What agreement must the transferee agree to when taking over a Noodles & Company franchise?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
impose on the Transfer, the transferors, and/or the transferee(s), prior to the transfer being valid, including the following:
(e) the transferee (or its Operating Partner) and its managers, shift supervisors and other personnel must have completed our initial training program or must be currently certified by us to operate and/or manage a Noodles & Company Restaurant to our satisfaction;
(f) the transferee (and its owners) must agree to be bound by all of the provisions of this Agreement for the remainder of its Term or, at our option, execute our then-current Franchise Agreement, IT Support Services Agreement and related documents used in the state in which your Noodles & Company Restaurant is located (which may provide for different royalties, advertising contributions and expenditures, duration and other rights and obligations than those provided in this Agreement);
(m) transferee must have obtained an acceptable assignment of Lease(s) from each landlord for each Noodles & Company restaurant contemplated by this Agreement and as to each restaurant which is proposed to be transferred and
Source: Item 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
According to the 2025 Noodles & Company Franchise Disclosure Document, a transferee—the party taking over an existing franchise—must agree to several conditions. The transferee must agree to be bound by all the provisions of the existing Franchise Agreement for the remainder of its term. However, Noodles & Company has the option to require the transferee to execute the then-current Franchise Agreement, IT Support Services Agreement, and related documents used in the state where the restaurant is located. This new agreement may include different royalties, advertising contributions and expenditures, duration, and other rights and obligations than the original agreement.
In addition to adhering to the franchise agreement, the transferee must meet specific qualifications. The proposed transferee must be a legal entity, and its owners must provide all requested information to Noodles & Company in a timely manner. These owners must be individuals of good character and reputation, possessing sufficient business experience, aptitude, and financial resources to operate the Noodles & Company restaurant. The transferee cannot be an entity, or affiliated with an entity, that is required to comply with the reporting and information requirements of the Securities Exchange Act of 1934, as amended, or other Publicly Held Entity.
Furthermore, the transferee must ensure that its managers, shift supervisors, and other personnel have completed Noodles & Company’s initial training program or are currently certified to operate and/or manage a Noodles & Company restaurant to the company's satisfaction. The transferee must also obtain an acceptable assignment of Lease(s) from each landlord for each Noodles & Company restaurant contemplated by the agreement and obtain liquor and other required licenses from all applicable authorities for all Restaurants being transferred. These stipulations ensure that the transferee is well-prepared and capable of maintaining the standards and operational requirements of the Noodles & Company franchise system.