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EIN: 26-0494103,

Part I

7) The organization retained an accountant, Jacob Glick CPA, 1454 42d Street, Brooklyn
NY 11219, phone # 718-972-0187 for a fee of $2,000 to advise the organization. He was
recommended to the organization as a CPA with professional knowledge and expertise in
the non-profit area. -

Part IV

The organization was formed for the specific purpose of restoring a landmark building
purchased
used for religious services for 127 years, since January 18, 1881. The building was
restoration, the building will
from the current occupant and has an autonomous Upon complete
be used for religious services as well as being open as a tourist attraction exemplifying the
services that were performed in a previous era and continue to the current day.

This organization; Beth Hamedrash Hagodol Of New York Restoration Inc., was formed
at 60
and has taken upon itself the' monumental task of restoring the landmark building located
Norfolk Street, New York, NY. This building housed the congregation on the lower east side of
The
Manhattan, City ofNew York, by the name of Congregation Beth Hamedrash Hagodol.
literal translation of Beth Hamedrash Hagodoi is;

Beth - house
Hamedrash - of study / prayer
Hagodol - the big one

History of the building:

on June 17,
This Gothic Revival former Baptist church was built in 1850, and purchased
1885 by the oldest Russian Jewish Orthodox congregation in America.

The building was designated as a landmark building on February 28, 1967.

December 6, 2001,
An electrical fire that started in the basement on the afternoon of
work of Beth
severely damaged the roof, ceiling, mural paintings and decorative plaster
Lower East Side's 19th century
Harnedrash Hagadol, one of the oldest and most beautiful of the
synagogues.
Form 1023 Attachment Page: 2
Name: Beth Hamedrash Hagodol OfNew York Restoration, Inc.
EIN: 26-0494103

The main window was later blown out in a storm, and subsequent storms damaged the
partially exposed interior. In 2003, the National Trust for Historic Preservation designated the
building an endangered historic site. By 2006 $1 million of an estimated required $3.5 million
had been raised (in the form of pledges), for repairs to the structure.

History of the current occupant:

Beth Hamedrash Hagadol is the first Eastern European synagogue founded in New York
City and the oldest Orthodox Russian Jewish congregation in the United States. Founded by
Russian American Jews in 1852, it included both a rabbinic family court and a group devoted to
daily study of the Talmud. They were formally organized - 127 years ago - under the religious
corporation law ofNew York, on January 18, 1881.

In 1885 the congregation purchased its current building on 60 Norfolk Street in the Lower
East Side, a former Baptist church built 1850 in the Gothic Revival style.

From 1888 to 1902 Rabbi Jacob Joseph, the first and only Chief Rabbi ofNew York City,
was the congregation's rabbi. Harry Fischel was the congregation's Vice President until 1902.

In 1952 Rabbi Ephraim Oshry, one of the few European poseks -(literal translation - legal
decisor) to survive The Holocaust, became the synagogue's rabbi, a post he retained for 50 years.
He authored a five-volume religious response to the Holocaust. A one-volume version in
English won a National Jewish Book Award. He died on Sunday afternoon, Sept. 28, the second
day of the Jewish New Year, in Mt. Sinai Hospital at the age of 89. He designated his son-in-law
Rabbi Mendel Greenbaum, to succeed him.

The Project

A historic preservation group, the Lower East Side Conservancy, recently took the
initiative to help restore the synagogue to its former glory. This is why this organization was
formed.

Costs for the restoration ofBeth Hamedrash Hagadol are estimated at $3.5 million. So
far, $1 million has been raised, (in the form of pledges), including $750,000 allocated in next
year's budget of The City ofNew York, to help fund a new visitor's information center and
community space. Initial funding will go primarily toward exterior work, including restoration of
outside doors, window and roof repairs, as well as interior plastering. The second, and larger
Form 1023 Attachment Page: 3
Name: Beth Hamedrash Hagodol OfNew York Restoration, Inc.
E1N: 26-0494103

phase of work will target asbestos removal, structural stabilization, new floors and wiring and
restoration ofmurals.
The conservancy, who has been helpful in getting our project going, has outlined a plan
for self-sufficiency once the restoration is completed.

The central element will be the visitor's center, stocked with informational materials and
serving as a meeting point for walking tours. Workers will staffthe center to assist
tourists with answers on everything from the building's history and the area to where to
find the best bagels and knishes.

2. Part two ofthe plan will see space in the building set aside for a series of cultural
programs, including permanent and rotating exhibitions. A meeting room will double as a
venue for concerts and lectures.

3. The third portion will be the establishment of a community center for a neighborhood that
is short of public meeting space.

4. An additional and primary matter, is an agreement between Beth Hamedrash Hagodol of

New York Restoration Inc., and Congregation Beth Hamedrash Hagodol. Beth
Hamedrash Hagodol of New York Restoration Inc., is committed to allowing to rent to
Congregation Beth Hamedrash Hagodol and use a part of the basement in the building
for purposes of conducting services and prayers. The rent to be charged to the
Congregation will be the market rate for a similarly situated space. In the event the
Congregation cannot reasonably afford the market rent and still have at least ten
individuals attending prayer services on a regular basis, the rent to be charged will then be
an amount that the Congregation can reasonably afford to pay on a monthly basis.

Other undertakins

In the future the organization might undertake to solicit donations from notable
philanthropists, and disburse such grants to other charities, if - and only if- such
recipient is a tax exempt charitable organization as set forth in Section 501 (c)(3) of the
Internal, and there are such funds available that are not needed for the up-keep of the
building.
Form 1023 Attachment Page: 3
Name: Beth Hamedrash Hagodol OfNew York Restoration, Inc.
EIN: 26-0494103

phase ofwork will target asbestos removal, structural stabilization, new floors and wiring and
restoration of murals.
The conservancy, who has been helpful in getting our project going, has outlined a plan
for self-sufficiency once the restoration is completed.

The central element will be the visitor's center, stocked with informational materials and
serving as a meeting point for walking tours. Workers will staff the center to assist
tourists with answers on everything from the building's history and the area to where to
find the best bagels and knishes.

Part two of the plan will see space in the building set aside for a series of cultural
programs, including permanent and rotating exhibitions. A meeting room will double as a
venue for concerts and lectures.

3. The third portion will be the establishment of a community center for a neighborhood that
is short ofpublic meeting space.

4. An additional and primary matter, is an agreement between Beth Hamedrash Hagodol of

New York Restoration Inc., and Congregation Beth Hamedrash Hagodol. Beth
Hamedrash Hagodol ofNew York Restoration Inc., is committed to allowing to rent to -
Congregation Beth Hamedrash Hagodol and use a part of the basement in the building
for purposes of conducting services and prayers. The rent to be charged to the
Congregation will be the market rate for a similarly situated space. In the event the
Congregation cannot reasonably afford the market rent and still have at least ten
individuals attending prayer services on a regular basis, the rent to be charged will then be
an amount that the Congregation can reasonably afford to pay on a monthly basis.

Other undertakinas

In the future the organization might undertake to solicit donations from notable
philanthropists, and disburse such grants to other charities, if- and only if - such
the
recipient is a tax exempt charitable organization as set forth in Section 501 (c)(3) of
the
Internal, and there are such funds available that are not needed for the up-keep of
building.
Form 1023 Attachment Page: 4
Name: Beth Hamedrash Hagodol OfNew York Restoration, Inc.
EIN: 26-0494103

Part V

3A) All directors are putting in hours as needed, depending on the workload, averaging 5-10
hours per week. All are sharing the duties which includes office work and fund-raising.
None of the directors are being compensated, nor will they be compensated in the future.

5 A) See Page 7, Article 5 ofthe By-Laws which shows that the conflict of interest. This
resolution is from page 7 through 9 and details the conflict of interest resolution. It was
voted upon and accepted with the first meeting of the board of directors.

Part VIII

4A) The question is: "Do you or will you undertake fund-raising." To which the answer is
yes. The methods of fund-raising is planed to be through
mail
personal solicitations
government grant solicitations.

All fund-raising will be done either by the directors on an uncompensated manner or

through other uncompensated volunteers. At present the mail and personal solicitations are in the
planning stage and have not yet been implemented.
Government grant solicitations will be done through the help of "The Lower East Side
Conservevancy", a historic preservation group. See attached article for a write up on this from
the "The Villager" dated August 2006.
Agreement of Lease, made as of this 1s` day of 2008, between BETH MEDRASH

HAGADOL OF NEW YORK RESTORATION, INC., party of the first part, hereinafter referred

to as OWNER, and LOWER EAST SIDE CONSERVANCY party of the second part, hereinafter

referred to as TENANT,

Witnesseth: Owner hereby leases to Tenant and Tenant hereby hires from Owner SECOND

FLOOR in the building known as 60 NORFOLK STREET in the Borough of Manhattan, City and

State of New York, as shown on attached Exhibit A, for the term of THIRTY (30) YEARS (or until

such term shall sooner cease and expire as hereinafter provided) to commence on THE i' DAY OF

, TWO THOUSAND AND EIGHT, AND TO END ON THE DAY

OF , TWO THOUSAND AND THIRTY EIGHT, both dates inclusive, at an annual

rental rate of;

SEE PARAGRAPH 41 OF RIDER

which Tenant agrees to pay in lawful money of the United States which shall be legal tender in
payment of all debts and dues, public and private, at the time of payment, in equal monthly
installments in advance on the first day of each month during said term, at the office of Owner or
such other place as Owner may designate, without any set off or deduction whatsoever, except that
Tenant shall pay the first monthly installment(s) on the execution hereof (unless this lease be a
renewal).
In the event that, at the commencement of the term of this lease, or thereafter, Tenant shall be
in default in the payment of rent to Owner pursuant to the terms of another lease with Owner or
with Owner's predecessor in interest, Owner may at Owner's option and without notice to Tenant
add the amount of such arrears to any monthly installment of rent payable hereunder and the same
shall be payable to Owner as additional rent.
The parties hereto, for themselves, their heirs, distributes, executors, administrators, legal
representatives, successors and assigns, hereby covenant as follows:

1. RENT:

Tenant shall pay the rent as above and as hereinafter provided.

Agreement of Lease, made as of this 1't day of 2008, between BETH MEDRASH

HAGADOL OF NEW YORK RESTORATION, INC., party of the first part, hereinafter referred

to as OWNER, and LOWER EAST SID E CONSERVANCY party of the second part, hereinafter

referred to as TENANT,

Witnesseth: Owner hereby leases to Tenant and Tenant hereby hires from Owner SECOND

FLOOR in the building known as 60 NORFOLK STREET in the Borough of Manhattan, City and

State of New York, as shown on attached Exhibit A, for the term of THIRTY (30) YEARS (or until

such term shall sooner cease and expire as hereinafter provided) to commence on THE 1# DAY OF

TWO THOUSAND AND EIGHT, AND TO END ON THE DAY

OF , TWO THOUSAND AND THIRTY EIGHT, both dates inclusive, at an annual

rental rate of:

SEE PARAGRAPH 41 OF RIIIDER

which Tenant agrees to pay in lawful money of the United States which shall be legal tender in
payment of all debts and dues, public and private, at the time of payment, in equal monthly
installments in advance on the first day of each month during said term, at the office of Owner or
such other place as Owner may designate, without any set off or deduction whatsoever, except that
Tenant shall pay the first monthly installment(s) on the execution hereof (unless this lease be a
renewal).
In the event that, at the commencement of the term of this lease. or thereafter, Tenant shall be
in default in the payment of rent to Owner pursuant to the terms of another lease with Owner or
Tenant
with Owner's predecessor in,interest. Owner may at Owner's option and without notice to
and the same
add the amount of such arrears to any monthly installment of rent payable hereunder
shall be payable to Owner as additional rent.
The parties hereto, for themselves, their heirs, distributes, executors, administrators, legal
representatives, successors and assigns, hereby covenant as follows:

1. RENT;

Tenant shall pay the rent as above and as hereinafter provided.

I
2. OCCUPANCY:

Tenant shall use and occupy demised premises for a VISITOR'S CENTER
and for no other purposes. Tenant shall at all times conduct its business in a high grade and reputable
manner, shall not violate Article 37 hereof, and shall keep show windows and signs in a neat and clean
condition.

3. ALTERATIONS:

Tenant shall make no changes in or to the demised premises of any nature without Owner's prior
written consent. Subject to the prior written consent of Owner, and to the provisions of this article. Tenant, at
Tenant's expense, may make alterations, installations, additions or improvements which are non-structural
and which-do- not affect utHity-services=or-piumbing-and=electdcalluies,~itf,-or-to the interiorof the=demised -
premises by using contractors oiT mechanics- first approved in each instance byOwner: - Tenaritshall, before
making any alterations, additions, installations or improvements, at its expense, obtain all-permits, approvals
and certificates required by any government or quasi-governmental bodies and (upon completion) certificates
of final approval thereof and shall deliver promptly duplicates of all such permits, approvals and certificates to
Owner and Tenant agrees to carry and will cause Tenant's contractors and sub-contractors to carry such
workman's compensation, general liability, personal and property damage insurance as Owner may require.
If any mechanic's lien is filed against the demised premises, or the building ofwhich the same forms a part.
for work claimed to have done for, or materials furnished to, Tenant, whether or not done pursuant to this
article, the same shall be discharged by Tenant within 30 days thereafter, at Tenant's expense, by a payment
or filing the bond required by law. All fixtures and all paneling, partitions, railings and like installations,
installed in the premises at any time, either by Tenant or by Owner on Tenant's behalf, shall, upon
installation, become-the property of Owner and-shall- remain-upon- and- be surrendered with the demised
premises unless Owner, by notice to Tenant no later than twenty days prior to the date fixed as the
termination of this lease, elects to relinquish Owner's rights thereto and to have them removed by Tenant, in
which event, the same shall be removed from the premises by Tenant prior to the expiration of the lease., at
Tenant's expense. Nothing in this article shall be construed to give Owner title to or to prevent Tenant's
removal of trade fixtures, moveable office furniture and equipment, but upon removal of any such from the
premises or upon removal of other installation as may be required by Owner, Tenant shall immediately and at
its expense, repair and restore the premises to the condition existing prior to installation and repair any
damage to the demised premises or the building due to such removal. All property permitted or required to be
removed by Tenant at the end of the term remaining in the premises after Tenant's removal-shall be deemed-
abandoned and may, at the election of Owner, either be retained as Owner's property or may be removed
from the premises by Owner at Tenant's expense.

4. REPAIRS: =T -

Owner shall maintain and repair the public portions of the building, both exterior and interior, except
sidewalk
that if Owner allows Tenant to erect on the outside of the building a sign or signs, or a hoist, lift or
elevator for the exclusive use of Tenant, Tenant Shall maintain such exterior installations in good appearance
thereto
and shall cause the same to be operated in a good and workmanlike manner and shall make all repairs
shall cause the
necessary to keep same in good order and condition, at Tenant's own cost and expense, and
shall, throughout the term of
same to be covered by the insurance provided for hereafter in Article 8; Tenant and the
appurtenances therein,
this lease, take good care of the demised premises and the fixtures and
sole cost and expense, make all non-structural repairs thereto as and
sidewalks adjacent thereto, and at its
and tear, obsolescence
when needed to preserve them in good working order and condition, reasonable wear
casualty, excepted. If the demised premises be or become
and damage from the elements, fire or other time to time
cause the same to be exterminated from
infested with vermin, Tenant shall at Tenant's expense,

2
to the satisfaction of Owner. Except as specifically provided in Article 9 or elsewhere in this lease, there shall
be no allowance to the Tenant for the diminution of rental value and no liability on the part of Owner by
reason of inconvenience, annoyance or injury to business arising from Owner, Tenant or others making or
failing to make any repairs, alterations, additions or improvements in or to any portion of the building
including the erection or operation of any crane, derrick or sidewalk shed, or in or to the demised premises or
the fixtures, appurtenances or equipment thereof. It is specifically agreed that Tenant shall not be entitled to
any set off or reduction ofrent by reason of any failure of Owner to comply with the covenants of this or any
other article of this lease. Tenant agrees that Tenant's sole remedy at law in such instance will be by way of
an action for damages for breach of contract. The provisions of this Article 4 with respect to the making of
repairs shall not apply in the case of fire or other Casualty which are dealt with in Article 9 hereof.

5. WINDOW CLEANnyG-

Tenant will not clean nor require, permit, suffer or allow any window in the demised premises to be
cleaned from the outside in violation ofSection 202 ofthe New York State Labor Law or any other applicable
law or of the Rules of the Board of Standards and Appeals, or of any other Board or body having or asserting
jurisdiction.

6. REQUIREMENTS OF LAW. FIRE INSURANCE:

Prior to the commencement of the lease term, if Tenant is then in possession, and at all times
thereafter, Tenant, at Tenant's sole cost and expense, shall promptly comply with all present and future laws,
orders and regulations of all state, federal, municipal and local governments, commissions and boards and
any direction of any public officer pursuant to law, and all orders, rules and regulations of the New York
Board of Fire Underwriters or the Insurance Services Office, or any similar body which shall impose any
violation, order or duty upon Owner or Tenant with respect to the demised premises, and with respect to the
portion of the sidewalk adjacent to the premises, if the premises are on the street level, whether or not arising
out of Tenant's use or manner of use thereof, or with respect to the building if arising out of Tenant's use or
manner of use of the premises or the building (including the use permitted under the lease). Except as
provided in Article 29 hereof, nothing herein shall require Tenant to make structural repairs or alterations
unless Tenant has by its manner of use ofthe demised premises or method of operation therein, violated any
such laws, ordinances, orders, rules, regulations or requirements with respect thereto. Tenant shall not do or
permit any act or thing to be done in or to the demised premises which is contrary to law, or which will
invalidate or be in conflict with public liability, fire or other policies ofinsurance at any time carried by or for
the benefit of Owner. Tenant shall pay all costs, expenses, fines, penalties or damages, which may be
unposed upon Owner by reason of Tenant's failure to comply with the provisions of this article. If the fire
insurance rate shall, at the beginning of the lease-or at any time thereafter, be higher than it otherwise would
be, then Tenant shall reimburse Owner, as additional rent hereunder, for that portion of all fire insurance
premiums thereafter paid by Owner which shall have-been charged because of such failure by Tenant, to
comply with the terms_of_this article : Inany action or proceeding wherein Owner-and Tenant are parties, a
schedule or "make-up" of rate for the building of demised premises issued'-by a b ody making fire insurance
several
rates applicable to said premises shall be conclusive evidence of the facts therein stated and of the
items and charges in the fire insurance rate then applicable to said premises.

7. SUBORDINATION:

This lease is subject and subordinate to all ground or underlying leases and to all mortgages which
renewals,
may now or hereafter affect such leases or the real property of which premises are a part and to all
modifications, consolidations, replacements and extensions of any such underlying leases and mortgages.
by any ground
This clause shall be self-operative and no further instrument of subordination shall be required

3
 9 elsewhere in this lease, there shall
to the satisfaction of Owner. Except as specifically provided in Article or
liability on the part of Owner by
be no allowance to the Tenant for the diminution of rental value and no
Tenant or others making or
reason of inconvenience, annoyance or injury to business arising from Owner,
portion of the building
I failing to make any repairs, alterations, additions or improvements in or to any
shed, or in or to the demised premises or
including the erection or operation of any crane, derrick or sidewalk
agreed that Tenant shall not be entitled to
the fixtures, appurtenances or equipment thereof. It is specifically
Owner to comply with the covenants of this or any
any set off or reduction of rent by reason of any failure of
at law in such instance will be by way of
other article of this lease. Tenant agrees that Tenant's sole remedy
Article 4 with respect to the making of
an action for damages for breach of contract. The provisions of this
with in Article 9 hereof.
repairs shall not apply in the case of fire or other Casualty which are dealt

5. WINDOW CLEA 'ING

in the demised premises to be
Tenant will not clean nor require, permit, suffer or allow any window
State Labor Law or any other applicable
cleaned from the outside in violation ofSection 202 of the New York
or of any other Board or body having or asserting
law or of the Rules of the Board of Standards and Appeals,
jurisdiction.

6. REQUIREMENTS OF LAW FIRE INSURANCE:

in possession, and at all times
Prior to the commencement of the lease term, if Tenant is then
promptly comply with all present and future laws,
thereafter, Tenant, at Tenant's sole cost and expense, shall
governments, commissions and boards and
orders and regulations of all state, federal, municipal and local
rules and regulations of the New York
any direction of any public officer pursuant to law, and all orders,
similar body which shall impose any
Board of Fire Underwriters or the Insurance Services Office, or any
premises, and with respect to the
violation, order or duty upon Owner or Tenant with respect to the demised
are on the street level, whether or not arising
portion of the sidewalk adjacent to the premises, if the premises'
building if arising out of Tenant's use or
out of Tenant's use or manner of use thereof, or with respect to the
permitted under the lease). Except as
manner of use of the premises or the building (including the use
Tenant to make structural repairs or alterations
provided in Article 29 hereof, nothing herein shall require
premises or method of operation therein, violated any
unless Tenant has by its manner of use of the demised
with respect thereto. Tenant shall not do or
such laws, ordinances, orders, rules. regulations or requirements which is contrary to law, or which will
premises
permit any act or thing to be done in or to the demised insurance at any time carried by or for
policies of
invalidate or be in conflict with public liability, fire or other penalties or damages, which may be
fines,
the benefit of Owner. Tenant shall pay all costs, expenses, provisions of this article. If the fire
the
imposed upon Owner by reason of Tenant's failure to comply with higher than it otherwise would
thereafter, be
insurance rate shall, at the beginning of the lease or at any time portion of all fire insurance
hereunder, for that
be, then Tenant shall reimburse Owner, as additional rent because of such failure by Tenant, to
charged
premiums thereafter paid by Owner which shall have been Owner and Tenant are parties, a
proceeding wherein
comply with the terms of this article. In any action of a body making fire insurance
premises issued by
schedule or "make-up" of rate for the building or demised stated and of the several
of the facts therein
rates applicable 'to said premises shall be conclusive evidence premises.
to said
items and charges in the fire insurance rate then applicable

7. SUBORDINA'I'ION:

or underlying leases and to all mortgages which

This lease is subject and subordinate to all ground
property of which premises are a part and to all renewals,
may now or hereafter affect such leases or the real es.
of any such underlying leases and mortgages.
modifications, conso li dations, replacements and extensions subordination shall be required by any ground
instrument of
This clause shall be selfoperative and no further

3
or underlying lessor or by any mortgagee, affecting any lease or the real property of which the demised
premises are a part. In confirmation of such subordination, Tenant shall from time to time execute promptly
any certificate that Owner may request.

8. TEN 'S LIABILITY INSURANCE PROPERTY LOSS DAMAGE INDEMNITY:

Owner or its agents shall not be liable for any damage to property of Tenant or of others entrusted to
employees of the building, nor for loss ofor damage to any property of Tenant by theft or other wise, nor for
any injury or damage to persons or property resulting from any cause of whatsoever nature, unless caused by
or due to the negligence of Owner, its agents, servants or employees. Owner or its agents will not be liable for
any such damage caused by other Tenants or persons in, upon or about said building or caused by operations
in construction of any private, public or quasi-public work. Tenant agrees, at Tenant's sole cost and expense,
to maintain general public liability insurance in standard form in favor of Owner and Tenant against claims
for bodily injury or death or property damage occurring in or upon the demised premises, effective from the
date Tenant enters into possession and during the term of this lease. Such insurance shall be in an amount
and with carriers acceptable to the Owner. Such policy or policies shall be delivered to the Owner. On
Tenant's default in obtaining or delivering any such policy or policies or failure to pay the charges therefor.
Owner may secure or pay the charges for any such policy or policies and charge the Tenant as additional rent
therefor. Tenant shall indemnify and save harmless Owner against and from all liabilities, obligations,
damages. penalties, claims, costs and expenses for which Owner shall not be reimbursed by insurance,
including reasonable attorneys fees. paid, suffered or incurred as a result of any breach by Tenant, Tenant's
agent, contractors, employees, invitees, or licensees, of any covenant on condition of this lease, or the
carelessness, negligence or improper conduct of the Tenant, Tenant's agents, contractors, employees, invitees
or licensees except to the extent caused by Owner, its agents, servants and/or employees. Tenant's liability
under this lease extends to the acts and omissions of any subtenant, and any agent, contractor, employee.
invitee or licensee of any subtenant. In case any action or proceeding is brought against Owner by reason of
any such claim, Tenant, upon written notice from Owner, will, at Tenant's expense, resist or defend such
action or proceeding by counsel approved by Owner in writing and owner hereby approves counsel chosen by
Tenants and/or Tenants insurer, such approval not to be unreasonably withheld.

9. DESTRUCTION, FIRE AND OTHER CASUALTY:

(a) If the demised premises or any part thereof shall be damaged by fire or other casualty, Tenant
shall give immediate notice thereof to Owner and this lease shall continue in full force and
effect except as hereinafter set forth.

(b) If the demised premises are partially damaged or rendered partially unusable by fire or other
casualty, the damages thereto shall be repaired by and at the expense of Owner and the rent
and other items of additional rent, until such repair shall be substantially completed, shall be
apportioned from the day following the casualty according to the part of the premises which is
usable.

(c) If the demised premises are totally damaged or rendered wholly unusable by fire or other
casualty, then the rent and other items of additional rent as hereinafter expressly provided
until
shall be proportionately paid up to the time of the casualty and thenceforth shall cease
the date when the premises shall have been repaired and restored by Owner (or sooner
in subsection (b)
reoccupied in part by Tenant then rent shall be apportioned as provided
same as hereinafter provided.
above), subject to Owner's right to elect not to restore the

4
 (d) If the demised premises are rendered wholly unusable or (whether or not the demised premises
are damaged in whole or in part) if the building shall be so damaged that Owner shall decide
to demolish it or to rebuild it, then, in any of such events, Owner may elect to terminate this
lease by written notice to Tenant given within 90 days after such fire or casualty or 30 days
after adjustment of the insurance claim for such fire or casualty, whichever is sooner,
specifying a date for the expiration of the lease, which date shall not be more than 60 days
after the giving of such notice, and upon the date specified in such notice the term of this lease
shall expire as fully and completely as if such date were the date set forth above for the
termination of this lease and Tenant shall forthwith quit, surrender and vacate the premises
without prejudice however, to Owner's rights and remedies against Tenant under the lease
provisions in effect prior to such termination, and any rent owing shall be paid up to such date
and any payments of rent made by Tenant which were on account ofany period subsequent to
such date shall be returned to Tenant. Unless Owner shall serve a termination notice as
provided for herein, Owner shall make the repairs and restorations under the conditions of(b)
and (c) hereof, with all reasonable expedition subject to delays due to adjustment of insurance
claims, labor troubles and causes beyond Owner's control. If Owner's repairs are estimated to
----take or actually-take-more-than-120 days-to-complete,-tenant shall have-the-right to-terminate-
lease upon notice to wner a s set forth in paragraph 65 of the rider to this lease.After any such
casualty, Tenant shall cooperate with Owner's restoration by removing from the premises as
promptly as reasonably possible, all of Tenant's salvageable inventory and movable
equipment; furniture,-and other property:=Teriant s liability for rent shall iesuine five (5) days
after written notice from Owner that the premises are substantially ready for Tenant's
occupancy.

(e) Nothing contained hereinabove shall relieve Tenant from liability that may exist as a result of
damage from fire or other casualty. Notwithstanding the foregoing, including Owner's
obligation to restore under subparagraph (b) above, each party shall look first to any insurance
in its favor before making any claim against the other party for recovery for loss or damage
resulting from fire or other casualty, and to the extend that such insurance is in force and
collectible and to the extent permitted by law, Owner and Tenant each hereby releases and
waives all right of recovery with respect to subparagraphs (b), (d) and (e) above, against the
other or any one claiming through or under each ofthem by way of subrogation or otherwise.
The release and waiver herein referred to shall be deemed to include any loss or damage to the
demised premises and/or to any personal property, equipment, trade fixtures, goods and
merchandise located therein. The foregoing release and waiver shall be in force only if both
releasors' insurance policies contain a clause providing that such a release or waiver shall not
invalidate the insurance. Tenant acknowledges that Owner will not carry insurance on
Tenant's furniture an/or furnishings or any fixtures or equipment, improvements, or
appurtenances removable by Tenant and agrees that Owner will not be obligated to repair any
damage thereto or replace the same,

(fl Tenant hereby waives the provisions of Section 227 of the Real Property Law and agrees that
the provisions ofthis article shall govern and control in lieu thereof.

10. EMINENT DOMAI~;_

If the whole or any part of the demised premises shall be acquired or condemned by Eminent Domain
for any public or quasi public use or purpose, then and in that event, the term of this lease shall cease and
terminate from the date of title vesting in such proceeding and Tenant shall have no claim for the value of any
unexpired term of said lease. Tenant shall have the right to make an independent claim to the condemning

5
 (d) If the demised premises are rendered wholly unusable or (whether or not the demised premises
are damaged in whole or in part) if the building shall be so damaged that Owner shall decide
to demolish it or to rebuild it, then, in any of such events, Owner may elect to terminate this
lease by written notice to Tenant given within 90 days after such fire or casualty or 30 days
after adjustment of the insurance claim for such fire or casualty, whichever is sooner,
specifying a date for the expiration of the lease, which date shall not be more than 6 0 days
after the giving of such notice. and upon the date specified, in such notice the term of this lease
shall expire as fully and completely as if such date were the date set forth above for the
termination of this lease and Tenant shall forthwith quit, surrender and vacate the premises
without prejudice however, to Owner's rights and remedies against Tenant under the lease
provisions in effect prior to such termination, and any rent owing shall be paid up to such date
and any payments of rent made by Tenant which were on account of any period subsequent to
such date shall be returned to Tenant. Unless Owner shall serve a termination notice as
provided for herein. Owner shall make the repairs and restorations under the conditions of (b)
and (c) hereof, with all reasonable expedition subject to delays due to adjustment of insurance
claims, labor troubles and causes beyond Owner's control. If Owner's repairs are estimated to
take or actually take more than 120 days to complete, tenant shall have the right to terminate
lease upon notice to owner a s set forth in paragraph 65 of the rider to this lease.After any such
casualty, Tenant shall cooperate with Owner's restoration by removing from the premises as
promptly as reasonably possible, all of Tenant's salvageable inventory and movable
equipment, furniture, and other property. Tenant's liability for rent shall resume five (5) days
after written notice from Owner that the premises are substantially ready for Tenant's,
occupancy.

(e) Nothing contained hereinabove shall relieve Tenant from liability that may exist as a result of
damage from fire or other casualty. Notwithstanding the foregoing, including Owner's
obligation to restore under subparagraph (b) above, each party shall look first to any insurance
in its favor before making any claim against the other party for recovery for loss or damage
resulting from fire or other casualty, and to the extend that such insurance is in force and
collectible and to the extent permitted by law, Owner and Tenant each hereby releases and
waives all right of recovery with respect to subparagraphs (b), (d) and (e) above, against the
other or any one claiming through or under each of them by way of subrogation or otherwise.
The release and waiver herein referred to shall be deemed to include any loss or damage to the
demised premises and/or to any personal property, equipment, trade fixtures, goods and,
merchandise located therein. The foregoing release and waiver shall be in force only if both
releasors' insurance policies contain a clause providing that such a release or waiver shall not
invalidate the insurance. Tenant acknowledges that Owner will not carry insurance on
Tenant's furniture an/or furnishings or any fixtures or equipment, improvements, or
appurtenances removable by Tenant and, agrees that Owner will not be obligated to repair any
damage thereto or replace the same.

(f) Tenant hereby waives the provisions of Section 227 of the Real Property Law and agrees that
the provisions of this article shall govern and control in lieu thereof.

1 0. EMINENT DOMAIN:
Eminent Domain
If the whole or an y part of the demised premises shall be acqui red or condemned by
purpose, then and in that event, the term of this lease ,shall cease and
for any public or quasi public use or
in such proceeding and Tenant shall have no claim for the value of any
terminate from th e date of title vesting
the right to make an independent claim to the condemning
unexpired term of said lease. Tenant shall have

5
authority for the value of Teriant's moving expenses andpersonal property, trade fixtures and equipment,
provided Tenant is entitled pursuant to the terms of the lease to remove such property, trade fixtures and
equipment at the end ofthe term and provided further such claim does not reduce Owner's award.

