What instruments must the Area Operator deliver to Noodles & Company or its assignee at closing?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
r. If Area Operator is in full compliance with this Agreement, and Franchisor materially breaches this Agreement, Area Operator may terminate this Agreement effective 90 days after the delivery of written notice of termination if Area Operator gives written notice of such breach to Franchisor and Franchisor does not:
- (a) correct such failure within 90 days after delivery of notice of such breach; or
- (b) if such breach cannot reasonably be cured within 90 days after delivery of notice of such breach, undertake within 90 days after delivery of such notice, reasonable efforts to cure such breach, and ultimately cure such breach.
16. RIGHTS AND OBLIGATIONS UPON TERMINATION.
16.01 Expiration or Termination of Area Operator's Rights. Upon the expiration or termination of Area Operator's rights granted under this Agreement:
- (a) Area Operator shall immediately cease to use all trade secrets, Confidential Information, the Marks, and any confusingly similar trademark, service mark, trade name, logotype, or other commercial symbol or insignia. Area Operator shall immediately return all property belonging to Franchisor, including but not limited to, the Operations Manual, menus, advertising materials, computer software programs and all materials incorporating trade secrets or Confidential Information.
Source: Item 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
According to the 2025 Noodles & Company FDD, upon the expiration or termination of the Area Operator's rights, the Area Operator must return specific items to Noodles & Company. These include all trade secrets, Confidential Information, the Marks, and any confusingly similar trademark, service mark, trade name, logotype, or other commercial symbol or insignia.
Additionally, the Area Operator is required to return all property belonging to Noodles & Company. This includes, but is not limited to, the Operations Manual, menus, advertising materials, and computer software programs. All materials incorporating trade secrets or Confidential Information must also be returned.
Furthermore, Area Operators must deliver all goods and materials containing the Marks to Noodles & Company, granting Noodles & Company the sole and exclusive use of any items containing the Marks. Noodles & Company has the option to take an assignment of all telephone numbers (and associated listings) for the Restaurant, in which case the Area Operator must notify the telephone company and all listing agencies of the termination or expiration of the Area Operator's right to use any telephone number and any classified or other telephone directory listings associated with the Restaurant, and authorize and instruct their transfer to Noodles & Company. The Area Operator is not entitled to any compensation from Noodles & Company if Noodles & Company exercises this option.