AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 27, 2022 among NOODLES & COMPANY, as the Borrower, each other Loan Party party hereto, as Administrative Agent, L/C Issuer and Swing Line Lender, THE OTHER LENDERS PARTY HERETO, and as sole lead...Credit Agreement • July 28th, 2022 • NOODLES & Co • Retail-eating places • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of July 27, 2022, among NOODLES & COMPANY, a Delaware corporation (the “Borrower”), each other Loan Party party hereto, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent, L/C Issuer and Swing Line Lender.
FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • December 2nd, 2013 • NOODLES & Co • Retail-eating places • New York
The undersigned understands that Morgan Stanley & Co. LLC (“Morgan Stanley”) and UBS Securities LLC (“UBS,” and together with Morgan Stanley, the “Representatives”) propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Noodles & Company, a Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters, including Morgan Stanley and UBS (the “Underwriters”), of ___ shares (the “Shares”) of the common stock, $.01 par value of the Company (the “Common Stock”).
NOODLES & COMPANY CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • July 31st, 2018 • NOODLES & Co • Retail-eating places • New York
Noodles & Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”) an aggregate of 2,500,000 shares of the Class A common stock, par value $0.01 per share of the Company (the “Primary Firm Shares”). Certain stockholders (the “Selling Stockholders”) of the Company, named in Schedule III hereto, severally and not jointly, propose to sell to the several Underwriters an aggregate of 6,000,000 shares of the Class A common stock, par value $0.01 per share, of the Company (the “Secondary Firm Shares,” and, together with the Primary Firm Shares, the “Firm Shares”), with each Selling Stockholder selling the amount set forth opposite such Selling Stockholder’s name in Schedule III hereto. The shares of Class A common stock, par value $0.01 per share, of the Company to be outstanding after giving effect to the sales contemplated hereby
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 26th, 2016 • NOODLES & Co • Retail-eating places • Delaware
This Indemnification Agreement (this “Agreement”) is entered into as of July 25, 2016 (the “Effective Date”) by and between Noodles & Company, a Delaware corporation (the “Company”), and Robert M. Hartnett (the “Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 17th, 2013 • NOODLES & Co • Retail-eating places • New York
REGISTRATION RIGHTS AGREEMENT, dated as of December 27, 2010 (this “Agreement”), among Noodles & Company, a Delaware corporation (the “Company”), Catterton-Noodles, LLC, a Delaware limited liability company (“Catterton-Noodles”), Argentia Private Investments Inc., a Canadian corporation (“Argentia”), and the other stockholders of the Company named on the signature pages hereto (the “Rollover Holders”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 7th, 2024 • NOODLES & Co • Retail-eating places • Florida
This Employment Agreement (the “Agreement”) is entered into as of March 6, 2024, by and between Noodles & Company, a Delaware corporation (the “Company”), and Drew Madsen, an individual (the “Executive”).
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • March 7th, 2024 • NOODLES & Co • Retail-eating places • Delaware
This RESTRICTED STOCK UNIT AGREEMENT (this "Agreement") is made as of March 6, 2024 (the "Grant Date") by and between Noodles & Company, a Delaware corporation (the "Company"), and Drew Madsen (the "Participant").
SEVERANCE AGREEMENTSeverance Agreement • March 15th, 2019 • NOODLES & Co • Retail-eating places • Colorado
This Severance Agreement (the “Agreement”) is entered into as of October 11, 2018 (the “Effective Date”) by and between Noodles & Company, a Delaware corporation (the “Company”), and Kenneth J. Kuick, an individual (the “Employee”). In consideration of the premises and mutual promises herein below set forth, the parties hereby agree as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • June 17th, 2013 • NOODLES & Co • Retail-eating places • Colorado
This Employment Agreement (the “Agreement”) is entered into as of June 7, 2013, by and between Noodles & Company, a Delaware corporation (the “Company”), and Keith Kinsey, an individual (the “Executive”).