11. ASSIGNMENT. MORTGAGE, ETC.:

Tenant, for itself, its heirs, distributees, executors, administrators, legal representatives, successors and
assigns expressly covenants that it shall not assign, mortgage or encumber this agreement, nor underlet, or
suffer or permit the demised premises or any part thereof to be used by others, without the prior written
consent of Owner in each instance, which consent shall not unreasonably be withheld. Transfer of the
majority of the stock of a corporate tenant or the majority partnership interest of a partnership tenant shall be
deemed an assignment. Ifthis lease be assigned, or if the demised premises or any part thereof be underlet or
occupied by anybody other than Tenant, Owner may, after default by Tenant, collect rent from the assignee,
under-tenant or occupant, and apply the net amount collected to the rent herein reserved, but no such
assignment, underletting, occupancy or collection shall be deemed a waiver of the covenant, or the acceptance
of the assignee, under-tenant or occupant as tenant, or a release of Tenant from the further performance by
Tenant of covenants on the part of Tenant herein contained. The consent by Owner to an assignment or
underletting shall not in any wise be construed to relieve Tenant from obtaining the express consent in writing
of Owner to any further assignment or underletting. -

12. ELECTRIC CLTRRENT:

Rates and conditions in respect to submetering or rent inclusion, as the case may be, to be added in
RIDER attached hereto. Tenant covenants and agrees that at all times its use of electric current shall not
exceed the capacity ofexisting feeders to the building or the risers or wiring installation and Tenant may not
use any electrical equipment which, in Owner's opinion, reasonable exercised, will overload such installations
or interfere with the use thereof by other tenants of the building. The change at any time of the character of
electric service shall in no wise make Owner liable or responsible to Tenant, for any loss, damages or
expenses which Tenant may sustain.

13. ACCESS TO PREMISES:

Owner or Owner's agents shall have the right to enter the demised premises in any emergency at any
time, and, at other reasonable times, upon reasonable prior notice, to examine the same and to make such
repairs, replacements and improvements as Owner may deem necessary and reasonably desirable to any
portion of the building or which Owner may elect to perform, in the premises, following Tenant's failure to
make repairs or perform any work which Tenant is obligated to perform under this lease, or for the purpose of
complying with laws, regulations and other directions of governmental authorities. Tenant shall permit
Owner to use and maintain and replace pipes and conduits in and through the demised premises and to erect
new pipes and conduits therein, provided they are concealed within the walls, floors or ceiling, wherever
practicable. Owner may, during the progress of any work in the demised premises, take all necessary
materials and equipment into said premises without the same constituting an eviction nor shall the Tenant be
entitled to any abatement of rent while such work is in progress nor to any damages by reason of loss or
interruption of business or otherwise. Throughout-the term hereof Owner shall have the right to enter the
demised premises at reasonable hours and upon reasonable notice for the purpose of showing the same to
prospective purchasers or mortgagees of the building, and during the last six months of the term for the
purpose of showing the same to prospective tenants and may, during said six months period, place upon the
demised premises the usual notice "To Let" and "For Sale" which notices Tenant shall permit to remain
thereon without molestation. If Tenant is not present to open and permit an entry into the demised premises,
Owner or Owner's agents may enter the same whenever such entry may be necessary or permissible by master

6
key or forcibly and provided reasonable care is exercised to safeguard Tenant's property, such entry shall not
render Owner or its agents liable therefore,; nor in any event shall the obligations of Tenant hereunder be
affected. If during the last month of term Tenant shall have removed all or substantially all of Tenant's
property therefrom, Owner may immediately enter, alter, renovate or redecorate the demised premises
without limitation or abatement of rent, or incurring liability to Tenant for any compensation and such act
shall have no effect on this lease or Tenant's obligations hereunder. Owner shall have the right at any time,
without the same constituting an eviction and without incurring liability to Tenant therefor, to change' the
arrangement and/or location of public entrances, passageways, doors, doorways, corridors, elevators, stairs,
toilets, or other public *parts of the building and to change the name, number or designation by which the
building may be known.

14. VAiJLT, VAULT SPACE, AREA:

No vaults, vault space or area, whether or not enclosed or covered, not within the property line of the
building is leased hereunder, anything contained in or indicated on any sketch, blue print or plan, or anything
contained elsewhere in this lease to the contrary notwithstanding. Owner makes no representation as to the
location of the property line of the building. All vaults and vault space and all such areas not within the
property line of the building, which Tenant may be permitted to use and/or occupy, is to be used and/or
occupied under a revocable license, and ifany such license be revoked, or if the amount ofsuch space or area
be diminished or required by any federal, state or municipal authority or public utility, Owner shall not be
subject to any liability nor shall Tenant be entitled to any compensation or diminution or abatement of rent,
nor shall such revocation, diminution or requisition be deemed constructive or actual eviction. Any tax, fee
or charge of municipal authorities for such vault or area shall be paid by Tenant.

15. OCCUPANCY;

Tenant will not at any time use or occupy the demised premises in violation of Articles 2 or 37 hereof,
or of the certificate of occupancy issued for the building ofwhich the demised premises are a part. Tenant has
inspected the premises and accepts them as is,, subject to the riders annexed hereto with respect to Owner's
work, if any. In any event. Owner makes no representation as to the condition of the premises and Tenant
agrees to accept the same subject to violations whether or not ofrecord.

16. BANKRUPTCY

(a) Anything elsewhere in this lease to the contrary notwithstanding, this lease may be cancelled
by Landlord by the sending of a written notice to Tenant within a reasonable time after the
happening of any one or more of the following events: (1) the commencement of a case in
bankruptcy or under the laws of any state naming Tenant as the debtor which is not dismissed
within ninety (90) days; (2) the making by Tenant of an assignment or any other arrangement
for the benefit of creditors under any state statute. Neither Tenant nor any person claiming
through or under Tenant, or by reason of any statute or order of court, shall thereafter be
entitled to possession of the premises demised but shall forthwith quit and surrender the
premises. If this lease shall be assigned in accordance with its terms, the provisions of this
Article 16 shall be applicable only to the party then owning Tenant's interest in this lease.
(b) It is stipulated and agreed that in the event of the termination of this lease pursuant to (a)
hereof, Owner shall forthwith, notwithstanding any other provisions of this lease to the
contrary, be entitled to recover from Tenant as and for liquidated damages an amount equal to
the difference between the rent reserved hereunder for the unexpired portion of the term
demised and the fair and reasonable rental value ofthe demised premises for the same period.
In the computation of such damages the difference between any installment of rent becoming
 such entry shall not
key or forcibly and provided reasonable care is exercised to safeguard Tenant's property,
of Tenant hereunder be
render Owner or its agents liable therefore, nor in any event shall the obligations
substantially all of Tenant's
affected. If during the last month of term Tenant shall have removed all or
the demised premises
property therefrom, Owner may immediately enter, alter, renovate or redecorate
and such act
without limitation or abatement of rent, or incurring liability to Tenant for any compensation
shall have the right at any time,
shall have no effect on this lease or Tenant's obligations hereunder. Owner
Tenant therefor to change the
without the same constituting an eviction and without incurring liability to
corridors, elevators, stairs,
arrangement and/or location of public entrances, passageways, doors, doorways,
designation by which the
toilets, or other public parts of the building and to change the name, number or
building may be known.

14. VAULT, VAULT SPACE, AREA:

property line of the
No vaults, vault space or area, whether or not enclosed or covered, not within the
any sketch, blue print or plan, or anything
building is leased hereunder, anything contained in or indicated on
Owner makes no representation as to the
contained elsewhere in this lease to the contrary notwithstanding.
and all such areas not within the
location of the property line of the building. All vaults and vault space
and/or occupy, is to be used and/or
property line of the building, which Tenant may be permitted to use
amount of such space or area
occupied under a revocable license, and if any such license be revoked, or if the
public utility, Owner shall not be
be diminished or required by any federal, state or municipal authority or
or diminution or abatement of rent,
subject to any liability nor shall Tenant be entitled to any compensation
or actual eviction. Any tax. fee
nor shall such revocation, diminution or requisition be deemed constructive
Tenant.
or charge of municipal authorities for such vault or area shall be paid by

15. OCCUPANCY:
2 or 37 hereof,
Tenant will not at any time use or occupy the demised premises in violation of Articles
which the demised premises are a part. Tenant has
or of the certificate of occupancy issued for the building of with respect to Owner's
inspected the premises and accepts them as is, subject to the riders annexed hereto
representation as to the condition of the premises and Tenant
work, if any. In any event. Owner makes no
agrees to accept the same subject to violations whether or not of record.

16. BANKRUPTCY ,
cancelled
(a) Anything elsewhere in this lease to the contrary notwithstanding, this lease may be
Tenant within a reasonable time after the
by Landlord by the sending of a written notice to
(1) the commencement of a case in
happening of any one or more of the following events:
debtor which is not dismissed
bankruptcy or under the laws of any state naming Tenant as the
any other arrangement
within ninety (90) days; (2) the making by Tenant of an assignment or
Tenant nor any person claiming
for the benefit of creditors under any state statute. Neither
of court, shall thereafter be
through or under Tenant, or by reason of any statute or order
quit and surrender the
entitled to possession of the premises demised but shall forthwith
the provisions of this
premises. If this lease shall be assigned in accordance with its terms,
interest in this lease,
Article 16 shall be applicable only to the party then owning Tenant's
termination of this lease pursuant to (a)
(b) It is stipulated and agreed that in the event of the
other provisions of this lease to the
hereof, Owner shall forthwith, notwithstanding any
damages an amount equal to
contrary, be entitled to recover from Tenant as and for liquidated
for the unexpired portion of the term
the difference between the rent reserved hereunder
demised premises for the same period.
demised and the fair and reasonable rental value of the
between any installment of rent becoming
In the computation of such damages the difference

7
 due hereunder after the date of termination and the fair and reasonable rental value of the
demised premises for the period for which such installment was payable shall be discounted to
the date of termination at the rate of four percent (4%) per annum. If such premises or any
part thereof be re-let by the Owner for the unexpired term of said lease, or any part thereof,
before presentation of proof of such liquidated damages to any court, commission or tribunal,
the amount of rent reserved upon such re-letting shall be deemed to be the fair and reasonable
rental value for the part or the whole of the premises so re-let during the term of the re-letting.
Nothing herein contained shall limit or prejudice the right of the Owner to prove for and
obtain as liquidated damages by reason of such termination, an amount equal to the
maximum allowed by any statue or rule of law in effect at the time when, and governing the
proceedings in which, such damages are to be proved, whether or not such amount be greater,
equal to, or less than the amount ofthe difference referred to above.

(1) If Tenant defaults in fulfilling 'any of the covenants of this lease: except the covenant to pay-,
rent and additional rent, or i-the demised premises become-vacant-or deserted; or if any
execution or attachment shall be issued against Tenant or any of Tenant's property whereupon
the demised premises shall be taken or occupied by someone other than Tenant; or ifthis lease
be rejected under Section 365 of Title II ofthe U.S. Code (Bankruptcy Code); then, in any one
or more of such events, upon Owner serving a written Thirty (30) Days Notice to Cure upon
Tenant specifying the nature of said default and upon the expiration ofsaid thirty (30) days, if
Tenant shall have failed to comply with or remedy such default, or if the said default or
omission complained of shall be of a nature that the same cannot be completely cured or
remedied within said thirty (30) day period, and if Tenant shall not have diligently
commenced curing such default within such thirty (30) day period, and shall not thereafter
with reasonable diligence and in good faith proceed to remedy or cure such default, then
Owner may serve a written ten (10) days notice of intent to proceed to nonbinding mediation
and upon the expiration of said ten (10) days, the parties will arrange to proceed to such
mediation before or any successor mediator or mutually agreed upon mediator,
which mediation must commence within thirty (30) days of the notice of intent to proceed to
nonbinding mediation -and be diligently pursued thereafter until the defaults alleged in the -
Owner's Thirty (30) Days Notice to Cure and any counterclaims and/or, affirmative defenses
raised by the Tenant are successfully mediated.

(2) If no agreement can be reached between the parties after mediation, then Owner shall serve a
Ten (10) Days Notice of Cancellation of this lease upon Tenant and upon the expiration of
said ten (10) days, this lease and the term thereunder shall end and expire as fully and
completely as if the expiration ofsuch ten (10) day period were the day herein definitely fixed
for the end and-expiration of this lease_and_the-term,thereof and Tenant,shall then quit and
surrender the demisedpremises-to Owner.

(3) All notices described in Paragraph 17 (1) and Paragraph 17 (2) to be served upon Tenant and
Tenant's attorney as more specifically set forth in the rider to lease attached hereto.

18. REMEDIES OF OWNER AND W F REDEMPTION:

In case of any such default, re-entry, expiration and/or dispossess by summary proceedings or other
wise, (a) the rent, and additional rent, shall become due thereupon and be paid up to the time of such re-entry,
dispossess and/or expiration. (b) Owner may re-let the premises or any part thereof, either in the name of

-=
. _ ,
Owner or otherwise, for a term or terms, which may at Owner's option be less than or exceed the period
which would otherwise have constituted the balance of the term of this lease and may grant concessions or
free rent or charge a higher rental than that in this lease, and/or (c) Tenant or the legal representatives of
Tenant shall also pay Owner as liquidated damages for the failure of Tenant to observe and perform said
Tenant's covenants herein contained, any deficiency between the rent hereby reserved and/or covenanted to
be paid and the net amount, if any, of the rents collected on account of the subsequent lease or leases of the
demised premises for each month of the period which would otherwise have constituted the balance of the
term of this lease. The failure of Owner to re-let the premises or any part or parts thereof shall not release or
affect Tenant's liability for damages. In computing such liquidated damages there shall be added to the said
deficiency such expenses as Owner may incur in connection with re-letting, such as legal expenses, reasonable
attorneys' fees, brokerage, advertising and for keeping the demised premises in good order or for preparing the
same for re-letting. Any such liquidated damages shall be paid in monthly installments by Tenant on the rent
day specified in this lease. Owner, in putting the demised premises in good order or preparing the same for
re-rental may, at Owner's option, make such alterations, repairs, replacements, and/or decorations in the
demised premises as Owner, in Owner's sole judgment, considers advisable and necessary for the purpose of
re-letting the demised premises, and the making of such alterations, repairs, replacements, and/or decorations
shall not operate or be construed to release Tenant from liability. Owner shall in no event be liable in any
way whatsoever for failure to re-let the demised premises, or in the event that the demised premises are re-let,
for failure to collect the rent thereof under such re-letting, and in no event shall Tenant be entitled to receive
any excess, if any, of such net rent collected over the sums payable by Tenant to Owner hereunder. In the
event of a breach or threatened breach by Tenant or any of the covenants or provisions hereof, Owner shall
have the right-of injunction and the right todnvoke~any remedy allowed at law or in equity as if re-entry,
summary proceedings and other remedies were not herein provided for. Mention in this lease of any
particular remedy, shall not preclude Owner from any other remedy, in law or in equity. Tenant hereby
expressly waives any and all rights ofredemption granted by or under any present or future laws.

19. FEES AND EXPENSES:

If Tenant shall default in the observance or performance ofany term or covenant on Tenant's part to
be observed or performed under or by virtue of any ofthe terms or provisions in any article of this lease, after
notice if required and upon expiration of any applicable grace period if any, (except in an emergency), then,
unless otherwise provided elsewhere in this lease, Owner may immediately or at any time thereafter and
without notice perform the obligation of Tenant thereunder, and if Owner, in connection therewith or in
connection with any default by Tenant in the covenant to pay rent hereunder, makes any expenditures or
incurs any obligations for the payment of money, including but not limited to reasonable attorney's fees, in
instituting, prosecuting or defending any actions or proceedings and prevails in any such action or proceeding,
such sums so paid or obligations incurred with interest and costs shall be deemed to be additional rent
hereunder and shall be paid by Tenant to Owner within ten (10) days of rendition of any bill or statement to
Tenant therefore, and if Tenant's lease term shall have expired at the time of making of such expenditures or
incurring of such obligations, such sums shall be recoverable by Owner as damages.

20. NO REPRESENTATIONS BY OWNER:

Neither Owner nor Owner's agent have made any representations or promises with respect to the
physical condition of the building, the land upon which it is erected or the demised premises, the rents, leases,
expenses of operation, or any other matter or thing affecting or related to the premises except as herein
expressly set forth and no rights, easements or licenses are acquired by Tenant by implication or otherwise
except as expressly set forth in the provisions of this lease. Tenant has inspected the building and the demised
premises and is thoroughly acquainted with their condition, and agrees to take the same "as is" and
acknowledges that the taking of possession of the demised premises by Tenant shall be conclusive evidence

9
Owner or otherwise, for a term or terms, which may at Owner's option be less than or exceed the period
or
which would otherwise have constituted the balance of the term of this lease and may grant concessions
and/or Tenant or the legal representatives of
free rent or charge a higher rental than that in this lease, (c)
failure of Tenant to observe and perform _said
Tenant shall also pay Owner as liquidated damages for the
Tenant's covenants herein contained, any deficiency between the rent hereby reserved and/or covenanted to
leases of the
be paid and the net amount, if any, of the rents collected on account of the subsequent lease or
the balance of the
demised premises for each month of the period which would otherwise have constituted
not release or
term of this lease. The failure of Owner to re-let the premises or any part or parts thereof shall
said
affect Tenant's liability for damages. In computing such liquidated damages there shall be added to the
deficiency such expenses as Owner may incur in connection with re-letting, such as legal expenses, reasonable
attorneys' fees, brokerage, advertising and for keeping the demised premises in good order or for preparing the
on the rent
same for re-letting. Any such liquidated damages shall be paid in monthly installments by Tenant
demised premises in good order or preparing the same for
day specified in this lease. Owner, in putting the
alterations, repairs, replacements, and/or decorations in the
re-rental may, at Owner's option, make such
considers advisable and necessary for the purpose of
demised premises as Owner, in Owner's sole judgment,
alterations, repairs, replacements, and/or decorations
re-letting the demised premises. and the making of such
shall not operate or be construed to release Tenant from liability. Owner shall in no event be liable in any
are re-let,
way whatsoever for failure to re-let the demised premises. or in the event that the demised premises
event shall Tenant be entitled to receive
for failure to collect the rent thereof under such re-letting, and in no
Tenant to Owner hereunder. In the
any excess, if any, of such net rent collected over the sums payable by
provisions hereof, Owner shall
event of a breach or threatened breach by Tenant or any of the covenants or
in equity as if re-entry.
have the right of injunction and the right to invoke any remedy allowed at law or
of any
summary proceedings and other remedies were not herein provided for. Mention in this lease
in equity. Tenant hereby
particular remedy, shall not preclude Owner from any other remedy, in law or
future laws. ,
expressly waives any and all rights of redemption granted by or under any present or

19. FEES AND EXPENSES:

part to
If Tenant shall default in the observance or performance of any term or covenant on Tenant's
any article of this lease, after
be observed or performed under or by virtue of any of the terms or provisions in then.
notice if required and upon expiration of any applicable grace period if any, (except in an emergency),
any time thereafter and
unless otherwise provided elsewhere in this lease, Owner may immediately or at
therewith or in
without notice perform the obligation of Tenant thereunder, and if Owner, in connection
in the covenant to pay rent hereunder, makes any expenditures or
connection -with any default by Tenant
money. including but not limited to reasonable attorney's fees, in
incurs any obligations for the payment of
actions or proceedings and prevails in any such action or proceeding,
instituting, prosecuting or defending any
additional rent
such sums so paid or obligations incurred with interest and costs shall be deemed to be
within ten (10) days of rendition of any bi ll or statement to
hereunder and shall be paid by Tenant to Owner
expired at the time of making of such expenditures or
Tenant therefore, and if Tenant's lease term shall have
by Owner as damages.
incurring of such obligations, such sums shall be recoverable

20. NO REPRESENTATIONS BY OWNER:

to the
Neither Owner nor Owner's agent have made any representations or promises with respect
the demised premises, the rents, leases,
physical condition of the building, the land upon which it is erected or
to the premises except as herein
expenses of operation, or any other matter or thing affecting or related
by implication or otherwise
expressly set forth and no rights, easements or licenses are acquired by Tenant
has inspected the building and the demised
except as expressly set forth in the provisions ofthis lease. Tenant
agrees to take the same "as is" and
premises and is thoroughly acquainted with their condition, and
Tenant shall be conclusive evidence
acknowledges that the taking of possession of the demised premises by

9
that the said premises-and-the-building of-which the same form-a part were in good and satisfactory condition
at the time-such-gossession wasso-taken; except as"to''latentdefects:--Ali
. understandings and agreements
heretofore made between the parties hereto-are-mergedin this-`contract; which alone-fully and completely
expresses the agreement between Owner and Tenant and any executory agreement hereafter made shall be
ineffective to change, modify, discharge or effect an abandonment of it in whole or in part, unless such
executory agreement is in writing and signed by the party against whom enforcement of the change,
modification. discharge or abandonment is sought.

21. END OF T

Upon the expiration or other termination of the term of this lease, Tenant shall quit and surrender to
Owner the demised premises, broom clean, in good order and condition, ordinary wear excepted, and Tenant
shall remove all its property. Tenant's obligation to observe or perform this covenant shall survive the
expiration or other termination of this lease. If the last day of the term ofthis lease, falls on Sunday, this lease
shall expire at noon on the preceding Saturday unless it be a legal holiday in which case it shall expire at noon
on the preceding business day.-

22. QUIET ENJOYMENT:

Owner covenants and agrees with Tenant that upon Tenant paying the rent and additional rent and
observing and performing all the terms, covenants and conditions, on Tenant's part to be observed and
performed, Tenant may peaceably and quietly enjoy the premises hereby-demised, subject, nevertheless, to the
terms and-conditions of this lease including, but not limited-to: Article 33 hereof and to the ground leases,
underlying leases and mortgages hereinbefore mentioned.

23. FAILURE TO GIVE POSSESSION:

If Owner is unable to give possession of the demised premises on the date of the commencement of
the term hereof, because of the holding-over or retention of possession of any tenant, undertenant or
occupants, or ifthe premises are located in a building being constructed, because such building has not been
sufficiently completed to make the premises ready for occupancy or because of the fact that a certificate of
occupancy has not been procured or for any other reason, Owner shall not be subject to any liability for
failure to give possession on said date and the validity of the lease shall not be impaired under such
circumstances, not shall the same be construed in any wise to extend the term of this lease, but the rent
payable hereunder shall be abated (provided Tenant is not responsible for the inability to obtain possession or
complete construction) until after Owner shall have given Tenant written notice that the Owner is able to
deliver possession in the condition required by this lease. If permission is given to Tenant to enter into the
possession of the demised premises or to occupy premises other than the demised premises prior to the date
specified as the commencement of the term of this lease-Tenant covenants-and agrees that such possession
and/oroccupancy shall-bedeemed-tobe-under=all=the=terms:covenants,-conditions-and-provisions of this -
of
lease except the obligation to pay the fixed annual rent ser forth in page one of this lease. The provisions
this article are intended to constitute "an express provision to the contrary" within the meaning of Section
223-a of the New York Real Property Law.

24. NO WAIYER:
of any
The failure of Owner to seek redress for violation of. or to insist upon the strict performance
or hereafter adopted by
covenant or-condition of this lease or of any of the Rules or Regulations set forth all ----
constituted`aviolation-from-having
Owner, shall not prevent a subsequent act whichwould-have-originally with
rent and/or additional rent
the force and effect of an original violation. The receipt by Owner of

10
knowledge of the breach of any covenant of this lease shall not be deemed a waiver of such breach and no
provision of this lease shall be deemed to have been waived by Owner unless such waiver be in writing signed
by Owner. No payment by Tenant or receipt by Owner of a lesser amount than the monthly rent herein
stipulated shall be deemed to be other than on account of the earliest stipulated rent, nor shall any
endorsement or statement of any check or any letter accompanying any check or payment as rent be deemed
an accord and satisfaction, and Owner may accept such check or payment without prejudice to Owner's right
to recover the balance of such rent or pursue any other remedy in this lease provided. No act or thing done by
Owner or Owner's agents during the term hereby demised shall be deemed in acceptance of a surrender of
said premises and no agreement to accept such surrender shall be valid unless in writing signed by Owner.
No employee of Owner or Owner's agent shall have any power to accept the keys of said premises prior to the
termination of the lease and the delivery of keys to any such agent or employee shall not operate as a
termination of the lease or a surrender of the premises.

25. WAIVER OF TRIAL BY JURY:

It is mutually agreed by and between Owner and Tenant that the respective parties hereto shall and
they hereby do waive trial by jury in any action, proceeding or counterclaim brought by either of the parties
hereto against the other (except for personal injury or property damage) on any matters whatsoever arising
out of or in any way connected with this lease, the relationship of Owner and Tenant, Tenant's use of or
occupancy of said premises, and any emergency statutory or any other statutory remedy. It is further
mutually agreed that in the event Owner commences any proceeding or action for possession including a
summary proceeding for possession of the premises, Tenant will not interpose any counterclaim ofwhatever
nature or description in any such proceeding, including a counterclaim under Article 4 except for statutory
mandatory counterclaims.

26. INABILITY TO PERFORM:

This lease and the obligation of Tenant to pay rent hereunder and perform all of the other covenants
and agreements hereunder on part of Tenant to be performed shall in no wise be affected, impaired or excused
because Owner is unable to fulfill any of its obligations under this lease or to supply or is delayed in supplying
any service expressly or impliedly to be supplied or is unable to make, or is delayed in making any repair,
additions, alterations or decorations or is unable to supply or is delayed in supplying any equipment, fixtures
or other materials-if Owner is prevented or delayed from so doing by reason of strike or labor troubles,
government preemption or restrictions or by reason of any rule, order or regulation of any department or
subdivision thereof of any government agency or by reason of the conditions of which have been or are
affected, either directly or indirectly, by war or other emergency, or when, in the judgment of Owner,
temporary interruption of such services is necessary by reason of accident, mechanical breakdown, or to make
repairs, alterations or improvements.

27. BILLS AND N

SEE PARAGRAPH 65

28. WATER CHAR E:

and
If Tenant requires, uses or consumes water for any purpose in addition to ordinary pantry
Owner to be the sole judge) Owner may install a water
lavatory purposes (of which fact Tenant constitutes
Owner for the cost
meter and therebymeasure Tenant's water consumption for all purposes. Tenant shall pay
Pthroughout~ the- duration of Tenant's occupancy
- of; the- meter: and -the cost- of theAnstallation thereof -and TenanYs own
nan shalltkeep said meter and=iristallatioiLequtpmentin=good working order=and repair"at

11
 not be deemed a waiver of such breach and no
knowledge of the breach of any covenant of this lease shall
unless such waiver be in writing signed
provision of this lease shall be deemed to have been waived by Owner
of a lesser amount than the monthly rent herein
by Owner. No payment by Tenant or receipt by Owner
the earliest stipulated rent, nor shall any
stipulated shall be deemed to be other than on account of
check or payment as rent be deemed
endorsement or statement of any check or any letter accompanying any
or payment without prejudice to Owner's right
an accord and satisfaction, and Owner may accept such check
in this lease provided. No act or thing done by
to recover the balance of such rent or pursue any other remedy of a surrender of
shall be deemed in acceptance
Owner or Owner's agents during the term hereby demised writing signed by Owner
valid unless in
said premises and no agreement to accept such surrender shall be prior to the
accept the keys of said premises
Noemployee of Owner or Owner's agent shall have any power to operate as a
employee shall not
termination of the lease and the delivery of keys to any such agent or
termination of the lease or a surrender of the premises.

25. WAIVER OF TRIAL BY JURY:

that the respective parties hereto shall and
It is mutually agreed by and between Owner and Tenant
or counterclaim brought by either of the parties
they hereby do waive trial by jury in any action, proceeding
damage) on any matters whatsoever arising
hereto against the other (except for personal injury or property
of Owner and Tenant, Tenant's use of or
out of or in any way connected with this lease, the relationship
any other statutory remedy. It is further
occupancy of said premises, and any emergency statutory or
any proceeding or action for possession including a
mutually agreed that in the event Owner commences
will not interpose any counterclaim of whatever
summary proceeding for possession of the premises, Tenant
counterclaim under Article 4 except for statutory
nature or description in any such proceeding, including a
mandatory counterclaims.

26. pB TO PEREQ
UIR-tt
and perform all of the other covenants
This lease and the obligation of Tenant to pay rent hereunder
shall in nowise be affected. impaired or excused
and agreements hereunder on part of Tenant to be performed
this lease or to supply or is delayed in supplying
because Owner is unable to fulfill any of its obligations under
to make, or is delayed in making any repair,
any service expressly or impliedly to be supplied or is unable
delayed in supplying any equipment, fixtures
additions, alterations or decorations or is unable to supply or is
from so doing by reason of strike or labor troubles.
or other materials if Owner is prevented or delayed
any rule, order or regulation of any department or
government preemption or restrictions or by reason of
of the conditions of which have been or are
subdivision thereof of any government agency or by reason
emergency. or when, in the judgment of Owner,
affected, either directly or indirectly, by war or other
accident. mechanical breakdown, or to make
temporary interruption of such services is necessary by reason of
repairs, alterations or improvements.

27. BILL AND N

SEE PARAGRAPH 65

28. WATER CI3ARGE:

and
for any purpose in addition to ordinary pantry
If Tenant requires, uses or consumes water Owner may install a water
constitutes~ Owner to be the sole judge)
lavatory purposes (of which fact Tenant the cost
consumption for all purposes. Tenant shall pay Owner for
meter and thereby measure Tenant's water of Tenant's occupancy
installation thereof and throughout the duration
of the meter and the cost of the in good working order and repair at Tenant's
own
Tenant shall keep said meter and installation equipment

11
 cost and expense. Tenant agrees to pay for water consumed, as shown on said meter as and when bills are
rendered. Tenant covenants and agrees to pay the sewer rent, charge or any other tax, rent, levy or charge
which now or hereafter is assessed, imposed or a lien upon the demised premises or the realty of which they
are part pursuant to law, order or regulation made or issued in connection with the use, consumption,
maintenance or supply of water, water system or sewage or sewage connection or system. The bill rendered
by Owner shall be payable by Tenant as additional rent.

29. SPRINKLERS:

Anything elsewhere in this lease to the contrary notwithstanding. if the New York Board of Fire
Underwriters or the Insurance Services Office or any Bureau, department or official of the federal, state or city
government require or recommend the installation of a_sprinkler system or that any changes, modifications,
alteratioris;or'additional=sprinkler 'heads =or other equipment 'be:made_or--supplied_ in an- existing sprinkler-
- system by reason of Tenant's business, or the locatioa of partitions, tradefiXtures, -or other'contents- of the
demised premises, or for any other reason, - or if any such- sprinkler system installation, changes,
modifications, alterations. additional sprinkler heads or other such equipment, become necessary to prevent
the imposition of a penalty or charge against the full allowance for-a sprinkler system in the fire insurance rate
set by any said Exchange or by any fire insurance company, Tenant shall, at Tenant's expense, promptly
make such sprinkler system installations, changes, modifications, alterations, and supply additional sprinkler
heads or other equipment as required whether the work involved shall be structural or non-structural in
nature.

30. CLEAN ING:

Tenant shall at Tenant's expense, keep demised premises clean and in order, to the reasonable
satisfaction to Owner, and if demised premises are situated on the street floor. Tenant shall keep said
sidewalks and curbs free from snow, ice, dirt and rubbish. Tenant shall pay to Owner the cost of removal of
any of Tenant's refuse and rubbish from the building. Bills for the same shall be rendered by Owner to
Tenant at such times as Owner may elect and shall be due and payable when rendered, and the amount of
such bills shall be deemed to be, and be paid as, additional rent. Tenant shall, however, have the option of
independently contracting for the removal of such rubbish and refuse in the event that Tenant does not wish
to have same done by employees of Owner. Under such circumstance, however, the removal of such refuse
and rubbish by others shall be subject to such rules and regulations as, in the judgment of Owner, are
necessary for the proper operation ofthe building.

