Does the purchase price for Noodles & Company assets include any consideration for trademarks or goodwill?

According to Noodles & Company's 2025 Franchise Disclosure Document, the purchase price for assets does not include any consideration for trademarks or goodwill. Specifically, when Noodles & Company exercises its option to purchase the assets of a restaurant upon termination or expiration of the franchise agreement, the purchase price will be based on the fair market value of the assets, accounting for depreciation and condition, less any liabilities Noodles & Company chooses to assume.

The FDD explicitly states that the purchase price will not include any additional amount for trademarks, service marks, or other commercial symbols associated with the Noodles & Company brand. This means that a franchisee will not be compensated for the value of the brand recognition or customer loyalty (goodwill) they have built up during the operation of the restaurant.

This provision is important for prospective franchisees to understand, as it affects the potential return on investment when the franchise agreement ends. While franchisees benefit from using the Noodles & Company brand and trademarks during the term of the agreement, they will not receive any financial compensation for the value of these assets if Noodles & Company purchases the restaurant's assets at the end of the term. This is a fairly standard practice in franchising, as the franchisor typically retains ownership of the brand and associated goodwill.

Franchisees should carefully consider this aspect when evaluating the franchise opportunity and projecting their potential earnings and exit strategy. Understanding that the sale of assets back to Noodles & Company will not include compensation for goodwill is crucial for making informed financial decisions.