196-200 South 2nd Street Condominium (The Pad)

Amendment 9 Oct 21, 2011

New sponsor acquired six unsold units and updated offering prices, architect's report, managing agent, and selling agent.

• Six unsold units (1F, 2A, 2B, 2C, 3G, 4B) acquired by Rainwood Trust on or about July 17, 2011
• New offering prices for unsold units effective October 1, 2011
• New architect's report and updated floor plans provided by S3 Architecture LLC
• New managing agent: Del Mar Management Services, Inc.
• New selling agent: AptsandLofts, Inc.
• Escrow agent: Smith Buss & Jacobs, LLP
• Unsold units subject to mortgage of approximately $1,400,000 held by Eastern Capital Group LLC
• Plan effective period extended for twelve (12) months from filing date of this amendment

Amendment 8 2010

Amendment modifies the plan to comply with FHA/FNMA financing requirements, updates budget and by-laws, and establishes a replacement reserve fund.

• Establishment of 10% replacement reserve fund contribution ($12,800 annually) for capital repairs of common elements
• Sponsor control of Board transferred at 75% unit transfer (instead of 90%) or 5 years after first closing, whichever is earlier
• Total first-year budget increased to $140,797 with reserve fund contribution added and $7,500 contingency reserve deleted
• By-law amendments: 90% threshold changed to 75% for Board designation; 10% threshold changed to 25% for alterations authority
• Revised Schedule A reflecting common charge projections with separate reserve fund column
• Updated Schedule B and Budget Expert Certification reflecting new reserve fund requirements

Amendment 7 Nov 5, 2009

Purchase prices for units are reduced as shown on the revised Schedule A.

Amendment 6 Aug 10, 2009

This Sixth Amendment corrects the percentage of common interest for Unit 2A and documents the first closing of a residential unit.

• Unit 2A common interest percentage decreased from 6.37% to 6.36%
• First closing occurred June 12, 2009 for Residential Unit No. 3E
• Condominium Declaration dated May 1, 2009 and recorded June 11, 2009
• Permanent certificate of occupancy issued by NYC Department of Buildings
• Working Capital Fund balance as of July 2009: $9,161.64
• Sponsor controls Board of Managers until 90% of units sold or five years after first closing

Amendment 5 Jul 24, 2009

Sponsor name changed from Keren Moshe Zalman Inc. to Keren Moshe Zalman, a New York charitable trust with two trustees.

• Sponsor name changed from Keren Moshe Zalman Inc. to Keren Moshe Zalman
• Sponsor is now a New York charitable trust with trustees Nediva Schwarz and Jacob Schwarz
• Sponsor address remains c/o Nediva Schwarz, 1257 Ocean Parkway, Brooklyn, New York 11230
• Plan may not be used after six months following the Filing Date of this Amendment unless extended or amended

Amendment 4 Apr 20, 2009

30 unsold residential units transferred to new sponsor Keren Moshe Zalman Inc., new managing agent RYYZ LLC appointed, and plan effective period extended.

• 30 unsold residential units conveyed to Keren Moshe Zalman Inc. on March 6, 2009
• New Sponsor: Keren Moshe Zalman Inc., principal Nediva Schwarz
• New Managing Agent: RYYZ LLC at 1257 Ocean Parkway, Brooklyn
• 19 residential units in contract with bona fide purchasers
• Condominium now consists of 30 total residential units
• Plan may not be used after six months from filing date unless extended or amended

Amendment 3 Feb 9, 2009

The plan is declared effective as of January 20, 2009, with thirteen units (43% of residential units) under executed Purchase Agreements, and the period for using the plan is extended for six months from the filing date.

• Plan declared effective January 20, 2009
• 13 residential units (43%) have executed Purchase Agreements
• Closings planned to begin on or about March 2009
• Purchasers to receive at least 30 days notice of closing date
• Plan may not be used after six months following this Amendment's filing date unless extended or amended

Amendment 2 Dec 2, 2008

Amendment corrects unit amenities, extends first year of operation to 2009, revises budget and closing date, and updates governance documents.

• Units 4D, 4E, 4F corrected to have two terraces instead of balcony and roof terrace
• First year of condominium operation changed to January 1, 2009 to December 31, 2009
• First closing date moved from January 1, 2007 to January 1, 2009
• Budget for first year revised with recalculated gas charges (26,640 Therms at $1.61 per Therm) and electric charges (67,973 kilowatt hours at $0.19 per kilowatt hour)
• Purchasers have 15-day rescission right from amendment presentation date
• Board of Managers changed to three members with residential unit owners appointing in accordance with common interest percentage
• Purchase Agreement working capital fund contribution changed to four months of common charges

Amendment 1 Apr 7, 2008

Amendment revises unit room counts, square footage, floor plans, projected completion date, amenities, and property specifications.

• Units 1A, 1B, 1C reduced from 5.5 rooms to 4 rooms; recreation rooms, kitchenette, bathroom, and home office removed
• Units 1D, 1E, 1F increased from 3 rooms to 4 rooms; converted from studio to 1-bedroom units
• Units 2A, 2B, 2C, 3A, 3B, 3C, 4A, 4B, 4C, 4D, 4E, 4F reduced from 4 rooms to 3.5 rooms
• Units 2D, 2E, 2F, 2G, 2H, 2I, 3D, 3E, 3F, 3G, 3H, 3I reduced from 3 rooms to 2.5 rooms
• Units 2A, 2B, 2C modified to add accessory storage at cellar level
• Projected completion date amended from January 2007 to December 2008
• No unit will be furnished with washer or dryer appliances
• Revised floor plans and property specifications effective January 28, 2008