31. SECURITY:

Tenant has deposited with owner the sum of S as security for the faithful
performance and observance by Tenant of the terms, provisions and conditions this lease; it is agreed that
of
in the event Tenant defaults in respect of any of the terms, provisions and conditions of this lease beyond
applicable cure periods, including, but not limited to, the payment of rent and additional rent, Owner may
payment of
use, apply or retain the whole or any part ofthe security so deposited to the extent required for the
applicable cure periods
any rent and additional rent or any other sum as to which Tenant is in default beyond
Tenant's default beyond
or for any sum which Owner may expend or may be required to expend by reason of
including but not
applicable cure periodsin respect of any ofthe terms, covenants and conditions ofthis lease,
deficiency
limited to, any damages or deficiency in the re-letting of the premises, whether such damages or
event that Tenant shall fully
accrued before or after summary proceedings or other re-entry by Owner. In the
of this lease, the security
and faithfully comply with all of the terms, provisions, covenants and conditions
fixed as the end of the Lease and after delivery of entire
shall be returned to Tenant promptly after the date
building or leasing of the
possession of the demised premises to Owner. In the event of a sale of the land and

12
 building, of which the demised premises form a part, Owner shall have the right to transfer the security to the
vendee or lessee and Owner shall thereupon be released by Tenant from all liability for the return of such
security, and Tenant agrees to look to the new Owner solely for the return of said security; and it is agreed
that the provisions hereof shall apply to every transfer or assignment made of the security to a new Owner.
Tenant further covenants that it will not assign or encumber or attempt to assign or encumber the monies
deposited herein as security and that neither Owner nor its successors or assigns shall be bound by any such
assignment, encumbrance, attempted assignment or attempted encumbrance.

32. CAPTIONS:

The Captions are inserted only as a matter of convenience and for reference and in no way define,
limit or describe the scope of this lease nor the intent ofany provision thereof.

33. DEFIIVITIONS:

The term "Owner" as used in this lease means only the Owner, or the mortgagee in possession, for the
time being of the land and building (or the Owner of a lease of the building or of the land and building) of
which the demised premises form a part, so that in the event of any sale or sales of said land and building or
of said lease, or in the event of a lease of said building, or of the land and building, the said Owner shall be
and hereby is entirely freed and relieved of all covenants and obligations of Owner hereunder, and it shall be
deemed and construed without further agreement between the parties of their successors in interest, or
between the parties and the purchaser, at any such sale, or the said lessee of the building, or of the land and
building, that the purchaser or the lessee of the building has assumed and agreed to carry out any and all
covenants and obligations of Owner hereunder. The words "re-enter" and "re-entry" as used in this lease are
shall exclude
not restricted to their technical legal meaning. The term "business days" as used in this lease
service union employees
Saturdays, Sundays and all days designated as holidays by the applicable building
Wherever it
service contract or by the applicable Operating Engineers contract with respect to HVAC service.
shall not be
is expressly provided in this lease that consent shall not be unreasonably withheld, such consent
unreasonably delayed, unreasonably conditioned or unreasonably withheld.

34. ADJACENT EXCAVATION-SHORING:

If an excavation shall be made upon land adjacent to the demised premises, or shall be authorized to
be made, Tenant shall afford to the person causing or authorized to cause such excavation, license to enter
to
upon the demised premises for the purpose of doing such work as said person shall deem necessary
preserve the wall or the building of which demised premises form a part from injury or damage and to support
or diminution or
the same by proper foundations without any claim for damages or indemnity against Owner,
abatement of rent.

35. RULES AND REGULATIONS- ,

and
Tenant and Tenant's servants, employees, agents, visitors, and licensees shall observe faithfully,
and such other further reasonable Rules and Regulations
comply strictly with the Rules and Regulations and
rules or regulations shall
as Owner or Owner's agents may from time to time adopt. Notice of any additional
Tenant disputes the reasonableness of any additional
___be_given-in_such_manner_as 4wner may elect. In-case
Owner's-agents; the parties heietoagreeto-submit
Rule or Regulation hereafter made or adopted-liy Owner or
to the New York office of the
the question of the reasonableness of such Rule or Regulation for decision
final and conclusive upon the parties hereto.
American Arbitration Association, whose determination shall be
Regulation upon Tenant's part shall be
The right to dispute the reasonableness of any additional Rule or upon Owner within fifteen
in writing
deemed waived unless the same shall be asserted by service of a notice,

13
 right to transfer the security to the
building, of which the demised premises form a part, Owner shall have the
by Tenant from all liability for the return of such
vendee or lessee and Owner shall thereupon be released
I

for the return of said security; and it is agreed

security, and Tenant agrees to look to the new Owner solely
made of the security to a new Owner.
that the provisions hereof shall apply to every transfer or assignment
or attempt to assign or encumber the monies
Tenant further covenants that it will not assign or encumber
or assigns shall be bound by any such
deposited herein as security and that neither Owner nor its successors
encumbrance.
assignment. encumbrance, attempted assignment or attempted

32. CAPTIOI~
reference and in no way define,
The Captions are inserted only as a matter of convenience and for
provision thereof.
limit or describe the scope of this lease nor the intent of any

33. DEFINITIONS :
or the mortgagee in possession, for the
The term " Owner" as used in th is lease means only th e Owner,
e building or of the land and bu ilding) of
time being of th e land and bu ilding (or the Owner of a lease of th
sale or sales of said land an d bu ilding or
which, the demised pre mises form a part, so that in the event of any
or of the land and bu ilding, the sa id Owner shall be
of said lease, or in th e event of a lease of said bu ilding,
and ob ligations of Owner hereunder, and it sha ll be
and hereby is entirely freed and relieved of all covenants
th e parties of their successors in interest, or
deemed and construed with out further agreement be tween of the bu ilding, or of the land and
between the parties and the purchaser, at any such sale, or th e said lessee
has assumed and agreed to carry out any and all
building, th at the purchaser or the lessee of the building
"re-enter" and " -ent ry" as used in this lease are
re
covenants and obligations of Owner hereunder. The words
days" as used in th is lease sha ll exclude
not restricted to th eir technical legal meaning. The term "business
cable building se rv ice union employees
Saturdays, Sundays and all days designated as holidays by the appli
act with respect to HVAC service. Wherever it
se rv ice contract or by the applicable Operating Engineers contr
unreasonably with held, such consent shall not be
is expressly provided in th is lease th at consent shall not be
withheld.
unreasonably delayed, unreasonably condi tioned or unreasonably

34. ADJACENT EXCAVATION-SHORING

demised premises, or shall be auth orized to
If an excavation shall be made upon land adjacent to the
orized to cause such excavation, license to enter
be made, Tenant sha ll afford to the person causing or auth
work as said person shall deem necessary to
upon the demised premises for the purpose of doing such
form a pa rt from injury or damage and to support
preserve the wall or the building of which demised premises
damages or indemnity against Owner, or diminution or
the same by proper founda tions wit hout any claim for
abatement of rent.

35. RULES AND REGULATIONS:

and licensees shall observe faithfully, and
Tenant and Tenant's servants, employees, agents, visitors,
other and further reasonable Rules and Regulations
comply strictly with the Rules and Regulations and such
time adopt. Notice of any additional rules or regulations shall
as Owner or Owner's agents may from time to
Tenant disputes the reasonableness of any additional
be given in such manner as Owner may elect. In case
Owner or Owner's agents, the parties hereto agree to submit
Rule or Regulation hereafter made or adopted by the
or Regulation for decision to the New York office of
the question of the reasonableness of such Rule conclusive upon the parties hereto.
determination shall be final and
American Arbitration Association, whose shall be
any additional Rule or Regulation upon Tenant's
The right to dispute the reasonableness of Owner within fifteen
by service of a notice, in writing upon
deemed waived unless the same shall be asserted

13
(15) days after the giving of notice thereof. Nothing in this lease contained shall be construed to impose upon
Owner any duty or obligation to enforce the Rules or Regulations or terms, covenants or conditions in any
other lease, as against any other tenant and Owner shall not be liable to Tenant for violation of the same by
any other tenant, its servants, employees, agents, visitors or licensees, provided however, that Owner shall not
enforce the rules and regulations in a discriminatory manner.

36. GLASS:

Owner shall replace, at the expense of Tenant, any and all plate and other glass damaged or broken
from any cause whatsoever in and about the demised premises. Owner may insure and keep insured, at
Tenant's expense, all plate and other glass in the demised premises for and in the name of Owner. Bills for
the premiums therefor shall be rendered by Owner to Tenant at such times as Owner may elect, and shall be
due from. and payable by. Tenant when rendered, and the amount thereof shall be deemed to be, and be paid
as, additional rent.

37. PORNO GRAPHIC USES PROHIBITED:

Tenant agrees that the value of the demised premises and the reputation of the Owner will be seriously
injured if the premises are used for any obscene or pornographic purposes or any sort of commercial sex
establishment. Tenant agrees that Tenant will not bring or permit any obscene or pornographic material on
the premises, and shall not permit or conduct any obscene, nude, or semi-nude live performances on the
premises, nor permit use of the premises for nude modeling, rap sessions, or as a so called rubber goods shop,
or as a sex club ofany sort, or as a "massage parlor." Tenant agrees further that Tenant will not permit any of
these uses by any sublessee or assignee of the premises. This Article shall directly bind any successors in
interest to the Tenant. Tenant agrees that if at any time Tenant violates any of the provisions of this Article,
such violation shall be deemed a breach of a substantial obligation ofthe terms of this lease and objectionable
conduct. Pornographic material is defined for purposes of this Article as any written or pictorial manner with
prurient appeal or any objects of instrument that are primarily concerned with lewd or prurient sexual
activity. Obscene material is defined here as it is in Penal law #235.00.

38. ESTOPPEL CERTIFICATE:

Tenant, at any time, and from time to time, upon at least 10 days prior notice by Owner, shall
execute, acknowledge and deliver to Owner, and/or to any other person, firm or corporation specified by
Owner, a statement certifying that this lease is unmodified and in full force and effect (or, if there have been
modifications, that the same is in full force and effect as modified and stating the modifications), stating the
dates which the rent and additional rent have been paid, and stating whether or not there exists any defaults
by Owner under this lease, and, if so, specifying each such default.

39. SUCCESSORS AND ASSIGNS:

The covenants, conditions and agreements contained in this lease shall bind and inure to the benefit of
Owner and Tenant and their respective heirs, distributes, executors, administrators, successors, and except as
otherwise provided in this lease, their assigns. Tenant shall look only to Owner's estate and interest in the
land and building for the satisfaction of Tenant's remedies for the collection of a judgment (or other judicial
process) against Owner in the event of any default by Owner hereunder, and no other property or assets of
such Owner (or any partner, member, officer or director thereof, disclosed or undisclosed), shall be subject to
levy, execution or other enforcement procedure for the satisfaction of Tenant's remedies under or with respect
to this lease, the relationship of Owner and Tenant hereunder, or Tenant's use and occupancy of the demised
premises.

14
In Witness Whereof, Owner and Tenant have respectively signed and sealed this lease as of the day and year
first above written.

Witness for Owner

Witness for Tenant

15
 sealed this lease as of the day and year
In Witness whereof, Owner and Tenant have respectively signed and
first above written.

Witness for Owner

Witness for Tenant

15
 ACKNOWLEDGEMENTS

CORPORATE OWNER CORPORATE TENANT

STATE OF NEW YORK, ss: STATE OF NEW YORK, ss:
COUNTY OF NEW YORK COUNTY OF NEW YORK

On this - day of ,20 , On this day of , 20__,

before me personally came before me personally came
to me known, who being by me duly sworn, did to me known, who being by me duly sworn, did
depose and say that he/she resides in depose and say that he/she resides in

that he/she is the that he/she is the

of
the corporation described in and which executed
the foregoing instrument, as OWNER; that he knows
the seal of said corporation; the seal to said
instrument is such corporate seal; that it was so
affixed by order of the Board of Directors of said
corporation, and that he/she signed his/her name
thereto by like order.
of
the corporation described in and which executed
the foregoing instrument, as TENANT; that he knows
the seal of said corporation; the seal affixed to said
instrument is such corporate seal; that it was so
affixed by order of the Board of Directors of said
corporation, and that he/she signed his/her name
thereto by like order.

INDIVIDUAL OWNER INDIVIDUAL TENANT

STATE OF NEW YORK, ss: STATE OF NEW YORK, ss:
COUNTY OF NEW YORK COUNTY OF NEW YORK

On this day of ,, 20 . On this day of , 20 ,

be fore me personally came
to be known and known to me to be the individual
described in and who, as OWNER, executed the
foregoing instrument and acknowledged to me that
he/she
executed the same.
before me personally came
to be known and known to me to be the individual
desc ribed in and who, as TENANT, executed the
foregoing instrument and acknowledged to me that
he/she
executed the same.

16
 IMPORTANT - PLEASE READ

RULES AND REGULATIONS ATTACHED TO AND MADE A PART OF THIS LEASE

IN ACCORDANCE WTTH ARTICLE 35.

I. The sidewalks, entrances, driveways, passages, courts, elevators, vestibules, stairways, corridors or halls shall
not be obstructed or encumbered by any Tenant or used for any purpose other than for ingress to and egress from the
demised premises and for delivery of merchandise and equipment in a prompt and efficient manner using elevators and
passageways designated for such delivery by Owner. There shall not be used in any space, or in the public hall of the
building, either by any tenant or by jobbers, or others in the delivery or receipt of inerchandise, any hand trucks except
those equipped with rubber tires and safeguards.

2. If the premises are situated on the ground floor ofthe building, Tenant thereof shall Ruther, at Tenant's expense,
keep the sidewalks and curb in front of said premises clean and free from ice, snow, etc. Tenant shall use calcium
chloride pellets only to melt ice and snow on the sidewalks and curb in front of said premises, unless written approval
from Owner is given for optional snow and ice products.

3. The water and wash closets and plumbing fixtures shall not be used for any purpose other than those for which
they were designed or constructed.

4. Tenant shall not use, keep or permit to be used or kept any foul or noxious gas or substance in the demised
premises, or permit or suffer the demised premises to be occupied or used in a manner offensive or objectionable to
Owner or other occupants of the building by reason of noise, odors, and/or vibrations or interfere in any way with other
Tenants or those having business therein.

5 No sign, advertisement, notice or other lettering shall be exhibited, inscribed, painted or affixed by any Tenant
same is
on any part of the outside of the demised premises or the building or on the inside of the demised premises if the may
visible from the outside of the premises without the prior written consent of Owner, except that the name of Tenant
any Tenant, Owner may
appear on the entrance door of the premises. In the event of the violation of the foregoing by
remove same without any liability and may charge the expense incurred by such removal to Tenant or Tenants violating
tablet shall be inscribed, painted or affixed for each Tenant by Owner at
this rule. Signs on interior doors and directory
the expense of such Tenant, and shall be of a size, color and style acceptable to Owner.

the building of
6. No Tenant shall mark, paint, drill into, or in any way deface any part of the demised premises or
stringing of wires shall be permitted, except with the prior written consent
which they form a part. No boring, cutting or

17
 ORTANT - PLEASE READ

THIS LEASE
RULES AND REGULATIONS ATTACIEM TO AND MADE A PART OF
IN ACCORDANCE W1TH ARTICLE 35.

vestibules, stairways, corridors or halls shall

I The sidewalks, entrances, driveways, passages, courts, elevators,
any purpose other than for ingress to and egress from the
not be obstructed or encumbered by any Tenant or used for
in a prompt and efficient manner using elevators and
demised premises and for delivery of merchandise and equipment
Owner. There shall not be used in any space, or in the public hall of the
passageways designated for such delivery by
receipt of inerchandise, any hand trucks except
building, either by any tenant or by jobbers, or others in the delivery or
those equipped with rubber tires and safeguards.
shall further, at Tenant's expense,
2. If the premises are situated on the ground floor of the building, Tenant thereof etc. Tenant shall use calcium
keep the sidewalks and curb in front of said premises clean and free from ice, snow, premises, unless written approval
chloride pellets only to melt ice and snow on the sidewalks and curb in from of said
from Owner is given for optional snow and ice products.
other than those for which
3, The water and wash closets and plumbing fixtures shall not be used for any purpose
they were designed or constructed.
noxious gas or substance in the' demised
4. Tenant shall not use, keep or permit to be used or kept any foul or a manner offensive or objectionable to
premises. or permit or suffer the demised premises to be occupied or used in or interfere in any way with other
Owner or other occupants of the building by reason of noise, odors, and/or vibrations
Tenants or those having business therein.
inscribed, painted or affixed by any Tenant
5. No sign, advertisement, notice or other lettering shall be exhibited,
building or on the inside of the demised premises if the same is
on any part of the outside of the demised premises or the written consent of Owner, except that the name of Tenant may
visible from the outside of the premises without the prior
the violation of the foregoing by any Tenant, Owner may
appear on the entrance door of the premises. In the event of incurred by such removal to Tenant or Tenants violating
remove same without any liability and may charge the expense
shall be inscribed, painted or affixed for each Tenant by Owner at
this rule. Signs on interior doors and directory tablet and style acceptable to Owner.
the expense of such Tenant, and shall be of a size, color
any part of the demised premises or the building of
6. No Tenant shall mark, paint, drill into, or in any way deface
wires shall be permitted, except with the prior written consent
which they form a part. No boring, cutting or stringing of

17
of Owner, and as Owner may direct. No Tenant shall lay linoleum, or other similar floor covering, so that the same
shall come in direct contact with the floor of the demised premises, and, if linoleum or other similar floor covering is
desired to be used an interlining of builder's deadening felt shall be first affixed to the floor, by paste or other material,
soluble in water, the use of cement or other similar adhesive material being expressly prohibited.

7. Freight, furniture, business equipment, merchandise and bulky matter of any description shall be delivered to
and removed from the premises only on the freight elevators and through the service entrances and corridors, and only
during hours and in a manner approved by Owner. Owner reserves the right to inspect all freight to be brought into the
building and to exclude from the building all freight which violates any of these Rules and Regulations or the lease of
which these Rules and Regulations are a part.

8. Owner reserves the right to exclude from the building between the hours of 6 P.M. and 8 A.M. and at all hours
on Sundays, and holidays all persons who do not present a pass to the building signed by Owner. Owner will furnish
passes to persons for whom any Tenant requests same in writing. Each Tenant shall be responsible for all persons for
whom he re/she requests such pass and shall be liable to Owner for all acts of such person.

4. Owner shall have the right to prohibit any advertising by any Tenant which, in Owner's opinion, tends to impair
the reputation of Owner or its desirability as a building for stores or offices, and upon written notice from Owner, Tenant
shall refrain from or discontinue such advertising.

10. Tenant shall not bring or permit to be brought or kept in or on the demised premises, any flammable, cooking
combustible, or explosive, or hazardous fluid, material, chemical or substance, or cause or permit any odors of
demised premises.
or other processes, or any unusual or other objectionable odors to permeate in or emanate from the

11. Tenant shall not place a load on any floor of the demised premises exceeding the floor load per square foot area
which it was designed to carry and which is allowed by law. Owner reserves the right to prescribe the weight and
maintained by
position of all safes, business machines and mechanical equipment. Such installations shall be placed and
prevent vibration, noise and
Tenant at Tenant's expense in setting sufficient in Owner's judgment to absorb and
annoyance.
present and
12. Refuse and Trash - Tenant covenants and agrees, at its sole cost and expense, to comply with all
departments, commissions and
future laws, orders and regulations of all state, federal, municipal and local governments,
products, garbage, refuse and trash. Tenant
boards regarding the collection, sorting, separation and recycling of waste reason of Tenant's
shall pay all costs, expenses, fines, penalties or damages that may be imposed on Owner or Tenant by shall indemnify,
Building Rule 12, and, at Tenant's sole cost and expense,
failure to comply with the provisions of this any actions, claims
defend and hold Owner harmless (including reasonable legal fees and expenses) from and against
Owner.
and suits arising from such non-compliance, utilizing counsel reasonable satisfactory to

RIDER TO LEASE

BETWEEN

BETH MEDRASH HAGADOL OF NEW YORK RESTORATION, INC.,

AS OWNER

AND
CONSERVANCY. AS TENANT ___
- LOWER EAST SIDE

--18
 DATED AS OF P

40. PARAMOUNT

In the event of any conflict or inconsistency between any provision of this rider and any
provision of the afore-printed portion of this lease, the provision of the rider shall govern. The terms
"Owner" and "Landlord" are used interchangeable and owner shall mean landlord and landlord
shall mean owner. The term "this lease" means the afore-printed portion of this lease and this rider.

41. RENT

The term of the Lease shall be THIRTY (30) YEARS, commencing on 1, 2008 and
expiring on , 2038. During the Lease term, Tenant shall pay to the Landlord the Rent
and any additional Rent described below. The Rent shall be paid in equal monthly payments
installments in advance on the first day of each month of the Lease, as follows:

Year Yearly Rent Monthly Rent

1 100,000 8,33333
2 102,000.00 8,500.00
3 104,040.00 8,670.00
4 106,120.80 8,843.40
5 108,243.21 9,020.27
6 110,408.07 9,200.67
7 112,616.23 9,384.68
8 114,868_55 9,572.37
9 117,165.92 9,763.83
10 119,509.23 9,959.10
11 121,899.41 10,158.28
12 124,337.39 10,361.45
13 126,824.13 10,568.68
14 129,360.61 10,780.05
15 131,947.82 10,995.65
16 134,586.77 11,215.56
17 137,278.50 11,439.87
18 140,024.07 11,668.67
19 142,824.55 11,902.05
20 145,681.04 12,140.09
21 148, 594.66 12,382.89
22 151,566.55 12,630.55
23 154,597.83 12,883.15
24 157,689.78 13,140.82
25 160,843.57 13,403.63
26 164,060.44 13,671.70
27 167,341.64 13,945.14
28 170,688.47 14,224.04
29 174,102.23 14,508.52
30 177, 584.27 14,798,69

19
 DATED AS OF ,

40. PARAMOUNT

In the event of any conflict or inconsistency between any provision of this rider and. any
provision of the afore-printed portion of this lease, the provision of the rider shall govern, The terms
,"Owner" and "Landlord" are used interchangeable and owner shall mean landlord and landlord
shall mean owner. The term "this lease" means the afore-printed portion of this lease and this rider.

41. RENT

The term of the Lease shall be TTURTY (30) YEARS, commencing on 1, 2008 and
expiring on , 2038. During the Lease term, Tenant shall pay to the Landlord the Rent
and any additional Rent described below. The Rent shall be paid in equal monthly payments
installments in advance on the first day of each month of the Lease, as follows:

Year Yearly Rent Monthly Rent

1 100.000 8,333:33
2 102,000.00 8,500.00
3 104,04000 8,670.00
4 106,120 80 8,843.40
5 108,243.21 9,020.27
6 110,408.07 9,200.67
7 112,616.23 9,384:68
8 114,868.55 9,572.37
9 117,165.92 9,763.83
10 119,509.23 9,959.10
11 121,899.41 10,158.28
12 124,337.39 10,361.45
13 126,824.13 10,568_68
14 129,360.81 10,780.05
15 131,947:82 10,995:65
16 134,586.77 11,215.56
17 137,278.50 11,439.87
18 140,024.07 11,668.67
19 142,824.55 11,902:05
20 145,681.04 12,140.09
21 148,594.66 12,382.89
22 151,568=55 12,630.55 -
23 154,597.83 12,883.15
24 157,689.78 13,140.82
25 160.84157 13,403.63
26 164,060.44 13,671.70
27 167, 341.64 13.945.14
28 170,688.47 14,224.04
29 174,102.23 14,508.52
30 177,584.27 14,798.69

19
 A. The demised premises is Leased for a rental of $4,056,806 for the term hereof, payable
as set forth in the above payment schedule. The provisions contained herein for the payment of such
rent in installments are solely for Tenant's convenience.

B. Tenant shall pay the fixed rent and additional rent herein reserved promptly as and
when the same shall become due and payable, without demand therefore and without any
abatement, deduction or setoff whatsoever except as expressly provided in this lease.

42. ADDITIONAL RENT

"Additional Rent" shall consist of all sums of money, costs, expenses, or charges of any kind
or amount whatsoever (other than Fixed Rent) which Tenant assumes or agrees to pay, or which
become due and payable by Tenant to Landlord pursuant to this Lease. If Tenant fails to pay any
Additional Rent, landlord shall have the same rights and remedies under this Lease as for a default
in the payment of Fixed Rent.

44. BROKER

Tenant covenants, warrants and represents that there was no broker or finder instrumental in
any broker or
consummating this lease and that no conversations or negotiations were had with
finder concerning the renting of the Demised Premises. Tenant agrees to hold Landlord harmless
negotiations had
against any claims for a brokerage commission arising out of any conversations or
utilize the services
by Tenant with any broker or finder. Landlord represents to tenant that it did not
any claims by any broker against the landlord
of a broker and will hold the tenant harmless for
relating to the tenant entering into this lease agreement with landlord.

45. REMEDIES FOR NON-PAYNMNT OF ADDITIONAL RENT

All payments other than the annual rental rate to be made by Tenant pursuant to this Lease
shall be deemed additional rent and, in the event of nonpayment thereof, the Landlord shall have all
rights and remedies provided for by law for nonpayment of rent.

46. LATE CHA.RGES. NOTICE FEES AND BOUNCED CHECKS

on
Each installment of the annual rental rate is due at the office of the agent of the Landlord
rent, is not
the first day of the month. If a rental payment, including any payment of additional payment
to the
received within fifteen (15) days of its due date, the Tenant shall pay, in addition not authorize
rent, shall
due, a late charge of $100.00. Such charge shall be deemed to be additional same shall be payable in
date, and
payment of any installment of rent or additional rent after its due herein or by law for
addition to such other rights and remedies of the Landlord provided for Tenant's bank due to
the
nonpayment of rent. If a payment made to the Landlord is returned by
fee.
insufficient funds (a "bounced check"), the Tenant shall pay a$100.00

20
47. PAYMENT OF RENT BY CERTIFIED CHECK AFTER DEFAULT

If the Tenant defaults in the payment of rent or additional rent, or the payment of rent or
additional rent is by check which is not honored by the bank against which it is drawn, the Landlord,
without waiving any rights and remedies provided for in this Lease or by law for nonpayment of
rent, shall have the option to demand payment of all installments of rent or additional rent by
certified, bank or teller's check.

48. PAYMENT OF RENT BY A PARTY OTHER THAN THE TENANT

If any payment of rent or additional rent under this Lease shall be made by or from any other
person, partnership, corporation or other entity other than as named in this Lease, the acceptance of
same by the Landlord shall not, under any circumstance, be deemed or construed to be a recognition
of any sublet of the premises or an assignment of this Lease, regardless of the number of times that
such payment shall be made by such other person, partnership, corporation or other entity.

49. UTILITIES

Tenant, at Tenant's own expense shall make arrangements directly with the appropriate
utility company for the supply of electricity to the Demised Premises, shall install any required
meters to measure consumption thereof and shall pay directly the charges for such consumption.
Failure to pay these charges which result in a lien being placed on the building by the City of New
York or a utility company shall constitute a breach of the Lease. Tenant shall be required to
reimburse Landlord for any payments made by Landlord for the Tenant's consumption of electricity
charges. Except as may otherwise be provided in this Lease, Landlord shall have no responsibility to
provide Tenant with any utilities or services.

50. WATER USAGE

Landlord shall provide water to the Demised Premises without further cost or fee to tenant.

51. HEAT IN G AND AIR CONDITIONING

Landlord shall provide heat as required by law. Tenant shall have the right to install window
air conditioning units.

52. FUEL CHARGE

In the event Tenant is given permission by Landlord to install a radiator heating system that
is connected to the Building's heat riser, Landlord shall charge the Tenant with a fuel surcharge that
of the
is to be collected as Additional Rent. The amount of the surcharge shall be ten (10%) percent
Building's fuel bill. Each month Landlord shall notify Tenant of Landlord's calculation of Tenant's
share of the fuel surcharge and together with such notice shall furnish Tenant with a copy of the fuel
bill. Tenant shall reimburse Landlord for Tenant's share of the fuel surcharge monthly, not later
than 10 days after receipt of the fuel bill.

'21
47. PAYMENT OF RENT BY CERTIFIED CHECK AFTER DEFAULT

If the Tenant defaults in the payment of rent or additional rent, or the payment of rent or
Landlord,
additional rent is by check which is not honored by the bank against which it is drawn, the
or by law for nonpayment of
without waiving any rights and remedies provided for in this Lease rent by
rent, shall have the option to demand payment of all installments of rent or additional
certified, bank or teller's check.

48. PAYMENT OF RENT BY A PARTY OTHER THAN THE TENANT

any other
If any payment of rent or additional rent under this Lease shall be made by or from
acceptance of
person, partnership, corporation or other entity other than as named in this Lease, the recognition
same by the Landlord shall not, under any circumstance, be deemed or construed to be a
number of times that
of any sublet of the premises or an assignment of this Lease, regardless of the
such payment shall be made by such other person, partnership, corporation or other entity.

49. UTII.ITIES
appropriate
Tenant, at Tenant's own expense shall make arrangements directly with the
install any required
utility company for the supply of electricity to the Demised Premises, shall consumption.
meters to measure consumption thereof and shall pay directly the charges for such
on the building by the City of New
Failure to pay these charges which result in a lien being placed
be required to
York or a utility company shall constitute a breach of the Lease. Tenant shall of electricity
reimburse Landlord for any payments made by Landlord for the Tenant's consumption
Landlord shall have no responsibility to
charges. Except as may otherwise be provided in this Lease,
provide Tenant with any utilities or services.

50. WATER USAGE

tenant.
Landlord shall provide water to the Demised Premises without further cost or fee to

51. HEATIN G-AND AIR CONDITIO I~NG_

I
window
Landlord shall provide heat as required by law. Tenant shall have the right to install
air conditioning units.

52. FUEL CHARGE

heating system that
In the event Tenant is given permission by Landlord to install a radiator
the Tenant with a fuel surcharge that
is connected to the Building's heat riser, Landlord sha ll charge
surcharge shall be ten (10%) percent of the
is to be collected as Additional Rent. The amount of the Landlord's calculation of Tenant's
Building's fuel bill. Each month Landlord shall notify Tenant of
furnish Tenant with a copy of the fuel
share of the fuel surcharge and together with such notice shall surcharge monthly, not later
bill. Tenant shall reimburse Landlord for Tenant's share of the fuel
than 10 days after receipt of the fuel bill.

21
53. ELECTRICAL OVERLOADING

If the Tenant installs any electrical equipment which overloads the lines in the leased property
of the building in which such property is located, the Tenant shall, at its own cost and expense,
promptly make whatever changes are necessary to remedy such condition and to comply with all
requirements of the Landlord and Board of Fire Insurance Underwriters and any similar body and
any governmental authority having jurisdiction thereof. For the purposes of this Paragraph, any fine
or schedule of the Fire Insurance Rating Organization having jurisdiction thereof shall be deemed to
be conclusive.

54. INSURANCE COVERAGE DURING TERM OF LEASE

A) Without limiting the Tenant's liability to Landlord under any indemnification

obligation provided for in this Lease, the Tenant shall provide on or before the date on which the
Tenant's occupancy of the Premises shall commence, and shall keep in force throughout the term of
this Lease for the benefit of both the Landlord, the Managing Agent (if any), and the Tenant,
insurance of the kinds and in the limits hereinafter specified against any liability whatsoever
occasioned by an occurrence in, on, or about, or resulting from the use, operation and/or maintenance
of, the Premises, or the fixtures or equipment therein or the appurtenances thereto, including the
stairways therein, sidewalks, passageways, and other areas immediately adjacent to the Premises, and
shall cause the Landlord and its agents to be named as co-insureds in all policies of such insurance.
Such types and limits of insurance are as follows:

1) Workman's Compensation Insurance in Statutory limits.

2) Comprehensive General Public Liability Insurance for a combined single limit of

not less than $1.000.00Q.00 for bodily injury and death and damage to property,
each occurrence with an aggregate of $3.000.000.40.

The types and limits of insurance set forth in this "paragraph A" may be changed by the Landlord,
from time to time in its sole discretion, to conform to such reasonable requirements as are customary
in similar buildings.

B) Such insurance shall be effected by a valid and enforceable policy issued by an insurance
company licensed to do business in the State of New York and rated in Best's Insurance Guide with a
that the
rating of B+ or better. Such policy of insurance shall contain an agreement by the insurer and the
to the insured
policy will not be canceled without at least thirty (30) days prior written notice
Landlord.

