The following is a summary of transactions between the Company and its related parties, which are included in continuing operations:



	Year Ended
	2016			2015			2014
Transactions with QSCC:
Wendy’s Co-Op (a)	$	(890	)	$	(1,265	)	$	(1,516	)
Lease income (b)	(193		)	(185		)	(185		)
Use of Company-operated aircraft by the Management Company (c)	$	—		$	—		$	(375	)
TimWen lease and management fee payments (d)	$	11,602		$	11,843		$	6,064

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Transactions with QSCC

(a)

Wendy’s has a purchasing co-op relationship agreement (the “Wendy’s Co-op”) with its franchisees which establishes Quality Supply Chain Co-op, Inc. (“QSCC”). QSCC manages, for the Wendy’s system in the U.S. and Canada, contracts for the purchase and distribution of food, proprietary paper, operating supplies and equipment under national agreements with pricing based upon total system volume. QSCC’s supply chain management facilitates continuity of supply and provides consolidated purchasing efficiencies while monitoring and seeking to minimize possible obsolete inventory throughout the Wendy’s supply chain in the U.S. and Canada.

Wendy’s and its franchisees pay sourcing fees to third-party vendors on certain products sourced by QSCC. Such sourcing fees are remitted by these vendors to QSCC and are the primary means of funding QSCC’s operations. Should QSCC’s sourcing fees exceed its expected needs, QSCC’s board of directors may return some or all of the excess to its members in the form of a patronage dividend. Wendy’s recorded its share of patronage dividends of $890, $1,265 and $1,516 in 2016, 2015 and 2014, respectively, which are included as a reduction of “Cost of sales.”

(b)

Effective January 1, 2011, Wendy’s leased 14,333 square feet of office space to QSCC for an annual base rental of $176. The lease expired on December 31, 2016. A new lease agreement was signed effective January 1, 2017, expiring on December 31, 2020 for an annual base rental of $215. The Wendy’s Company received $193, $185 and $185 of lease income from QSCC during 2016, 2015 and 2014, respectively, which has been recorded as a reduction of “General and administrative.”

Use of Company-operated aircraft by the Management Company

(c)

The Wendy’s Company, through a wholly-owned subsidiary, was party to a three-year aircraft management and lease agreement, which expired in March 2014, with CitationAir, a subsidiary of Cessna Aircraft Company, pursuant to which the Company leased a corporate aircraft to CitationAir to use as part of its Jet Card program fleet. During the first quarter of 2014, our Chairman, who was our former Chief Executive Officer, and our Vice Chairman, who was our former President and Chief Operating Officer (the “Former Executives”) and a director, who was our former Vice Chairman, and members of their immediate families, used their Jet Card agreements for business and personal travel on aircraft in the Jet Card program fleet. A management company formed by the Former Executives and a director (the “Management Company”) paid CitationAir directly, and the Company received credit from CitationAir for charges related to such travel of approximately $375 during 2014.

TimWen lease and management fee payments

(d)

A wholly-owned subsidiary of Wendy’s leases restaurant facilities from TimWen for the operation of Wendy’s/Tim Hortons combo units in Canada. Prior to the second quarter of 2015, Wendy’s operated certain of the Wendy’s/Tim Hortons combo units in Canada and subleased some of the restaurant facilities to franchisees. As a result of the Company completing its plan to sell all of its Company-operated restaurants in Canada to franchisees during the second quarter of 2015, all of the restaurant facilities are subleased to franchisees. Wendy’s paid TimWen $11,806, $12,059 and $6,313 under these lease agreements during 2016, 2015 and 2014, respectively. In addition, TimWen paid Wendy’s a management fee under the TimWen joint venture agreement of $204, $216 and $249 during 2016, 2015 and 2014, respectively, which has been included as a reduction to “General and administrative.”