How does the Noodles & Company Franchise Agreement define 'Specified Dishes'?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
referenced party. The term "control" means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of an entity, whether through ownership of voting securities, by contract or otherwise.
- "Alternative (Alternate) Approved Supplier" Any supplier you or another Area Operator has proposed to supply Non-Proprietary Products and who we have approved to do so in accordance with the terms of this Agreement.
- "Approved Supplier" Any supplier we authorize to supply Non-Proprietary Products and other supplies and construction materials, as defined in Section 9.04.
"BDF" – Brand Development Fund as defined in Section 10.01.
"Competitive Business" – Any business that operates or franchises one or more restaurants: (1) whose sales of Specified Dishes (as defined below) collectively constitute more than 10% of restaurant operating revenues; (2) that are the same as, or substantially similar to, the Noodles & Company concept as it evolves or changes over time; or (3) that operate in a fast casual or quick casual format. As used in this Agreement, "Specified Dishes" means noodle dishes, pasta dishes, Asian dishes, Italian or Mediterranean dishes and any other dishes that are the same or substantially
Source: Item 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
According to the 2025 Noodles & Company Franchise Disclosure Document, the term 'Specified Dishes' is defined within the context of 'Competitive Business'. A 'Competitive Business' is any restaurant that meets one of three criteria: (1) whose sales of 'Specified Dishes' constitute more than 10% of its operating revenues, (2) that is substantially similar to the Noodles & Company concept, or (3) that operates in a fast casual or quick casual format. This definition is important because it outlines the types of businesses that Noodles & Company would consider competitive, which can impact a franchisee's ability to operate other businesses during and after the franchise agreement term.
Specifically, 'Specified Dishes' are defined as noodle dishes, pasta dishes, Asian dishes, Italian or Mediterranean dishes, and any other dishes that are the same or substantially similar to the dishes on the Noodles & Company menu. This definition is not static; it evolves and changes along with the Noodles & Company menu. This means that as Noodles & Company updates its menu, the scope of what constitutes a 'Specified Dish' also changes, potentially impacting what a franchisee might consider a competitive business.
For a prospective Noodles & Company franchisee, this definition has several implications. First, it restricts the franchisee from operating or investing in businesses that heavily feature similar types of dishes. Second, the evolving nature of the Noodles & Company menu means that the scope of this restriction can change over time. Finally, the definition provides some exceptions, such as owning less than 5% of a publicly traded company or operating a restaurant with a significantly different average check size, offering some flexibility for franchisees with other business interests.