C) Upon the execution of this lease, and thereafter, not less than thirty (30) days prior to
provisions of this Article, the
the expiration date of the expiring policy obtained pursuant to the assigned agent, and
original of such policy or a certificate duly issued by the insurance carrier, or its proof of payment of
with
each renewal policy or certificate shall be delivered by Tenant to Landlord
premium.

22
 A) The Tenant shall indemnify and keep indemnified and save harmless the Owner against
and from any and all claims, in behalf of any person, persons, corporation, corporations, or
governmental authority arising from the conduct or management of or from any work or thing
whatsoever done by the Tenant in and about the leased premises or any part thereof, or the equipment
thereof during the term of this Lease, or arising from any condition of any street or sidewalk adjoining
==-said-premises,=or-of-anyvaults;-passageways_or~-spacestherein or_appurtenant-thereto created by or
permitted by the Tenant, or arising from any act or negligence of the Tenant, or arising from any
accident, death, injury or damage whatsoever, however caused to any person or persons, or to- the
property of any person, persons, corporation or corporations occurring on, in or about the leased
premises, or upon or under the sidewalk or street in front thereof arising out of any act or omission to
act of the Tenant, and from and against all costs reasonable counsel fees, expenses and liabilities
incurred in or about any such claim, or any action or proceeding brought on account thereof except to
the extent caused by landlord, its agents, servants and/or employees. In case any action or proceeding
be brought against the Owner by reason of any such claim, the Owner shall give written notice thereof
to the Tenant, and the Tenant shall resist or defend such action or proceeding, but at the sole cost and
expense of the Tenant. The Tenant shall also hold the Owner harmless against any and all attorneys'
fees which the Owner may incur arising out of the lease or the Tenant's occupancy, whether resulting
from any action or claim made by the Owner, or whether resulting in the Owner's successful defense
of any claim or action brought against it by the Tenant or any third party.
E) The Tenant shall also indemnify the Landlord against and save it harmless from all
costs, reasonable counsel fees, expenses and penalties incurred by the Landlord in connection with any
such liability or claim. The Tenant, on notice from the Landlord, shall defend such action or
proceeding, at the Tenant's expense, by counsel selected by the Tenant and approved by the Landlord
provided that counsel selected by tenant's insurer is deemed approved..

F) Should the Tenant fail to procure or maintain any such insurance within the time
hereinbefore specified, the Landlord may, at its option, procure a policy of such insurance and pay
on
the premium therefor and the Tenant shall reimburse the Landlord for the cost of such premium
demand.-The-Owner-shall be under-no obligation-to procure such insurance. Any sums expended by
the Owner shall be deemed additional rent.

55. CONDITON OF DEMISED PREMISES __

- Tenant acknowledges that it has inspected the demised premises and accepts the same in its
implied,
present,condition "AS IS"_ The Tenant=warrants and represents that there are no express or condition =- _
warranties representations or-agreements-on-the part of the' Landlord withrespect to the
Except as
-- or usability-ofthe -demised-premises,-except-as-may-be-expressly-set forth in this Lease. restore, or
renovate,
herein specifically set forth, the landlord shall not be required to repair,
redecorate the demised premises at any time during the term of this Lease.

56. USE OF DEMISED PREMISES

in Article 2
The Tenant shall use and occupy the demised premises for the purpose set forth
overnight in the demised
and for no other purpose. The Tenant shall not allow any persons to sleep
otherwise in violation of the
premises or use the demised premises in any manner as a residence, or

23
 I

the Owner against

D) The Tenant shall indemnify and keep indemnified and save harmless
corporation, corporations, or
and from any and all claims, in behalf of any person, persons,
any work or thing
governmental authority arising from the conduct or management of or from
premises or any part thereof, or the equipment
whatsoever done by the Tenant in and about the leased
any street or sidewalk adjoining
thereof during the term of this Lease, or arising from any condition of
appurtenant thereto created by or
said premises, or of any vaults, passageways or spaces therein or
the Tenant, or arising from any
permitted by the Tenant, or arising from any act or negligence of
person or persons, or to the
accident, death, injury or damage- whatsoever, however caused to any
occurring on, in or about the leased
property of any person, persons, corporation or corporations
arising out of any act or omission to
premises, or upon or under the sidewalk or street in front thereof
counsel fees, expenses and liabilities
act of'the Tenant, and from and against all costs reasonable
brought on account thereof except to
incuired in or about any such claim, or any action or proceeding
employees. In case any action or proceeding
the extent caused by landlord, its agents, servants and/or
the Owner shall give written notice thereof
be brought against the Owner by reason of any such claim,
action or proceeding, but at the sole cost and
to the Tenant, and the Tenant shall resist or defend such
Owner harmless against any and all attorneys'
expense of the Tenant. The Tenant shall also hold the
the Tenant's occupancy, whether resulting
fees which the Owner may incur arising out of the lease or
in the Owner's successful defense
from any action or claim made by the Owner, or whether resulting
third party.
of any claim or action brought against it by the Tenant or any harmless from all
E) The Tenant shall also indemnify the Landlord against and save itconnection with any
Landlord in
costs, reasonable counsel fees, expenses and penalties incurred by the defend such action or
such liability or claim. The Tenant. on notice from the Landlord, shall approved by the Landlord
proceeding, at the Tenant's expense, by counsel selected by the Tenant and
provided that counsel selected by tenant's insurer is deemed approved..
insurance within the time
F) Should the Tenant fail to procure or maintain any such
procure a policy of such insurance and pay
hereinbefore specified, the Landlord may, at its option,
Landlord for the cost of such premium on
the premium therefor and the Tenant shall reimburse the
insurance. Any sums expended by
demand, The Owner shall be under no obligation to procure such
the Owner shall be deemed additional rent.

55. CONDITO [OF ED P S

and accepts the same in its
Tenant acknowledges that it has inspected the demised premises
that there are no express or implied
present condition "AS IS". The Tenant warrants and represents with respect to the condition
warranties, representations or agreements on the part of the Landlordforth in this Lease. Except as
expressly set
or usability of the demised premises, except as may be required to repair, renovate, restore, or
shall not be
herein specifically set forth, the landlord this Lease.
redecorate the demised premises at any time during the term of

56. USE OF DEMISED PREMISES

for the purpose set forth in Article 2
The Tenant shall use and occupy the demised premises
any persons, to sleep overnight in the demised
and for no other purpose. The Tenant shall not allow residence, or otherwise in violation of the
premises or use the demised premises in any manner as a

23
Certificate of Occupancy for the building. Dogs, cats or other animals or pets shall not be harbored
in the demised premises or the building at any time.

A. Tenant shall soundproof that portion of the Demised Premises that is being used as a
store and/or retail space sufficiently to prevent noise or vibration to emanate from the Demised
Premises which would be a nuisance to the other occupants in the Building or otherwise interfere
with the quiet enjoyment and residential use of the upper floors of the Building. If necessary, Tenant
shall soundproof that portion of the Demised Premises being used as a business office if there is
noise or vibrations emanating from the Demised Premises that is interfering with the quiet
enjoyment of the residential tenants.

B. Prior to conducting business at the premises, Tenant shall be responsible for obtaining
all licenses and permits necessa ry for the proper and lawful conduct of Tenant's permitted business
at the premises.

C. Landlord makes no representa tion that the Demised Premises may be legally used for
such purposes and Tenant shall have the obligation to install such improvements, file such
applications and perform such work as may be necessary to bring the Demised Premises into
compliance with legal requirements, but subject to the other provisions of this Lease.

57. PROHEBITED USES

Tenant shall not use the demised premises in any manner that will constitute waste, nuisance,
or unreasonable annoyance (including, without limitation, the use of loudspeakers or sound or light
apparatus that can be heard or seen outside the demised premises) to owners or occupants of the
building or of adjacent properties.

Tenant shall not do anything on the demised premises that will cause damage to the demised
premises. The demised premises shall not be overloaded. No machinery, apparatus, or other
appliance shall be used or operated in or on the demised premises that will in any manner injure,
vibrate, or shake the demised premises.

Tenant shall not operate or maintain on the demised premises any video games or video
arcade games and shall not install or permit the installation of any pay telephones outside the
demised premises. Tenant shall not permit any persons to congregate or loiter in front of the
demised premises.

58. TENANT'S IlVIPROVEMENTS TO DEMISED PREMISES

In connection with any alterations, additions, improvements, and signs (sometimes referred
to as "Work" or "Alterations") to be made or installed by Tenant in the demised premises, and
without limiting the generality of Paragraph 3 or any other provision of this Lease, Tenant shall:

A. Before proceeding with any Work, Tenant shall submit a copy of detailed plans and
conformity
specifications ("plans and Specifications") to Owner for Owner's written approval, in

24
with the provisions of this Paragraph. The Plans and Specifications shall include, to the extent
applicable to the proposed Work: other than purely decorative alterations such as painting and
affixing works of art to the walls and removal of same which tenant may perform without landlords
consent.

(i) the location and extent of floor loading in excess of the design capacity of the Building, the
location of all floor openings and the location and description of any special plumbing requirements,
if any; and

(ii) a complete set of the architectural drawings; and

(iii) schedules and related plans setting forth the finished schedule, if any, and

(iv) all mechanical systems including but not limited to electrical, plumbing, HVAC and exhaust;
and

(v) any other information reasonably required by Owner.

B. Upon obtaining the appropriate consent or consents pursuant to the provisions of this Article,
Tenant, at its sole cost and expense, shall obtain all necessary governmental and quasi-governmental
permits, authorizations, approvals and certificates for the commencement and prosecution of its
Work and for final approval thereof upon completion and shall deliver a copy thereof to Owner.

C. Upon completion of Work, Tenant shall deliver to Owner proper written waivers of the right
of any contractor, subcontractor or materialman to file a mechanic's lien or in lieu thereof, general
releases from all such contractors, subcontractors or materialmen employed in connection with such
alteration.

D. Take out and maintain in force (or require its contractors and subcontractors to take out and
maintain in force) Worker's Compensation Insurance, and public liability insurance in the amounts
specified elsewhere in this Lease, which public liability policy shall name Owner and Managing
Agent prior to the commencement of any work. The policy shall require thirty (30) days written
notice to Owner and Managing-Agent prior to cancellation or modification.

E. Submit in advance for Owner's approval, the name of its contractor and all plans and
specifications to be used in connection with any Work which requires a building permit. Any such
plans and specifications shall be approved by the Department of Buildings of the City of New York
(and any other governmental authority having jurisdiction) and Tenant shall deliver to Owner
-promptly after receipt. thereof, copies of the written approval of such Department or governmental
authority.

F. All Work shall be done in a good workmanlike manner, fully-completed, free of-all liens and
encumbrances and in accordance with all applicable laws, rules and regulations. Tenant shall be
responsible for the proper maintenance of all of the additions, altera tions and improvements
r=performed in_the --demised- preinises ,. _ -- - - -

25
 extent
with the provisions of this Paragraph. The Plans and Specifications shall include, to the
painting and
applicable to the proposed Work other than purely decorative alterations such as
tenant may perform without landlords
affixing works of art to the walls and removal of same which
consent.
the
(i) the location and extent of floor loading in excess of the design capacity of the Building,
requirements,
location of all floor openings and the location and description of any special plumbing
if any; and

(ii) a complete set of the architectural drawings; and

(iii) schedules and related plans setting forth the finished schedule, if any; and
HVAC and exhaust;
(iv) all mechanical systems including but not limited to electrical, plumbing,
and

(v) any other information reasonably required by Owner.

of this Article,
B Upon obtaining the appropriate consent or consents pursuant to the provisions
governmental and quasi-governmental
Tenant, at its sole cost and expense, shall obtain all necessary
prosecution of its
permits, authorizations, approvals and certificates for the commencement and Owner.
Work and for final approval thereof upon completion and shall deliver a copy thereof to
waivers of the right
C. Upon completion of Work, Tenant shall deliver to Owner proper 'written
lien or in lieu thereof, general
of any contractor, subcontractor or materialman to file a mechanic's
employed in connection with such
releases from all such contractors, subcontractors or materialmen
alteration.
out and
D. Take out and maintain in force (or require its contractors and subcontractors to takeamounts
liability insurance in the
maintain in force) Worker's Compensation Insurance, and public and Managing
specified elsewhere in this Lease, which public liability policy shall name Owner
thirty (30) days written
Agent prior to the commencement of any work. The policy shall require
modification.
notice to Owner and Managing Agent prior to cancellation or
and all plans and
E. Submit in advance for Owner's approval, the name of its contractor permit. Any such
building
specifications to be used in connection with any Work which requires a of the City of New York
plans and specifications shall be approved by the Department of Buildings shall deliver to Owner
Tenant
(and any other governmental authority having jurisdiction) and
of such Department or governmental
promptly after receipt thereof, copies of the written approval
authority.
completed, free of all liens and
F. All Work shall be done in a good workmanlike manner, fully regulations. Tenant shall be
encumbrances and in accordance with all applicable laws, rules and
alterations and improvements
responsible for the proper maintenance of all of the additions,
performed in the demised premises.

25
G. Tenant guarantees that all contractors, subcontractors and materialmen performing Work at
the demised premises shall be fully paid. Tenant further agrees to indemnify and save Owner and
the Managing Agent harmless from and against any and all bills for labor performed and equipment,
fixtures and materials furnished to Tenant and from and against any and all liens, bills or claims
therefore or against the demised premises or the building containing the same and from and against
all losses, damages, costs, expenses, suits and claims whatsoever in connection with any such Work,
including, without limitation, any liability or charge for sales or other taxed imposed or demanded
for labor or materials in connection therewith.

H All of Tenant's property and Work shall be fully paid for at the time of purchase and shall be
free and clear of all claims, liens, leases, conditional sales contracts, chattel mortgages, title retention
agreements, security interests, taxes and assessments and other encumbrances.

1. During the progress of the Work to be done by the Tenant hereunder, said Work shall be
subject to inspection by representatives of the Owner and Managing Agent who shall be permitted
access and the opportunity to inspect at all reasonable times.

J. In the event Tenant shall employ any contractor to do any Work in the demised premises
permitted by this Lease, such contractor and nay subcontractor shall agree to employ only such labor
as will not result in jurisdictional disputes or strikes.

K. No Work shall cause or result in the occurance of undoue odors, noise and/or vibration or
violation of any provision of this Lease, nor shall it impege ingress and egress to and from the
building of which the demised premises are a part or the common areas thereof.

L. Tenant shall proceed with all Work promptly and shall prosecute the same to completion
with reasonable diligence and continuity.

M. Tenant shall, at its sole expense. obtain all required consents, authorizations and licenses
All
from all federal, state and/or municipal authorities having jurisdiction over any of the Work.
Work shall be done in accordance with the plans and specifications, and the consents, authorizations
and the licenses obtained All Work shall be performed in compliance with the provisions of law
and regulations applicable thereto and Tenant shall obtain and promptly deliver to Owner all sign-
having
offs of the New York City Building Department and all other governmental agencies
jurisdiction over the Work or demised premises.

N. Tenant shall reimburse Owner upon demand for all reasonable costs and expenses, including
Managing
reasonable attorneys' fees and disbursements, paid or incurred by owner and/or the
by Tenant to Owner and or
Agent incurring any default or arising out of any indemnity given herein
the Managing Agent.
by Owner on any of
0. In the event that any Work shall cause an increase in the premiums paid Owner, reimburse
by
the policies of insurance, Tenant shall, within ten (10) days after demand
Owner for the increased cost(s) of such insurance.

26
P. Tenant shall perform, or cause the performance of, alterations in and to the Premises, at
Tenant's sole cost and expense, to prepare the Premises for Tenant's occupancy thereof. All
Tenant's Work to be performed by Tenant shall be of a quality and standard equivalent to the quality
and standard for construction of the building established by Owner, shall be subject to the approval
of the Owner, which approval shall not be unreasonable withheld or delayed, except that Owner's
disapproval shall not be deemed unreasonable if the work is not of a sufficiently high quality and up
to Owner's standards.

The term "alteration or work" or "Work" as used in this Lease, shall mean any decoration,
improvement, addition, change or installation of, in or to the demised premises, including, without
limitation, any of such involving electrical, air conditioning, ventilation, heating, plumbing, ceilings
stairways, partitions, demising walls within the demised premises, doors, gates, vaults, paneling,
molding, shelving, radiators, enclosures, floors and floor coverings, and whether or not the same are
made in connection with the repair, replacement or addition to trade fixtures or similar machinery
and equipment.

59. FIRE SAFETY REQUIREMENTS AND CONTROLS

Tenant acknowledges with respect to any alterations made by Tenant with the demised
premises either by Tenant, in accordance within other applicable provisions of this Lease, or
performed by Owner on Tenant's behalf or pursuant to a work letter agreement executed between
the parties at the time of entering the Lease, that it shall be Tenant's responsibility and obligation to
comply with all fire safety requirements and controls imposed by Local Law 5 of the City of New
York as same now exists or may hereafter be amended, as well as with any and all other laws, rules
and obligations of the City of New York or of any governmental agency or department thereof
having jurisdiction with respect to the demised premises, including without limitation the
partitioning, layout, exit signs, telephone communication, fire extinguishers, electrical outlets,
sprinklers, HVAC systems, electrical controls, wiring, public address systems, conduits and additions
have
to the building electrical system. Tenant further acknowledges and agrees, if Owner shall
performed Tenant's installation or alteration work for Tenant pursuant to any work letter agreement
or pursuant to Tenant's request, that Owner's sole responsibility with respect thereto shall be limited
to the workmanlike manner of such installation or alteration but that it is the responsibility of Tenant
and Tenant's architect insofar as the legality of any such installation or alteration is concerned, i.e.,
the drawing of plans in compliance with law and the obtaining of all permits relating thereto,
filing
including, without limitation, all necessary approvals and signoffs, as well as any subsequent
required, by law, modification(s) of any such installation or alteration made within the demised
premises, shall be solely the responsibility of Tenant at Tenant's sole cost and expense and Owner
Local
shall have no obligation or duty with respect thereto. The performance of any of the foregoing with
Law 5 required work, installations and alterations shall be performed by Tenant in accordance
and subject to all applicable provisions of this Lease and of law.

60. SIGNS
side of the outside
The Landlord has not conveyed to the Tenant any rights in or to the outer
The Tenant shall not display or
walls of the building of which the Leased property forms a part. other projection in or on
erect any lettering, sign, neon lights, lighted sign, advertisement, awning, or

27
 Premises, at
P. Tenant shall perform, or cause the performance of, alterations in and to the
thereof. All
Tenant's sole cost and expense, to prepare the Premises for Tenant's occupancy to the quality
equivalent
Tenant's Work to be performed by Tenant shall be of a quality' and standard
shall be subject to the approval
and standard for construction of the building established by Owner, except that Owner's
of the Owner, which approval shall not be unreasonable withheld or delayed, high quality and up
a sufficiently
disapproval shall not be deemed unreasonable if the work is not of
to Owner's standards.
shall mean any decoration,
The term "alteration or work" or "Work" as used in this Lease, premises, including, without
improvement, addition, change or installation of, in or to the demised
plumbing, ceilings
limitation, any of such involving electrical, air conditioning, ventilation, heating, vaults, paneling,
doors, gates,
stairways, partitions, demising walls within the demised premises, whether or not the same are
molding, shelving, radiators, enclosures, floors and floor coverings, and
trade fixtures or similar machinery
made in connection with the repair, replacement or addition to
and equipment.

59. FIRE S~#FETY REQUIREMENTS AND CONTROLS

made by Tenant with the demised
Tenant acknowledges with respect to any alterations
other applicable provisions of this Lease, or
premises either by Tenant, in accordance within
work letter agreement executed between
performed by Owner on Tenant's behalf or pursuant to a
Tenant's responsibility and obligation to
the parties at the time of entering the Lease, that it shall be
imposed by Local Law 5 of the City of New
comply with all fire safety requirements and controls
well as with any and all other laws, rules
York as same now exists or may hereafter be amended. as
governmental agency or department thereof
and obligations of the City of New York or of any
including without limitation the
having jurisdiction with respect to the demised premises,
fire extinguishers, electrical outlets,
partitioning, layout, exit signs, telephone communication,
systems, conduits and additions
sprinklers, HVAC systems, electrical controls, wiring, public address
acknowledges and agrees, if Owner shall have
to the building electrical system. Tenant further
pursuant to any work letter agreement
performed Tenant's installation or alteration work for Tenant
responsibility with respect thereto shall be limited
or pursuant to Tenant's request, that Owner's sole
alteration but that it is the responsibility of Tenant
to the workmanlike manner of such installation or
installation or alteration is concerned, i.e.,
and Tenant's architect insofar as the legality of any such
and the obtaining of all permits relating thereto,
the drawing of plans in compliance with law
signoffs, as well as any subsequent filing
including, without limitation, all necessary approvals and
or alteration made within the demised
required, by law, modification(s) of any such installation
Tenant'& sole cost and expense and Owner
premises, shall be solely the responsibility of Tenant at
The performance of any of the foregoing Local
shall have no obligation or duty with respect thereto.
shall be performed by Tenant in accordance with
Law 5 required work, installations and alterations
Lease and of law.
and subject to all applicable provisions of this

60. SIGNS
rights in or to the outer side of the outside
The Landlord has not conveyed to the Tenant any
forms a part. The Tenant shall not display or
walls of the building of which the Leased property
sign, advertisement, awning, or other projection in or on
erect any lettering, sign, neon lights, lighted

27
the Leased property or in or on the building of which it forms a part, or make any alteration,
decoration, addition, or improvement in or to the Leased property, or in or to the building of which
if forms a part, without the eams written consent of the Landlord, which shall not unreasonable
withheld. Tenant may display a sign in the window as shown in the attached Exhibit.

The Tenant agrees that it will not display, erect, or affix any lettering, signs, neon lights,
lighted signs, posters, streamers, placards, or any other like advertising media on the windows of the
demised premises without the prior written consent and approval of the Landlord, which shall not be
unreasonably withheld. Tenant further agrees to submit to Landlord for prior approval, complete
sign drawings and specifications. The Tenant shall not display. erect or affix any neon signs or
lighted signs that reflects into the windows of the residential apartments above the storefront.
Tenant shall not display any sign with flashing lights.

61. SF.[`1TRPSY GATE

Tenant at its own expense shall maintain the security gate affixed to the outside of the
Demised Premises. Tenant shall maintain the security gate graffiti free.

62. HOLD HARMLESS

The Tenant shall hold the Landlord and Landlord's agents harmless and indemnified from all
injury, loss, claims or damage (including attorneys' fees and disbursements) to any person or
property, arising from, related to, or in connection with the use or occupancy of the demised
premises or conduct or operation of the Tenant's business in or about the demised premises.

63. NO WAIVER BY LANDLORD

Any delay or failure of Landlord in computing or billing for any additional or adjusted rent
under this Lease shall not constitute a waiver by landlord nor should such delay or failure diminish
or impair the obligation of Tenant to pay such additional rent or adjusted rent when billed.

64. RUBBISH

Tenant shall, at its sole cost and expense, make whatever arrangements may be necessary,
from the
including the engagement of a private sanitation service, to remove refuse promptlyordinances,
laws,
Demised Premises in a manner which shall at all times comply with all applicable agencies and/or
rules and regulations and orders of all governmental or quasi-governmental conducted
departments having jurisdiction thereof or over the Demised Premises or operations
to remove refuse
therein. Tenant shall pay any and all fine issued as a result of Tenant's failure and order of all
regulations
promptly in accordance with all applicable laws, ordinances, rules and
jurisdiction thereof or over
governmental or quasi-govermental agencies and/or departments having all refuse in trash
the Demised Premises or operations conducted therein. Tenant shall store service to prevent
exterminating
receptacles. Tenant shall arrange and pay for the costs of monthly
Landlord if deemed reasonable
any infestation of rodents or vermin of any land. Upon request by pay for the costs of any
necessary by Landlord in its sole discretion, Tenant shall arrange and

28
additional exterminating service. Tenant shall provide Landlord, no later than August 31, 2003,
with contracts for the provision of garbage collection and extermination services.

65. SUBLEASING/ASSIGNMENT

Tenant shall have the right to sublease and/or assign the whole and/or any part of the
demised premises with the permission and consent of the landlord, which permission shall not be
unreasonably withheld.

66. ALTERATIONS

Owner and Tenant agree that the tenant will perform certain alterations and renovations to
hereto and
the demised premise as described more fully in Exhibit A, which Exhibit is attached
incorporated herein

67. NOTICES
given,
Any notice, statement, demand or other communication required or permitted to be
any applicable
rendered or made by either party to the other, pursuant to this lease or pursuant to
law or requirement of public authority, shall be in writing (whether or not so stated elsewhere in this
by reputable
lease) and shall be deemed to have been properly given, rendered or made, if sent
addressed to the
overnight courier service or registered or certified mail, return receipt requested,
other party at the address hereinbelow set forth (except that after the Commencement Date, Tenant's
address, unless Tenant shall give notice to the contrary, shall be the Building), and shall be deemed
delivery to the
to have been given, rendered or made on the day which is the next business day after
overnight carrier or the third business day after being mailed, unless mailed outside of the State of
New York, in which case it shall be deemed to have been given, rendered or made on the expiration
the post-office of
of the normal period of tiem for delivery of mail from the post-office of origin to
destination. Either party may, by notice as aforesaid, designate a different address or addresses for
notices, statements, demand or other communication intended for it.
by
A copy of any notice to be sent to either party pursuant to this Lease shall also be sent
registered or certified mail as follows:

If to Landlord:

With a copy to

If to Tenant:
60 Norfolk Street
New York, New York

29
 31, 2003,
additional exterminating service. Tenant shall provide Landlord, no later than August
with contracts for the provision of garbage collection and extermination services.

65. SUBLEASING/ASSIGN MENT

Tenant shall have the right to sublease and/or assign the whole and/orany part of the
permission shall not be
demised premises with the permission and consent of the landlord, which
unreasonably withheld.

66. ALTERATIONS
alterations and renovations to
Owner and Tenant agree that the tenant will perform certain
which Exhibit is attached hereto and
the demised premise as described more fully in Exhibit A,
incorporated herein

67. NOTI E
permitted to be given,
Any notice, statement, demand or other communication required or
pursuant to any applicable
rendered or made by either party to the other, pursuant to this lease or
or not so stated elsewhere in this
law or requirement ofpublic authority, shall be in writing (whether
rendered or made, if sent by reputable
lease) and shall be deemed to have been properly given,
receipt requested, addressed to the
overnight courier service or registered or certified mail, return
Commencement Date, Tenant's
other party at the address hereinbelow set forth (except that after the
Building), and shall be deemed
address, unless Tenant shall give notice to the contrary, shall be the
next business day after delivery to the
to have been given, rendered or made on the day which is the
mailed outside of the State of
overnight carrier or the third business day after being mailed, unless
rendered or made on the expiration
New York, in which case it shall be deemed to have been given,
post-office of origin to the post-office of
of the normal period of tiem for delivery of mail from the
a different, address or addresses for
destination. Either party may, by notice as aforesaid, designate
notices, statements, demand or other communication intended for it.
this Lease shall also be sent by
A copy of any notice to be sent to either party pursuant to
registered or certified mail as follows:

If to Landlord:

With a copy to

If to Tenant:
60 Norfolk Street
New York, New York

29
 With a copy to
Barry Mallin & Associates. P.C.
132 Nassau Street, Suite 522
New York, New York 10038

67. ATTORNEYS' FEE S

In addition to the rights given to the Landlord herein, in the event that the Tenant
commences any proceeding against the Owner for any claim arising under this Lease or by virtue of
its tenancy or occupancy of the Demised Premises, the Tenant shall pay reasonable attorneys' fees of
the Landlord as to any portion of such litigation in which the Landlord is successful.

LANDLORD: TENANT:

By: By :

By: BY;

30
 Email our editor

View our Drevious

issues

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Problems

Also Read:

cbw#ftwn
express
Villager photo by

Rabbi Mend! Greenbaum

Jefferson Siegel
Gay City
of Beth Hamedrash ADVERTISING
Hagadol stands inside
the synagogue s
sanctuary, which is in
need of repair, above.
Below, newly
discovered cousins
Victoria Gamer, left,
and Ranya Cooper,
center, with Eve
Wagner-Nast at the
Aug. 20 Aug family
reunion at the
synagogue.

Rebirth, and reunion, at historic Norfolk synagogue

By Jefferson Siegel
oil for one
The Jewish holiday of Hanukkah centers on the story of a lamp with enough
day that ultimately burned for eight.

[t17/2008 9-22.26 PM)

http f/ywvw,tlxv1UagfxcanJvillager_173/rebirChandreunwn.html (I of 4)
i

Email our editor

View our orev ous,

issues

Report Distribution
Problems

Also Read:

dow
Villager photo by
Jefferson Siegel
Gay City
Rabbi Mendl Greenbaum
of Beth Hamedrash ADVERTISING
Hagadol stands inside
the synagogue s
anctuary, which is in
need of repair, above.
Below, newly
discovered cousins
1victoria Gamer, leR,
and Ranya Cooper,
center, with Eve
Wagner-Nast at the
A ug. 20 Aug family
reunion at~the
synagogue.

MlRebirth, and reunion, at historic Norfolk synagogue

By Je fferson Siegel -

the story of a lamp with enough oil for one

The Jewish holiday of Hanukkah centers on
day that ultimately burned for eight.

agcrcwVYAIa9M_173/reb'rft"dreumon,html (1 of 4) 1117/2008912.26 PM]

http lfwww dry ill

I
 other surprising tale of longevity is occurring at the Beth Hamedrash Hagadol
Synagogue on Norfolk St. on the Lower East Side. In recent years, the temple suffered a
series of setbacks, including eroding membership and interior damage from storms that
soaked the partially exposed interior after the main window was blown out in a
indstorm. Conditions were so bad that, in 2003, the National Trust for Historic
Preservation designated the structure an endangered historic site. Just when it seemed
he synagogue's flame was about to snuff out like the Hanukkah lamp, it has recently
sparked back to life.

historic preservation group, the Lower East Side Conservancy, recently took the
~ initiative to help restore the synagogue to its former glory.

he building at 60 Norfolk St. was purchased in 1852 by a group of Russian and Polish
immigrants, Housing the oldest Russian Orthodox Jewish congregation in the country, the
structure was designated a landmark in 1967.

a part of its rebirth, the synagogue hosted an unusual reunion last Sunday. More than
1 I100 descendants of a Lithuanian Jewish family gathered for the first time in the
!synagogue's basement space. They were cousins of the synagogue's congregants from
more than a century ago. Many were meeting each other for the first time.

"This is much more than a family reunion," said Rabbi Ben-Zion Saydman, whose tireless
research uncovered a diaspora of family members spread over 27 states and four
ountries. "I've been working on this genealogical project since I was in high school."
ydman's great-grandfather, whose name is listed on a worn plaque inside the
sanctuary's entrance, was the president of the synagogue at the turn of the last century.
Saydman's research uncovered nine branches of relatives descended from the Aug family
of Telz in Lithuania.

1 Saydman stood on a platform in the middle of the room as crowds of children, parents
and the elderly slowly filed in and took seats.

"The last time that there was any kind of gathering like this with all branches of the family
as probably 130 years ago," he observed.
,
their
In addition to meeting for the first time, family members had the chance to gather in
ancestral synagogue, where relatives began worshipping in 1871.

ooke= around .y "So,in

"The building-is in-great need of repair," Saydman-said as he looked
addition to being a tremendous gathering, it's also a fundraiser for,the shul:
the
City Councilmember Alan Gerson took time out from his vacation to welcome
the significance of the synagogue to the
extended Aug family and talk about
neighborhood.
Lower East
'This is another step toward the continued rebirth and revitalization of the
he declared.
ide, as manifested by this magnificent edifice, this historic synagogue,"
development
"We see this as our signature project," said Holly Kaye, a planning and
the conservancy has raised over $4 million
onsultant of the conservancy. In nine years,
the congregations had been unaware
or over a dozen synagogues in the area. Most of aid, the
In addition to financial
here was a source of funding for their capital needs. for their
other compatible uses
conservancy helps maintain the synagogues by finding
underutilized facilities.
had blown out the
-~ he-conservancy came-into-existence when -Kaye-learned-that a_storm
(2 of 4) [ 1/7/2008 9:22:26 PM]
httA //WWW #M,13W,Mm1wola9er-1731reblRhandreunon,htmI
synagogue's main window. Having just returned from Venice and a tour of that city's
Jewish Ghetto neighborhood, Kaye understood the urgency of preserving the historical
structures in her hometown. After consulting with colleague Joel Kaplan of the United
,Jewish Coundl of the East Side, she secured a $5,000 grant for immediate repairs.

