estate Taxes on the Unsold

Units.

E. None of the Unsold Units owned by Sponsor have been pledged as security for a mortgage or otherwise represent security for financing arrangements.

F. Sponsor expects to meet all of its financial obligations under the Plan from sales proceeds. If sales income is insufficient, Sponsor has adequate other resources to meet its obligations.

G. The Sponsor is current on all of its financial obligations under the Plan, including the payment of common charges and real estate taxes and has been current in such obligations since the First Closing.

H. The Sponsor and or principals/ or affiliates of the Sponsor do not currently own more than ten (1 0%) percent of the shares or units in any condominium or cooperative except as stated below:

Charles Blaichman and Scott Shnay are principals of 280 Metropolitan Partners, LLC, the sponsor of the offering plan for the 280 Metropolitan Condominium, Brooklyn, New York 11211. This offering plan was accepted for filing on April 20, 2015 (File Number CD14-0254) and was declared effective by amendment on October 13, 2015.

I. The Board of Managers of the Condominium consists of three members, designated by the Sponsor: Scott Shnay, President (Principal of the Sponsor), with a business address c/o SK Development LLC, 110 Greene Street, New York, New York; Greg Russo, Treasurer (employee of Principal of the Sponsor), with a business address c/o Ironside Holdings, LLC, 50 Washington Street, Hoboken, New Jersey and Janine Getler, Esq., Secretary (Attorney for the Sponsor and Project Manager) with a business address at 2 Executive Boulevard, Suite 305, Suffern, New York. The first meeting of Unit Owners has not taken place.

4. Incorporation by Reference.

The Plan, as modified and supplemented by this Amendment, is incorporated herein by reference with the same force and effect as if set forth at length.

5. Certain Definitions.

All capitalized terms used in this Amendment which are defined in the Plan shall have the respective meanings ascribed to such terms in the Plan, unless otherwise indicated.

6. Extension of Plan.

The Plan may be used for six months from the date this Amendment is accepted for filing by the Department of Law. Thereafter, the Plan may be extended by filed

amendment.

7. No Other Material Changes in the Plan.

There have been no material changes in the Plan except as set forth in this Amendment. The Plan, as hereby amended, does not knowingly omit any material fact or knowingly contain any untrue statement of material fact.

Sponsor: 303 Development Partners, LLC Date: July 2016

New York, New York

Exhibit List The 301 East 50th Street Condominium

Twenty-First Amendment

Exhibit A Schedule of Unsold Units

Exhibit 8 Temporary Certificate of Occupancy

Exhibit C Letter of Sponsor's Architect

Exhibit D Preliminary Certificate of Eligibility

EXHIBIT A

301 EAST 50TH STREET CONDOMINIUM 301 EAST 50TH STREET 950 SECOND AVENUE

NEW YORK, NEW YORK PURCHASE PRICES AND RELATED INFORMATION

PROJECTED COMMON CHARGES AND REAL ESTATE TAXES ARE FOR THE FIRST YEAR OF CONDOMINIUM OPERATION

LIST OF UNSOLD UNITS

APPROX APPROX PROJECTED PROJECTED ALLOCATION OF NO. UNIT ENTER IOR MONTHLY

BED- NO. BATHS/ SQUARE SQUARE PURCHASE COMMON COMMON UNIT ROOMS HALF BATHS FOOTAGE FOOTAGE PRICE INTEREST CHARGES 2A* 2 2.5 1,570 $2,000,000 1.4214% $2,669.99 4D 3 3.5 2,405 $3,975,000 2.1992% $4,130.91 5C 2 2.5 1,459 1,220 $2,950,000 1.6210% $3,044.91 6C 2 2.5 1,459 $2,495,000 1.3473% $2,530.84 8C 2 2.5 1,459 $2,800,000 1.3606% $2,555.65 9A 2 2.5 1,447 $2,950,000 1.3559% $2 546.94 108 1 1.5 947 $1 ,775,000 0.8917% $1 ,674.91 10C 2 2.5 1,459 $2,900,000 1.3738% $2,580.46 118 1 1.5 947 $1 ,800,000 0.8960% $1,682.97 11C 2 2.5 1,459 $2,950,000 1.3804% $2,592.87 128 3 3.5 2,021 $3.495,000 1.9212% $3,608.82 14B 3 3.5 2 021 $3,695,000 1.9304% $3,626.00 168 3 3.5 2,021 $3,900,000 1.9487% $3,660.37 178 3 3.5 2,021 $3,950,000 1.9578% $3,677.56 188 3 3.5 2,021 $3,995,000 1.9670% $3,697.74 218 2 2.5 1,690 $3 500,000 1.6678% $3,132.73 23A 3 3.5 2,195 $4,900,000 2.1860% $4,106.17 238 2 2.5 1,690 $3,725,000 1.6831% $3.161.47 24A 3 3.5 2195 $5 000 000 2.1959% $4,124.83 248 2 2.5 1,690 $3,725,000 1.6907% $3,175.84 25A 3 3.5 2,195 $5,100,000 2.2059% $4,143.50 258 2 2.5 1,690 $3,750,000 1.6984% $3,190.21 PHA 4 4.5 3,729 357 $10,500,000 3.8545% $7,240.17 PHB 3 3.5 3,216 515 $10,250,000 3.3916% $6,370.76

