Does the Noodles & Company franchise agreement allow for reliance on representations made in the Franchise Disclosure Document?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
The following provision applies only to franchisees and franchises that are subject to the state franchise registration/disclosure laws in California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Virginia, Washington, or Wisconsin.
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 and 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 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
According to the 2025 Noodles & Company Franchise Disclosure Document, the franchise agreement addresses the franchisee's ability to rely on statements made by Noodles & Company. For franchisees and franchises subject to state franchise registration/disclosure laws in California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Virginia, Washington, or Wisconsin, the franchise agreement stipulates that no signed statement can waive claims under applicable state franchise law, including fraud in the inducement, or disclaim reliance on any statement made by Noodles & Company or its representatives. This provision takes precedence over any conflicting terms in any document related to the franchise.
This means that in the specified states, a Noodles & Company franchisee cannot waive their right to claim they were fraudulently induced into signing the agreement based on misrepresentations by Noodles & Company. They also retain the right to rely on statements made by Noodles & Company during the franchise sales process. This offers a degree of protection to franchisees in these states, ensuring they can hold Noodles & Company accountable for the accuracy of their representations.
However, it is important to note that this protection is explicitly limited to franchisees operating in the states listed. Franchisees in other states may not have the same legal recourse if they believe they were misled during the franchise sales process. Prospective franchisees should consult with a legal professional to fully understand their rights and obligations under the franchise agreement, particularly in states not listed in this provision. This clause aims to protect franchisees from unknowingly waiving their rights to legal recourse based on misrepresentations, but its limited scope means franchisees outside the specified states face different legal landscapes.