010 3....1 \Act, r- Pit tome.. ct-t- 111-usr.oviii tc) C3obyl CONDOMINIUM OFFERING PLAN %. 347 BOWERY CONDOMINIUM 147 1riwct. OFFERING PRICE — 5 RESIDENTIAL UM , 2 COMMERCIAL UNITS TOTAL OFFERING PRICE. $71,550,000.00 The Condominium will contam 5 Residential Units and 2 Commercial Units. AU of the Residential and Commercial Units are offered for sale under this Plan. Spot= Selling Agent: 347 Bowery Owner, LLC Urban Compass Inc. 401 Broadway 100 Jane Street New York, New York 10013 New York, NY 10014 The Date of Acceptance for Filing is This Plan may not be used after unlessextendedbyamendment. THIS OFFERING PLAN IS THE SPONSORS ENTIRE OFFER TO SELL THESE CONDOMINIUM UNITS. NEW YORK LAW REQUIRES THE SPONSOR TO DISCLOSE ALL MATERIAL INFORMATION IN THIS PLAN AND TO FILE THIS PLAN WITH THE NEW YORK STATE DEPARTMENT OF LAW PRIOR TO SELLING OR OFFERING TO SELL ANY CONDOMINIUM UNIT. FILING WITH THE DEPARTMENT OF LAW DOES NOT MEAN THAT THE DEPARTMENT OR ANY OTHER GOVERNMENT AGENCYAPPROVED THIS OFFERING. THIS PLAN CONTAINS SPECIAL RISKS To PURCHASERS. SEE PAGE Offering Plan Attorneys: JAIN Marans, Weisz & Newman, 1A.0 29 Broadway, Suite 2400 New York, New York 10006 advisable that Purchaser obtain casualty insurance at such time. Purchase Agreement The Purchase Agreement is contingent upon effectiveness of the Plan. If the Plan is abandoned, Purchase Agreements will be cancelled, and all monies held by Sponsor shall be returned to Purchasers. A complete copy of the form of Purchase Agreement is included in Part II of the Plan. Conflicts between Plan and Purchase Agreement Any conflict between the Plan and the Purchase Agreement will be resolved in favor of the Plan. The Purchase Agreement and Plan may not contain, or be modified to contain, a provision waiving Purchaser's rights or abrogating Sponsor's obligations under Article 23-A of the General Business Law, ASSIGNMENT OF PURCHASE ACREEMENTS Purchaser may not assign the Purchase Agreement without first obtaining the prior written consent of Sponsor, which consent may be granted or withheld Sponsor's sole and absolute discretion. If Sponsor consents to the assignment, Purchaser shall pay a fee to Sponsor's counsel in the amount of $500.00 in connection with the preparation of the assignment documents. Sponsor's refusal to consent to an assignment will not entitle Purchaser to cancel the Purchase Agreement or give rise to any claim damagg against Sponsor. Any purported assignment by Purchaser in violation of this Section shall be a default by Purchaser, entitling Sponsor to the default remedies set lot Li. in the Section of the Plan entitled "Procedure to Purchase.- and shall be voidable at the option of Sponsor. EFFECTIVE DATE Sponsor's offer to sell the Units is contingent upon the Plan being declare42 V•No • • • • _ _ effective and compliance with the relevant conditions and time periods set forth in the Plan. The Plan may be declared effective by (i) an amendment to the Plan or (ii) by personal service of notice on every Purchaser or by commencement of service by mail in the manner required by 13 NYCRR Section 20.1 (d) stating that the Plan is declared effective and submitting an amendment conforming to Section 20.5 (e) to the Department of Law within five (5) days confirming that the Plan was declared elleCtiVe on a specified date. Closing of the first Unit shall not occur until the Plan is declared effective and an effectiveness amendment is accepted for tiling by the Department of Law. The Plan may not be declared effective until bona tide Purchasers, including investors, have signed purchase agreements for at least fifteen percent (15%) of the Units offered under the Plan. The Plan will not be declared effective based on (i) Purchase Agreements signed by Purchasers who have been granted a right of rescission that has not yet expired or been waived; or (ii) Purchase Agreements where the Purchaser was not afforded the seven (7) days period to rescind the Purchase Agreement or the three (3) business day period to review the Plan and all filed amendments in accordance with the provisions set forth above in the section of the Plan entitled "Procedure to Purchase" or (iii) Purchase Agreements containing a "time of the essence" provision or Purchase Agreements with any provision where such provision was not acknowledged by the Purchaser; or (iv) Purchase Agreements with any Purchaser who is the Sponsor. the selling agent, the managing agent or is a principal of the Sponsor, the selling agent, the managing agent or is related to the Sponsor, the selling agent, the managing agent or to any principal of the Sponsor or the managing agent by blood, marriage or adoption or as a business associate, an employee, a