RESIDENTIAL TOTAL 45,006 2,092 $96,080,000 44.1463% $82,926.62 ~etail Unit 8,177 $32,000,000 6.9956% $3,121 .08 GRAND TOTAL 53,183 2,267 $128,080,000 51.1419% $86,047.70

*Resident Managers Unit

MONTHLY RE TAXES

RESIDENT MANAGERS

WITH 421a UNIT PURCHASE $1,012.93 $0 $1,567.17 $15,437.86 $1.155.16 $11,379.29 $960.14 $9,458.15 $969.55 $9,550.88 $966.25 $9,518.30 $635.42 $6,259.42 $978.97 $9,643.60 $638.48 $6 289.51 $983.67 $9,689.97

$1,369.10 $13,486.72 $1,375.62 $13 550.94 $1,388.66 $13,679.39 $1,395.17 $13,743.61 $1,401.69 $13 807.83 $1 ,188.48 $11 ,707.49 $1 ,557.78 $15,345.39 $1.199.38 $11,814.90 $1,564.86 $15,415.14 $1,204.83 $11,868.61 $1,571.94 $15,484.89 $1.210.29 $11,922.31 $2,746.74 $27,057.64 $2,416.91 $23,808.52

$31,459.19 $299,920.36 $5,051.36 $51,969.04

$36,510.55 $351 ,889.40

EXHIBIT 8 Page 1 of 4

Buildings Certificate of Occupancy

CO Number: 121325547T004 This certifies that the premises described herein conforms substantially to the approved plans and specifications and to the requirements of all applicable laws, ru les and regulations for the uses and occupancies specified. No change of use or occupancy shall be made unless a new Certificate of Occupancy is issued. Ti1is document or a copy sl1all be available for inspection at the building at all reasonable times.

- - - -- -

A. Borough: Manhattan Block Number: 01343 Certificate Type: Temporary

Address: 301 EAST 50TH STREET Lot Number(s): 1 Effective Date: 05/23/2016

Building Identification Number (BIN): 1085119 Expiration Date : 08/21/2016

Building Type: New

- - - --·--' - - _ .. - -- .. - - - . -------This building is subject to this Building Code: 2008 Code

------· ---For zoning Jot metes & bounds, please see BISWeb.

B. Construction classification: 1-B (1968 Code designation)

Building Occupancy Group classification: R-2 (2008 Code)

Multiple Dwelling Law Classification: HAEA

No. of stories: 29 Height in feet: 342 No. of dwelling units: 57 ·- - . ... - -· . - --- -- - . ·- -- -·-- ---c. Fire Protection Equipment:

Standpipe system, Fire alarm system, Sprinkler system

D. Type and number of open spaces: None associated with this filing .

E. This Certificate is issued with the following legal limitations: None

Outstanding requirements for obtaining Final Certificate of Occupancy:

There are 18 outstanding requirements. Please refer to BISWeb for further detail.

Borough Comments: None - . ·-·- -- - .... . . - -. ... ... oo • • I • ,__ . ...... . .. -·- - - . -----· -

Borough Commissioner Commissioner

DOCUMENT CONTINUES ON NEXT PAGE

Page 2 of 4

Buildings Certificate of Occupancy

CO Number: 121325547T004

Permissible Use and Occupancy All Building Code occupancy group designations below are 2008 designations.

Bu;!d;ng 1 Maximum Live load Code Dwelling or

Floor persons lbs per occupancy Rooming Zoning

From _2~-~-ermitte~ sq. f~-· --· grou~----· Un~~~---~~ gro_~~~~~iption of~----·--·---··~-----·--·--CEL 1 OG R-2 2 MAINTENANCE ROOM

---·--- -···-·-.. ---·-·------·- ·---· ----- ·---·-CEL 55 OG M 6 RETAIL SPACE

CEL - ·--'"'-·-· ·--·-·---------.. --.. 1 OG R-2 2 SUPERS OFFICE

·-----··--· CEL 1 OG R-2 2 BICYCLE STORAGE ROOM

CEL 9 OG R-2 2 STORAGE ROOMS

- --CEL 2 OG R-2 2 STAFF LOCKERS

....... ..--. ·-CEL 3 OG R-2 2 LAUNDRY ROOM

----------~-.. ---·--· CEL 10 OG R-2 2 WATER METER, GAS METER, ELECTRICAL,

TELEPHONE, TRASH COMPACTOR, FUEL OIL STORAGE, AND ELEVATOR MACHINE ROOMS

--~· .