PERFORMANCE RESTRICTED STOCK UNIT AGREEMENTPerformance Restricted Stock Unit Agreement • June 17th, 2020 • NOODLES & Co • Retail-eating places • Delaware
This PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT (this "Agreement") is made as of ___________, 2020 (the "Effective Date") by and between Noodles & Company, a Delaware corporation (the "Company"), and _____________ (the "Participant").
SECURITY AGREEMENTSecurity Agreement • May 23rd, 2013 • NOODLES & Co • Retail-eating places • New York
THIS SECURITY AGREEMENT dated as of February 28, 2011 (as amended, modified, restated, extended or supplemented from time to time, this “Security Agreement”) is by and among the parties identified as “Grantors” on the signature pages hereto and such other parties as may become Grantors hereunder after the date hereof (individually a “Grantor”, and collectively the “Grantors”) and Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties (defined below).
PLEDGE AGREEMENTPledge Agreement • May 23rd, 2013 • NOODLES & Co • Retail-eating places • New York
THIS PLEDGE AGREEMENT dated as of February 28, 2011 (as amended, modified, restated or supplemented or extended from time to time, this “Pledge Agreement”) is by and among the parties identified as “Pledgors” on the signature pages hereto and such other parties as may become Pledgors hereunder after the date hereof (individually a “Pledgor”, and collectively the “Pledgors”) and Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties (defined below).
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • November 9th, 2017 • NOODLES & Co • Retail-eating places • Delaware
This RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is made as of July 10, 2017 (the “Effective Date”) by and between Noodles & Company, a Delaware corporation (the “Company”), and Paul J.B. Murphy, III (the “Participant”).
NOODLES & COMPANY AREA DEVELOPMENT AGREEMENTCompany Area Development Agreement • May 23rd, 2013 • NOODLES & Co • Retail-eating places • Colorado
Subject to the foregoing, you and your Owners irrevocably submit to the jurisdiction of the Federal Courts of the United States in the state in which our principal place of business is located (which is Colorado as of the date here of) and of the state courts of the city and county in which our principal place of business is located (which is as of the date hereof, the State of Colorado, City and County of Broomfield) in any suit, action, or proceeding, arising out of or relating to this Agreement or any other dispute between you and us. You irrevocably agree that all claims in respect of any such suit, action, or proceeding brought by you must be brought therein. You irrevocably waive, to the fullest extent you may lawfully do so, the defense of an inconvenient forum to the maintenance of such suit, action, or proceeding, and the defense of lack of personal jurisdiction.
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • May 23rd, 2013 • NOODLES & Co • Retail-eating places • New York
This AMENDMENT NO. 1 dated as of December 8, 2011 (this “Amendment”) is by and among NOODLES & COMPANY (the “Borrower”), BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”), and the lenders signatory hereto and amends that certain Credit Agreement dated as of February 28, 2011 (as amended, restated, extended, supplemented, modified and otherwise in effect from time to time, the “Credit Agreement”) by and among the Borrower, the other Loan Parties party thereto, the lenders party thereto (the “Lenders”), the Administrative Agent, Bank of America, N.A. as L/C Issuer and Swing Line Lender, Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Left Lead Arranger, GE Capital Markets, Inc. and Wells Fargo Bank, National Association as Right Lead Arrangers and together with the Left Lead Arranger, as Co-Lead Arrangers, Merrill Lynch, Pierce, Fenner & Smith Incorporated, GE Capital Markets, Inc. and Wells Fargo Bank, National Association as Joint Book Managers, GE Capi
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • November 9th, 2017 • NOODLES & Co • Retail-eating places • Delaware
This RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is made as of July 10, 2017 (the “Effective Date”) by and between Noodles & Company, a Delaware corporation (the “Company”), and Paul J.B. Murphy, III (the “Participant”).