member, a shareholder or a limited partner; except that such a Purchaser other than the Sponsor or a principal of the Sponsor may be included if the Sponsor has submitted proof satisfactory to the Department of Law establishing that the Purchaser is bona fide. The Plan must be declared effective when executed Purchase Agreements are accepted by Sponsor for eighty percent (80%) or more of the Units offered under the Plan. The Plan may be abandoned by Sponsor, at its sole option, at any time before it is declared effective. Within ten (10) business days after abandonment, all monies paid by Purchasers shall be refunded to them in full with interest earned, if any. Sponsor shall promptly submit for filing to the Department of Law an amendment to the Plan and a Notice of Abandonment on Form RS-3, or such other form as may then be required by the Department of Law setting forth the reason for abandonment and disposition of all funds received. 43 AP building plans as they are subsequently filed or recorded, the rules and regulations of the Condominium and the Offering Plan and amendments thereto; 5, Power of Attorney from the Unit Owner to the Board of Managers of the Condominium: II 6. All easements set forth in the Declaration and By-Laws (as the same may be amended from time to time), and the deed, as subsequently recorded; 7. Any slate of facts which an accurate survey and inspection of Unit and/or Property would show and any additional state of facts a subsequent survey would show, provided Ii that such additional state of facts does not render title unmarketable. 8. Any other declaration or instrument affecting the Property which Sponsor must tile to comply with any law, ordinance. regulation, zoning resolution or requirement of the Department of Buildings, New York City Planning Commission. Board of Standards and Appeals. or of any other public agency or authority, applicable to the construction, alteration, repair, demolition or restoration of the Building and creation of the Condominium; 9, Zoning and other resolutions, regulations and ordinances (and amendments thereto) now or hereafter adopted; 10. Any Declaration of Zoning Lot Restrictions and Ownership Statement and any other documents executed in connection therewith to be recorded against the Property including, but not limited to, any Waiver of Right to Consent to Declaration of Zoning Lot Restrictions: 11. Any Zoning Lot Development Agreement to be recorded against the Property; 12. Any documents relating to the deeding of unused development rights to a separate tax lot; ri 13. Consents by Sponsor or any former OWner of the Property for the erection of structure(s) wider or above any street on which the Property abuts; and 111 14. Standard exceptions contained in the form of title insurance policy [Sponsor to retain 4,759 s.f. of unused development rights, t which could be retained in a separate air rights parcel (27,510 max. s.f. permitted; 22,751 zoning s.f. proposed)1. 47 ADD SIGNAGE RETAINAGE RIGHTS UNIT CLOSING COSTS AND ADJUSTMENTS At Closing, each Purchaser shall be required to pay certain costs and expenses. The following is a list of the types and amounts of costs and expen Purchasers should expect to pay. Estimates for title expenses are provided by Kensington Vanguard, and are based (as are all of the following items). on current rates and charges whichare subject to change without prior notice: (a) If a Purchaser elects to obtain fee title insurance. the Purchaser will pay the premium therefor which will vary depending upon the purchase price and whether or not a mortgage title policy is obtained simultaneously with the fee title policy. Title insurance rates are set by the New York Board of Title Underwriters and tiled with the New York State Insurance Department. For illustrative purposes. a Purchaser buying a Unit for S3,000.000.00 would pay a premium of $11.8'28.00. Ii that Purchaser obtained a mortgage in the principal amount of $1,950,000.00. there would be an additional premium of $1.999.00 for a total of S13.8'27.00. (b) Fees for recording the Unit Deed. the Power of Attorney in favor of the Board of Managers, and any mortgage the Purchaser obtains to finance the purchase of his or her Unit. The current recording fees are S42.00 for each instrument plus S5.00 per page, service fee to the title company of approximately S150_00 and a filing fee of $125.00 for the RP52I7NYC form. (c) The New York State Real Estate Transfer Tax, which is currently .4% of the purchase price, but when paid by the Purchaser, is increased to approximatelv .4057% since the shifting of the tax obligation from the Sponsor as a seller to Purchaser is deemed additional consideration from the Sponsor.