~---·-·- - ·---001 104 40 M 6 RETAIL SPACE

roo1 97 40 M 6 RETAIL SPACE

-·-------~-- ·---------001 40 R-2 2 RESIDENTIAL LOBBY

- -·-· 002 10 40 R-2 2 MECHANICAL, FIRE PUMP, STORAGE, WATER

HEATER AND BOOSTER PUMP ROOMS

-··------ ------------------··--·-002 40 R-2 1 2 (1) DWELLING UNIT

- - -- ·-- - -. ... ,_., • n- •• - .. - . - -- . --·· --· .. .. -~- - - ·-- --- ·-· ..

Borough Commissioner Commissioner

DOCUMENT CONTINUES ON NEXT PAGE

Page 3 of 4

Buildings Certificate of Occupancy

CO Number: 121325547T004

Permissible Use and Occupancy All Building Code occupancy group designations below are 2008 designations.

~ ·· ~ :1 j .. Building Maximum ive load Code Dwelling or

Floor persons bs per occupancy Rooming Zoning From To permitted q. ft. group .... - ~-~::__ us.:_ gr~_up ':_~_scriptio~-of use --------- -- ----... ·--002 48 40 R-2 2 EXERCISE ROOM AND TENANT WELLNESS

CENTER (ACCESSORY TO RESIDENTIAL)

·-· ... ... ---002 21 R-2 2 ROOF TERRACE ACCESSORY TO EXERCISE

ROOM AND WELLNESS CENTER

-·---- -- ---· · ··----~~···------·----· 003 40 R-2 3 2 (3) DWELLING UNITS

·-----·--··~·-~-

004 40 R-2 4 2 (4) DWELLING UNITS

--005 40 R-2 3 2 (3) DWELLING UNITS

rooo· .. --· 011 40 R-2 3 2 (3) DWELLING UNITS PER FLOOR

-· -012 017 40 R-2 2 2 (2) DWELLING UNITS PER FLOOR

018 024 40 R-2 2 2 (2) DWELLING UNITS PER FLOOR

·-··----------025 40 R-2 1 2 (1) DWELLING UNIT

-026 40 R-2 1 2 1 DWELLING UNIT

027 40 R-2 2 MECHANICAL ROOM

----· - ---028 40 R-2 2 MECHANICAL ROOM

029 2 40 R-2 2 ELEVATOR MACHINE ROOM

. - ----- --- -- --· -· . - .. ----. ---·. -···- ---··· --· - ... . ~ -·-- ---- ·-----

Borough Commissioner Commissioner

DOCUMENT CONTINUES ON NEXT PAGE

Page 4 of 4

Buildings Certificate of Occupancy

CO Number: 121325547T004 ZONING LOT EXHIBITS RECORDED UNDER CRFN#S 2012000311943,2012000007399 201302200009001 AND 201302200009002.4,694 SQUARE FEET OF EXTERIOR WALL THICKNESS DEDUCTED FROM THE BUILDING'S OVERALL ZFA PER ZR 12-10 ·- -

END OF SECTION

Borough Commissioner Commissioner

END OF DOCUMENT 121325547/004 5/24/2016 1:33:40 PM

COOI(FOX ARCHITECTS, DPC ()41 .'\venue ot th 8 !\111eri ,: as New York. l'lY i DOl 1

21 2 47/ 0287 w vv·.;v.cookfox.co ln

May 12, 2016

EXHIBIT C

Re: The 301 East 50th Street Condominium ("Projec t")

The undersigned architectural firm is the architect of the above-captioned Project and is familiar with

the current state of construction of tile Project as of the date hereof. Based on information provided

to the undersigned by others, including but not limited to CM & Associates' letter. dated May 12,

2016, the undersigned hereby states that the projected amount reasonably necessary to complete

the public portions and common areas of the Project in order to obtain a permanent Certificate of

Occupancy is estimated at approximately $105,000. This estimate includes filing fees as well as

other expenses associated with obtaining such Certificate of Occupancy.

