What agreements must the buyer enter into with Noodles & Company at or before closing?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
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which Guarantor is a principal operates. Seller's approval of the foregoing business plan and of Guarantor to demonstrate its ability to fulfill its obligations under this Agreement are conditions of Seller to Closing.
- 1.j Bulk Sales Act. It will not be practicable to comply or to attempt to comply with the procedures of the bulk sales or similar laws (if any) of the state in which the Purchased Assets are located on the Closing Date. Accordingly, Seller hereby agrees to defend, indemnify and hold Buyer harmless from and against any and all costs, losses, liabilities, claims and expenses (including reasonable attorneys' fees) arising out of or resulting from the failure of Buyer or Seller to comply with or perform any actions in connection with the provisions of any such law.
- 1.k Franchise Agreements and Development Agreement. At or before Closing, Buyer, as franchisee, shall enter into Seller's current form Franchise Agreement (including any and all Addenda thereto) as set forth in the FDD for each of the Restaurants (each, a "Franchise Agreement" and collectively, the "Franchise Agreements"), each of which agreements will provide for a ____ percent (____%) royalty rate.
Source: Item 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
According to Noodles & Company's 2025 Franchise Disclosure Document, a buyer must enter into specific agreements with Noodles & Company at or before closing. These include the Franchise Agreement for each restaurant being purchased, along with corresponding guarantees, and a Development Agreement if the buyer is planning to develop new Noodles & Company restaurants.
The Franchise Agreement commits the buyer to the standard terms and conditions of operating a Noodles & Company franchise, including an unspecified royalty rate (_____%). The Franchise Agreement Guarantees are issued by a guarantor and are attached to the FDD.
The Development Agreement outlines the schedule and requirements for developing new Noodles & Company restaurants within a specific Designated Market Area. This agreement ensures that the franchisee is committed to expanding the Noodles & Company brand according to an agreed-upon plan.