EXHIBIT 10.5

                         AIRCRAFT TIME SHARING AGREEMENT


     This AIRCRAFT TIME SHARING AGREEMENT ("Agreement"), dated as of the 6th day
of August 2007,  is by and between  Triarc  Companies,  Inc.  with its principal
address  at  280  Park  Avenue,   New  York,   New  York  10017   ("Owner")  and
__________________("Lessee").

                                    RECITALS

     WHEREAS,  Owner owns a  Gulfstream  Aerospace  G-IV  aircraft  bearing U.S.
Registration No. N394TR and Manufacturer's Serial No. 1252 (the "Aircraft");

     WHEREAS,  Lessee  desires  to lease the  Aircraft  from  Owner and Owner is
willing to lease the Aircraft to Lessee;

     WHEREAS,  Owner and Lessee have agreed on the lease of the Aircraft under a
time sharing arrangement the terms and conditions of which are set forth herein;

     WHEREAS, this Agreement is entered into in recognition of and in compliance
with the  applicable  provisions of U.S. Code of Federal  Regulations  14 C.F.R.
ss.91.501(b)(6).

     NOW, THEREFORE,  in consideration of the mutual covenants herein contained,
the parties hereto agree as follows:

                       ARTICLE 1: LEASE OF AIRCRAFT; TERM

     1.1 Lease of Aircraft.  Subject to the terms and conditions  herein,  Owner
shall lease the  Aircraft to Lessee from time to time with a flight crew for the
operation thereof, as and when required by Lessee so long as the Aircraft is not
otherwise  employed  on behalf  of Owner.  Lessee's  use of the  Aircraft  shall
constitute a non-exclusive lease.

     1.2 Term.  The lease of the Aircraft under the terms and provisions of this
Agreement  shall  become  effective  upon  execution of this  Agreement  and the
Aircraft  shall at such time,  without  further deed of lease or transfer,  pass
under and become  subject to the terms and  conditions of this  Agreement.  Such
lease shall terminate on June 30, 2008; provided that the term of this Agreement
shall be automatically extended for successive one-year periods unless not later
than 60 days  preceding  any  termination  date either  party shall give written
notice  to the  other  that it does  not  wish to  further  extend  the term and
provided further that, at any time subsequent to June 30, 2008, Owner shall have
the right to terminate  this  Agreement upon not less than 60 days prior written
notice to Lessee,  provided if Owner elects to terminate this Agreement pursuant
to the foregoing,  Owner shall deliver to Lessee a secretary's  certification of
resolutions  of the Owner's  Board of  Directors  acting at a meeting at which a
quorum of the Directors were present, authorizing such termination.


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                      ARTICLE 2: PERMISSIBLE CHARGES; TAXES

     2.1 Fees and  Charges.  As  consideration  for the  lease of the  Aircraft,
Lessee  shall pay the  following  charges to Owner on a  flight-by-flight  basis
following the completion of each flight with the Aircraft:

     (a) Fuel, oil, lubricants and other additives;

     (b) Travel  expenses  of the crew,  including  fuel,  lodging,  and  ground
         transportation;

     (c) Hangar and tie-down costs away from the aircraft's base of operation;

     (d) Insurance obtained for the specific flight;

     (e) Landing fees, airport taxes, and similar assessments;

     (f) Customs,  foreign  permit,  and similar  fees  directly  related to the
         flight, if applicable;

     (g) In-flight food and beverages;

     (h) Passenger ground transportation; and

     (i) Flight planning and weather contract services.

     Under no  circumstances  shall the  compensation  paid by the Lessee to the
Owner  under this  agreement  exceed  the  amounts  permissible  under 14 C.F.R.
ss.91.501(d).

     2.2 Invoice and Payment.  Within thirty (30)  business  days  following the
completion  of each  flight of the  Aircraft  on behalf of Lessee,  Owner  shall
invoice  Lessee for the charges  specified in Section 2.1.  Lessee shall pay the
amount  stated in the  invoice  within  ten (10)  business  days  following  its
receipt.

