factual

Under what conditions is the Addendum to the Noodles & Company Franchise Agreement executed?

Noodles_Company Franchise · 2025 FDD

Answer from 2025 FDD Document

uding fraud in the inducement, or (ii) disclaiming reliance on any statement made by us, any franchise seller, or any other person acting on our behalf. This provision supersedes any other term of any document executed in connection with the franchise.

ADDENDUM TO THE NOODLES & COMPANY FRANCHISE AGREEMENT REQUIRED FOR HAWAII FRANCHISEES

This Addendum to the Noodles & Company Franchise Agreement dated between Noodles & Company and ("Franchisee") is entered into simultaneously with the execution of the Franchise Agreement. 1. The provisions of this Addendum form an integral part of, and are incorporated into the Franchise Agreement. This Addendum is being executed because: (A) the offer or sale of the franchise to Franchisee was made in the State of Hawaii; (B) Franchisee is a resident of the State of Hawaii; and/or (C) your Noodles & Company Restaurant will be located or operated in the State of Hawaii. 2. ACKNOWLEDGEMENTS. The acknowledgements in Sections 1.02 (c), (d) and (e) of the Franchise Agreement are hereby deleted. 3. Any capitalized terms that are not defined in this Addendum shall have the meaning given them in the Franchise Agreement. 4. The provisions of this Addendum will be effective only to the extent that the jurisdictional requirements of the Hawaii Franchise Registration and Disclosure Law are met independently of this Addendum. 5. Except as expressly modified by this Addendum, the Franchise Agreement remains unmodified and in full force and effect. ATTEST: NOODLES & COMPANY: Print Name: Print Name: Title: Date: ATTEST/WITNESS: Print Name: Print Name: Date:

ADDITIONAL DISCLOSURES REQUIRED BY MARYLAND

ADDITIONAL DISCLOSURES REQUIRED BY THE STATE OF MARYLAND

Item 5, Additional Disclosures. The following statements are added to Item 5:

Based upon the franchisor's financial condition, the Maryland Securities Commissioner has required a financial assurance.

Source: Item 22 — CONTRACTS (FDD pages 98–99)

What This Means (2025 FDD)

According to the 2025 Noodles & Company Franchise Disclosure Document, an addendum to the franchise agreement is executed under specific conditions related to the franchisee's location or residency. For franchisees in Hawaii, Maryland, and North Dakota, an addendum is required if the offer or sale of the franchise was made in that state, if the franchisee is a resident of that state, or if the Noodles & Company restaurant will be located or operated in that state. These addenda are entered into simultaneously with the execution of the Franchise Agreement and form an integral part of it.

These addenda modify certain aspects of the standard franchise agreement to comply with state-specific franchise laws. For example, the North Dakota addendum stipulates that covenants not to compete are generally considered unenforceable in the state and addresses jurisdiction and dispute resolution issues. The Maryland addendum ensures that franchisees do not waive rights under the Maryland Franchise Registration and Disclosure Law and defers the franchise fee payment until the franchisee commences restaurant operations.

For prospective Noodles & Company franchisees, it's crucial to understand which addenda apply based on their location and residency. These addenda can significantly alter the terms of the franchise agreement, particularly regarding legal rights, payment schedules, and operational requirements. Franchisees should carefully review these addenda with legal counsel to fully understand their implications and ensure compliance with all applicable state laws.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.