0000030697-09-000035 Sample Contracts

Contract
Agreement • June 11th, 2009 • Wendy's/Arby's Group, Inc. • Retail-eating & drinking places • New York
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WITHDRAWAL AGREEMENT
Withdrawal Agreement • June 11th, 2009 • Wendy's/Arby's Group, Inc. • Retail-eating & drinking places • New York

This Withdrawal Agreement (this “Agreement”) between TCMG-MA, LLC (the “Investor”), an entity wholly owned and controlled by WENDY’S/ARBY’S GROUP, INC., a Delaware corporation (the “Company”), and TRIAN FUND MANAGEMENT, L.P., a Delaware limited partnership (the “Investment Manager”), is entered into as of the 10th day of June, 2009.

AIRCRAFT LEASE AGREEMENT
Aircraft Lease Agreement • June 11th, 2009 • Wendy's/Arby's Group, Inc. • Retail-eating & drinking places • New York

This AIRCRAFT LEASE AGREEMENT (“Agreement”) dated as of June 10, 2009, is by and between Wendy’s/Arby’s Group, Inc., a Delaware corporation with its principal place of business at 1155 Perimeter Center West, Atlanta, Georgia 30338 (“Lessor”) and TASCO, LLC, a Delaware limited liability company with its principal place of business at 280 Park Avenue, New York, New York 10017-1216 (“Lessee”).

LIQUIDATION SERVICES AGREEMENT
Liquidation Services Agreement • June 11th, 2009 • Wendy's/Arby's Group, Inc. • Retail-eating & drinking places • New York

This Liquidation Services Agreement (this “Agreement”) between WENDY’S/ARBY’S GROUP, INC., a Delaware corporation (the “Company”), and TRIAN FUND MANAGEMENT, L.P., a Delaware limited partnership (“Trian”), is entered into as of the 10th day of June, 2009.

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