Exhibit 10.7
TRIAN FUND MANAGEMENT, L.P.
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx
August 6, 2007
Triarc Companies, Inc.
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx
Re: Assignment and Assumption of Lease dated as of July 1, 2007
by and between Triarc Companies, Inc., as assignor and Trian
Fund Management L.P., as assignee
Gentlemen:
All terms not otherwise defined herein shall have the meanings ascribed to them
in the captioned assignment ("Assignment").
Triarc Companies, Inc. ("Triarc") has assigned to Trian Fund Management, L.P.
("Trian") that certain Lease for Apartment 28A in the Waldorf-Astoria Hotel
pursuant to the Assignment.
The Assignment provided that upon execution and delivery of the Assignment,
Assignee was to pay to Assignor an amount equal to the Security Deposit.
Notwithstanding the foregoing provisions of the Assignment, in lieu of making
such payment, Triarc and Trian agree that the security held by Hilton Hotels
Corporation ("Hilton") under the Lease in the amount of $112,500 ("Original
Security") shall remain the property of Triarc and upon expiration of the Lease,
shall be returned to Triarc. Any additional security deposited by Trian with
Hilton shall be the property of Trian.
In the event Hilton, or its successors, draws upon the Original Security, Trian
agrees to promptly replenish said Original Security so that all times, until the
expiration, or earlier termination, of the Lease, the full Original Security
shall remain on deposit with Hilton. If Trian defaults under the Lease and the
Lease is terminated and Hilton retains all or any portion of the Original
Security, Trian shall, within ten (10) days thereafter, pay to Triarc an amount
equal to the portion of the Original Security retained by Hilton.
If Trian renews the Lease beyond its current expiration of July 31, 2010, Trian
shall pay to Triarc, on July 31, 2010, an amount equal to the Original Security
and all security then held by Hilton shall at all times thereafter be the
property of Trian. In the event Hilton fails to return the security upon the
expiration, or earlier termination, of the initial term of the Lease, subject to
the terms of the preceding sentence, Trian agrees to commence such action as is
required to obtain a return of the security and diligently prosecute such action
to completion. Triarc and Trian agree to reasonably cooperate with each other in
the prosecution of any claim against Hilton.
Very truly yours,
Trian Fund Management, L.P.
By: Trian Fund Management GP, LLC,
its general partner
By: /s/XXXXX X. MAY
---------------------------
Name: Xxxxx X. May
Title: Member
Agreed To:
Triarc Companies, Inc.
By: /s/XXXXXXX X. XXXXXXXX
---------------------------------------
Name: Xxxxxxx X. XxXxxxxx
Title: Executive Vice President
and Chief Financial Officer
