Does the Noodles & Company agreement specify any exceptions to the non-compete clause?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
- (d) You acknowledge, however, that certain locations within the Development Area are by their nature unique and separate in character from the sites to which we intend to grant you a franchise or area Development Rights pursuant to this Agreement; such sites are referred to as "Non-Traditional Venues." As a result, you agree that Non-Traditional Venues are excluded from the Development Area (and any Protected Area under any Franchise Agreement) and we shall have the right to develop (by direct ownership, franchising, licensing or other means) such locations, even if such sites are located within the Development Area (and any Protected Area under any Franchise Agreement) and regardless of the proximity of such sites to any Noodles & Company restaurant for which you have or might have in the foreseeable future a franchise.
Non-Traditional Venues include, for example: (i) transportation facilities, including airports, train stations, subways and rail, and bus stations; (ii) military bases and government offices; (iii) sports facilities, including stadiums and arenas; (iv) amusement parks, zoos, and convention centers; (v) car and truck rest stops, and travel centers and Limited Access Highway oasis and rest and service areas; (vi) casinos, (vii) food courts; (viii) Indian reservations; and (ix) museums.
Source: Item 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
According to the 2025 Noodles & Company Franchise Disclosure Document, the agreement outlines specific exceptions to the area development rights granted to franchisees. While franchisees are typically granted exclusive rights to develop Noodles & Company restaurants within a defined Development Area, certain locations are excluded from this exclusivity. These excluded locations are referred to as "Non-Traditional Venues."
Noodles & Company retains the right to develop or franchise Non-Traditional Venues, even if they fall within a franchisee's Development Area or Protected Area. This means that Noodles & Company can operate or franchise locations such as those found in transportation facilities (airports, train stations, etc.), military bases, sports facilities, amusement parks, rest stops, casinos, food courts, Indian reservations, and museums, regardless of their proximity to a franchisee's existing Noodles & Company restaurant.
This reservation of rights allows Noodles & Company to pursue opportunities in unique venues that may not be suitable for traditional franchise operations. For a prospective franchisee, this means that while they may have exclusive development rights in a specific geographical area, those rights do not extend to Non-Traditional Venues within that area. This is a significant exception to the non-compete clause that could impact a franchisee's potential market share and revenue.