0000950117-05-004693 Sample Contracts

AGREEMENT
Agreement • December 13th, 2005 • Trian Fund Management, L.P. • Retail-eating places • New York

AGREEMENT made this 4th day of November, 2005, by and among Sandell Asset Management Corp., 40 West 57th Street, New York, NY 10019 (“Sandell”), and Trian Fund Management, L.P., 280 Park Avenue, 41st Floor, New York, NY 10017 (“Trian”), with respect to Wendy’s International, Inc., an Ohio corporation (the “Company”).

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JOINT FILING AGREEMENT
Joint Filing Agreement • December 13th, 2005 • Trian Fund Management, L.P. • Retail-eating places

In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Shares of Wendy’s International, Inc. and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings. In evidence thereof, the undersigned, being duly authorized, have executed this Joint Filing Agreement this 12th day of December 2005.

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