What release must the franchisee and their owners execute when transferring a Noodles & Company franchise?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
- (h) you and your Owners and Affiliates must, except to the extent limited or prohibited by applicable law, execute a general release, in form and substance satisfactory to us, of any and all claims against us, our Affiliate, stockholders, officers, directors, employees, agents, successors and assigns;
Source: Item 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
According to Noodles & Company's 2025 Franchise Disclosure Document, when transferring a franchise, the franchisee, their owners, and affiliates must execute a general release. This release must be in a form and substance that is satisfactory to Noodles & Company. The release covers any and all claims against Noodles & Company, its affiliates, stockholders, officers, directors, employees, agents, successors, and assigns. However, this requirement is subject to the extent that it is not limited or prohibited by applicable law.
In practical terms, this means that as part of the transfer process, a franchisee must sign a document that prevents them from suing Noodles & Company over any past issues once the franchise is sold. This is a standard practice in franchising to provide the franchisor with legal protection after a transfer. The franchisee should carefully review this release with legal counsel to understand the full scope of what they are giving up.
This requirement is one of several conditions that Noodles & Company may impose on the transfer of a franchise. Other conditions include compliance with existing agreements, ensuring the transferee meets Noodles & Company's standards, payment of a transfer fee, and agreement to a non-competition covenant. The general release is a key component that protects Noodles & Company from potential future liabilities related to the previous franchisee's operation of the business.