~ Here on the Lower East Side, we've still got 24 operating Jewish institutions and people
;think we're all dusty-musty history," she told Kaplan. At the same time, visitors were
ralking into the office of the Lower East Side Business Improvement District looking for
information on the area's long Jewish history and culture. The conservancy's restoration,
funding and educational initiatives took root.

Costs for the restoration of Beth Hamedrash Hagadol are estimated at $3.5 million. So far,
$1 million has been raised, including $750,000 allocated in next year's city budget to help
fund a new visitors' information center and community space. Initial funding will go
,pr[marily toward exterior work, including restoration of outside doors, window and roof
,T
repairs, as well as interior plastering. The second, larger phase of work will target
asbestos removal, structural stabilization, new floors and wiring and restoration of murals.

~he conservancy has outlined a three-part plan for self-sufficiency once the restoration is
completed. The central element will be the visitor's center, stocked with informational
materials and serving as a meeting point for walking tours. Workers will staff the center to
assist tourists with answers on everything from the building's history and the area to
where to find the best bagels and knishes.

1Part two of the plan will see space in the building set aside for a series of cultural
programs, including permanent and rotating exhibitions. A meeting room will double as a
~enue for concerts and lectures.

he third portion will be the establishment of a community center for a neighborhood that
is short of public meeting space.

fLast Sunday, the synagogue's Rabbi Mendl Greenbaum gave a tour of the spacious
isanctuary. Silence infused the cavernous space and a musty smell mingled with dust. Soot
covered the floor, the pews and the bimah - a platform in the middle of the space. The
walls on either side of the ark - where the Torah scrolls were once stored until services
were moved to the basement - were decorated with a mural. An intricate metal
Ichandelier hung from a ceiling of flaking paint.

h'It's like building a new building within the boundaries of the old building," Rabbi
Greenbaum said, standing in a shaft of light streaming down from the large windows. He
estimated that, depending on the success of fundraising and the pace of work, the
, restoration could finish in four years.

lis he spoke, Rabbi Saydman was downstairs, projecting old photographs of Aug
ancestors onto a screen. Two 10-year-old girls, Victoria Gamer and Ranya Cooper, sat
!together watching. The pair met at camp this summer and became friends. When camp
`ended they went home, only to return to Sunday's reunion to discover they were cousins.

The Lithuanian ambassador to the U.S., as well as Governor Pataki and Mayor Bloomberg,
photographs,
sent letters of greetings to the families. Many relatives arrived bearing
kwhich will be added to a database of over 10,000 documents documenting the Aug
!ilineage.

l'it's magic that we're here," Rabbi Saydman marveled.

20089.22 1 6 PM]
httlr;)/~ ,thevAlager.cmnlvdlager_173) reblrthandreurnon_html (3 of 4) [1I71
Onagogue's main window. Having just returned from Venice and a tour of that city's
~ewish Ghetto neighborhood, Kaye understood the urgency of preserving the historical
Structures in her hometown. After consulting with colleague Joel Kaplan of the United
Jewish Council of the East Side, she secured a $5,000 grant for immediate repairs.

i"Here on the Lower East Side, we've still got 24 operating Jewish institutions and people
'!think we're all dusty-musty history," she told Kaplan. At the same time, visitors were
~~nraiking into the office of the Lower East Side Business Improvement District looking for
lnformation on the area's long Jewish history and culture. The conservancy's restoration,
funding and educational initiatives took root.

Costs for the restoration of Beth Hamedrash Hagadol are estimated at $3.5 million. So far, I
to help
1 $1 million has been raised, including $750,000 allocated in next year's city budget
fund a new visitors' Information center and community space. Initial funding will go
primarily toward exterior work, including restoration of outside doors, window and roof
repairs, as well as interior plastering. The second, larger phase of work will target
lasbestos removal, structural stabilization, new floors and wiring and restoration of murals.

The conservancy has outlined a three-part plan for self-sufficiency once the restoration is
',completed. The central element will be the visitor's center, stocked with informational
11materials and serving as a meeting point for walking tours. Workers will staff the center to
j,assist tourists with answers on everything from the building's history and the area to
1where to find the best bagels and knishes.
,

Part two of the plan will see space in the building set aside for a series of cultural
programs, including permanent and rotating exhibitions. A meeting room will double as a
venue for concerts and lectures.
that
[The third portion will be the establishment of a community center for a neighborhood
is short of public meeting space.

hLast Sunday, the synagogue's Rabbi Mendl Greenbaum gave a tour of the spacious
Soot
!;sanctuary. Silence infused the cavernous'space and a musty smell mingled with dust.
of the space. The
covered the floor, the pews and the bimah - a platform in the middle
walls on either side of the ark - where the Torah scrolls were once stored until services
metal
were moved to the basement - were decorated with a mural. An intricate
chandelier hung from a ceiling of flaking paint.

building," Rabbi
'It's like buing a new building within the boundaries of the old
Greenbaum said, standing in a shaft of light streaming down from the large windows. He
fundraising and the pace of work, the
gstimated that, depending on the success of
, 1restorat[on could finish in four years.
photographs of Aug
As he spoke, Rabbi Saydman was downstairs, projecting old Cooper, sat
,,,ancestors onto a screen. Two 10-year-old girls, Victoria Gamer and Ranya
friends. When camp
I !together watching. The pair met at camp this summer and became
they were cousins.
Ilended they went home, only to return to Sunday's reunion to discover

and Mayor Bloomberg,

The Lithuanian ambassador to the U.S-, as well as Governor Pataki
arrived bearing photographs,
Isent letters of greetings to the families. Many relatives
the Aug
which will be added to a database of over 10,000 documents documenting
lineage.

l'It's magic that we're here," Rabbi Saydman marveled.

4) [11 7/2008 9.22.26 PM]

htcp://www:tlCwglagef_oxn/Wla9c _1731rebirCwdreurxon,htmi (3 of
IlCQ11[n, no fCU14ui1, I. -1 DUA0. nu~iuln a Y-yuyuc

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ISRAEL VIDEX
A1"'ro*tr Ar f.pr
AKMI MAtaiATTAW BIpLOWG
is07 AY[NU1 M
MooaxrR Navv lbwt iZ9M4
716-392-OOu

TWA( 718-363-8574

August 23. 2006

Rabbi M. H. Greenbaum
1451 42d Street
Brooklyn. New York 11219

Re, Bath Namedrash Hagodol ofNew York

60 Norfork Strad
Now York, N.Y. 10002
Dear Rabbi Greenbaum:

I am in receipt of an Engincer's report dated August 18, 2006. The

Engineer's report states as follows:

"In my professional opinion, this structure is

In significant distress, and poses an immediate
Danger to the ocaupaats. Falling debris within,
and an the exterior perimeter is posing a
continuous risk of serious Wury or low of life.
The structure is currently unstable, particularly
the northern and western walls. Part ofthe floor
system ofthe main level has eollapsed, and the
support for the grand front staircase is obsolete.
The stability of the towers is questionable. In
light ofthe above findings, it is clear that the
entire premises should be vacated ofoccupant
immediately, and it professional should further
examine and establish the specific extant of
damage, and design procedures to remedy the
shortcomings:"

In my opinion you should immediately prevent anyone from entering the

building. I do not need to elaborate on what might happen ifa!S4 lb. piece ofplaster
would come crashing down on someone.

In addition, you should make sure that the entire building is wrapped with
some material to prevent bricks falling on pedestrian trafllo. Also be sure to totally fence
 10- 10 ~1%r1rJ- v i uc^ V--AM.
H ua-e 12-40400

ISRAEL VIDER
Arm may AT Lw r
QHASt MArMTrNd 601 owc
w7 hveNUt M
dRooq.e. NW lCXtt l29CW4
7]b-3d2-001f

YWAX 71a-3a2-8574

August 23. 2006

Rabbi M. H. Greenbaum
1451 42ad Street
Brooklyn. New York 11219

Re: Beth Hamedresh Hagodol ofNew York

60 Norfork Street '
New Yor14 N.Y. 10002

Dear Rabbi Greenbaum:

I am in receipt of an Enginccr's report dated August 18. 2006. The

Engineer's report states as follows:

"In my professional opinion, this Structure is

In significant distress, and poses an immediate -
Danger to the occupants. Falling debris wIthin.
and on the exterior perimeter is posing a
continuous risk ofserious Injury or loss of life.
The structure is currently unmbl% particularly
the northern and western walls. Pan ofthe floor
system ofthe main level has collapsed, and the
support for the grand ftnt staircase is obsolete.
The stability of the towers is questionable, In
light ofthe above Wings, it is clear that the
entire promises should be vacated ofoccupant
inunediately, and a professional should further
examine and establish the specific extent of
damage, and design procedures to remedy the
shortcomings."

In my opinion you should immediately prevent anyone from entering the

building. I do not need to elaborate on what might happen ifa ISO lb. piece ofplaster
would come crashing down an someone.

in addition, you should make sure that the entire building is wrapped with
some material to prevent bricks falling on pedestrian trafi9e. Also be sure to totally fence
 2

Rabbi M. H. Gmnbraum August 23, 2006

offthe steps since according to the Engineer's report the steps cannot hold the weigh of
anyone standing on them.

These steps need to be taken immediataly. The liability for failing to olosc
and wrap the building will be horrific.

if you have any other questions, please feel free to call.

Very trulT Y

f~+
~~/ L .
~
Mew ~ Israel Vider
 At an lAS Part of the Supreme Court of
the State ofNew York held in and for the
County of Kings at 60 Centre Street, New
York, New York on the day of October,
2007

PRESENT:
HON.
JUSTICE

In the Matter ofthe Petition ofCONGREGATION BETH INDEX NO.

HAMEDRASH HAC3ODOL
ORDER
For leave to transfer its real property designated as Block
351, Lot 37, on the Tax Map ofthe County ofNow York,
State ofNew York a/k/a 60 Norfolk Street, New York, New
York

Petitioner.

The Petitioner, CONGREGATION BETH HAMEDRASH HAGODOL, a

religious corporation, having moved this Court for an Order pursuant to 12 of the

Religious Corporati on Law and 511 of the Not-for-Profit Corporation Law granting it

leave to sell certain real property of the Petiti oner as hereinafter described, and said

application having regularly come to be heard,

NOW, upon reading and filing the petition of CONGREGATION BETH

HAMEDRASH HAGODOL in the Supreme Court ofthe State ofNew York, County of
S.-~
New York, dated and verified the ~day of~ 2007, and the schedules annexed
thereto, from which it appears that it would be in the best interest ofthe Petitioner to
County of
transfer its real property known as Block 351, Lot 37, on the Tax Map ofthe
 At an ]AS Part ofthe Supreme Court of
the State ofNew York held in and for the
County of Kings at 60 Centre Street, New
York, New York on the day of October,
2007

PRESENT:
HON.
JUSTICE

INDEX NO.
In the Matter of the Petition of CONGREGATION BETH
HAtvIEDR.ASH HAGODOL
ORDER
For leave to transfer its real property designated as Block
351, Lot 37, on the Tax Map of the County ofNew York,
State ofNew York a/k/a 60 Norfolk Street, New York, New
York
Petitioner.

The Petitioner, CONGREGATION BETH HAMEDRASH HAGODOL, a

12 ofthe
religious corporation, having moved this Court for an Order pursuant to
Corporation Law granting it
Religious Corporation Law and 511 ofthe Not-for-Profit
and said
leave to sell certain real property ofthe Petitioner as hereinafter described,

application having regularly come to be heard.

NOW, upon reading and filing the petition of CONGREGATION BETH

County of
HAMEDRASH HAGODOL in the Supreme Court of the State of New York,
and the schedules annexed
New York, dated and verified the 3dday o= 2007,
interest of the Petitioner to
thereto, from which it appears that it would be in the best
the County of
transfer its real property known as Block 351, Lot 37, on the Tax Map of
New York, State ofNew York a/k/a 60 Norfolk Street, New York, New York to Beth
Hamedrash Hagodol ofNew York Restoration, Inc., upon such terms as set forth in the
attached Petition.

AND it appearing to the satisfaction ofthe Court that all the terms of the
proposed transfer ofBlock 351, Lot 37, to Beth Hamedrash Hagodol ofNew York

Restoration, Inc. has been duly authorized and ordered by the Board ofTrustees and the
members ofthe Petitioner,

NOW, upon motion ofthe Petitioner, it is,

ORDERED, that the Petitioner be, and hereby is, authorized to transfer the said
real property to Beth Hamedrash Hagodol ofNew York Restoration, Inc., for no
consideration, and execute and deliver all relevant documents necessary to effectuate

such a transfer, and it is f{lrther,

ORDERED, that the President or Secretary, or any other Officer or Trustee of

the corporation, is authorized to execute, acknowledge and deliver a deed to the property,
and to execute any other appropriate documents, as may be necessary to effectuate the

transfer of said real property designated as Block 351, Lot 37, on the tax map ofthe
County ofNew York, State of New York a/k!a 60 Norfolk Street, New York, New York,
to Beth Hamedrash Hagodol ofNew York Restoration, Inc., as the corporate act of and in
the name of said Petitioner, and it is further

ORDBRBD, that a signed copy ofthis Order shall be sent to the Attorney

General, 120 Broadway, New York, New York 10271 and Petitioner sball provide

2
the Attorney General with written notice when the closing has occurred, or has been
abandoned or is still pending after ninety days.

ENTER:

J.S.C.

7HE ATTORNEY GENERAL KERESY APPEARS HLREIN.

HAS NO OI!UECnON TO THE GRANTING OF
JUDICIAL APPROVAL HEREON, ACKNOWLEDGES
RECEIPT OF STATUTORY NOTIM AND DEMANDS
SERVICE qFALL PAPERS SI BM(TTED HEREFM
INCLUDING ALL ORDER JUDGMENM AND
ENDORSEMENi 8 OF THE COURT. SAID NO OBJECTION
19 CONDITIONED ON SUBMISSION OFTHE MATTER
ToTHECoURr WITHIN 30 DAYS HEREAFrER.
t o-1 6F -a ;L
ASSlSTANTA7TORSO-L3ENFAAI. DATE
the Attorney General with written notice when the closing has occurred, or has been
abandoned or is still pending after ninety days.

ENTER:

J.S.C.

THE ATTORNEY GENERAL HEREBY APPEARS HEREIN.

HAS NO 0111ECTION TO THE GRANTING OF
JUDICIAI.APPROVAL HEREON. ACKNOWLEDGES
fE:CEIP? OF STATUTORY NOTICE, AND DEMANDS
SERVICE OF ALL PAPERS SIRM(T7ED HEREIN
WQ.WNa ALL ORDER, JUD(3fAENiB AND
ENDORSEMENTS OF 1TiE COURr. SAID NO OBJECTION
IS CONDITIONED ON SUBMISSION OF'fffE MATTER
Tp~~ WITHIN 30 AYS FIEHEAFTER.

ASSIBTANTATT t~PtEAAI- DA?E

SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF NEW YORK
INDEX NO:
In the matter ofthe petition of CONGREGATION BETH
HAMDRASH 14AGQDOL
= - PETITION
For leave to transfer its real property designated as Block -
352, Lot 37, on the Tax Map of the County ofNew York,
State ofNew York a/k/a 60 Norfolk Street, New York. New
York
Petitioner.

TO THE SUPREM COURT OF THE STATE OF NEW YORK:

The petition of CONGREGATION BETH HAMEDR.ASH HAGODOL, a

religious corporation, duly organized and existing under the Religious Corporation Law
ofthe State ofNew York respectfully shows:

That the name ofthe said corporation is CONGREGATION BETH

].
HAMEDRASH HAGODOL, situated in the County ofNew York, City and State of New

York.

2. Said corporation is a religious corporation, whose main purposes are

worship and study, to assist
maintaining an Orthodox Jewish congregation and a house of
community, to spread among people of
and minister to the religious needs of the Jewish
Orthodox Jewish Religious Law and to
the Jewish faith the principles and doctrine of
and useful for the accomplishment of
engage in such other activities as shall be necessary

the above purposes.

laws ofthe State of New

3. Said corporation was incorporated under the
led in the office of the County Clerk of the County
York by certifi cate of incorporation fi
ofNew York on the day of January, 1881. A copy of the Certificate of Incorporation

is attached hereto as Exhibit "A,"

4. The Petitioner is a religious corporation and is tax exempt pursuant to

Internal Revenue Code 501(c) (3).

5. The Board of Trustees and officers of the said corporationiscomposed of

the following individuals:

Name and Title Ad dress

387 Grand Street, # 305,

Abe Bornstein, President
New York, New York 10002
413 Grand Street, # F701,
Mendy Erez, Treasurer New York, New York 10002
504 Grand Street, # 14
Shelly Orenstein, Trustee New York, New York 10002
143 Taylor Street,
Abraham Grunbaum, Vice President and Trustee Brooklyn, New York 11 211
1451 42 Street,
Herman Grunbaunk Secretary Brooklyn, New York 11219
1344 49" Street,
Pesach Greenberg, Trustee Brooklyn, New York 11219

Block
6. The property that the Petitioner wishes to transfer is designated as
New York, State ofNew York, and is also
351, Lot 37, on the tax map of the County of
York (the "Property".) A description ofthe
known as 60 Norfolk Street, New York, New
ofthe deed to the Property is
property is attached hereto as Schedule "A." A copy

attached as Exhibit "B"

historical architecture, the City

In 1967, due to the Property's unique and
7.
Commission designated the Property as a
ofNew York, Landmarks Preservation
Designation is attached as Exhibit "C."
Landmark. A copy ofthe Notice of

2
 copy of the Certificate of Incorporation
of New York on the e day ofJanuary, 1881. A

is attached hereto as Exhibit "A."

to
4. The Petitioner is a religious corporation and is tax exempt pursuant

Internal Revenue Code 501(c) (3),

of
5. The Board of Trustees and officers of the said corporation is composed

the following individuals:

Addre
Name and Title
387 Grand Street, # 305,
Abe Bornstein, President
New York, New York 10002
413 Grand Street, # F701,
Mendy Erez, Treasurer New York, New York 10002
504 Grand Street, # 14
Shelly Orenstein, Trustee New York, New York 10002
143 Taylor Street,
Abraham Grunbaum, Vice President and Trustee Brooklyn, New York 11211
1451 42 ,Street,
Berman Grunbaum, Secretary Brooklyn, New York 11219
1344 49'a Street,
Pesach Greenberg, Trustee Brooklyn, New York 11219

is designated as Block
6.The property that the Peti tioner wishes to transfer
County ofNew York, State ofNew York, and is also
351, Lot 37, on the tax map of the
New York (the "Property".) A description ofthe
known as 60 Norfolk Street, New York,
A copy of the deed to the Property is
property is attached hereto as Schedule "A."

attached as Exhibit "B."

and historical architecture, the City

In 1967, due to the Property's unique
7.
as a
Preservation Commission designated the Property
of New York, Landmarks
Designation is attached as Exhibit "C."
Landmark. A copy of the Notice of

2
 Jewish
B. In its heyday, the Congregation was one ofthe focal points of
few decades due to
religious life in the Lower East Side. However, over the past
conducting services
demographic changes, this once vibrant congregation found,itself
The main sanctuary was
with the barest quorum necessary to conduct prayer services.
were conducted in a room in the
used only on the High Holidays and all other services

basement.

ceiling causing
9.In December 2001, an electrical fire was started in the
addition, the building was severely
extensive damage to the main sanctuary and roof. In

damaged by the water which was used to extinguish the fire.

the structure
1 0. A structural engineer inspected the Property and found that
danger to the occupants. The engineer's
is in significant distress and poses an immediate
threat to life and limb, especially by
report found that occupancy ofthe building posed a
pounds. The report recommended
the falling plaster, some of which weighed 150
immediate vacature of the building

and shuttered the

11. With great reluctance, the congregation vacated
-- --- - -
building, holding services in various temporary quarters.

preserve the
The community felt that an attempt should be made to
12.
represented. However, the congregation is in no
landmark building and the heritage it
which would do justice to this
position to fund the massive historic preservation
multi million dollar cost: of preservation, -
venerable building. Itfaddition,-asides-of the
to maintain the property,
the congregation is simply not in a position

used at all for any purpose

Presently, the entire building is not being
13.
funds to renovate the Property.
whatsoever and the Petitioner lacks the

3
 14. Recently, a group of individuals from the community formed a Not for
for
Profit Corporation, Beth Harnedrash Hagodol ofNew York Restoration, Inc. This Not
Profit Corporation was created as a vehicle to rehabilitate and renovate the building and
restore the building and restore the architectural integrity. The goal ofthis new Not for
Profit Corporation is to restore the building to the grandeur it had 100 years ago.

15. The project envisions obtaining funds byway of grants which have been

budgeted by New York State for the purposes of preserving histo rical and landmark sites
in New York City. _ These grants are not available to religious-corporations such as -
transferred to it----
petitioner.- The Not for Profit-Corporation-proposed that-the Property be

if it agrees to rehabilitate the building.

16. As part of the proposal, it was agreed that most ofthe building would be

.rented out to be used as a community center, and that the not for profit corporation (the
grantee) would set aside a suitable space in the building which would be used by the
.petitioner to conduct its services.

17. Petitioner would pay fair market value only for rent ofthe space used and

would not be responsible for any other costs associated with the building.

18. The advantage of this arrangement is that the rent would be the only
All the expenses
expense of the petiti oner which would be associated with the building.
be borne by the transferee -
for the maintenance and upkeep ofthe entire building would

the not for pro fit corporation.

the
19. There are no common directors, offieers or members between
transferee does not have, nor has it
petitioner and the proposed transferee. The proposed
the petitioner.
ever had, any interest and/or relationship with

4
 Not for
14. Recently, a group of individuals from the community formed a
York Restoration, Inc. This Not for
profit Corporation, Beth Haxnedrash Hagodol ofNew
and renovate the building and
profit Corporation was created as a vehicle to rehabilitate
integrity. The goal ofthis new Not for
restore the building and restore the architectural
the grandeur it had 100 years ago.
Profit Corporation is to restore the building to

which have been

15.The project envisions obtaining funds by way of grants
preserving historical and landmark sites
budgeted by New York State for the purposes of
to religious corporations such as
in New York City. These grants are not available
that the Property be transferred to it
petitioner. The Not for Profit Corporation proposed

if it agrees to rehabilitate the building.

most of the building would be

16. - As part ofthe proposal, it was agreed that
that the not for profit corporation (the
rented out to be used as a community center, and
building which would be used by the
grantee) would set aside a suitable space in the

petitioner to conduct its services.

space used and

17. Petitioner would pay fair market value only for rent ofthe
associated with the building.
would not be responsible for any other costs

the only
The advantage of this arrangement is that the rent would be
1 g.
with the building. All the expenses
expense ofthe petitioner which would be associated
building would be borne by the transferee -
for the maintenance and upkeep of the entire

the not for profit corporation. -

between the
There are no common directors, officers or members
1 g.
The proposed transferee does not have, nor has it
petitioner and the proposed transferee.
relationship with the petitioner.
ever had, any interest and/or

4
 I IW11. I.v --- - - .

the interests of the

20. The proposed tranafer ofthe subject property will promote
would enable the
petitioner in that it will allow the rehabilitation of the subject property which
and at the same time the
petitioner to once again conduct the services at the subject premisea
maintaining the
petitioner will be freed from the huge financial burden of rahnbilitnling~dnd
they need while at the
property. The transfer will allow the petitioner to pay for only the space
and presened. _
same time the hismrical,building wi 11 be rahabilitatai

authorized by
21. The transfer of the property and the tenms thereof have been duly
and Members of Petitioner present at a
a resolution adopted by unani m ous vote ofthe Trustees
members at which a quorum of the Board and
joint meeting of the Board of Trustees and
Street, Now York,
Monsba m arere preseafi held atthe Petitioner's temporary officas at 135 Henry
olution presented and passed at
New York, on the 2Stl' day of April 1007, and a copy of the gw
made a part heraof.
said meeting Is annexed hereto and marked Schedule "B" and

hereof, is a
22. That attached herato, marked Schedule "C," and made a put
ofthe Board of Trustees and Members at
certified transcript of the minutes of the joint meeting

which said resolution was adopted.

MW=Ind
23. -=That attached lmreto -marked Schedule Made a part ttereaf. is a copy of

Board ofTnustees and the Members of

the notice ofThe meeting r=ived by the members ofthe

the Congregation.

made parthareof, is a schedule

24. That attached hereto, marked Schedula "E," and
the Pedaoneri.
of assets/income and liablli ti es/expensas of

r.ontemplated.
2S. No dissolution of tb e corPotatioa is

Restotation, Inc.
is the certificate of i*ncorpw'stlon of Beth Hamadr4sh Hago dol ofNew York
t Exlttblt "D" Exhibit "Pis a lettor dated g~ni
Wibit B" is the proposed deed to the grantaa. Inc. setting ~ t~ agreed terms roBnt to be paid.
ofTlaw York Resooratieu,
Hamedrasb Hagodol

5
- --------26. ---That Section-12-of the Religious Corporation Lawofthe State ofNew

York and Section 511 ofthe Not-For-Profit Corporation Law, as modified by Religious

Corporation Law Section 2B(l)(c), and all acts mandatory thereof and supplemental

thereto have been in all respects complied with.

27. No prior application for the relief requested herein has been made.

WI-EMORE, your Petitioner prays that an Order be made authorizing the

Petitioner to transfer the property described above and to execute, aclrnowledge, and

deiiver, or cause to be executed, acknowledged and delivered, a deed, and all other

documents necessary to effectuate said sale, and that for such purpose, the President, or

any other Officer or Trustee of the corporation execute, acknowledge, and deliver a deed

and all other documents necessary to effectuate the sale ofthe property as a corporate act

in the name of said corporation.

vpaLI-VJ, 2007
DATED:
CONGREGATION BETH HAMEDRASH
HAGODOL

By.. &-A.u-
Abe Bornstein, President,
Trustee and Member

6
 26. That Section 12 of the Religious Corporation Law ofthe State of New

York and Section 511 ofthe Not-For-Profit Corporation Law, as modifi ed by Religious

Corporati on Law Section 2B(I)(c), and all acts mandato ry thereof and supplemental

thereto have been in all respects complied with.

27. No prior application for the relief requested herein has been made.

WHEREFORE, your Petitioner prays that an Order be made autho ri zing the
owledge, and
Petitioner to transfer the property described above and to execute, ackn

deliver, or cause to be executed, acknowledged and delivered, a deed, and all other

documents necessary to effectuate said sale, and that for such purpose, the President, or

any other Officer or Trustee of the corporation execute, acknowledge, and deliver a deed
corporate act
and all other documents necessary to effectuate the sale of the property as a

in the name of said corporation.

'v LO 2007
DATED: ,
CONGREGATION BETH HAIVSFDRASH
HAGODOL

By: A G%~~
Abe Bornstein, President,
Trustee and Member

6
STATE OF NEW YORK )

COUNTY OF

1, Abe Bornstein, being duly affirmed, depose and say:

I am the President, Trustee and Member of CONGREGATION BETH HAMEDRASH

HAGODOL, a New York religious corporation and a party in the within action. I have
read the foregoing and know the contents thereat and the same is true to my own
knowledge, except as to matters therein stated to be alleged upon informa tion and beJief,
and as to those matters, I beli eve it to be true. This verification is made by me because
the above party is a corporation, and I am an officer thereof.

/.24
Abe Born in, President,
Trustee and Member

SG
t c. siaa
wro r h bu Yodr
No 01Git4926187
0Vdkd14K1" i C.
t.~~soa F:o h~sa, tntT~ro
1

7
 SCHEDIILE A

AIithat certain traat or piece of Id witlithaChurchEdifice erected thereon

situate lying and being In the City of New York an the Easterly aide of
Norfolk Street between Broome and Grand Streets in said City and bounded
and described as fbllows:

Commencing at a point an the Easterly line of Norfolk Street distant fifty-

two het Southwardly from the Southerly line ofBroome Street

thenee running Eastwardly and in a line parallel with Broome Street one
hundred feet

thence running Southwardly and an a line parallel with Norfolk Street,

seventy-three fact

thence running Westwardly in a line parallel with Broome Street. One

hundred feetto the Easterly line on side ofNorfolk Street

and thence rmmriing Northwardly along said Easterly line on side of Norfolk
Street. Seventy-three fact to the point on place ofbaginn'sng.
 SCHEDULE A

All that certain tract or piece of land with the Church Edifice erected thereon
situate tying and being In the City of New York on the Bmterly side of
Norfolk Street between Broome and Grand Streets in said City and bounded
and described as fbIlaws:

Commencing at a point on the Easterly Line of Norfolk Street distant fifty-

two feet Southwardly from the Southerly line of Broome Street

thence running Eastwardly and in a line parallel with Broome Street one
hutidred feet'

thence running Southwardly and cif a line parall el with Norfolk Street,
Seventy-three fact

thence running Westwardly in a line parallel with Broome Street. One

hundred feet to the Easterly line on side of Norfolk Street

and thence numing Northwardly along said Easterly line on side of Norfolk
Stree. Seventy-three feet to the point on place of begdnninz
 SCEEDIILE B"

Resolution-of-the Board-of-Trustees-and Members-of Congregation Betb

Hagodal, to transfer the corporation's property designated as Block 351, Hamedrasb
tax map of the County of New York, State ofNew York a/Ida 60 Norfolk Lot 37, on the
Street, New
York, New York

WHEREAS, the Board of Trustees and Members of Corigregation

Beth
Hamedrasb Hagodol (the "Corporation") have decided that it is in the best
interests of the
Corporation to transfer the property ofthe Corporation designated as Block
351, Lot 37, on
the tax map of the County ofNew York, State ofNew York, to Beth Hamedrash
Hagodol of
New York Restoration, Inc. ("Transferee"l, for the purpose of enabling the Transferee
to
rehabilitate and restore the historical landmark building and to preserve and maintain the

architectural integrity ofthe subject property which would arable the Petitioner to resume its

services at the Property, and

RESOLVED that the Corporation should present a petition to the Supreme

Court ofthe State ofNew York for an order authorizing the Corporation to transfer its
real
property designated as Block 351, Lot 37, on the tax map ofthe County ofNew York, State
of
New York alkla 60 Norfolk Street, New York, New York, to the Transferee for the purposes

set forth above and that the President or Secretary or any other officer or trustee ofthe

Corporation execute said petition as an act of and in the name of the Corporation, and it is

further

RESOLVED that upon obtaining such an Order, the President or Secretary or

Treasurer or any officer or trustee ofthe Corporation be and he is hereby authorized and

empowered to execute and affix the corporate seal and deliver to the purchaser a good and

sufficient deed, and to execute such other documents as may be reasonably necessary to

effeoiuste the transfer upon such terms as stated in The terms ofthe petition or as negotiated

by the Board of Trustees/Marabers.

DATED: June 14, 2Q07
Brooklyn, New York

Herman Grunbaum
Secratary, Trustee and Member
Congregation Beth Hamedrash Hagodol
DATED: June l4, 2007
Brooklyn, New York

-44tv... ;n
Herman GrLmbm=
Secretary, Trustee and Member
Congregation Beth Hameclrash Hagodol
 - SCHEDULE " C " - - - -- --

Minutes of the Joint Meeting ofthe Board of Trustees and Members and
Resolution to Transfer Real Property of the Corporation

Minutes ofa special joint meeting ofthe Board of Trustees and the Members

of Congregation Beth Hamedrash Hagodol, held on the 2 P day of April 2007, at 8:00 P.M.

Abe Bornstein, President of the Corporation, presided. The Secretary, having

taken attendance of all those present, notes that all three members of the Board of Trustees are

present, and that seventeen ofthe twenty three members ofthe Corporation are present and

declares that a quorum is present and a meeting is duly constituted.

The Secretary presented and read a notice ofmeeting which, on motion duly

made and carried, was made a part ofthe minutes of this meeting.

