EXHIBIT 10.14
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                                    AGREEMENT


         This AGREEMENT (the "AGREEMENT") is made as of December 29, 2005
between TRIARC COMPANIES, INC., a Delaware corporation (the "COMPANY"), and
Peter May ("EXECUTIVE").

         1.     Capitalized terms used in this Agreement and not otherwise
defined shall have the meaning ascribed to them in the employment agreement made
as of May 1, 1999 between the Company and the Executive (the "EMPLOYMENT
AGREEMENT")).

         2.     In the event it is determined in accordance with Section 10 of
the Employment Agreement by the Accounting Firm that, but for the terms of this
Agreement, any Payment (or if more than one Payment, any Payments) would be
subject to the Excise Tax:

                (a)     The Payment or Payments shall be reduced, by the minimum
         possible amount and in the manner and order set forth in Section 2(c)
         hereof, so that their value, for purposes of determining Excise Tax
         exposure, equals $1.00 less than the amount which would be subject to
         the Excise Tax (the amount of such reduction, a "CUTBACK").

                (b)     The applicability and amount of any Cutback shall be
         determined by the Accounting Firm, in accordance with the procedures
         described in Section 10 of the Employment Agreement; provided that in
         no event shall any Cutback exceed $4,000,000.00 or in the case of
         multiple Cutbacks, $4,000,000.00 in the aggregate.

                (c)     In the event that the Accounting Firm determines that a
         Cutback is (or Cutbacks are) required, the Executive shall have the
         right to consult with the Accounting Firm and the Company in order to
         determine the optimal method and order for reduction of the Payments so
         as to maximize the economic benefits accruing to the Executive in
         respect of the Payments. The Executive shall submit to the Company the
         order in which the Payments shall be reduced, and the amount thereof,
         and the Company shall implement the Cutback (or Cutbacks) in the order
         and amount selected by the Executive, so long as in the judgment of the
         Accounting Firm such reduction shall cause all remaining Payments not
         to be subject to the Excise Tax.

         3.     If a Cutback or Cutbacks with an individual or aggregate value
equaling up to $4,000,000.00 would not be sufficient to avoid the application of
the Excise Tax, the Cutback (or Cutbacks) shall not apply, and all Payments
otherwise due the Executive shall be made to the Executive, including without
limitation any payments due under Section 10 of the Employment Agreement.





         4.     This Agreement contains the entire understanding of the Company
and Executive with respect to the subject matter hereof.

         5.     This Agreement shall be governed by and construed in accordance
with the laws of the State of New York without reference to principles of
conflict of laws.

         6.     This Agreement may not be amended or modified otherwise than by
a written agreement executed by the parties hereto or their respective
successors and legal representatives.





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         IN WITNESS WHEREOF, Executive has executed this Agreement and the
Company has caused this Agreement to be signed by duly authorized officer of the
Company on the 29th day of December, 2005.


                                         TRIARC COMPANIES, INC.


                                         By: /s/ Francis T. McCarron
                                             -------------------------------
                                             Name:  Francis T. McCarron
                                             Title: Executive Vice President
                                                    and Chief Financial Officer



                                         ACCEPTED AND AGREED TO:


                                         /s/ Peter May
                                         -----------------------------------
                                         Peter May





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