What documents comprise the entire agreement among the parties for Noodles & Company?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
- 1.i Entire Agreement. This Agreement, the Confidentiality Agreement, that certain Disclosure of Actual Operating Results for Certain Company-Operated Noodles & Company Restaurants dated on or before the date of this Agreement from Seller to Buyer (and/or its principal), and that certain Acknowledgement in connection therewith from Buyer (and/or its principal) to Seller, comprise the entire agreement among the Parties with respect to the transactions contemplated by this Agreement and supersede all other prior agreements, understandings and letters related to this Agreement.
Notwithstanding the foregoing, nothing in this Agreement is intended to disclaim any representation made in the FDD.
Source: Item 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
According to the 2025 Noodles & Company Franchise Disclosure Document, the entire agreement between the parties includes the specific agreement itself, a Confidentiality Agreement, a Disclosure of Actual Operating Results document, and an Acknowledgment related to that disclosure. These documents collectively outline the complete understanding regarding the transactions contemplated within the franchise agreement.
This clause ensures that all prior discussions, letters, and understandings are superseded by these specific documents, providing clarity and preventing disputes based on previous communications. However, the agreement explicitly states that nothing within it is intended to disclaim any representation made in the FDD itself, meaning the FDD's representations remain valid and are not overridden by the agreement.
For a prospective Noodles & Company franchisee, this means it is crucial to carefully review all the listed documents (the Agreement, Confidentiality Agreement, Disclosure of Actual Operating Results, and Acknowledgment) to fully understand their rights and obligations. They should also ensure that the representations made in the FDD are consistent with the terms of these documents, as the FDD representations are not disclaimed by the agreement. This thorough review can help avoid misunderstandings and ensure a clear understanding of the entire agreement.