The following resolutions were offered, duly seconded and unanimously

adopted by a vote ofthe Board ofTrustees and the Members:

WHEREAS, the Board ofTrustees and Members ofCongregation Beth

Hanmedmsh Hagodol (the "Corporation") have decided that it is in the best interests of the

Corporation to transfer the property ofthe Corporation designated as Block 351, Lot 37, on

the tax map ofthe County ofNew York, State ofNew York, to Beth Hamedrash Hagodol of

New York Restoration, Inc. ("Transferee"), for the purpose of enabling the Transferee to

rehabilitate and restore the historical landmark building and to preserve and maintain the

architectural integrity ofthe subject property which would enable the Petitioner to resume its

services at the Property, and

RESQLYEDthat theCorporation should present a petition to theSupreme

Court of the State ofNew York-for-an order-authorizing the Corporation to transfer its real -

property designated as Block 351, Lot 37, on the tax map ofthe County of New York, State of
New York a1k/a 60 Norfolk Street, New York, New York, to the Transferee for the purposes
set forth above and tliafthe President orSecretary or any other officer or trnstee ofthe

Corporation execute said petition as an act of and in the name ofthe Corporation, and it is
further

RESOLVED that upon obtaining such an Order, the President or Secretary or

Treasurer or any officer or trustee of the Corporation be and he is hereby authorized and

empowered to execute and affix the corporate seal and deliver to the purchaser a good and

sufficient deed, and to execute such other documents as may be reasonably necessary to

effectuate the transfer upon such terms as stated in the terms of the petition or as negotiated

by the Board of Trustees/Members.

The undersigned, Herman Grunbaum, being the Secretary and a Trustee and

Member of Congregation Beth Hamedrash Hagodol, hereby certifies that the above is a true

copy ofthe minutes of the meeting of the Trustees/Members of Congregation Congregation

Beth Hamedrash Hagodol, held on April 25, 2007, at which meeting a quorum of the Trustees

and Members was present.

Herman Grunbaum
Secretary, Trustee and Member
Congregation Beth Hamedrash Hagodol

Affirmed to before me this

I.C.ih day oflu,pe 2007

tary Public
cQdHi dROri ml(b
x.ttry rr6pe, St~ d Mor tmli
fJa 01GR+926487
Owc nol in W P Gwti
.: -ssfRO~~Itvahpeil 1t.~
New York a/k/a 60 Norfolk Street, New York, New York, to the Transferee for the purposes

set forth above and that the President or Secretary or any other officer or trustee ofthe

Corporation execute said petition as an act of and in the name of the Corporation, and it is

furth e r

RESOLVED that upon obtaining such an Order, the President or Secretary or

Treasurer or any officer or trustee of the Corporation be and he is hereby authorized and

empowered to execute and affix the corporate seal and deliver to the purebaser a good and

sufficient deed, and to execute such other documents as may be reasonably necessary to

effectuate the transfer upon such terms as stated in the terms ofthe petition or as negot i ated

by the Board ofTrustees/Members.

The undersigned, Herman Grunbaum, being the Secretary'and a Trustee and

Member ofCongregation Beth Hamedrash Hagodol, hereby certifies that the above is a time

copy of the minutes of the meeting of the Trustees/Members of Congregation Congregation

Beth Hamedrash Hagodol, held on April 25, 2007, at which meeting a quorum of the Trustees

and Members was present.

~~
Herman Grunbaum
Z~U~- ,

Secretary, Trustee and Member

Congregation Beth Harnedrash Hagodol

Affirmed to before me this

ps4h day of Jue 2007

tary Public
06"1 616""1
IsI1ry MO. Side of Nov 106
No 01GR4926487
cocoa" In WOaCtwl~
::- zelna f~1tes RpeN 1 t.~
 SC f1Dff
IM=

NOTICE OF MEBTIING

PLEASE TAKE NOTICFy that a special jaint meeting ofthe Board of

Trustees and the Members of CONGREGATION BBTH HAMEDgASH HAGODOL
will be held at the offices ofthe Corporation at 135 Henty 3treet, New york, New
York,
on the 25s' day ofApri12007, at 8:00 P.Ivi, for the purposes oftaking action on the

proposition to transf'er the real property ofCongregation. Beth Hamedrash Hagodol.,

desiguated as Block 351, Lot 37, on the tax map ofthe County of New York, State of
NewYorlc alk/$ 60 Norfallc Street, New York, New Yarrk.

DATED: April 1, 2007

Qa,
K man Cfronbauwm
Seotetazy, Trusbee and Member
Congregation Beth Hamedrash
Hagodol
 SCHEDIILE 179"

CONGREGATION BBTH HAMP'.DRASH HAGODOY.

Asset~ll'ncome Aanroxlinate
value

Property designated as Block 351, Lot $900,000.00

37, on the tax map ofthe County of
Now York. State OfNew York ame. 60
Norfolk S'treet, Now Yodc, New York

Pmyer books $5,000.00

Checking Account Balance as of $20,000.00
6/01107
Savin Account Balance as of6/01107 $40,000.00

Total Assets $965,000.00

Income

Donations - aanuall $79,000.00

Total Income $70,000.00

ta ets ncoyne $1,035,000.00

abilitl en es Anntial

$8,000.00
UtOities for 60 Norfolk Street
$6a000.00
Insurance for 60 Norfolk Street

ens ear $14,Q00.00

Ta Ltab

DATED: Tuae 12, 200'I %40,A,. tDh j2a.,

Herman Grwbm=
Scare=p, Trustee and Member
Congregation Beth Hamedresh Hagodol
 S CHEDIILE f7zi '

CONGREGATION BETS HAMEDRASH BAGODOL

A sel nc r,rg Awnrmlmate

Value

piopetty designated as Block 35 1 , Lot $900,000.00

3 7, on the tax map of the County of
New york State ofNew York We. 60
Norfolk Street, New YorJ4 New York

Prayer books $5,000.00

Chealdng Account Balance as of $20,000.00
6/01107
Savin Account Balance as of 6/01/07 - $40,000.00

Tota1Asse[s $965,000.00

Income

$70,000.00
Donations - annuall

Total Incorrra $70,000.00

ta ets ncom $ I 035 000.00

abi11 Y~Men-fes Annnal

$8,000.00
Ut~lities for 60 Norfolk Street
$6,000.00
Insuiance for 60 No=folk Street

ear 514,000.00
Ta LlaL ens

DATED: June 12, 2007

Hermen Ontnbmm
Scmzta:y, Trustee and Member
Congregation Beth HQnnedresh Hagodol
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 CER MCA17a OF INCORPORATION
OF
RESTOItATION, INC
BETS HAMEDRASR HAGODOL OF NEW YORK

Under Section 402 of the Notriot+-Ptofit Corporation low

The undo=signed incosparnbors for the pmpm of forming a corporation

the State ofNew Yodc,
pursuant to Section 402 ofthe Not-for-Profit Carporation LOW of

does hereby state as follows:

p=CLg 1 . The name oftlro corporation is: Both Hamedra*Hagodol

ofNew York Restoration Inc.

ARTICLE 2t The r.orpmadoa 1e a Corporation as defined in

For-Ptofit Corporation Law.
anbparagimph (a) (5) of Section 102 (Dofomiliona) ofthe Not

ARTIC'I.E 3: The Corporation is notfo medforpeauaiAtyPro fiti or

to:
financial gais.lLo corporation in orgeaiZad exchtsMly
Hagodol
1. Restore and refurbish the bw'ld'mB in which Beth Heaaedrash
eaat side of
ofNew York wsa loaatad at 60 No:fallc Street tothe lower

Maahattan, City offlowYort

of money and
2. 3olicit, receive, adb* stcr ad disburse gMs and wants
charitable and
property ofevery kind ambudWy for taxexempt
of the Internal
lltoray pusposos as set fait in Section 501(c)(3)
ended.
Revenue code of 1986 as itnow exists as hereafter

withthe foregotng-
3. Doany other sat orth6ng Incidental ar connected

purposos or in advancement thotzaf.

i
1090D0
~9~
~+g0 CERrIFiCATE OF INCORPORATION
OF
INC:
gR'i*g gpNIEDRASR HAGODOL OF NEW YORK RESTORATION,

under Section 402 of the NotfoaProfd Corporation I+a w

a corporation
The undersigned Inaorporat+or, for the purpose offorming
the State of New Yodc,
p=unt to Section 402 ofthe Notfor-Pm$t Corporation Law of

does hereby fftaoe as follows:

AMCL]g 1 .. The name ofthe corporation is: Beth Hamedrssh HagodoI

ofNew York Restoration Inc.

ARTICB+E 2: The corporation Is a corporation as dtfaed in

Not-For-Prof t Corporation Law.
subperagmph (a) (5) of Section 102 (Defmitloas) ofthe

ARTICLE 3: The Corporation is cot fotmed for PccuniarY Profit or

hmda1 ga<n. The corporation is organized exclusivo17' 10:

Beth Hamcdrash Hagodol

1. Restore and mfb<bLgh to buWa8 in which
In the lower east side of
of New York was located at 60 Norfolk Street

Manhattan. City ofNew 'York.

en+d giants ofmoney and

Z. Solicit, receive, adminlstar and disburse gifts
emhuftelY for tax exempt charitable and
property of every kind
forth in Section 501(c)(3) of the Internal
literary purposes as got
hereafter euended.
Reyenue Code of 1986 as it now exists as

connected with the foregoing

3. Do any O&W not or* j ag Incidental or

pnrposos or In advancement thereof.

i
 ARTICLE 4: The Corporation shall be a Type "C" corporation pursuant

to Section 201 of the Not-Far-profit Corporation law.

ARTICLE Sc The lawful public or quad-public objective which the

busmess purposes oftho corporation wiU achieve is to make available to the community and

to Those individuals interested tharain, a refurbished building which will serve %a

community and allow a view of the past.

ARTICLE 6: The Corporation. In $ntharence ofits corporate purposes

set forth sbove, shall have, all the powcrs enummatod in Section 202 oftheNot-forprofit

corporation law, subject to any limitations provided by anystatute ofthe State ofNow

Yoilt.

ARTICLE 7: The Corporation shall have no m=bcn pursuant to

Section 601 ofthe Not for Profit Corporation Law.

ARTICLE 8: The office of the corporation Is to be located in the County

oflJew York Stela ofNow YOdL

ARTICLE 9: The Secretary ofthe State ofNew York is bereby

designated the agent ofthe corporation upon whom process against It may be served.

TU post office address to which the Secretary ofState sbail mail acopy of any process

against the corporation served upon him as agent ofthe corporation is.,

Beth Ha=bash Haaodol Restoration, Inc.

do Am on Mandel
137145P Street
Byookiyn.NY 11219

2
 ARTICLE 14: The namcs and addrwas ofthe initial directors ofthe

corporation ere:

Isidore Godinger
176 Cbmff Street
Broaldya, Now York 11211
Aron Mandel
132145' Street
Brooklpn, New Yovk 11219

Pinobas 3tanSreis
457 FDR Drive
Now Yo*, Now York 10D02

charitable
ARTICLE 11: The eorporsttonis organized exclusively for
ofdistributions to
and culhual purposes, Including, for sneh gucposes, the making
ganizations under Section 501(c)(3) ofthe Internal
organizations thst qualify as exempt or
code).
Revenue Code of 1954 (or the vaaespas&g provision of anyfbtnre fbderal tax

shall inure
ARTICLE 12: No Part ofthe netearnings ofd:e corporation
officers, or other private persons,
toThe benefit of, or be distributable to its directors,
to pay reasonable
except that the corporation shall be authorized and empowered
distributions in
compensation for services rendered and to make paymcats and
No substantial part of the
fmtharaacx of the purposes setforth in Article 3 hereog
propaganda, or otherwise atitempting
activities ofthe corporation shallbe sorying ow of
participatein, or intervene in
to influence legislation, and the corporation shall not
any political campaign. on behalf
(including the publishing or disbdbudon of stetaments)
Notwithstanding any other
ofor in opposition to any candidate for public oflice.
shall not cony an any activities not permitted
provisions ofthese erttcles, the corporation
Federal Income twc under Section
to be carded on (a) by a corporation, exempt from

3
 ARTICLE 10: The names and addresses ofthe initial directors ofthe

corporation ere:

Isidore Godinger
176 Clymer Street
Brooklyn, New York 11211
Aron Mandel
13214P Street
BrooklM New York 11219

Piacbas Jungrels
457 FDR Drive
New York, New York 10002

ARTICLE 11: The corporation is organized cxclusively for charitable

and cultural pwposes, lncluding, for anch pucpoaee, the making of distributions; to

organizations that qualify as exempt organizations under Section 501(c)(3) ofthe Internal

Revenue Code of 1954 (or the oocrespond;ng pzvvision ofenyfhdue fbderal tax code).

ARTICLE 12t No part ofthenet earnings ofthe omporadon "I inure

to the benefit at or be disiwlulable to its directors, officers or other private pm-sons,

reasonable
except that the corporation shall be authorized and empowered to pay

compensation for services rendered and to make payments and di~utians in

substantial part ofthe
furtbereace oftba purposes set forth in Article 3luseo No
otherwise ting,
activities of the corporation shill be catrying on ofpropwnda, or
paticipa.te In, or intervene in
to influence legislation, and the corporation eln3l! not
cmpaign on behalf
(including the publishing or distu'bnt3on of slatameats) any political
Notwltbabamding any ad=
of or in apposition to any caadidaie for public office.
on any activities not permitted
provisions ofthese article% the corporation shall not carry
Inaoaie tax under Section
to be carried on (a) by a corporation exempt from Federal

3
501(c)(3) ofthe intaraal Revenue Code of 1954 (orthe corresponding provision of any

future federal tax code) or (b) by a corporattion, contributions to wbich are deductible

trader Section 170(c)(2) of the Internal. Revenue Code of 1954 (or the contsponding

provision ofany fitturo federal tax coda).

ARTICLE 13: Upon the dissolution ofthe aotporadon, assets shall be

meaning
distdbuted by the board of directors for one or more exempt Purposes within the
ofany
of section 501 (0) (3) of the Internal Revenue Code, or the corresponding section
or
fixture federal tax coda, or shall be distributed to the Sslerel government or to a state
be
local govemunent, for a public purpose. Any such assets not so disposed ofshall

disposed ofby a Court of Competent Jurisdiction oftbe county inw1dch the principal
such
office ofthe corporation is then lodatcd, exclusively for such purposes or to
which am organized aud
organization or organization3, as said Court shall deftuxbaei

operated exclusively for such purpose&

ARTICLE14: In any taxable ycerinwhich the corporation is a private

Code, &c corporation
foundation as described in Section 509 (a) oftbe Internal Revenue
roamer az not to became
will distribute its income for each tax year ata time and in a
Income imposed by section 4942 ofthe Internal
subject to the tax on undistributed
tax coda, and the
Revenue Code, or the corresponding section ofany Mursfadena
Section 4941(d) ofdie
corporation Will not engage In any act of self-dealing as defined in
any future federal twt code and
Internal Revenue Code, or the corresponding motion of
business holdings as defined in section 4943(c)
it corporation will notretain any e~oee9e
spondjng aectioa of any future federal twc codc,
ofthe Internal Revenue Code. or the cart,
investments in a manner as to subject it to tax
and the corporation will not make any

4
 section of any
under section 4944 ofthe Internal Revenue Code, or the carraponding
anytaxable expenditures as
future federal tax code, and the corporation will not make
or the corresponding section of
defined in Section 4945(d) ofthe Internal Revenue Coda,
ofthis Certificate of
any future federal tmoc code. Notwithstanding any otherprovision
indiiectly carry on any activity which
FnaorMntion, the corporation shell not dire* or
taxation as a corporation
would prevent it from obtaining exemption from federal income
lose sucb exempt atntus or aany on any
described in 501(c) (3) ofthe Code or osnse itto
ooatrlbudons to which are
activity not permitted to be taaied onby a corporatim

deductible under paragraph 170 (a) (2) ofthe Code,

IN WrrMg VAM=OF, the undersigned incorporator. being atkamt'

the etnt~4nts contained herein are true under

eighteen years of age, hereby affirms that

penalty of perjury,

DATEID: Apr311, 2007

_dQM.AMM
pronlvisndel
1371450` Street
Brooklyn, New York 11219
(718) 686 9436
under section 4944 ofthe Inttxnal Revenue Code, or the cmrosponding section ofany

fture federel tax code, and the corporation will not make any taxable expenditures as

defined in Section 4945(d) ofthe Internal Revenue Codo, orthe corresponding section of

any future federal tax coda. Notwlthsta~ftg any other provision ofthis Certificate of

Incorpordtion, the corporation shall not directly or Indirectly carry on any activity which

would prevent it from obtaining exemption from fedaral income taxation as a Corporation

described in 501 (c) (3) ofthe Code or cause it to lose such exempt status or carry on any

activity not permitted to be carried on by awq=ation, contributions to wbia am

deductible under paragraph 170 (o) (2) ofthe Code.

IN WITNESS vAM=OF, the undersigned incorporatom being at least'

contained herein are true under
eigjiteen yea:s ofage, hereby affirma tihatttns etnhments

Penalty ofpt'jury.

DATED: April 1, 2007

s a rcrt Jffan"
Amu Mandel
1371 45c' Street
Brooldyn, New York 11219
(718) 696 9436
 - - - - - - - - - - - - - -
- - - - - - - - - - - - - - - - - - - - -

CERTIFICATE OF INCORPORATION

OF

BETH h[AMFDRASH HAGODOL OF NEW YORK

- - --- -RESTORATION;-]NC.

Unde: Seatinn 4U2 oeft Not-ftPcoftt co:poratioa Law

Filed'by:
Allstate Corporate-Services -_ -- ---
41 State Street, Suits 415"
Albany, New York 12207

cuSTpivm REFERENCE # 2113406

RXEDIT E
E)MBIT E
 -Btrzain ond SAe Deed. w$baut Cmrmanls-lndlrklual orOmporetiml(sin & Sham)

CONSULT YOUR LAWYER BEFORE SM 1NG TM IN STl81MENT-THIS INSTRUMENT SHOULD BE USED BY LAWYERS ONLY.

THIS INDENTURE, made the day of , in the year 2007

BETWEEN CONGREGATION BETH HAMEDRASH HAGODOL

party ofthe first part, and BETH HAMEDRASH HAGODOL OF NEW YORK RESTORATION, INC.

party of the second part,

WITNESSETH, that the party of the first part, to consideration of S 1 0.00

Ten dollars
paid by the party of the second pari. does hereby grant remise, release and quitclaim unto the party of the second part, the
heirs or success= and assigns of the party of the second pa rt forevr.r, the Unit known as 6 0 Norfolk Street, New York New
York also designated as Block 351 Lot 37 on the tax map of the County of New York.

ALL that certain plot, piece or parcel of land, with the buildings and improvements thereon erecoed, situate, lying known as
60 Norfolk Street, Now York, New York and designated as Block 35 ] Lot 37 on the tax map of the County of New Yorlc.

TOGETHER with all right, title and interest, if any, of the party ofthe Rrst part in and to any strew and roads abutting the
above described premises to the center lines thereat TOGETHER with the appurtenances and all the estate and rights of the
party of the first part in and to said premises; TO HAVE AND TO HOLD the premises herein granted unto the party of the
second part, the heirs or successors and assigns of the party of the second pa rt forever.

AND the party of the first part, in compliance with Section 13 of the Lien Law, covenants that the party of the first pert will
receive the consideration for this conveyance and will hold the right to receive such consideration as a trust fund to be applied
first fbr the purpose of paying the cost of the improvement and will apply the same Srst to the payment of the cost of the
improvement before using any part of the total of the same for any other purpose. The word 'party" shall be construed as if it
read "parties" whenever the sense of this indenture so requires.

IN WITNESS WHEREOF, the party of the first part has duly executed this deed the day and year first above written.

IN PRESENCE OF:

CONGREGATION BETH
HAMEDRASH HAGODOL

By: ABE BORNSTEIN, President

E)MB1T F
 From: 718 982-6874 To: Batbara Zuckerman Paaw 212 Data: 1OM01=71:50,.31 PM

BETB IIADLLEDRASH HAOODOL

OF NEW YORK RESTORATION INC.
c/o AARON MANDEL
2371 45P Street
Brooklyn, NY=19

October 8, 2007

To Whom It May Concern:

g x { =ua is made to my previous letter dated My ?0, 2007 in this matter. Please be
advised that Heth Hamedresb Ha,godol of New Yotk Restoration Inc. is committed to
allowing Congregation Beth Hemedresb Hagodol td-rmrtsad use IL-portion ofthe =__ _____===
purposes
basement in the building known as 60 Norfolk Street, New Yom New York for
ofconducting services and prayers at the premises. Therent to be charged to the
Congregation will be-the market rate-for_o.-eimile_rly-'sittmted opace. In the event the
Congregation eannot reasonably afford themazkotTent and still has at lout ten -== =
individuals attending prayer services on a regular basis, the rent to be charged vn*ll thea
basis.
be an amount that the Congregation can reasonably aM rd to pay on a monthly

"1r3 ;vAND
a

Aaton Msndel, Officer

By

AGREED AND CONSENTED TO:

Congregation Bath IiamedrashHagadol
jAA

By; Abe Bflmsf~ein, President.

Trustee aud Member
 6t ~ os. cr
c ~
td
EP rr
O

l t

M AY ~ 9 2009
e7FFI-E 6 ~IHEATTUR IN EYGEF;ERA!
C;F;,~~IT~ES BI_IREr~If ~
 d

I
 Form 1 023 Checklist Beth Hamedrash Hagodol Of New York Restoration,
Inc.
EIN : 26-0494103
(Revised June 2006)
Application for Recognition of Exemp tion under Section 501(c)(3)
of the
Internal Revenue Code

_Note. Retain-a copy-of-the corrrpleted-Form-1023=in-your permanent

regarding Public Inspection of approved applications. records.-Refer to the General Instructions
--
Check each box to finish Your application (Form 1023). Send this
completed
apRlication. If you have not answered all the Items below, your application Checklist with your filled in
may be returned to you as
incomplete.

Assemble the application and mate rials in this order:

Form 1023 Checklist
Form 2848, Power of Attorney and Declaration of Representative (if filing)
Form 8821, Tax lnformation Authorization (if filing)
Expedite request (if requesting)
Application (Form 1023 and Schedules A through H, -as required) -
Articles of organization
Amendments to articles of organization in chronological order
Bylaws or other rules of operation and amendments
Documentation of nondiscriminatory policy for schools, as required by Schedule B
Form 5768, Election/Revocation of Election by an Eligible Section 501(c)(3)
Organization To Make
Expenditures To Influence Legislation (if filing)
All other attachments, including explanations, financial data, and printed
materials or publications. Label
each page with name and EIN.

X User fee payment placed in envelope on top of checklist DO NOT STAPLE or otherwise attach your check
money order to your application. Instead, just place it in the envelope. or

Employer Identification Number (EIN)

X Completed Parts I through XI of the application, including any requested information and any required
Schedules A through H.
You must provide specific details about your past, present, and planned activities.
Generalizations or failure to answer questions in the Form 1023 application will prevent us from recognizing
you as tax exempt.
Describe your purposes and proposed activities in specific easily understood terms.
Financial information should correspond with proposed activities.
Schedules, Submit only those schedules that apply to you and check either "Yes" or "No" below.
Schedule A Yes_ No X Schedule E Yes No X
Schedule B Yes_ No X Schedule F Yes No X
Schedule C Yes_ No X - Schedule G Yes, No X

Schedule D Yes_ No X Schedule H Yes No X

STF FE02129F:27
 An exact copy of your comp lete articles of organiza ti on
and dissolution clauses is the number one reason for (creating document). Absence of the proper purpose
delays in the issuance of determination letters .
Location of Purpose Clause from Pa rt III, line 1(Page,
Article and Paragraph Number) Page 1 Article 3
Location of Dissolution Clause from Part IiI, line 2b or
2c ( Page, Article and Paragraph Number) or by
operation of state law Page 4 Article 13
Signature of an officer, director, trustee, or other official who is autho
rized to sign the application.
Signature at Part XI of Form 1023.

Your name on the application must be the same as your legal

name as it appears in your articles of
organization.

Send completed Form 1023, user fee payment, and all other
required information, to:
internal Revenue Service
P.O. Box 192
Covington, KY 41012-0192

If you are using express mail or a delive ry se rvice , send Form 1023,
user fee payment, and attachments to:
Internal Revenue Service
201 West Rivercenter Blvd.
Attn: Extracting Stop 312
Covington, KY 41011

STF FED2129F 28
 An exact copy of your complete arti cles of organiza ti on ( creatin
and dissolution clauses is the number one reason for delays g document). Absence of the proper purpose
in the issuance of determina ti on letters,
Location of Purpose Clause from Part IN, line 1(Page, A rticle
and Paragraph Number) Page 1 Art i cle 3
Location of Disso l ution Clause from Part III, line 2b or 2c (
Page, Article and Paragraph Number) or by
operation of state law Page 4 Article 13
21 Signature of an officer, director, trustee, or other official who
i s authorized to sign the application.
Signature at Pa rt XI of Form 1023

Your name on the application must be the same as your

legal name as it appears in your a rt icles of
organization.
Send completed Form 1023, user fee payment, and all other
required information, to:
Internal Revenue Service
P O Box 192
Covington, KY 41012-0192

If you are using express mail or a delivery service, send Form 1023,
user fee payment, and attachments to
Internal Revenue Service
201 West Rivercenter Blvd.
Attn; Extracting Stop 312
Covington, KY 41011
 F. 2848 Power of Attorney 0MB No 1545-015Q
(Rev: March 2004)
Depertment of the Tneawry
and Declaration of Representative For IRS Use Only
Intamal Revenue service Type or print. See the separate instructions. Received by

Power of Attorney Name

Part I
Caution: Form 2848 will not be honored for any purpose Telephone
other than representation beforv the IRS-
4 Taxpayer Information. Taxpayer(s) must sign and date Function
this form on page 2, line 9. Date
Taxpayer name(s) and address
Beth Hamedrash Hagodol Of New York ~testor Social security number(s) Employer Identification
tion, Inc. number
c/o Aron Mandel
1371 45th Street--_ -_= 26--04-94103-=
Brooklyn NY 112Z9 Da lime telephone - number Plan number (if applicable) - -
hereby appoint(s) the following representative(s) as attomey(s)-in-fact:

2 Representative(s) must sign and date this form on page 2,

Part II.
Name and address
Jacob Glick CPA CAF No. 2005-73943R
No. 71 -97201-$_7_ -Telphon
1454 42nd Street
Fax No. 718-436-5997_ ...............
Brooklyn NY 11219 Check if new Address Telephone No. Fax No.
Name and address
CAF No- ------------------------------------------
Telephone No- ...................................
Fax No- ------------------------------------------
Chedc if new: Address Telephone No. Fax No.
Name and add re ss
CAF No - - -----...
Telephone No. ...................................
Fax No- ...........................................

to represent the taxpayer(s) before the Intemal Revenue

Check if new: Add ress Telephone No. Fax No.
service for the following tax matters:

3 Tax matters
Type of Tax (Income, Employment, Excise. etc.)
Tax Form Number Year(s) or Period(s)
or Civil Penalty (see the instructi ons for line 3) (1040, 941, 720, etc.) (see the instructions for line 3)
Application for tax exemption 1023 N/A

4 Specific use not re corded on Centralized Authorization File (CAF). If the power of attorney
is for a specific use not recorded
on CAF, check this box. See the instructions for Line 4. Specific uses not recorded on CAF. . . . - , , , , , , , - , , , , , , ,
5 Acts authorized. The representatives are autho rized to receive and Inspect
and all acts that I (we) can perform with respect to the tax ma tters described confidential tax information and to perform any
on line 3, for example. the authority to sign any
agreements, consents, or other documents. The authority does not Include the power to receive
refund checks (see line 6
below), the power to substitute another representative, the power to sig n certain returns, or
for disclosure of tax returns or return information to a third party. See the line 5 instructions the power to execute a request
for more information.
Exceptions. An unenrolied return preparer cannot sign any document for a taxpayer and
may only represent taxpayers in
limited situa ti ons. See Unenrolled Return P re parer on page 2 of the instruc ti ons. An
taxpayers to the extent provided in section 10,3(d) of Circular 230 See the line 5 enrolled actua ry may only represent
partners. instructions for restrictions on tax matters

List any specific additions or deletions to the acts otherwise authorized in this power of
attomey: ...............................
--------------------------------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------

--------- - ---------- - ------- ------------------------------------------------------------------------------------------------------

6 Receipt of refund checks. If you want to authorize a representative named on fine 2 to receive, BUT NOT TO
ENDORSE
OR CASH, refund checks, initial here and list the name of that representative below.

Name of representative to receive refund check(s)

For Privacy Act and Paperwork Reduction Notice, see page 4 of the instructions.
Form 2848 (Rev. 3-2004)
ISA
STF FED4875F7
 Form 284a (Rev, 3-2004)
Page 2
7 Notices and communications. Original notices and other written communications
first re presentative listed on line 2. will be sent to you and a copy to the
a If you also want the second representa tive listed to receive a copy of
notices and communications, check this box :...
b if you do not want any notices or communications sent to your
rep resentative(s), check this box , . . . . . . . . . . . . . . .
8 Retention/revocation of prior power(s) of attorney. The filing of this power
of a tt orney automatically revokes all earlier
power(s) of a ttorney on file with the Internal Revenue Se rvice for the same
tax matters and years or periods covered by
this document. If you do not want to revoke a prior power of attorney,
check here ..-......... ............ ...
YOU MUST ATTACH A COPY OF ANY POWER OF ATTORNEY YOU WANT
TO REMAIN IN EFFECT.
9 Signature of taxpayer(s). If a tax ma tter concerns a joint
retu rn , both husband and wife must sign if joint representation is
requested, otherwise, see the instructions. If signed by a corporate
officer, pa rtner, guardian, tax matters pa rtner, executor,
receiver, administrator, or trustee on behalf of the taxpayer, I certify that I have
the authori ty to execute this form on behalf
of the taxpayer.
IF NOT SIGNED AND DATED, THIS POWER OF ATTORNEY WILL BE RETURNED.

----- - - - --------- - --- - -------------

i-11- r7
~ Director ---------------
Signature Date - - Title (if applicabie)

--------- ~ ~~ / -- - --------- Beth-.Eia~dxaakr.~3A~cdal. -Of . Hav_.Yszrk.IieatQrat~on.. znc .

P rint Name PIN Number P rint name of taxpayer fro m line 1 if other than individual

----------------------------------.--------------------------------- --- ------------------ -----------------------------------._...-----

Signature Date Title (if applicable)

------------------------------------------------ -------------------------------------------------------------------------
Print Name PIN Number
Part II Declaration of Representative

Cauti'on: Students with a special order to represent taxpayers in Qualified Low Income
Program, see the instructions for Part !l. Taxpayer Clinics or the Student Tax Clinic

Under penalties of perjury. I declare that

I am not currently under suspension or disbarment from practice before
the Internal Revenue Service;
I am aware of regulations contained in Treasury Department Circular No. 230 (31 CFR, Part 10), as
amended, concerning
the practice of attorneys, certified public accountants, enrolled agents, enrolled actuaries, and others;
I am authorized to represent the taxpayer(s) identified in Part I for the tax matter(s)
specified there; and
I am one of the following:
a Attorney - a member in good standing of the bar of the highest court of the
jurisdiction shown below.
b Certified Public Accountant - duly qualified to practice as a certified public accountant
in the jurisdiction shown below.
c Enrolled Agent - enrolled as an agent under the requirements of Treasury Department
Circular No. 230.
d Officer - a bona fide officer of the taxpayefs organization.
e Full-Time Employee - a full-time employee of the taxpayer.
f Family Member - a member of the taxpayer's immediate family (i.e., spouse, parent,
child, brother, or sister),
9 Enrolled Actuary --- enrolled as an actuary by the Joint Board for the Enrollment of Actuaries under 29 U-S.C_
1242 (the
authority to practice before the Service is limited by section 10.3(d) of Treasury Department Circular No.
230).
h Unenrolied Return Preparer - the authority to practice before the Internal Revenue Service
is limited by Treasury Department
Circular No. 230, section 10.7(c)(1)(viii). You must have prepared the return in question and the return must be
under
examination by the IRS. See Unenrolled Return Preparer on page 2 of the instructions.
IF THIS DECLARATION OF REPRESENTATIVE IS NOT SIGNED AND DATED, THE POWER
OF ATTORNEY WILL
BE RETURNED. See the Part iI Instructions.

