After the Noodles & Company Franchise Agreement expires or terminates, for how long are franchisees and their owners restricted from diverting business from any Noodles & Company Restaurant?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
t 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.
- (1) the Protected Area;
-
- For a continuous uninterrupted period commencing upon the expiration or termination of the Franchise Agreement and for two years thereafter, you and your Owners, 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 any Noodles & Company Restaurant is located.
-
Source: Item 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
According to Noodles & Company's 2025 Franchise Disclosure Document, following the expiration or termination of the Franchise Agreement, both the franchisee and their owners are subject to certain restrictions for a period of two years. Specifically, without prior written consent from Noodles & Company, they cannot directly or indirectly divert or attempt to divert any business or customers from any Noodles & Company Restaurant to a competitor. This includes refraining from any actions that could harm the goodwill associated with Noodles & Company's trademarks or the System.
These restrictions apply within specific geographic areas. The franchisee and their owners are prohibited from engaging in any Competitive Business within the Protected Area, a 15-mile radius from the former Noodles & Company Restaurant, a 15-mile radius of any Noodles & Company Restaurant, or any Designated Market Area where a Noodles & Company Restaurant is located. A Competitive Business includes owning, maintaining, advising, being employed by, consulting for, making loans to, operating, or having an ownership interest in any business of that nature.
However, the FDD also states that these obligations cease after the second anniversary of the later of (a) the date the franchisee ceases to have an ownership interest in the Franchisee or (b) the date the franchisee ceases to provide services to the Franchisee. This clause provides some flexibility for former franchisees and owners, clarifying the duration of their post-termination obligations. The document also acknowledges that franchisees and their owners have general skills and the opportunity to use those skills in other ways, so the enforcement of these covenants will not deprive them of their personal goodwill or ability to earn a living.