     2.3 Taxes.  The payment of any  compensation in connection with the flights
conducted  on behalf of Lessee  under  this  agreement  is  subject  to  federal
transportation  excise tax as provided under 26 U.S.C.  ss.4261.  Owner shall be
responsible for the payment of any and all federal  transportation  excise taxes
in connection  with this  Agreement.  All other federal,  state, or local taxes,
duties or assessments  imposed on the charges  specified in Section 2.1 shall be
the responsibility of Lessee.

                 ARTICLE 3: DELIVERY AND REDELIVERY OF AIRCRAFT

     3.1  Scheduling  of Aircraft.  Lessee shall  request use of the Aircraft no
less than three (3) hours prior to the requested  departure  time.  All requests
for the use of the  Aircraft  shall be  submitted  to such  employee of Owner as
shall be  designated  by Owner.  Each such request shall specify the name of the
Lessee,  the date of departure,  the date of return, the point of origin and the
destination,  the  number  and  name of all  passengers  and  emergency  contact
information for each passenger which shall not be another  passenger on the same
flight.  Owner shall have final and exclusive  authority  over the scheduling of
the Aircraft.

     3.2 Delivery and  Redelivery  of Aircraft.  Delivery and  redelivery of the
Aircraft  by one party to the other party  shall  ordinarily  be made at Stewart
International Airport in New Windsor, New York; provided, however, that delivery
and/or  redelivery of the Aircraft may be made at such other airport as shall be
agreed upon by the parties.

                  ARTICLE 4: FLIGHT CREWS AND FLIGHT OPERATIONS

     4.1  Flight  Crews.  Owner  shall  provide a complete  flight  crew for the
operation of the Aircraft  during the lease of the Aircraft to Lessee under this
Agreement.  Each member of such flight crew shall be duly licensed and qualified
to operate the Aircraft in accordance with the  regulations and  requirements of
the Federal Aviation Administration ("FAA").

     4.2 Operational Control.  Owner shall at all times have operational control
over all flights performed under this Agreement and shall be solely  responsible
for compliance  with all applicable FAA  regulations.  The Lessee shall have the
right to determine the schedules and  destination of a flight while the Aircraft
is  being   operated   on  behalf  of   Lessee,   provided   however   that  the
pilot-in-command  shall have sole authority to determine whether a flight may be
safely  operated and to initiate and  terminate  flights.  Lessee  undertakes to
accept all  decisions of the  pilot-in-command  regarding  the  operation of the
Aircraft.

     4.3  Operation of Aircraft.  Owner shall operate the Aircraft in a safe and
reasonable  manner and at all times in compliance  with all applicable  laws and
regulations,  including,  without  limitation,  the rules and regulations of the
FAA.

                             ARTICLE 5: MAINTENANCE

     5.1 Aircraft  Maintenance.  During the term of this Agreement,  Owner shall
service and repair the Aircraft so as to:

     (a) maintain the Aircraft in good operating condition;

     (b) keep the  Aircraft  duly  certified as airworthy at all times under the
         regulations of the FAA;

     (c) maintain the Aircraft in accordance  with the  standards  prescribed by
         applicable law as the same may be in effect from time to time; and

     (d) maintain  all  records,   logs  and  other  documents  required  to  be
         maintained with respect to the Aircraft.

     5.2 Maintenance Scheduling. All maintenance and inspections of the Aircraft
shall have  priority in  scheduling  the  operation of the Aircraft on behalf of
Lessee,  unless such  maintenance  and inspections may be deferred in accordance
with  applicable  FAA  regulations  and  recommended   manufacturer  maintenance
procedures.

                    ARTICLE 6: REPRESENTATIONS AND WARRANTIES

     6.1 Owner Representations and Warranties.  Owner represents and warrants to
Lessee as follows:

(a)               Owner has title to the Aircraft and has all necessary
                  authority to enter into this Agreement for the lease of the
                  Aircraft to Lessee; and

(b)               Owner has not entered into this Agreement for the purpose of
                  engaging in the sale of air transportation services for
                  compensation or hire in contravention of the rules and
                  regulations of the FAA.

     6.2 Lessee  Representations and Warranties.  Lessee represents and warrants
to Owner as follows:


     (a) Lessee has all necessary authority to enter into this Agreement for the
         lease of the Aircraft from Owner; and

     (b) Lessee has not entered into this  Agreement for the purpose of engaging
         in the sale of air transportation  services or for compensation or hire
         in contravention of the rules and regulations of the FAA.

