Wendy's 2012 Annual Report Download - page 121

Download and view the complete annual report

Please find page 121 of the 2012 Wendy's annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 146

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146

EXHIBIT
NO. DESCRIPTION
10.33 Amended and Restated Wendy’s International, Inc. Supplemental Executive Retirement Plan No. 3,
incorporated herein by reference to Exhibit 10.25 to Wendy’s/Arby’s Group’s Form 10-K for the year
ended January 3, 2010 (SEC file no. 001-02207).**
10.34 Wendy’s/Arby’s Group, Inc. 2009 Directors’ Deferred Compensation Plan, effective as of May 28,
2009, incorporated herein by reference to Exhibit 10.6 to Wendy’s/Arby’s Group’s Form 10-Q for the
quarter ended June 28, 2009 (SEC file no. 001-02207).**
10.35 Amendment No. 1 to the Wendy’s/Arby’s Group, Inc. 2009 Directors’ Deferred Compensation Plan,
effective as of May 27, 2010, incorporated by reference to Exhibit 10.9 to Wendy’s/Arby’s Group’s
Form 10-Q for the quarter ended July 4, 2010 (SEC file no. 001-02207).**
10.36 Credit Agreement, dated as of May 15, 2012, among Wendy’s International, Inc., as borrower, Bank of
America, N.A., as administrative agent, swing line lender and L/C issuer, Wells Fargo Bank, National
Association, as syndication agent, and Fifth Third Bank, The Huntington National Bank, and
Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A., “Rabobank Nederland”, New York Branch, as
co-documentation agents, and the lenders and issuers party thereto, incorporated herein by reference to
Exhibit 10.1 of The Wendy’s Company Current Report on Form 8-K filed on May 15, 2012 (SEC file
no. 001-02207).
10.37 Amendment No. 1 and Waiver, dated as of October 22, 2012, to the Credit Agreement, dated as of
May 15, 2012, among Wendy’s International, Inc., as borrower, Bank of America, N.A., as
administrative agent, swing line lender and L/C issuer, Wells Fargo Bank, National Association, as
syndication agent, and Fifth Third Bank, The Huntington National Bank, and Coöperatieve Centrale
Raiffeisen-Boerenleenbank B.A., “Rabobank Nederland”, New York Branch, as co-documentation
agents, and the lenders and issuers party thereto, incorporated by reference to Exhibit 10.1 of
The Wendy’s Company Form 10-Q for the quarter ended September 30, 2012 (SEC file
no. 001-02207).
10.38 Security Agreement, dated as of May 15, 2012, among Wendy’s International, Inc., the guarantors from
time to time party thereto, as pledgors, and Bank of America, N.A., as administrative agent,
incorporated herein by reference to Exhibit 10.2 of The Wendy’s Company Current Report on
Form 8-K filed on May 15, 2012 (SEC file no. 001-02207).
10.39 Assignment of Rights Agreement between Wendy’s International, Inc. and Mr. R. David Thomas,
incorporated herein by reference to Exhibit 10(c) of the Wendy’s International, Inc. Form 10-K for the
year ended December 31, 2000 (SEC file no. 001-08116).
10.40 Form of Guaranty Agreement dated as of March 23, 1999 among National Propane Corporation,
Triarc Companies, Inc. and Nelson Peltz and Peter W. May, incorporated herein by reference to
Exhibit 10.30 to Triarc’s Annual Report on Form 10-K for the fiscal year ended January 3, 1999 (SEC
file no. 001-02207).
10.41 Indemnity Agreement, dated as of October 25, 2000 between Cadbury Schweppes plc and Triarc
Companies, Inc., incorporated herein by reference to Exhibit 10.1 to Triarc’s Current Report on
Form 8-K filed on November 8, 2000 (SEC file no. 001-02207).
10.42 Amended and Restated Investment Management Agreement, dated as of April 30, 2007, between
TCMG-MA, LLC and Trian Fund Management, L.P., incorporated herein by reference to Exhibit 10.2
to Triarc’s Current Report on Form 8-K filed on April 30, 2007 (SEC file no. 001-02207).
10.43 Withdrawal Agreement dated June 10, 2009 between TCMG-MA, LLC and Trian Fund Management,
L.P., incorporated herein by reference to Exhibit 10.3 to Wendy’s/Arby’s Group’s Current Report on
Form 8-K filed on June 11, 2009 (SEC file no. 001-02207).
10.44 Separation Agreement, dated as of April 30, 2007, between Triarc Companies, Inc. and Nelson Peltz,
incorporated herein by reference to Exhibit 10.3 to Triarc’s Current Report on Form 8-K filed on
April 30, 2007 (SEC file no. 001-02207).**
118