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • May 23rd, 2013 • NOODLES & Co • Retail-eating places • New York
This AMENDMENT NO. 2 dated as of August 1, 2012 (this “Amendment”) is by and among NOODLES & COMPANY (the “Borrower”), BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”), and the lenders signatory hereto and amends that certain Credit Agreement dated as of February 28, 2011 (as amended by Amendment No. 1 dated as of December 8, 2011 and as further amended, restated, extended, supplemented, modified and otherwise in effect from time to time, the “Credit Agreement”) by and among the Borrower, the other Loan Parties party thereto, the lenders party thereto (the “Lenders”), the Administrative Agent, Bank of America, N.A. as L/C Issuer and Swing Line Lender, Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Left Lead Arranger, GE Capital Markets, Inc. and Wells Fargo Bank, National Association as Right Lead Arrangers and together with the Left Lead Arranger, as Co-Lead Arrangers, Merrill Lynch, Pierce, Fenner & Smith Incorporated, GE Capital Markets, Inc. and W
NOODLES & COMPANY FRANCHISE AGREEMENTFranchise Agreement • May 23rd, 2013 • NOODLES & Co • Retail-eating places • Colorado
This Franchise Agreement (this “Agreement”) is made as of this day of , , between NOODLES & COMPANY (“Franchisor”, “we”, “us” or “Noodles & Company”), a Delaware corporation, with its principal place of business located at 520 Zang Street, Broomfield, CO 80021 and (“Franchisee” or “Area Operator” or “you”), a(n) , whose principal address is: .
AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • November 19th, 2013 • NOODLES & Co • Retail-eating places • Delaware
AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this "Agreement"), dated as of July 2, 2013, among Noodles & Company, a Delaware corporation (the "Company"), and each Sponsor (as defined below) listed on the signature pages hereto, and any other Person that may become a party to this Agreement after the date and pursuant to the terms hereof.
Form of PSU Agreement PERFORMANCE RESTRICTED STOCK UNIT AGREEMENTPerformance Restricted Stock Unit Agreement • May 11th, 2023 • NOODLES & Co • Retail-eating places • Delaware
This PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT (this "Agreement") is made as of March 14, 2023 (the "Effective Date") by and between Noodles & Company, a Delaware corporation (the "Company"), and _____________ (the "Participant").
STOCK OPTION AGREEMENT (NONQUALIFIED STOCK OPTIONS)Stock Option Agreement • November 9th, 2017 • NOODLES & Co • Retail-eating places • Delaware
This STOCK OPTION AGREEMENT (this “Agreement”) is made as of September 21, 2017 (the “Effective Date”), by and between Noodles & Company, a Delaware corporation (the “Company”), and Dave Boennighausen (the “Participant”).
NOODLES & COMPANY AREA DEVELOPMENT AGREEMENTArea Development Agreement • February 24th, 2015 • NOODLES & Co • Retail-eating places • Colorado
This Area Development Agreement (this “Agreement”) is made as of the _______ day of ________, ___________ between Noodles & Company (“Franchisor,” “we,” “us” or “Noodles & Company”), a Delaware corporation, with its principal place of business located at 520 Zang Street, Suite D, Broomfield, CO 80021 and _________________________________________________________ (“Area Operator” or “you”), a(n) _______________ whose principal address is____________________________.
NOODLES & COMPANY FRANCHISE AGREEMENTFranchise Agreement • February 24th, 2015 • NOODLES & Co • Retail-eating places • Colorado
This Franchise Agreement (this "Agreement") is made as of this _____ day of ____________, _______, between NOODLES & COMPANY ("Franchisor", "we", "us" or "Noodles & Company"), a Delaware corporation, with its principal place of business located at 520 Zang Street, Broomfield, CO 80021 and ________________________________________ ("Franchisee" or "Area Operator" or "you"), a(n) _________________________________, whose principal address is: _____________________________________.