                              ARTICLE 7: INSURANCE

     7.1  Insurance.  Owner shall  provide  and  maintain  Aircraft  third party
aviation legal liability  insurance in an amount not less than $500 million Such
insurance shall include the following provisions:

     (a) Lessee shall be named as an additional insured;

     (b) Such insurance shall be primary without any right of contribution  from
         any insurance carried by the Lessee;

     (c) The  underwriter of such insurance shall waive any right of subrogation
         with respect to potential claims against Lessee.

     7.2  Indemnification.  Owner hereby  indemnifies  and agrees to hold Lessee
harmless  from and  against any and all  liabilities,  claims,  demands,  suits,
judgments,  damages,  losses,  costs and expenses  (including  reasonable  legal
expenses and attorneys'  fees) for or on account of or in any way connected with
injury to or death of any  persons  whomsoever  or loss of or damage to property
arising out of (i) the use or operation of the Aircraft  under this Agreement or
in any way  connected  with this  Agreement  including  but not  limited  to the
Aircraft and related  equipment or (ii) the  performance  or  nonperformance  by
Owner of its responsibilities  under this Agreement,  unless such loss or damage
results from the gross negligence or willful misconduct of Lessee.

                             ARTICLE 8: TERMINATION

     8.1 Termination by Owner. This Agreement shall automatically terminate upon
the  cessation  of  [Lessee's  services  as  a  director](1)  [Lessee  being  an
affiliate](2) of Owner.

                            ARTICLE 9: MISCELLANEOUS

     9.1  Governing  Law. This  Agreement  shall be governed by and construed in
accordance with the laws of the State of New York without regard to any conflict
of laws rules  thereof that might  indicate the  application  of the laws of any
other jurisdiction.

     9.2  Severability.  If any  provision of this  Agreement  becomes  invalid,
illegal or  unenforceable  in any respect under any law, the validity,  legality
and enforceability of the remaining  provisions shall not in any way be affected
or impaired.

     9.3  Counterparts.  This  Agreement  may  be  executed  in  any  number  of
counterparts, each such counterpart constituting an original hereof.

                          ARTICLE 10: TRUTH-IN-LEASING

     10.1 Truth-in-Leasing.  THE AIRCRAFT SUBJECT TO THIS TIME SHARING AGREEMENT
HAS BEEN  MAINTAINED  AND  INSPECTED IN  ACCORDANCE  WITH PART 91 OF THE FEDERAL
AVIATION  REGULATIONS DURING THE TWELVE (12) MONTHS PRECEDING THE EFFECTIVE DATE
HEREOF AND THE PARTIES  HERETO CERTIFY THAT FOR THE PURPOSES OF THE OPERATION TO
BE CONDUCTED  PURSUANT TO THIS AGREEMENT THE AIRCRAFT IS IN FULL COMPLIANCE WITH
THE APPLICABLE  MAINTENANCE AND INSPECTON REQUIREMENTS OF SAID PART 91. THE NAME
AND ADDRESS OF THE PARTY RESPONSIBLE FOR THE OPERATIONAL CONTROL OF THE AIRCRAFT
FOR THE TERM OF THIS AGREEMENT IS TRIARC COMPANIES,  INC., 280 PARK AVENUE,  NEW
YORK, NEW YORK 10017,  AND SAID PARTY HEREBY  CERTIFIES THAT IT UNDERSTANDS  ITS
RESPONSIBILITY  TO COMPLY  WITH  APPLICABLE  FEDERAL  AVIATION  REGULATIONS.  AN
EXPLANATION OF THE FACTORS BEARING ON OPERATIONAL  CONTROL AND PERTINENT FEDERAL
AVIATION   REGULATIONS  CAN  BE  OBTAINED  FROM  THE  NEAREST  FEDERAL  AVIATION
ADMINISTRATION FLIGHT STANDARDS DISTRICT OFFICE.

     IN WITNESS  WHEREOF,  the parties hereto have executed this Agreement as of
the date first above written.



TRIARC COMPANIES, INC.                      [LESSEE]


By: ___________________________             ____________________________
    Name:
    Title:




_______________________________________
(1)  For individual agreements only.
(2)  For Trian Fund Management, L.P. agreement only.