Does the release provided to Noodles & Company by the Franchisee extend to claims that are unknown at the time of execution?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee acknowledges that the Releasing Parties might, after the Effective Date, discover facts different from, or in addition to, those facts currently known to them, or which they now believe to be true, with respect to the Claims released by this Section. The Releasing Parties nevertheless agree that the release set forth in this Section has been negotiated and agreed on despite such acknowledgment and despite any federal or state statute or common-law principle which provides that a general release does not extend to claims which are not known to exist at the time of execution.
Source: Item 22 — CONTRACTS (FDD pages 98–99)
What This Means (2025 FDD)
According to the 2025 Noodles & Company Franchise Disclosure Document, the release provided by the franchisee does extend to claims that are unknown at the time of execution. Specifically, the FDD addresses the inclusion of a general release that encompasses claims the franchisee may not even be aware of when signing the agreement.
The document highlights that franchisees acknowledge the possibility of discovering new facts after the agreement's effective date that could alter their understanding of potential claims. Despite this acknowledgment, franchisees agree that the release is negotiated and agreed upon, regardless of any state or federal statute or common-law principle that might otherwise limit the scope of a general release to known claims only.
However, the FDD also includes some state-specific addenda that modify this general release. For example, the Maryland addendum specifies that any general release signed by the franchisee does not waive claims under the Maryland Franchise Registration and Disclosure Law. Similarly, the Minnesota addendum states that Noodles & Company cannot require a release that would relieve any person from liability imposed by Minnesota Statutes §§ 80C.01 - 80C.22. Therefore, franchisees should carefully review these state-specific provisions to understand the limitations on the general release they are providing to Noodles & Company.