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PLUNKETT: Yeah, they are about halfway through. So it does take a long time. You know,
<br /> we are comfortable with a tighter timeline so long as there are some tests whereby that we can go
<br /> into the planning director and say look, this is the progress this project is making and, you know,
<br /> can you grant an extension, if more time is needed. I can't, I don't have a crystal ball for the
<br /> market to know exactly when, you know, it'll be brought on. Our first, our first project is to get
<br /> the entitlements to actually do it. And so, you know, but we do have to have some significant
<br /> amount of latitude to adjust for the market and adjust for the timelines that's required, Mr.
<br /> Chairman, to bring the project to operation.
<br /> VITOUSEK: So, I mean, does it make sense then toI guess two, two possible options—does it
<br /> make sense to proceed with the Change of Zone ordinance now, and then you come back with
<br /> the SMA permit when you are ready to discuss to do the actual project?
<br /> PLUNKETT: These are all joined at the hip, so I don't know how we could possibly separate
<br /> them, I mean
<br /> VITOUSEK: I mean the issue, one of the issues that I as you know, forgive me, there is a lot
<br /> of information but one of the issues, the kind of big-picture issue with Waikoloa development
<br /> is that the existing SMA allows for 3,000-something units, but the current zoning restricts the
<br /> amount of the units that can be done under the existing SMA permit because of the larger density
<br /> of certain areas. And so if we were to—and, as you all know, zoning is zoning that's tied to the
<br /> land, SMA is specific project that's what is being built, that's a permit to build what you want to
<br /> buildso, is this an opportunity to look at the zoning independent of the SMA or if they are all
<br /> going to be joined and we are going to tighten down the timeline indicating that a project will
<br /> commence within five years, with the option for an additional five-year extension from the
<br /> director?
<br /> PLUNKETT: You know, that's the type of thing that, you know, we don't mind coming in in
<br /> five years, and say if we are unable to get underway by that point in time for whatever reason,
<br /> then we come in and we can demonstrate that we have made a certain amount of project process,
<br /> I mean progress, that then he would consider that a good faith and—Sid can give you the
<br /> language—but, you know, that's the type of thing that I think is reasonable. I'm used to
<br /> development agreements whereby you have to meet certain benchmarks to keep moving forward,
<br /> and, but yet, you have the ability to get extensions if you are making progress. And there can be
<br /> circumstances that slow you down. So there is no desire on our part to stretch this out longer
<br /> than we need to; I just want the ability to know what we have, and then we can proceed forward
<br /> because we need to invest a ton of money to get these things off the ground, and so
<br /> BOEDDEKER: Chairman, can I just interject, too, from the Foundation's perspective? And I
<br /> am a principal of Waikoloa Land as well, but
<br /> VITOUSEK: Sure.
<br /> BOEDDEDER: The funding, and really some of the sole funding for the Waikoloa Foundation
<br /> will come out of this project. I can assure you that I will not let them wait very long to let this
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<br /> EXHIBIT D
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