Designati on - Insert Ju risdiction (state) or

above lett er (a-h) identification Signature D te

B NY
~`

Fam 2848 ( Rev, 3-2004)

STF FED4675F2
 Fortn`284e ( Rev 3-2004)
pa" 2
7 Notices and communications. Original noti ces and other written communications will be
sent to you and a copy to the
first representative listed on line 2
a If you also want the second representati ve listed to receive a copy of notices and communications, check this box :...
b If you do not want any notices or commun i cations sent to your representative(s), check
this box . . . . . . : .. : . . . . . . . .
8 Retention/revocation of prior power(s) of attorney. The filing of this power of attorney
automatically re vokes all earlier
power(s) of a ttorney on file with the Internal Revenue Service for the same tax ma
tters and years or periods covered by
th i s document. If you do not want to revoke a prior power of a ttorney, check he re . .
. . . . . .. .. :.. .... : . . . . ... .. .
YOU MUST ATTACH A COPY OF ANY POWER OF ATTORNEY YOU WANT TO REMAIN IN EFFECT.
9 Signature of taxpayer(s). If a tax matter concerns a joint return, both husband and wife
must sign if joint representation is
requested, otherwise, see the instructions. If signed by a corporate officer, pa rt ner,
guardian, tax matters partner, executor,
receiver, administrator, or trustee on behalf of the taxpayer, I cer* that I have the authority to execute this
form on behalf
or the taxpayer. ;
) IF NOT SIGNED AND DATED, THIS POWER OF ATTORNEY WILL BE RETURNED.

j2-11 e
-------------------------------------------- -J
--------------------- Director
Signature -----------------------------------------------
Date Title (if applicable)

44 . //la .
o-~--------------- Beth- t3amadzaab--HAQCdrs l- -01. Nav-.Yszrk. Reat-QrAtzon,. - 7.0g.
Print Name PIN Number P rint name of taxpayer from line I if other than individual

-------------------------------------------------------------------------- -----.-.----------
s -----------...-----....------------------------
Signature Date Title (if applicable)

------------------------------------------------- ------- -----------------------------------------------------------------

Print Name PIN Number
Part II Declaration of Representative

Caution: Students with a special order to represent taxpayers in Qualified Low Income Taxpayer Clinics or the Student Tax Clinic
Program, see the instructions for Part ll.
Under penalties of perjury, I declare that
I am not currently under suspension or disbarment from practice before the Intemal Revenue Service;
I am aware of regulations contained in Treasury Department Circular No. 230 (31 CFR, Part 10), as amended, concerning
the practice of attorneys, certified public accountants, enroued agents, enrolled actuaries, and others;
I am authorized to represent the taxpayer(s) identified in Part I for the tax matter(s) specified there; and
I am one of the following,
a Attorney - a member in good standing of the bar of the highest court of the jurisdiction shown below.
b Certified Public Accountant - duly qualified to practice as a certified public accountant in the jurisdiction shown
below.
c Enrolled Agent - enrolled as an agent under the requirements of Treasury Department Circular No. 230.
d Officer - a bona fide officer of the taxpayer's organization.
e Full-Time Employee - a fulhtime employee of the taxpayer.
f Family Member - a member of the taxpayer's immediate family (i.e., spouse, parent. chiid, brother, or sister)
9 Enrolled Actuary - enrolled as an actuary by the Joint Board for the Enrollment of Actuaries under 29 U.S C. 1242 (the
authority to practice before the Service is limited by section 10.3(d) of Treasury Department Circular No. 230).
h Unenrolled Return Preparer - the authority to practice before the Internal Revenue Service is limited by Treasury Department
Circular No. 230, section 10.7(c)(1)(viii). You must have prepared the return in question and the return must be under
examination by the IRS. See Unenrolled Return Preparer on page 2 of the instructions.
IF THIS DECLARATION OF REPRESENTATIVE IS NOT SIGNED AND DATED, THE POWER OF ATTORNEY WILL
BE RETURNED. See the Part II Instructions.

Designation - Insert Jurisdiction (state) or

Signature D te
above letter (a-h) identification

B NY

Form 2 $4$ (Rev, 3-2004)

STF FED4875F 2
 Form 1023
Application for Recognition of Exemption OMB No 1545-0056

(RevJune 2008) Under Section 501(c)(3) of the Internal Revenue Code Note: If exempt status Is
ep=ved. this
Department of the Treasury
mremel Revenue servlca application will be open
for public Mspecllon:
Use the instructions to complete this application and for a definition of all bold items.
For additional help, call IRS Exempt
Organizations Customer Account Services toll-free at 1-877-829-5500. Visit our website
at www.irs.gov for forms and
publications. If the required information and documents are not submitted with payment of the
appropriate user fee, the
application may be returned to you.
Attach additional sheets to this application if you need more space to answer fully.
Put your name and EIN on each sheet and
identify each answer by Part and line number. Complete Parts I - XI of Form 1023 and
submit only those Schedules (A through
H) that apply to you.

Part I identification of Applicant

Full name of organization (exactly as it appears In your organizing document) 2 c/o Name (if applicable) -

Beth Hamedrash Hagodol Of New York Restoration Inc. c/o Aron Mandel
3 Mailing address (Number and street) (see instructions) RoomlSuite 1 4 Employer Identification Number (EIN)

1371 45th Street 26-0494103

City or town, state or country, and ZIP + 4 5 Month the annual accounting period ends (01 - 12)

Brooklyn, NY 11219 March

6 Prima ry contact ( offi cer, director, trustee, or authorized representative)
a Narne: Jacob Glick CPA, POA b Phone: 718-972-0187
c Fax= (optional)7-18_436-5997
7 Are you represented by an authorized representative, such as an attomey-or-accountant?_ If "Yes,"_, _. Yes No
provide the authorized representative's name, and the' n- ame and address'of the authorized'
representative's firm. Include a completed Form 2848, Power of Attorney and Declaration of
Representative, with your application if you would like us to communicate with your representative.

8 Was a person who is not one of your officers,- directors, trustees, employees, or an authorized , -. , Yes No
representative listed in line 7, paid, or promised payment, to help plan, manage, or advise you about -
the structure or activities of your organization, or about your financial or tax matters? If "Yes,'
provide the person's name, the name and address of the person's firm, the amounts paid or
promised to be paid, and describe that person's role.

9a Organization's website:
b Organization's email, (optional)
10 Certain organizations are not required to file an Information return (Form 990 or Form 990-E2). If you Yes No
are granted tax-exemption, are you claiming to be excused from filing Form 990 or Form 990-EZ? If
"Yes," explain. See the instructions for a description of organizations not required to file Form 990 or
Form 990-EZ.

11 Date incorporated if a corporation. or formed, if other than a corporation_ (MNUDD/YYYY) 04/02/2007

12 Were you formed under the laws of a fo reign country? Yes No
If "Yes," state the country.

For Paperwork Reduction Act Notice, see page 24 of the Instructions. Form 1 023 (Rev 6-200e)

ISA
STF FED2129F I
 Form 1023 (Rev 6-20D6) Name- s h Hemedrseh Navodol Of New York Restoretion Inc E iN: 26-04 94 103 Page 2
Part 11 Structure
You must be a corporation (incl uding a limited liability company), an unincorporated association, or a trust to be tax exempt.
( See instructions.) DO NOT file this form unless you can check "Yes" on lines 1, 2, 3, or 4.
1 Are you a corporation? If "Yes," a ttach a copy of your articles of incorpora ti on showing certi fi cation Yes No
of filing with the appropriate state agency. 1 ndude copies of any amendments to your articles and
be sure they also show =state filing certification.-
2 Are you a limited liability company (LLC)? If 'Yes," attach a copy of your articles of organization
showing Yes No
certification of filing with the appropriate state agency. Also, if you adopted an operati ng agreement, attach
a copy. Include copies of any amendments to your a rticles and be sure they show state filing certifi ca ti on.
Refer to the instructi ons for circumstances when an LLC should not file its own exemption application.

3 Are you an unincorporated association? If "Yes,' a ttach a copy of your articles of association, Yes No
constitution, or other similar organizing document that is dated and Includes at least two signatures.
Include signed and dated copies of any amendments.
4a Are you a trust? If 'Yes; a ttach a signed and dated copy of your trust agreement. Include signed Yes No
and dated copies of any amendments.
b Have you been funded? If "No; explain how you are formed without anything of value placed in trust.
Yes No
5 Have you adopted bylaws? If "Yes," a ttach a current copy showing date of adoption, If "No," explain Yes No
now your officers, directors, or trustees are selected.
Part III Required Provisions in Your Organizing Document
The following questions are designed to ensure that when you file this application, your organizing document contains the required provisions
to meet the organiza tional test under section 501(c)(3) Unless you can check the boxes in both lines I and 2, your organizing document
does not meet the organizational test. DO NOT file this application until you have amended your organizing document. Submit your
on ginal and amended organizing documents (showing state filing certificati on if you are a corporation or an LLC) with your application.

I Section 501(c)(3) requires that your organizing document state your exempt purpose(s), such as charitable,
religious, educational, and/or sdentitic p urpo ses. Check the box to confirm that your org anizing document
meets this requirement. Descri be specificaliy where your organizing document meets this requirement, such as
a reference to a particular article or section in your organizing document. Refer to the instructions for exempt
purpose language. Location of Purpose Clause ( Page, Article, and Paragraph): Page 1 Article j
2a Sec ti on 501(c)(3) requires that upon dissolu tion of your organization, your remaining assets must be used exclusively

for exempt purposes, such as charitable, religious, educational, and/or scientific purposes. Check the box on line 2a to
confirm that your organizing document meets this requirement by express provision for the distribu tion of assets upon
dissolution. If you rely on state law for your dissolution provision, do not check the box on line 2a and go to line 2c.
2b If you checked the box on line 2a, specify the location of your dissolution clause (Page, Article, and Paragraph).
Do not complete line 2c if you checked box 2a. Page 4 Article 13
2c See the instructions for Information about the operation of state law in your particular state. Check this box If
you rely on opera tion of state law for your dissolution provision and indicate the state:

Part IV Narrative Description of Your Activities

Using an attachment, describe your past, present, and planned activities in a narrative. If you believe that you have already provided some of
this information in response to other parts of this application, you may summarize that information here and refer to the specific parts of the
application for supporting details. You may also attach representative copies of newsletters, brochures, or similar documents for supporting
details to this narrative. Remember that if this application is approved, it will be open for public inspection. Therefore, your narrative
description of activities should be thorough and accurate. Refer to the Instructions for information that must be included in your description.

Part V Compensation and Other Financial Arrangements With Your Officers, Directors, Trustees,
Employees, and Independent Contractors
1a List the names, tiles, and mailing addresses of all of your officers, directors, and trustees. For each person listed, state their
total annual compensation, or proposed compensation, for all services to the organization, whether as an officer, employee, or
other position. Use actual figures, if available. Enter 'none" If no compensation is or will be paid. If additional space is needed,
attach a separate sheet. Refer to the instructions for information on what to include as compensation.

Co ^~^~n amount
Name Title Mallin a address (annual actual or esdmated)
17 6 Clymer Street
Isidore Godinger Director Brookl n, NY 11211 0
1321 45th-
Street---Aron Mandel Director Brooklyn, NY 11219 0
457 FDR Drive
Pinchas Jun reis Director New York, NY 10002 0
---------------

---------------

Form 1 023 (Rev 6.2006)

STF FED2129F 2
Form 1023 (Raw 6-2006) Name: Beth Hamedrash Haaodol Of New York Restoration, Inc EiN=26-0494103 Page 2
Part II Organizational Structure
You must be a corporation (including a limited liability company), an unincorporated association, or a trust to be tax exempt.
(See instructions:) DO NOT file this form unless you can check "Yes" on lines 1, 2, 3, or 4.
1 Are you a corporation? If "Yes," attach a copy of your articles of incorporation showing certification Yes No
of filing with the appropriate state agency. Include copies of any amendments to your articles and
be sure they also show state filing certification.
2 Are you a limited liability company (LLC)? If 'Yes.' a tt ach a copy of your articles of organization showing Yes 1Z No
certification of filing with the appropriate state agency. Also, if you adopted an operating agreement, attach
a copy Indude copies of any amendments to your articles and be sure they show state filing cer tifica tion.
Refer to the instructions for circumstances when an LLC should not file its own exempti on application. ,

3 Are you an unincorporated association? If 'Yes," attach a copy of your articles of association, Yes No
constitution, or other similar organizing document that is dated and Includes at least two signatures.
Include signed and dated copies of any amendments.
4a Are you a trust? If "Yes; a ttach a signed and dated copy of your trust agreement. Include signed Yes No
and dated copies of any amendments.
b Have you been funded? If 'No.* explain how you are formed without anything of value placed in trust. Yes No
5 Have you adopted bylaws? If "Yes," att ach a current copy showing date of adoption: If "No," explain Yes No
how your officers, d i rectors, or trustees are selected.
Part III Required Provisions in Your Organizing Document
The following questi ons are designed to ensure that when you file this appiication, your organizing document contains the required provisions
Jo meet the organizational test under section 501(c)(3).Uniess you can check the boxes In both lines I and 2, your organizing document
does not meet the organizational tes1. DO NOT file this application until you have amended your organizing document. Submit your
onginal and amended organizing documents (showing state filing certification if you are a corporation or an LLC) with your applicati on.

1 Section 501(c)(3 ) re quires that your organizing document state your exempt purpose(s), such as charitable,
religious, educational, and/or scientific p urposes. Check the box to confirm that your org anizing document
meets this requirement. Describe specifically where your organizing document meets this requirement, such as
a reference to a particular article or section in your organizing document. Refer to the instruc tions for exempt
purpose language. Location of Purpose Clause (Page, Artide, and Paragraph): Page 1 Article j
2a Section 501(c)(3) requi re s that upon dissolution of your organizati on, your remaining assets , must be used exclusively
for exempt purposes, such as charitable, religious, educational, and/or scientific purposes. Check the box on line 2a to
confirm that your organizing document meets this requirement by express p rovision for the distribution of assets upon
dissolution. If you rely on state law for your dissolution provision, do not check the box on line 2a and go to line 2c:
2b If you checked the box on line 2a. specify the location of your dissolution clause (Page. Article. and Paragraph):
Do not complete line 2c if you checked box 2a. Page 4 Article 13
2c See the instructions for information about the operation of state law in your particular state. Check this box If
you rely on operation of state law for your dissolution provision and indicate the state ,
-Part IV Narrative Description of Your Activities
Using an attachment, describe your past, present, and planned activities in a narrative. If you believe that you have already provided some of
this information in response to other parts of this application, you may summarize that information here and refer to the specific parts of the
application for supporting details. You may also attach representative copies of newsletters, brochures, or similar documents for supporting
details to this narrative. Remember that if this application is approved, it will be open for public inspection. Therefore, your narrative
description of activities should be thorough and accurate. Refer to the Instructions for Information that must be included In your description.

Part V Compensation and Other Financial Arrangements With Your Officers, Directors, Trustees,
Employees, and Independent Contractors
1a List the names, titles, and mailing addresses of all of your officers, directors, and trustees. For each person listed, state their
total annual compensation, or proposed compensation, for all services to the organization, whether as an officer, employee, or
other position, Use actual figures, if available Enter *none" if no compensation is or will be paid. If additional space is needed,
attach a separate sheet Refer to the instructions for information on what to include as compensation.
Con i lenaat on amount
Name Title - Mailing address ( annual actual or estirtmted)
176 Clymer Street
Isidore Godinger Director Brooklyn, NY 11211 0
1321 45th Street
Aron Mandel Director Brookl n, _N_Y_11219 0
457 FDR Drive
Pinchas Jungreis Director New York, NY f0 0 15f 0
---------------

-------------
Form 1023 (Rev: 6-2006)
STF FED2129F 2
 c List the names, names of businesses, and mailing addresses of your five highest
compensated Independent contractors
th at receNe or will receive compensation of more than $50,000 per year. Use the
actual figure, if available. Refer to the
instructions for information on what to include as compensation.

Name Compensation amount

Title Mailing address (annual actual or estimated)

None r--------------~

r- - - - - - - - - - - - - - -4

r -------------

-- --------------

r -------------- -4

The following "Yes' or "No" questions relate to past, present, or planned relat ionships, transactions, or agreements with your officers,
directors,
trustees, highest compensated employees, and highest compensated independent contractors listed In lines 1a, tb, and tc
2a Are any of your officers, directors, or trustees related to each other through family or business
Yes No
relationships? If 'Yes," identify the individuals and explain the relationship.
b Do you have a business relationship with any of your officers, directors, or trustees other than Yes No
through their position as an officer, director, or trustee? If "Yes," identify the individuals and describe
the business relationship with each of your officers, directors, or trustees.
c Are any of your officers, directors, or trustees related to your highest compensated employees or Yes No
highest compensated independent contractors listed on lines 1b or 1c through family or business
relationships? If 'Yes.' identify the individuals and explain the relationship.
3a For each of your officers, directors, trustees, highest compensated emptoyees, and highest
compensated independent contractors listed on lines 1a, 1b. or 1c, attach a list showing their name,
qualifications, average hours worked, and duties,
b Do any of your officers, directors, trustees, highest compensated employees, and highest Yes No
compensated independent contractors listed on lines 1a, 1b, or 1c receive compensation from any
other organizations, whether tax exempt or taxable, that are related to you th ro ugh common
contro l? If "Yes," Identify the Individuais, explain the relationship between you and the other
organization, and desc ri be the compensation arrangement.

4 In establishing the compensation for your officers, directors, trustees, highest compensated
employees, and highest compensated independent contractors listed on lines 1a, 1b, and 1c, the
following practices are recommended, although they are not required to obtain exemption. Answer
"Yes" to all the practices you use.

a Do you or will the individuals that approve compensation arrangements follow a conflict of interest policy? Yes No
b Do you or will you approve compensation arrangements in advance of paying compensation? Yes No
c Do you or will you document in writing the date and terms of approved compensation arrangements? Yes No

Form 1 023 (Rev. 6-2006)

STF FED2129F,3
 Form 1023 Rev, 6-2008) N 8Zme,
EIN' 2 6- 0 4 9
410 3 Pace 4
Compensation and Other Financial Arrangements With Your Officers,
Directors, Trustees,
Employees, and Independent Contractors (Continued)
d Do you or will you re cord in writing th e decision made by each individual
who decided or voted on Yes No
compensation arrangements?
e Do you or will you app rove compensation arrangements
based on information about compensation paid by Yes No
similarly situated taxable or tax-exempt organizations for similar services,
compiled by independent firms, or actual written offers fro m similarly current compensati on surveys
situated organiza ti ons? Refer to the
instructions for Pa rt V, lines 1a, 1b, and tc, for information on what to
Include as compensation.
f Do you or will you record in writing both the information
on which you relied to base your decision Yes No
and its source?
g If you answered " No' to any Item on lines 4a through 4f, describe how you set
compensation that is
reasonable for your officers, di re ctors, trustees, highest compensated employees,
compensated independent contractors listed in Part V, lines 1a, 1b, and 1c and highest
Sa Have you adopted a conflict of Interest policy consistent with the
sample conflict of intere st policy
in Appendix A to the instructions? If `Yes," p rovide a copy of the policy and explain how the policy Yes El No
has been adopted, such as by re solution of your governing board. If 'No," answer lines 5b and Sc.
b What pro cedures will you follow to assure that persons who have a confl ict of
influence over you for setting their own compensation? interest will not have
c What procedures will you follow to assure that persons who
have a conflict of inte re st will not have
influence over you regarding business deals with themselves?
Note: A conflict of interest policy_ is recommended though it is not required to
obtain exemption.
Hospitals, see Schedule C, Section I, line 14
6a Do you or will you compensate any of your officers, directors, trustees, highest
and highest compensated independent contractors listed in lines 1a, 1b, or compensated employees, Yes No
1c through non-fixed
payments, such as discreti ona ry bonuses or revenue-based payments? If
compensa tion arrangements, induding how the amounts are determined, who "Yes,' descri be all non-fixed
Is eligible for such
arrangements, whether you place a limitation on total compensa tion, and how
you determine or will
determine that you pay no more than reasonable compensa tion for se rv i ce s. Refer
to the instructions for
Part V, lines 1a, 1b, and 1c, for information on what to Include as compensation,
b Do you or will you compensate any of your employees, other
than your offi ce rs, directors, trustees, Yes
or your flve highest compensated emliloyees who receive or will receive No
$50,000 per year, through non-fixed payments, such as discreti ona ry bonuses compensation of more than
or
payments? If Yes," describe ail non-fixed compensation arrangements, including revenue-based
are or will be determined, who is or will be eligible for such arrangements, how th e amounts
place a iirnitation on total compensation, and how you determine or will whether you place or will
determine that you
more than reasonable compensation for services. Refer to the instructions for Pa rt V, lines pay no
and 1c, for information on what to include as compensation, 1 a, 1b,

7a Do you or will you purchase any goods, se rvices, or assets from any of your offi ce rs, directors,
trustees, highest compensated employees, or highest compensated independent contractors listed in Yes No
lines 1a, 1b, or 1c? If "Yes," describe any such purchase that you made or intend to
whom you make or will make such purchases, how the terms are or will be negotiatedmake, from
at arm's
length, and explain how you determine or will determine that you pay no more than fair
market
value. Att ach copies of any writt en contracts or oth er agreements relating to such purchases.
b Do you or will you sell any goods, services, or assets to any of your offi
cers, directors, trustees,
highest comp ensated employees, or highest compensated independent contractors listed in lines Yes No
1b, or 1c? If 1a
-Yes,* describe any such sales that you made or intend to make, to whom you make
will make such sales, how the terms a re or will be n eg otiated at arm's length, and explain how youor
determine or will determine you are or will be paid at least fair market value. Attach
w ritten contracts or other agreements relating to such sales. copies of any

8a Do you or will you have any leases, contracts, loans, or other ag re ements with your
trustees, highest compensated employees, or highest compensated independent contractors
offi ce rs, directo rs, Yes No
listed In
lines 1a, 1b, or 1c? If "Yes," p ro vide the information re quested In lines 8b through 8f,
b Descri be any written or oral arrangements that you made or intend to make.
c Identi fy with whom you have or will have such arrangements.
d Explain how the terms are or will be negotiated at arm's length.
e Explain how you determine you pay no more than fair market value or you are paid at least fair market
value.
f Attach copies of any signed leases, contracts, loans, or other agreements relating to such arrangements.

9a Do you or will you have any leases, contracts, bans, or other agreements with any organization in Yes No
which any of your officers, directors, or trustees are also offi cers, directors, or trustees, or in which
any individual officer, director, or trustee owns more than a 35% intere st? If 'Yes," provide the
information requested in lines gb th rough 9f.

Form 1 023 (Rev e-2008)

STF FED2129F 4
 Form 1023 (Rev 8-20081 Name Beth H n

Compensation and Other Financial Arrangements With Your Officers, Opt 26-04 94103
dresh Hea0do1 of New York Re oretion In hag. 4

Employees, and Independent Contractors (Continued) Directors, Trustees,

d Do you or will you record In writing the
decision made by each Individual who decided or voted on
compensation arrangements? Yes No
e Do you or will you approve compensation arrangements
based on information about compensati on paid by
similarly situated taxable or tax-exempt organizations for similar Yes No
services, current compensation su rv eys
compiled by independent firms, or actual written offers from simllarty
situated organizations? Refer to the
instructions for Part V, lines 1a, tb, and tc, for Information on
what to Include as compensation.
f Do you or will you record in wnting both the
information on which you relied to base your decision Yes
and its source? No
g If you answered ' No' to any item on lines 4a through 4f,
reasonable for your officers, directors, trustees, highest describe how you set compensation that is
compe
compensated independent contractors listed in Pa rt V lines 1 a nsated employees, and highest'
1 b, and 1 c
5a Have you adopted a conflict of Interest policy
consistent with the sample conflict of interest policy
in Appendix A to the Instructions? If `Yes,' p ro vide
has been adopted, such as by resolution of your
a copy of the policy and explain how the policy Yes El No
governing board, If 'No," answer lines 5b and 5c.
b What procedures will you follow to assu re that
persons who have a conflict of intere st will not have
influence over you for sett ing thelr own compensation?
c What procedures will you follow to assure that persons
who have a conflict of inte re st will not have
Influence over you regarding business deals with themselves?
Note: A conflict of Intere st policy is re commended though it is not
equired to obtain exemption.
Hospitals, see Schedule C, Section I, line 14.

6a Do you or will you compensate any of your officers,

directors, trustees, highest compensated employees,
and highest compensated independent contractors listed Yes No
In lines 1a. 1b, or 1c through non-fixed
payments, such as discretiona ry bonuses or revenue-based payments?
compensation arrangements, including how the amounts are determined, If 'Yes,' describe all non-fixed
who Is eligible for such
arrangements, whether you place a limitation on total compensation, and
determine that you pay no mo re than reasonable compensation for servi how you determine or will
ces, Refer to the Instructions for
Part V, lines ta, 1b, and 1c, for information on what to include as compensation.
b Do you or will you compensate any of your employees,
or your five highest compensated employees who receive other than your officers, directors, trustees, Yes
or will receive compensation of more than No
550,0 00 per year, through non-fixed payments, such as discreti ona ry bonuses
payments? If "Yes," describe all non-fixed compensation arrangements. or revenue-based
are or will be determined, who is or will be eligible for such arrangements, including how the amounts
place a limitation on total compensation, and how you determine or will whether you place or will
more than reasonable compensation for serv i ces. Refer to the instructions determine that you pay no
and 1 c, for information on what to include as compensation. for Part V. lines I a, 1 b,

7a Do you or will you purchase any goods. se rvices, or assets from any
trustees, highest compensated employees, or highest compensated of your office rs, directors, Yes No
lines 1 a, 1b, or 1c? If "Yes,' describe any such purchase independent contractors listed in
that you made or intend to make, from
whom you make or will make such purchases, how the terms are or will
length, and explain how you determine or will determine that you pay nobe negotiated at arm's
- value. Att ach copies of any wri tt en contracts or other agreements more than fair market
relating to such purchases.
b Do you or will you sell any goods, se rvices, or assets to any of
your officers, directors, trustees, Yes No
highest comp ensated employees, or highest compensated independent contractors
1 b, or 1 c? If 'Yes," listed in lines 1a,
- descnbe any such sales that you made or intend to make, to whom you
will make such sales, how the terms are or will be n eg otiated at arm's length, make or
determine or will determine you are or will be paid at least fair market value. and explain how you
wntten contracts or other agreements relating to such sales. Attach copies of any

8a Do you or will you have any leases, contracts, loans, or other agreements with
trustees, highest compensated employees, or highest compensated independent
your officers, directors, Yes ' No
contractors listed in
lines 1 a, 1 b, or 1 c? If 'Yes," provide the information requested in lines 8b through
8f.
b Describe any written or oral arrangements , that you made or intend to make.
c identify with whom you have or wi ll have such arrangements-
d Explain how the terms are or will be negotiated at arm's length.
e Explain how you determine you pay no more than fair market value or you are paid at least
fair market vakie.
f Attach copies of any signed leases, contracts, loans, or other agreements relating to such arrangements.

9a Do you or will you have any leases, contracts, loans, or other agreements with any organ
ization in Yes IT No
which any of your officers, directors, or trustees are also office rs, directors, or trustees. or in which
any individual officer, director, or trustee owns more than a 35% interest? If
"Yes; provide the
information requested in lines 9b th ro ugh 9f.

Form 10 23 (Rev 8-2006)

STF FED2129F.4
 Form 1023(Rev:6-2006) Name: Beth Hemedraah Ravodol 0 9 New York
Reatoration Inc EIN'26-0494103 Page 5
Compensation and Other Financial Arrangements With Your Officers,
Employees, and Independent Contractors (Continued) Directors, Trustees,
b Describe any written or oral arrangements you made or intend to make.
c Identify with whom you have or will have such arrangements.
d Explain how the terms are or will be negotiated at arm's length.
e Explain how you determine or will determine you pay no
more than fair market value or that you are
paid at least fair market value.
f Attach a copy of any signed leases, contracts, loans, or other agreements
relating to such arrangements,
Part VI Your Members and Other Individuals and O anizations That Receive Benefits From You
The following "Yes" or "No" questions relate to goods, services, and funds
of your activities. Your answers should pertain to past, present, you provide to Individuals and organizations as part
and planned activities. (See instructions )
1a in carrying out your exempt purposes, do you provide
goods, services, or funds to individuals? If Yes No
"Yes," describe each program that provides goods, services,
or funds to individuals.
b In carrying out your exempt purposes, do you provide goods, services, or
funds to organizations? If
'Yes," describe each program that provides goods, services, or funds to orpanizations Yes No
2 Do any of your programs limit the provision of goods, services, or funds
to a specific individual or Yes No
group of specific Individuals? For example, answer "Yes," If goods,
services, or funds are provided
only for a particular ind'rvidual, your members, individuals who work for a
particular employer, or
graduates of a particular school. If "Yes," explain the limitation and how
each program. recipients are selected for

3 Do any individuals who receive goods. services, or funds through your programs
business relationship with any officer, director, trustee, or with any of your
have a family or Yes No
highest compensated
employees or highest compensated independent contractors listed in Part V. lines 1 a. 1 b,
- and 1 c? If
"Yes," explain how these-related individuals are eligibie-forgoods,-services,-or funds.=~~--_
Your Historv
The following "Yes" or "No" questions relate to your history (See
instructions.)
I Are you a successor to another organization? Answer "Yes," if you have taken or will take
activities of another organization; you took over 25% or more of the over the Yes No
fair market value of the net
assets of another organization: or you were established upon the conversion of an
for-profit to non-profrt status. If 'Yes,' complete Schedule G. organization from

2 Are you submitt ing this application more than 27 months after the end of the month in which
were legally formed? If "Yes," complete Schedule E. you Yes X No

Your Specific Activities

The following "Yes" or "No" questions relate to specific activities that you may
conduct. Check the appropriate box. Your
answers should pertain to past, present, and planned activities. (See instructions.)
1 Do you support or oppose candidates in political campaigns in any way? If "Yes," explain.
Yes No
2a Do you attempt to Influence legislation? If "Yes," explain how you attempt to influence legislation
and complete line 2b. If "No," go to line 3a. Yes No
b Have you made or are you making an election to have your legislative activities measured by Yes No
expenditures by filing Form 5768? If "Yes," attach a copy of the Form 5768 that was already filed or
_attach_a completed-Form 5768 that-you-are filing with-this application.- If "No," describe whether your
attempts to influence legislation are a substantial part of your activities. Include the time and money
spent on your attempts to influence legislation as compared to your total activities.

