What happens if applicable law does not require Noodles & Company to permit a transfer?

According to Noodles & Company's 2025 Franchise Disclosure Document, if applicable law does not require Noodles & Company to permit a transfer of the Area Operator's rights, then no transfer will be permitted. In this case, the conditions for approval outlined in Section 7.02 of the agreement will not apply. This means that Noodles & Company retains full discretion over transfer approvals unless legally mandated otherwise.

This provision gives Noodles & Company significant control over who becomes an Area Operator. A prospective franchisee should understand that they cannot transfer their rights unless legally required, and even then, Noodles & Company has specific criteria that must be met for the transfer to be approved. This could impact the franchisee's exit strategy or ability to sell the business if Noodles & Company does not find the proposed transferee suitable.

It is important for potential Noodles & Company franchisees to seek legal counsel to fully understand the implications of this transfer provision and how it may affect their rights and obligations under the Area Development Agreement. Understanding the conditions under which a transfer is permissible, and the circumstances in which it is not, is crucial for making an informed investment decision.