Is Noodles & Company restricted from operating or franchising a Noodles & Company restaurant within a franchisee's Protected Area during the term of the agreement, excluding pre-existing locations and Non-Traditional Venues?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
taurant at a mutually acceptable location, unless we determine otherwise at our discretion. In connection with any catering program approved, implemented or maintained by us, you shall have the right to cater to businesses or other locations within the Protected Area if you follow all procedures and menu requirements, purchase all supplies, products and ingredients through Approved Suppliers and Designated Suppliers, and otherwise follow the Operations Manual as to catering. You may engage with third-party food ordering and delivery systems, and ring up and account for ordering, delivery and catering charges not included in the price of products, only in the manner we permit.
2.02 Your Protected Area. During the Term, we will not operate (directly or through an Affiliate), nor grant to another person the right to operate, any Noodles & Company Restaurant located within the geographical area depicted on the attached Exhibit E, Protected Area Exhibit, as the "Protected Area," unless such Restaurant(s) was in operation, under lease or construction or other commitment to open prior to execution of this Agreement, which Restaurant(s) is expressly excluded from this clause.
You acknowledge, however, that certain locations within the Protected Area are by their nature unique and separate in character from the sites to which we intend to grant you a franchise; such sites are referred to as "Non-Traditional Venues." As a result, you agree that Non-Traditional Venues are excluded from the Protected Area and we shall have the right to develop (by direct ownership, franchising, licensing or other means) such locations even if such sites are located within the Protected Area and regardless of the proximity of such sites to any Noodles & Company Restaurant for which you have, or might have in the future, a franchise. Non-Traditional Venues include, for example: (i) transportation facilities, including airports, train stations, subways and rail, and bus stations;
Source: Item 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
According to Noodles & Company's 2025 Franchise Disclosure Document, during the term of the Franchise Agreement, Noodles & Company will not operate or grant to another person the right to operate a Noodles & Company restaurant within the franchisee's Protected Area. This is with the exception of restaurants that were already in operation, under lease, or under construction prior to the execution of the agreement. These pre-existing restaurants are expressly excluded from the protected area clause.
However, this protected area has some limitations. Certain locations are considered "Non-Traditional Venues" and are excluded from the Protected Area. Noodles & Company retains the right to develop these venues through direct ownership, franchising, licensing, or other means, even if they are within the Protected Area. Non-Traditional Venues include locations such as transportation facilities (airports, train stations), military bases, sports facilities, amusement parks, rest stops, casinos, food courts, Indian reservations and museums.
This means that while a franchisee is granted a Protected Area, Noodles & Company retains considerable freedom to operate or franchise other locations within that area that fall under the definition of Non-Traditional Venues. A prospective franchisee should carefully consider the potential impact of these exceptions on their business, especially if their Protected Area contains or is near any of these Non-Traditional Venues.