3a Do you or will you operate bingo or gaming activities? If "Yes," describe who conducts them, and Yes No
list all revenue received or expected to be received and expenses paid or expected to be paid in
operating these activities. Revenue and expenses should be provided for the time periods specified
in Part IX, Financial Data.
b Do you or will you enter into contracts or other agreements with individuals or organizations to Yes No
conduct bingo or gaming for you? If "Yes," describe any written or oral arrangements that you made
or intend to make, identify with whom you have or will have such arrangements, explain how the
terms are or will be negotiated at arm's length. and explain how you determine or will determine you
pay no more than fair market value or you will be paid at least fair market value. Attach copies or
any written contracts or other agreements relating to such arrangements.

c List the states and local jurisdictions, Including Indian Reservations, in which you conduct or will
conduct aaming or bingo.
Form 1023 ( Rev, 6-2006)

STF FED212SF,5
 Form 1023 ( Rev. 6.200e) Nan*: se emedre h Ha odol Of New York Restorstion Inc. EIN, G V" 04 9 Q 10 3 Page 6
Your Speciflc ActEvities (Cont~nued)
4a Do you or will you undertake fundraising? If "Yes," check all the fundraising
p ro grams you do or will Yes No
conduct. (See Instructions.)
mail solicitations phone solicitations
email solicitations accept donations on your website
personal solicitations receive donations from another organization's website
vehicle, boat, plane, or similar donations government grant solicitations
foundation grant solicitations Other
Attach a description of each fundraising program.
b Do you or will you have w ritt en or oral contracts with any
individuals or organizations to raise funds Yes No
for you? If "Yes," describe these activities. Include all
revenue and expenses from th ese activities
and state who conducts them. Revenue and expenses should be provided
specified in Part IX, Financial Data. Also, a ttach a copy of any contracts or for the time periods
agreements.
c Do you or will you engage in fundraising activities for other organiza ti ons? If "Yes," desc
ribe these Yes No
arrangements. Include a description of the organizations for which you raise funds and attach
of all contracts or agreements. copies

d List all states and local jurisdictions in which you conduct fundraising. For
each state or local
ju risdiction listed, specify whether you fundraise for your own organization,
you fundraise for another
organization, or another organization fundraises for you. New
York State, fundraise for own organization
e Do you or will you maintain separate accounts for any contributor
under which the contributor has
the right to advise on the use or dist ri bution of funds? Answer "Yes if Yes No
the donor may p ro vide advi ce
on the types of investments, distributions from the types of investments,
or the distribution from the
donor's cont ri bution account. If "Yes," describe this program, Including the
type of advice that may
be provided and submit copies of any written materials provided to
donors-
5 Are you affiliated with a governmental unit? If "Yes," explain,
Yes No
6a Do you or will you engage in economic development? If "Yes," describe
your program, Yes No
b Describe in full who benefits from your economic development activities and how the
activities
promote exempt u oses.
7a Do or will persons other than your employees or volunteers develop your facilities? If
"Yes," describe
each facility, the role of the developer, and any business or family relationship(s) between Yes No
the
developer and your officers, directors, or trustees.
b Do or will persons other than your employees or volunteers manage your activities or facilities? If Yes No
Yes," describe each activity and facility, the role of the manager, and any business or family
relationship(s) between the manager and your officers, directors, or trustees.
c If there is a business or family relationship between any manager or developer and your officers,
directors, or trustees, identify the individuals, explain the relationship, describe how contracts are
negotiated at arm's length so that you pay no more than fair market value, and submit a copy of any
contracts or other agreements.
8 Do you or will you enter into joint ventures, Including partnerships or limited liability companies
treated as partnerships, in which you share profits and losses with pa rtners other than Yes No
section
501(c)(3) organizations? If "Yes," describe the activiti es of these joint ventures in which you
participate.

9a Are you applying for exemption as a childcare organization under section 501(k)? If
'Yes,' answer Yes No
lines 9b through 9d. If "No," go to line 10.
b Do you provide child care so that parents or caretakers of children you care for can be gainfully
Yes No
employed (see instructions)? If "No," explain how you qualify as a childcare organization described
in section 501(k).
c Of the children for whom you provide child care, are 85% or more of them cared for by you to Yes No
enable their parents or caretakers to be gainfully employed (see instructions)? If 'No," explain how
you quality as a childcare organization described In section 501(k).
d Are your services available to the general public? If 'No,* describe the specific group of people for Yes No
whom your activities are available. Also, see the instructions and explain how you quality as a
childcare organization described in section 501(k).
10 Do you or will you publish, own, or have rights in music, literature, tapes, artworks, choreography, Yes No
scientific discoveries, or other Intellectual property? If "Yes," explain. Describe who owns or will
own any copyrights, patents, or trademarks, whether fees are or will be charged, how the fees are
determined, and how any items are or will be produced, distributed, and marketed.

Form 1023 (Rev. 6-2008)

sTF FEO2129F 6
 Form 102 3 (Rev 8-2009) Name Both Hanedra h He odo
of Now York Restoration, Inc, ON 26-0494103 page 6
Your Speciflc Activities (Continued)
4a Do you or will you undert ake fundraising? If 'Yes,* check all
the fundraising programs you do or will Yes No
conduct ( See instructions ) I
mail solicitations phone solicitations
email solicitations accept donations on your website
personal solicitations receive donations from another organization's website
vehicle, boat, plane, or similar donations government grant solicitations
foundation grant solicitations Other
Attach a description of each fundraising program,
b Do you or will you have written or oral contracts with any
individuais or organizations to raise funds Yes No
for you ? If "Yes; describe these activities. Include all
revenue and expenses from these activities
and state who conducts them. Revenue and expenses should be provided
for the time periods
specified in Part IX, Financial Data. Also, attach a copy of any contracts
or agreements.
c Do you or will you engage in fundraising activities for other
organizations? If 'Yes,' describe these Yes No
arrangements, Include a description of the organizations for which you
raise funds and attach copies
of all contracts or agreements.
d List all states and local jurisdictions in which you conduct fundraising.
For each state or local
jurisdiction listed, specify whether you fundraise for your own organization,
you fundraise for another
organization, or another organization fundraises for you.
New York State, fundraise for own organization
e Do you or will you maintain separate accounts for any contributor under which
the right to advise on the use or distribution of funds? Answer the contributor has Yes No
'Yes* if the donor may provide advice
on the types of investments, distributions from the types of investments, or the
distribution from the
donor's contribution account. If "Yes, " describe this program, including the type
be provided and submit copies of any written matenals prov ided of advice that may
to donors.
5 Are you affiliated with a governmental unit? If "Yes," explain,
Yes No
6a Do you or will you engage in economic development? If "Yes,' describe
your program. Yes No
b Describe in full who benefits from your economic development
activities and how the activities
promote exempt purposes:
7a Do or will persons other than your employees or volunteers develop
your faalities? If 'Yes," describe Yes No
each facility, the role of the developer, and any business or family relationship(s)
between the
developer and your officers, directors. or trustees.
b Do or will persons other than your employees or volunteers manage your
activities or facilities? If Yes No
"Yes," describe each activity and facility, the role of the manager, and any business or
family
relationship(s) between the manager and your officers, directors, or trustees.
c If there is a business or family relationship between any manager or developer
and your officers,
directors, or trustees, identify the individuals, explain the relationship, describe how contracts
are
negotiated at arm's length so that you pay no more than fair market value, and submit a
contracts or other agreements. copy of any

8, Do you or will you enter into joint ventures, including partnerships or limited liability
companies Yes No
treated as part nerships, in which you share profits and losses with partners other than section
501(c)(3) organizations? If 'Yes," describe the activities of these joint ventures
in which you
participate.
9a Are you applying for exempti on as a childcare organization under section 501(k)? If
"Yes,' answer Yes No
lines 9b through 9d. If 'No," go to line 10.
b Do you provide child care so that parents or caretakers of children you care for can
be gainfully Yes No
employed (see instructions)? If !No," explain how you qualify as a childcare organization described
in section 501(k).
c Of the children for whom you provide child care, are 85% or more of them cared for by you to Yes No
enabie their parents or caretakers to be gainfully employed (see instructions)? If 'No,' explain how
you qualify as a childcare organization described in section 501(k).
Are your services available to the general public? If 'No,' describe the specific group of people for Yes No
whom your activities a re available. Also, see the instructions and explain how you qualify as a
childcare organization described in section 501(k).
10 Do you or will you publish, own, or have rights in music, literature, tapes, artworks. choreography, Yes No
scientific discoveries, or other Intellectual property? If 'Yes,' explain. Describe who owns or will
own any copynghts, patents, or trademarks, whether fees are or will be charged, how the fees are
determined, and how any items are or will be produced, distributed, and marketed.

Form 1023 (Rev: 8-2008)

STF FE02129F 6
 Form 1 023 (Rev 8-2008) Name,
S
New--York Pestoraticn. inc. Eft 2 6- 0 4 9410 3 Page 7
SCUM-) cific Activities Continued
11 Do you or will you accept contributions of real
property; conservation easements: closely held Yes
securities; intellectual property such as patents, No
trademarks, and copyrights; works of music or art;
licenses; royalties; automobiles, boats, planes, or other vehicles; or
describe each type of contribution, any conditions collectibles of any type? If "Yes;
imposed
any agreements with the donor regarding the contribution. by the donor on the contribution, and

12a Do you or will you operate in a foreign country or

countries? If "Yes,' answer lines 12b through Yes
12d. If "No," go to line 13a. No
b Name the foreign countries and regions within the countries in which
you operate.
c Describe your operations in each country and region in which you
operate.
d Describe how your operations in each country and
region further your exempt purposes.
13a Do you or will you make grants, loans. or other distributions to organization(s)?
13b through 13g. If 'No,' go to line 14a. If "Yes,' answer lines Yes No
b Describe how your grants, loans, or other distributions to organizations
further your exempt purposes.
c Do you have written contracts with each of these organizations?
If 'Yes.* attach a copy of each contract. Yes No
d Identify each recipient organization and any
relationship between you and the recipient organization.
e Describe the records you keep with respect to the grants. loans, or other
distributions you make.
IF Describe your selection process, including whether you do any of the following:
(i) Do you require an application form? If "Yes." attach a copy
of the form. Yes No
(ii) Do you require a grant proposal? If "Yes," describe
whether the grant proposal specifies your Yes No
responsibilities and those of the grantee, obligates the grantee to
use the grant funds only for the
purposesfor which the grant was made, provides for periodic written reports concerning the
of grant a final written use
accounting of how
and acknowlerequires
dges your authority to withhold and/or recover rant funds In case such funds
or appear to be. misused.
g Describe your procedures for oversight of distributions that assure you
the resources are used to
further your exempt purposes, including whether you require periodic and
final reports on the use of
resources.
14a Do you or will you make grants, loans, or other distributions to foreign
organizations? If Yes,' Yes No
answer lines 14b through 14f. If 'No,' go to line 15.
b Provide the name of each foreign organization, the country and regions
within a country in which
each foreign organization operates, and describe any relationship
you have with each foreign
organization.
c Does any foreign organization listed in line 14b accept contributions earmarked for a
or specific organization? If "Yes," list all earmarked organizations or countries. spedfic country Yes No
d Do your contributors know that you have ultimate authority to use contributions made to
discretion for purposes consistent with your exempt purposes? If 'Yes,' describe how youyou at your Yes No
relay this
information to contributors.
e Do you or will you make pre-grant inquiries about the recipient organization? If "Yes,'
describe these
inquiries, including whether you inquire about the recipient's financial status, its tax-exempt Yes No
status
under the Internal Revenue Code. its ability to accomplish the purpose for which the resources are
provided, and other relevant information.
f Do you or will you use any additional procedures to ensure that your distributions to foreign
Yes No
organizations are used in furtherance of your exempt purposes? If 'Yes," describe these procedures,
including site visits by your employees or compliance checks by impartial experts, to verify that grant
funds are being used appropriately.

Form 1 023 (Rev 8-2008)

STF FE02129F, 7
 Form 1023 (Rev. 6-2008) Name:
e+N, 26-0494103 Page 8
Part VIII Your Specific Activities (Continued)
15 Do you have a close connection with an o
anizations? If'Yes," ex iain. Yes No
46 Are you applying for exemption as a cooperative hospital service organiza
501 (e)? If "Yes, explain. ti on under section Yes No
17 Are you applying for exemption as a cooperative service organiza
organizations under section 501(f)? If 'Yes," explain. tion of operating educational Yes No
18 Are you applying for exemption as a charitable risk pool under sec on
ti 501(n)? if 'Yes," explain. Yes No
19 Do you or will you operate a school? If "Yes,' complete Schedule
B. Answer `Yes," whether you Yes No
operate a school as your main function or as a secondary activity.
20 Is your main function to provide hospital or medical care? If
'Yes," complete Schedule C. Yes No
21 Do you or will you provide low-income housing or housing
for the elderly or handicapped? If Yes No
"Yes," complete Schedule F-
22 Do you or will you provide scholarships, fellowships, educational
loans, or other educational grants to Yes No
indivlduais, including grants for travel, study, or other similar purposes?
If "Yes," complete
Schedule H.
Note: Private foundati ons may use Schedule H to request advance approval
procedures. of individual grant

- - - Form 10 2 3 (Rev, 6-2006)

STF FED2129F 5
 Form 1023 ( Rev 8-2008)
NaMolieth Unedrish H-82101 Of New York- Restoration, in- EIN 26-0494103 Page 8
MEM Your Specific Activities (Continued)
15 Do you have a close connection with any organizations? If 'Yes,' explain
Yes No
16 Are you applyinq for exemption as a cooperative hospital serv ice organization
501~)? If es, explain. under section Yes No
17 Are you applying for exemption as a cooperative service organization of
organizations under section 501(f)? If *Yes,* explain. operating educational Yes No
18 Are you applying for exemption as a charitable risk pool under
section 501(n)? if 'Yes,' explain. Yes No
19 Do you or will you operate a school? If 'Yes,' complete Schedule B. Answer
operate a school as your main function or as a secondary activity. 'Yes,' whether you Yes No
20 Is your main function to provide hospital or medical care? If "Yes,'
complete Schedule C Yes No
21 Do you or will you provide tow-income housing or housing for the
elderly or handicapped? If Yes No
"Yes," complete Schedule F.
22 Do you or will you provide scholarships, feilowships, educational loans, or other
educational grants to Yes No
individuals, including grants for travel, study, or other similar purposes? If
'Yes," complete
Schedule H.
Note: Private foundations may use Schedule H to request advance approval of
individual grant
procedures.

Form 10 23 (Rev 8-200 6)

STF FE 13 2129F 5
 Form 1023 (Rev 8-2006) Name Beth HAmedrash H aqodol OE Nev
Ygrk Restorati on, line. EtN 26-0494103 pag e9
Financial Data
For purposes of this schedule, years in existence refer to com leted
p tax ys.-
ear'If m existence 4, or more years, complete the
schedule for the most recent 4 tax years. If in existence more than 1
year but-less than 4 years, complete the statements for
each year in existence and provide projections of your likely revenues and expenses
estimate of your future based on a reasonable and good faith
finances for a total of 3 years of financial information. If in
of your likely revenues and expenses for the current year and the 2 following existence less than 1 year, provide projections
estimate of your future years, based on a reasonable and good faith
finances for a total of 3 years of financial information. (See
instructions.)
A. Statement of Revenues and Expenses
Type of revenue or expense Current tax year 3 prior tax years or 2 succeeding tax years
(a) From 4 07 (b) From 4/08 (c) From 4 0 9 1di From (a) Provide Total for
To .3/08 To 3/09 To 3 10 To (a) through (d)
I Gifts, grants, and
contributions received (do not
Include unusual grants) Z,000 2,000,000 2,000,000 4,002,000.00
2 Membership fees received
0.00
3 Gross investment income
0.00
4 Net unrelated business
- -income ---
5 Taxes levied for your benefit 0.00
0.00
6 Value of services or facilities
furnished by a governmental
unit without charge (not
Including the value of services
generally furnished to the
public without charge)
0.00
7 Any revenue not otherwise
listed above or in lines 9-12
below (attach an itemized list)
0.00
8 Total of lines 1 through 7 2,000.00 ~, 000, 000. 00 ?,000,000.00 4,002,000.00
9 Gross receipts from admissions,
merchandise sold or servi ce s
perfom~ed; or fumishing-of --
facilities in any activity that is
related to your exempt
purposes ~ttach itemized list)
0.00
10 Total of lines 8 and 9 -2~ 000.-00 K-,OOOr000.-00 j?,000;-000.-00 4,002,000.00
11 Net gain or loss on sale of
capital assets (attach
schedule and see instructions)
0.00
112 Unusual grants
0.00
13 Total Revenue
Add lines 10 through 12 2,000.00 1,000,000.00 p,000,000.00 4,002, 000. 00
14 Fundraisinp expenses
IS. Contributions, gifts, grants,
and similar amounts paid out
(attach an itemized list)
16 Disbursements to or for the
benefit of members (attach an
itemized list)
17 Compensa tion of officers,
directors, and trustees
18 Other salaries and wanes
19 Interest expense
20 Occupancy ( rent, utilities, etc.)
21 Depreciation and depletion
22 Professional fees 2, 000
23 Any expense not otherwise Constructi.olp & Renovati(bn
classified, such as program
services (attach itemized list) 2,000,0001' 2,000,000

STF FED2129F,9
Form 1023 (Rev: 8-2 006)
 Form 1023 (Rev, 6-2006) Name! k taN:26-0494103 Pa" 10
Part IX Financial Data Continued
,B. Balance Sheet (for your most recently completed tax year) Year End. 2 0
Assets (Whole dollars)
1 Cash ................................. ........... 1 0
2 Accounts receivable, net ........................................ 2 0
3 Inventories ..................................... 3 0
4 Bonds and notes receivable ( attach an itemized list) . . . . . . . . . ... . .. . . . . . . . . . . . 4 0
. . . . . . . . . .
5 Corporate stocks (attach an itemized list) . . . . . : . . . . . . . . . . . .. . . ... . . . . . . . 5 0
. . . . . . . . . . . ..
6 Loans receivable ( attach an itemized list) . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . 6 0
. . . . . . . .. ..
7 Other investments ( attach an itemized list) . . . . . . . . . . . . . . . . ... . . . . . . . . . 7 0
. . . . . . . . . .
8 Depreciable and depletable assets ( attach an itemized list) . . . ... . . . . . . . . . . . . . . 8 0
. . . . .. . . . .
9 Land .......................................... 9 0
10 Other assets (attach an itemized list) . . . . . . . . . . . . . . . . . . . .... . ... .. . . . ... . . . ... . . .-_ 10 0
. ~
11 Total Assets (add lines I th ro ugh 10) . , . , . . . . ,... .. .... . . . . ... . . ... . . . . . ... 11
L(abilltles
12 Accounts payable ................. ............................ 12
13 Contributions, gifts, grants, etc payable . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . 13
14 Mo rtgages and notes payable (att ach an itemized list) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
15 Other liabilities (attach an itemized list) ,,,,,,,,,,,,,,,,,,,,,,,,,,,, ,,,,,,,,,,,,,,,, 1s
16 Total Liabilities ( add lines 12 through 15) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Fund Balances or Net Assets
17 Total fund balances or net assets . . . . . . . . . . . . . . . .
18
17 0
Total Liabilities and Fund Balances or Net Assets (add lines 16 and 17) 18
19 Have there been any substantial changes in your assets or liabilities since the end of the pe ri od
shown above? If "Yes, explain. Yes No
Part X Public Charity Status
Part X is designed to classify you as an organization that is either a private foundation or a public charity. Public charity status
is a more favorable tax status than private foundation status. If you are a private
determine whether you are a private operating foundati on. (See Instructions.) foundation, Part X is designed to further

la Are you a private foundation? If "Yes,' go to line 1 b. If No, go to line 5 and proceed as instructed. Yes
If you are unsure, see the instructions. No

b As a private foundation, section 508(e) requires special provisions in your organizing document
in
addition to those that apply to all organizations described in section 501(c)(3). Check the box
to
confirm that your organizing document meets this requirement, whether by express provision or
by
reliance on operation of state law. Attach a statement that describes specifically where your
organizing document meets this requirement, such as a reference to a particular article or
section In
your organizing document or by operation of state law. See the Instructions, Including Appendix
B,
for information about the special provisions that need to be contained in your organizing document.
Go to line 2. 4
2 Are you a private operating foundation? To be a private operating foundation you must
engage Yes No
directly in the active conduct of charitable, religious, educational, and similar acti vities, as opposed
to indirectly carrying out these activities by providing grants to individuals or other organizations if
"Yes," go to line 3. If "No," go to the signature section of Part XI.
3 Have you existed for one or more years? If "Yes," attach financial information showing that you are
a private Yes No
operating foundation; go to the signature section of Part XI. If "No,' continue to line 4.
4 Have you attached either ( 1) an affidavit or opinion of counsel, (including a written affidavit or opinion
Yes No
from a certified public accountant or accounting firm with expertise regarding this tax law matter),
that sets forth facts concerning your operations and suppo rt to demonstrate that you are likely to
satisfy the requirements to be classified as a private operating foundation; or (2) a statement
desc ri bing your p roposed operations as a private opera ti ng founda ti on?

5 If you answered ' No' to line 1a, indicate the type of public charity status you a re requesting by checking one of the choices below.
You may check only one box.
The organization is not a private foundation because it is:
a 509(a)(1) and 170(b)(1)(A)(i)-a church or a convention or association of churches. Complete and att ach Schedule A. El
b 509(a)(1) and 170(b)(1)(A)(ii~-a school. Complete and a tt ach Schedule B.
c 509(a)(1) and 170(b)(1)(A)(ii )--a hospital, a cooperative hospital service organizati on, or a medical research
organization operated in conjunction with a hospital. Complete and attach Schedule C.
d 509(a)(3)-an organization supporting either one or more organizations described in line 5a through c, f, g, or h
or a publicly supported section 501(c)(4), (5), or (6) organization. Complete and att ach Schedule D.
Form 1 023 (Rev: 6-2008)

STF FED2129F 10
 Form 1023 (Rev e-2008) Name eth Hemedrnah Haaodol Of N M York Restoration, Inc. EiN 26-0494103 Page 10
Part IX Financial Data (Continued)
B. Balance Sheet (for y our most recentty completed tax year) Year End. 2 0 H
Assets ('Whoie dollars)
I Cash . ............................. . .
2 Accounts receivable, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , .. . . . . 2
3 Inventories . . . . . . . . . . . . . . . . . . .
4 Bonds and notes receivable (attach an itemized list) .. ...,
5 Corporate stocks (attach an itemized list) . - . . , . , , . . 5
6 Loans receivable (attach an itemized list) . . . . , . . . . , . . 6
7 Other investments (attach an itemized list) . . . . . . . . . . . . . . . . . . . . . . . . . . 7
8 Depreciable and depletable assets (attach an itemized list) .... a
9 Land _ .-. ..,, ., ................... ......... . 9
10 Other assets (attach an itemized list) ...... ........ ....... ............ ,,,,. 10
.......
11 Total Assets (add lines 1 through 10) . . . . . . . . . . . . . . . . . . . . . . . . . . . Z _ --- , 11
Uabilities 0
12 Accounts payable ...................................... ... . 12 0
13 Contributions, gifts, grants, etc: payable . . . . . . : . . . . .. . 13 0
14 Mortgages and notes Payable (attach an itemized list) . 14 0
15 Other liabilities (attach an itemized list) _ _ _ . . . , . . , , , _ _ _ - , . . . . ., 1s 0
16 Total Liabilities (add lines 12 through 15) . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . , , , 16 0
Fund Balances or Net Assets
17 Total fund balances or net 'assets _ . . _
18 17 0
Total Liabilities and Fund Balances or Net Assets (add lines 16 and 17)
18 0
19 Have there been any substantial changes in your assets or liabilities since the
end of the period Yes No
shown above? If "Yes,' explain.
Part X Public Charity Status
Part X is designed to classify you as an organization that is either a private foundation or a public
is a more favorable tax status than private foundation status. If you a re a private foundation, charity. Public charity status
Part X is designed to further
determine whether you are a private operating foundation. (See Instructions.)

I a Are you a private foundation? If "Yes,' go to line 1 b- If "No; go to line 5 and proceed as instructed.
If you are unsure, see the instructions. Yes No

b As a private foundation, section 508(e) requires special provisions in your organizing

document in
addition to those that apply to all organizations described in section 501(c)(3) Check the
box to
confirm that your organizing document meets this requirement, whether by express provision
or by
reliance on operation of state law. Attach a statement that describes specifically where your
organizing document meets this requirement, such as a reference to a particular article or
section In
your organizing document or by operation of state law. See the Instructions, Including Appendix
B,
for information about the special provisions that need to be contained in your organizing
document.
Go to line 2. ,
2 Are you a private operating foundation? To be a private operating foundation you must engage
Yes No
directly in the active conduct of charitable, religious, educational, and similar acti vities, as
opposed
to indirectly carrying out these activit i es by providing grants to individuals or other organizations. If
"Yes," go to line 3. If "No," go to the signature section of Part XI.
3 Have you existed for one or more years? If 'Yes," attach financial information showing that you 'are a private
Yes No
operati ng foundation; go to the signature section of Part XI. If "No,' continue to line 4.
4 Have you a ttached either (1) an affidavit or opinion of counsel, (including a written affidavit or opinion Yes No
from a certi fied public accountant or accounting firm with expe rtise regarding th i s tax law matter),
that sets forth facts concerning your operations and suppo rt to demonstrate that you a re likely to
satisfy the re quirements to be classified as a private operating foundation; or (2) a statement
describing your p roposed operations as a private operating foundati on?

5 If you answered "No" to line 1a, indicate the type of public charity status you are requesting by checking one of the choices
below.
You may check only one box.
The organization is not a private foundation because it Is.
a 509(a)(1) and 170(b)(1)(A)(i)-a church or a convention or association of churches. Complete and attach Schedule A.
b 509(a)(1) and 170(b)(1)(A)(ii}-a school. Complete and attach Schedule B.
c 509(a)(1) and 170(b)(1)(A)(iii)--a hospital, a cooperative hospital service organization, or a medical research
organization operated in conjunction with a hospital. Complete and attach Schedule C.
d 509(a)(3)-an organization supporting either one or more organizations described in line 5a through c, f, g, or h
or a publicly supported section 501(c)(4), (5). or (6) organization. Complete and attach Schedule D.

Form 1023 (Rev e-2008)

STF FED2129F 10
 Form 1023 (Rev 6-2008) NaR1e: Beth Hamedrash Haqodol Of New York Aeatoratlon Inc, EIN:26-0494103 Page 11
I Public Charity Status (Continued)
e 509(a)(4)-an organiza ti on organized and operated exclusively for testing for public safety.
f 509(a)(1) and 170(b)(1)(A)(iv}-an organization operated for the benefit of a college or unive rs ity that is
owned or
operated by a governmental unit.
g 509(a)(1) and 170(b)(1)(A)(vi)-an organiza ti on that rece ives a substantial pa rt of its financial suppo rt in the form
of contributions from publicly suppo rted organiza tions, from a governmental unit, or from the general public.
h 509(a)(2)-an organiza tion that normally rece ives not more than one-third of its financial suppo
rt from gross
Investment Income and receives more than one-third of its financial support from contributions, membership
fees, and gross receipts from activities related to its exempt functions (subject to cert ain excepti ons).
I A publicly supported organiza ti on, but unsure if it Is described in 5g or 5h. The organization would like the IRS to
decide the correct status.
6 If you checked box g. h. or i In question 5 above, you must request either an advance or a defini tive ruling by
selecting one of the boxes below. Refer to the instructions to determine which type of rul i ng you are eligible to receive,
a Request for Advance Ruling: By checking this box and signing the consent, pursuant to section 6501(c)(4) of
the Code you request an advance ruling and agree to extend the statute of limitati ons on the assessment of
excise tax under section 4940 of the Code. The tax will apply only if you do not establish public support status
at the end of the 5-year advance ruling period. The assessment p eriod will be extended for the 5 advance ruling
years to 8 years, 4 months, and 15 days beyond the end of the first year. You have the right to refuse or limit
the extension to a mutually agreed-upon pe ri od of time or issue(s). Publica ti on 1035, Extending the Tax
Assessment Period, provides a more detailed explanation of your rights and the consequences of the choices
you make. You may obtain Publica tion 1035 free of charge from the IRS web site at www.lrs.gov or by calling
toll-free 1-800-829-3676. Signing this consent will not deprive you of any appeal rights to which you would
otherwise be en titled. If you decide not to extend the statute of limitations. you are not eligible for an advance
ruling-

Consent Fixing Period of Limitatlons Upon Aasessrrmenfof Tax Under Section 4940 of the Internal Revenue Code

For Organization

ll A. ., A J6 i
(Signature of Officer Director, Trugtee, or oftr (Type or print name of sipne) (Date)
authorized olfidaq
Director
(Type or print title or audwority of signer)

For IRS Use Only

IRS Director, Exempt Organizations (Date)

Request for Definitive Ruling: Check this box if you have completed one tax year of at least 8 full months and
you are requesti ng a definitive ruling. To confirm your public support status, answer line 6b(i) if you checked box
g In line 5 above. Answer line 6b(il) if you checked box h in line 5 above. If you checked box I in line 5 above,
answer both lines 6b(i) and (ii).
(1) (a) Enter 2% of line 8, column (e) on Pa rt IX-A. Statement of Revenues and Expenses.
(b) Attach a list showing the name and amount contri buted by each person, company, or organization whose
gifts totaled more than the 2% amount. If the answer is "None,' check this box.
(ii) (a) For each year amounts are Included on lines 1, 2, and 9 of Part IX-A. Statement of Revenues and
Expenses, attach a list showing the name of and amount received fro m each disqualified person. If the
answer is 'None." check this box.
(b) For each year amounts are Included on line 9 of Part IX-A. Statement of Revenues and Expenses, attach
a list showing the name of and amount received fro m each payer, other than a disqualified person, whose
payments were more than the larger of (1) 1% of line 10, Pa rt IX-A. Statement of Revenues and
Expenses. or (2) $5.000. If the answer is "None.* check this box.

7 Did you receive any unusual grants during any of the years shown on Part IX-A. Statement of Yes No
Revenues and Expenses? If "Yes; attach a list including the name of the contributor, the date and
amount of the grant, a brief description of the grant, and explain why it is unusual.

Form 1023 (Rev: 6-2006)

STF FED2129F 11
Form 1 023 (Rev. 6-2008) Name! Seth Hemedrash Haclodal of New York Pestaration. Inc. EiN, 26-0494103 Page 12
Part XI User Fee Information
You must include a user fee payment with this application. It will not be processed without your paid user fee. If your average
annual g ross receipts have exceeded or will exceed $10,000 annually over a 4-year period, you must submit payment of $750. If
your gross receipts have not exceeded or will not exceed $10,000 annually over a 4-year period, the required user fee payment
is $300. See Instructions for Part XI, for a definition of g ross receipts over a 4-year pe ri od. Your check or money order must be
made payable to the United States Treasury. Userfees are subject to change. Check our website at www,irs.gov and type "User
Fee" in the keyword box, or call Customer Account Services at 1-877-829-5600 for current information.

1 Have your annual gross receipts averaged or are they expected to average not more than $10,0007 Yes No
If "Yes,' check the box on line 2 and enclose a user fee payment of $300 ( Subject to change-see above) ,
If -No,' check the box on line 3 and enclose a user fee payment of $750 ( Subiect to change-see above)-
2 Check the box if you have enclosed the reduced user fee payment of $300 (Subject to change).
3 Check the box if you have enclosed the user fee payment of $750 (Subject to change).
I declare underthe penalties of perJu ry that I am authorized to sign this application on behalf of the above organization and that I have examined this
application, Including the accompanying schedules and attachments, and to the best of my knowledge It Is true, correct, and complete.
Please
Sign
Here (Signature of Orflcer, Director, Trustee, or other (Type or print name of signer) (Date)
authorized oifiaai)
Director
(Type or prtnt title or authority of signer)

Reminder: Send the completed Form 1023 Checklist with your filled-in-application. Fom 1023 , -2 006)
(Rev 6

STF FED2129F 12
Form 102 3 (Rev 6-2006) Nanle= Beth Hamedrenh Haaodol Qr New York Restoration. Inc, EI N 26-0494103 Page 12
Part XI User Fee Information
t'ou must include a user fee payment with this application, It will not be processed without your paid user fee. If your average
annual gross receipts have exceeded or will exceed $10,000 annually over a 4-year period, you must submit payment of $750. If
your g ro ss receipts have not exceeded or will not exceed $10,000 annually over a 4-year period, the required user fee payment
is $300. See instructions for Part XI, for a definition of gross receipts over a 4-year period. Your check or money order must be
made payable to the United States T re asury. User fees are subject to change. Check our website at www.us.gov and type 'User
Fee ' in the keyword box, or call Customer Account Se rvices at 1-877-829-5500 for current informabon.

I Have your annual gross receipts averaged or are they expected to average not more than $10,000? Yes No
If "Yes; check the box on line 2 and enclose a user fee payment of $300 (Subject to change-see above),
If "No,' check the box on line 3 and enclose a user fee payment of $750 (Subled to change-see above).
2 Check the box if you have enclosed the reduced user fee payment of $300 (Subject to change).
3 Check the box if you have enclosed the user fee payment of $750 (Subject to change).
I declare under the penalties of perjury that I am authorized to sign this application on behalf of the above organization and that I have exandned this
appllcation. Including the accompanying schedules and attachments, and to the best of my knowledge It Is true. correct, and complete.
Please
Sign
Here (Signature of Officer, Director, Trustee, or other (Type or print name of signer) (Date)
authorized official)
Director
(Type or print We or autt+orky of signer)

Reminder: Send the completed Form 1023 Checklist with your filled-in-application. Form 1023 (Rev 8-200e)

STF FED2129F 12