What rights of the Area Operator cease upon termination of the Noodles & Company agreement?
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. Area Operator shall, at its own cost, make cosmetic changes to the Premises so that it no longer contains or resembles Noodles & Company's proprietary designs, including removal of all Noodles & Company identifying materials and distinctive cosmetic features and finishes, soffits, interior wall coverings and colors, exterior finishes and colors and signage from the Premises as we may reasonably direct.
- (b) Noodles & Company may retain all fees paid pursuant to this Agreement, and Area Operator shall immediately pay any and all amounts owing to Noodles & Company and its Affiliates.
- (c) Any and all obligations of Noodles & Company to Area Operator under this Agreement shall immediately cease and terminate.
- (d) Any and all rights of Area Operator under this Agreement shall immediately cease and terminate.
- (e) Area Operator shall immediately cease to operate the franchised Noodles & Company Restaurant, and shall not thereafter, directly or indirectly, represent to the public or hold itself out as a present or former Area Operator of Noodles & Company.
- (f) Noodles & Company shall have the option, exercisable by written notice within 30 days after the termination of this Agreement, to take an assignment of all telephone numbers (and associated listings) for the Restaurant, and Area Operator shall notify the telephone company and all listing agencies of the termination or expiration of 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. Area Operators shall deliver all goods and materials containing the Marks to Noodles & Company and we shall have the sole and exclusive use of any items containing the Marks. Area Operator is not entitled to any compensation from us if we exercise this option.
Source: Item 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
According to the 2025 Noodles & Company Franchise Disclosure Document, upon termination of the Area Operator agreement, all rights of the Area Operator under the agreement immediately cease. Specifically, the Area Operator must immediately stop using all trade secrets, confidential information, the Noodles & Company marks, and any confusingly similar trademarks or commercial symbols. The Area Operator must also return all property belonging to Noodles & Company, including operations manuals, menus, advertising materials, and computer software.
Furthermore, the Area Operator is responsible for making cosmetic changes to the premises so that it no longer resembles Noodles & Company's proprietary designs. This includes removing all Noodles & Company identifying materials, distinctive cosmetic features, interior and exterior finishes, and signage. The Area Operator must also cease operating the franchised Noodles & Company restaurant and cannot represent themselves as a present or former Area Operator of Noodles & Company.
Noodles & Company has the option to take an assignment of all telephone numbers for the restaurant, and the Area Operator must notify the telephone company and listing agencies of the termination of their right to use any telephone number associated with the restaurant, authorizing the transfer to Noodles & Company. The Area Operator must also deliver all goods and materials containing the Noodles & Company marks, and Noodles & Company has the sole and exclusive use of any items containing the marks. The Area Operator is not entitled to any compensation if Noodles & Company exercises this option. If Noodles & Company authorized the Area Operator to use the Marks on the internet, the Area Operator must transfer all rights to Noodles & Company.