Under what circumstances is the Addendum mentioned in this section executed for a Noodles & Company Area Development Agreement?

According to the 2025 Noodles & Company Franchise Disclosure Document, an addendum to the Area Development Agreement is executed simultaneously with the Area Development Agreement itself under specific circumstances related to state regulations. This addendum is triggered if (A) the offer or sale of a franchise to the Area Operator was made in a specific state, such as Rhode Island, Maryland, or Minnesota; (B) the Area Operator is a resident of one of those states; and/or (C) part or all of the Development Area is located in one of those states.

The addendum modifies certain sections of the Area Development Agreement to ensure compliance with state-specific franchise laws. For example, the Rhode Island addendum includes a clause stating that any provision restricting jurisdiction or venue to a forum outside of Rhode Island or requiring the application of other state laws is void under the Rhode Island Franchise Investment Act. Similarly, the Minnesota addendum modifies sections related to releases, assignments, and termination notices to comply with Minnesota Statutes. The Maryland addendum defers the payment of the Development Fee until the Area Operator commences operating their first Noodles & Company restaurant.

These addenda are integral parts of the Area Development Agreement and remain in effect only to the extent that they align with the jurisdictional requirements of the respective state's franchise laws. Except for the specific modifications outlined in each addendum, the original Area Development Agreement remains in full force. Prospective Noodles & Company Area Operators should carefully review these addenda to understand how state laws may affect their rights and obligations under the Area Development Agreement.