Which document terms are superseded by the no waiver or disclaimer provision for Noodles & Company franchisees in specific states?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
No statement, questionnaire, or acknowledgement signed or agreed to by you in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by us, any franchise seller, or any other person acting on our behalf. This provision supersedes any other term of any document executed in connection with the franchise.
Source: Item 22 — CONTRACTS (FDD pages 98–99)
What This Means (2025 FDD)
According to the 2025 Noodles & Company Franchise Disclosure Document, a specific provision addresses waivers and disclaimers, and it supersedes other terms within the franchise agreement for franchisees in certain states. This provision ensures that no statement, questionnaire, or acknowledgment signed by the franchisee at the start of their franchise relationship can waive claims under applicable state franchise law, including claims related to fraud in the inducement. It also prevents franchisees from disclaiming reliance on statements made by Noodles & Company, its franchise sellers, or anyone acting on their behalf.
This "no waiver or disclaimer" provision is specifically applicable and included as an addendum for franchisees in Hawaii, Maryland, Minnesota, and Virginia. The inclusion of this provision means that any conflicting terms in other documents related to the franchise agreement are overridden by this protection. This is particularly important because franchise agreements often contain numerous clauses, and this provision clarifies that franchisees in these states retain their rights under state franchise laws, regardless of other agreements they may sign.
For a prospective Noodles & Company franchisee, this addendum offers significant protection. It ensures that they cannot inadvertently waive their rights through standard paperwork or acknowledgments. This can be especially relevant in cases where franchisees allege they were misled during the franchise sales process or if they need to pursue legal claims related to their franchise agreement. The provision provides an added layer of security, reinforcing the franchisee's ability to seek remedies under state law without being hindered by potentially conflicting terms in other documents.
It is important for prospective franchisees to carefully review the specific addenda for their state and understand how these provisions protect their rights. While this provision offers a degree of protection, franchisees should still seek legal counsel to fully understand their rights and obligations under the franchise agreement and applicable state laws. This ensures they are fully informed and can make sound business decisions as they enter into the franchise relationship with Noodles & Company.