After the expiration or termination of the Development Agreement, can you or your Owners operate a Competitive Business anywhere in the United States if it competes with Noodles & Company?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
se.
- 6.02 In-Term Covenants. During the Term, you shall not, without Noodles & Company's prior written consent, either directly or indirectly, for yourself, or through, on behalf of, or in conjunction with any person, persons, partnership, limited liability company, or corporation:
- (a) Divert or attempt to divert any business or customer of any Noodles & Company Restaurant to any competitor, by direct or indirect inducement or otherwise, or do or perform, directly or indirectly, any other act injurious or prejudicial to the goodwill associated with Noodles & Company's Marks or the System.
- (b) [Intentionally omitted]
- (c) Own, maintain, advise, be employed by, consult for, make loans to, operate, engage in or have an ownership interest (including any right to share in revenues or profits) in any Competitive Business which is, or is intended to be located within:
- (1) the Protected Area;
- (2) a radius of 15 miles from your Noodles & Company Restaurant;
- (3) a radius of 15 miles of any Noodles & Company Restaurant; or
- (4) the United States.
- 6.03. Post-Term Covenants. For a continuous uninterrupted period commencing upon the expiration or termination of this Agreement and for two years thereafter, you shall not, without Noodles & Company's prior written consent, either directory or indirectly, for yourself, or through, on behalf of, or in conjunction with any person, persons, partnership, limited liability company, or corporation:
- (a) Divert or attempt to divert any business or customer of any Noodles & Company Restaurant to any competitor, by direct or indirect inducement or otherwise, or do or perform, directly or indirectly, any other act injurious or prejudicial to the goodwill associated with Noodles & Company's Marks or the System.
- (b) [Intentionally omitted]
- (c) Own, maintain, advise, be employed by, consult for, make loans to, operate, engage in or have an ownership interest (including any right to share in
revenues or profits) in any Competitive Business which is, or is intended to be located within:
- (1) the Protected Area;
- (2) a radius of 15 miles from your Noodles & Company Restaurant;
- (3) a radius of 15 miles of any Noodles & Company Restaurant; or
- (4) any Designated Market Area (as defined by Nielsen Media Research) where a Noodles & Company Restaurant is located.
- 6.04 Independent Covenant. The parties agree that each of the foregoing covenants shall be construed as independent of any other covenant or provision of this Agreement.
Source: Item 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
According to Noodles & Company's 2025 Franchise Disclosure Document, after the Development Agreement expires or terminates, you and your owners face certain restrictions regarding competitive businesses. For a period of two years following the expiration or termination of the Development Agreement, you and your owners are prohibited from owning, maintaining, advising, being employed by, consulting for, making loans to, operating, engaging in, or having an ownership interest in any Competitive Business. This restriction applies if the Competitive Business is located within the Protected Area, within a 15-mile radius of your Noodles & Company Restaurant, within a 15-mile radius of any Noodles & Company Restaurant, or anywhere in the United States.
However, this non-compete obligation ceases after the second anniversary of the later of (a) the date you no longer have an ownership interest in the Franchisee or (b) the date you stop providing services to the Franchisee. This means that the restrictions are time-limited and tied to your involvement with the Noodles & Company franchise.
Noodles & Company requires that you and your owners acknowledge that you possess general skills and abilities that can be used in other ways, ensuring that the enforcement of these non-compete agreements does not deprive you of your personal goodwill or ability to earn a living. This acknowledgement is designed to balance Noodles & Company's need to protect its business interests with your right to pursue other opportunities after the agreement ends. Note that these restrictions are subject to Noodles & Company's prior written consent.