Does the Noodles & Company seller have the right to contest an order for remediation of Hazardous Materials?
Noodles_Company Franchise · 2025 FDDAnswer from 2025 FDD Document
We will have no liability for any sales, use, service, occupation, exercise, gross receipts, income, property or other taxes, whether levied upon your Noodles & Company Restaurant, your property or upon us, in connection with sales made or business conducted by you (except any taxes we are required by law to collect from you). Payment of all such taxes shall be your responsibility. In the event of a bona fide dispute as to your liability for taxes, you may contest your liability in accordance with applicable law. In no event, however, will you permit a tax sale, seizure, or attachment to occur against your Noodles & Company Restaurant or any of its assets.
Source: Item 23 — RECEIPT (FDD pages 99–350)
What This Means (2025 FDD)
Based on the 2025 Franchise Disclosure Document, the Noodles & Company franchise agreement addresses the franchisee's responsibility for taxes but does not explicitly detail the right to contest orders for remediation of hazardous materials. However, the document states that in the event of a bona fide dispute regarding tax liability, the franchisee has the right to contest this liability in accordance with applicable law. This suggests a general principle that franchisees can dispute liabilities if they have a good faith basis for doing so.
While the FDD does not directly address hazardous materials remediation, the section on taxes provides a framework for how Noodles & Company approaches disputes. The franchisee is responsible for all taxes related to the restaurant's operation, but they are also allowed to contest these liabilities if a legitimate dispute exists. This indicates that Noodles & Company is open to resolving disputes through legal channels.
Prospective franchisees should seek clarification from Noodles & Company regarding their rights and responsibilities related to environmental compliance and hazardous materials. Specifically, they should inquire about the process for contesting remediation orders, the types of support Noodles & Company provides in such situations, and any insurance or indemnification provisions that may apply. Understanding these details is crucial for assessing the potential financial and legal risks associated with operating a Noodles & Company franchise.