The foregoing statement is an expression of the undersigned's professional opinion, is made to the

best of the undersigned's knowledge, information and belief and is based on the undersigned's

performance of its professional services pursuant to an agreement with the Owner in accordance

with the generally accepted standards of professional practice. This letter is not to be construed as

a guaranty or warranty and the undersigned assumes no obligation to update or modify this letter

after the date hereof.

... =

COOKFOX Architects, DPC

By: --=-=~-==....:.....=.~1()_) -Robert Fox, AlA

Partner

Department of Housing Preservation & Development nyc.gov/hpd

DEPARTMENT OF HOUSING PRESERVATION AND DEVELOPMENT VICKI BEEN, Conunissioner 421-a Partial Tax Exemption Program Office of Development-Division of Housing Incentives 100 GOLD STREET, NEW YORK, N.Y. 10038

(212) 863-8540

~relimfnarp QCertifitate of Qfligfbilftp

Owner: 303 DEVELOPMENT PARTNERS, LLC

Owner Address: 161 CHRYSTIE STREET NEW YORK, NY 10002

Docket#: TE010915

Construction Address Borough Block Lot Permit Date Start Date

_30_1_E_a~s~t5_0_S~t~re~e~t ________________________ ~M~a_n~h~att~a~n~ ______ 0_1~~-3 _______ 0~0~0_1 ________ ~0~9/~0~9/~2~01~3~------~11~/~21~~=0_1_3 __________ ~ Total Number of Units: 57

Preliminary Initial Adjusted Monthly Rent Per Room: Condo Ineligible AFA: 0.00%

Comments: 1. FORMERLY LOTS 1, 4, 102 &·103 2. 57 RESIDENTIAL UNITS + PET GROOMING, BICYCLE & RETAIL STORAGE, LAUNDRY, LOCKER ROOM, SUPER'S OFFICE (CEL), RETAIL (1ST FL), GYM, WELLNESS CENTER (2ND FL) & RESIDENTIAL STORAGE (CEL & 2ND FL)

This Certificate is for construction benefits only. Upon issuance of a Final Certificate of Eligibility, this project will be entitled to: _1_0 __ Year Tax Exemption. Subject to the Exemption Cap.

Based upon the Information contained in the Application for Preliminary Certlticate of Eligibility for Partial Tax Exemption flied 1212312014 and a determination by the Commissioner, the applicant, pursuant 10 Section 421-a of the Real Pnoperty Tax law and the 421-a Rules of the Department of Housing Preservation and Development issued pursuant thereto, Is hereby granted this Preliminary Certificate of Eligibil ity for Partial Tax Exemption for the above premises, except as to those portions of the new building, if any, which are non-residential and which exceed the allowable 12% of Commercial, Community Facility and Accessory Use Space.

This Certificate Is conditioned upon the filing and approval of a Final Application to be submitted to the Department of Housing Preservation prior to initial occupancy (for multiple dwellings owned as a rental) , and prior to the first taxable status date following the completion of construction (for multiple dwellings owned as a co-op or condo), and the submission of the temporary or permanent certificate of occupancy Issued by the Department of Building as evidence of the fact that the structure was completed. It entitles the pnoperty to benefits while under construction for up to three years. It Is the applicant's responsibility to complete the necessary filing in order to obtain a Final Certificate of Eligibility. This Certificate must be filed with the New Yori< City Department of Finance immediately upon issuance.

I (JJ

-i 0

Date of Issuance:

APR 2 2 2015 APR 2 2 2D1~

Director, Tax Incentive Programs <?tz~ [Rep Jd:41l6]

Lafayette Development, LLC c/o BRP Development Corp. 767 Third Avenue, 33rd Floor New York, New York 10017

July . 2016

Re: AURUM Condominium

We are pleas to advise you that the Offering Plan for Aurum Condominium is effective as of July 2016

In accordance with Section 15 of the Plan:

1. Purchase Agreements for- % percent of the ninety-two (92) Market­Rate Residential Units in the Condominium have been executed and accepted.

2. The undersigned is serving this notice on you and all Purchasers. An amendment to the Plan will be filed with the Attorney General containing a copy of this Notice. No closing will take place until the amendment has been accepted for filing.

3. The title closing will occur not less than thirty (30) days from today's date, unless otherwise requested by you; we currently expect the closings to occur at the end of September 2016. You will be notified when the Closing Date has been set.

If you have any questions, please contact Kristin Krantz of Halstead Property Development Marketing LLC at (212) 521-5740 or our attorney, Russell A Kivler, Esq. at (212) 819-1130.

Sincerely yours,

Lafayette Development, LLC a New York State limited liability company By: BRP Lafayette Developer, LLC, its managing member