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 26th, 2023 • NOODLES & Co • Retail-eating places
This FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 21, 2023 (this “Amendment”) is by and among (a) NOODLES & COMPANY (the “Borrower”), (b) each of the Guarantors (as defined in the Credit Agreement referred to below) signatory hereto, (c) U.S. BANK NATIONAL ASSOCIATION, as administrative agent (in such capacity, the “Administrative Agent”), L/C Issuer and Swing Line Lender (each such term defined in the Credit Agreement referred to below) and (d) the lenders signatory hereto and amends that certain Amended and Restated Credit Agreement, dated as of July 27, 2022 (as further amended, restated, extended, supplemented, modified and otherwise in effect from time to time, the “Credit Agreement”), by and among the Borrower, the other Loan Parties (as defined in the Credit Agreement) party thereto, the Lenders (as defined in the Credit Agreement) party thereto, the Administrative Agent, and U.S. Bank National Association, as L/C Issuer and Swing Line Lender. Ca
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 9th, 2017 • NOODLES & Co • Retail-eating places • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (as the same may be further amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of November 22, 2013, among NOODLES & COMPANY, a Delaware corporation (the “Borrower”), each other Loan Party party hereto, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, L/C Issuer and Swing Line Lender.
Form of PSU Agreement PERFORMANCE RESTRICTED STOCK UNIT AGREEMENTPerformance Restricted Stock Unit Agreement • April 30th, 2021 • NOODLES & Co • Retail-eating places • Delaware
This PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT (this "Agreement") is made as of March 14, 2021 (the "Effective Date") by and between Noodles & Company, a Delaware corporation (the "Company"), and _____________ (the "Participant").
RELEASE AGREEMENTRelease Agreement • July 26th, 2016 • NOODLES & Co • Retail-eating places
This Release Agreement (the “Agreement”) is entered into as of July 25, 2016 (the “Effective Date”), by and between Noodles & Company, a Delaware corporation (the “Company”), and Kevin Reddy, an individual (the “Executive”). Capitalized terms not defined herein have the meanings specified in the Employment Agreement between the Company and Executive dated June 7, 2013 (the “Employment Agreement”).
AMENDMENT NO. 3 TO Credit AGREEMENTCredit Agreement • August 9th, 2013 • NOODLES & Co • Retail-eating places • New York
This Amendment No. 3 dated as of June 21, 2013 (this “Amendment”) is by and among NOODLES & COMPANY (the “Borrower”), Bank of America, N.A., as administrative agent (the “Administrative Agent”), and the lenders signatory hereto and amends that certain Credit Agreement dated as of February 28, 2011 (as amended by Amendment No. 1 dated as of December 8, 2011, Amendment No. 2 dated as of August 1, 2012, and as further amended, restated, extended, supplemented, modified and otherwise in effect from time to time, the “Credit Agreement”) by and among the Borrower, the other Loan Parties party thereto, the lenders party thereto (the “Lenders”), the Administrative Agent, Bank of America, N.A. as L/C Issuer and Swing Line Lender, Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Left Lead Arranger, Wells Fargo Bank, National Association as Right Lead Arranger and together with the Left Lead Arranger, as Co-Lead Arrangers, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo B
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • August 8th, 2024 • NOODLES & Co • Retail-eating places • Delaware
This RESTRICTED STOCK UNIT AGREEMENT (this "Agreement") is made as of May 15, 2024 (the "Effective Date") by and between Noodles & Company, a Delaware corporation (the "Company"), and XXXXX(the "Participant").
STOCK OPTION AGREEMENT (NONQUALIFIED STOCK OPTIONS)Stock Option Agreement • March 7th, 2024 • NOODLES & Co • Retail-eating places • Delaware
This STOCK OPTION AGREEMENT (this “Agreement”) is made as of March 6, 2024 (the “Grant Date”), by and between Noodles & Company, a Delaware corporation (the “Company”), and Drew Madsen (the “Participant”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 21st, 2019 • NOODLES & Co • Retail-eating places • New York
This FIRST AMENDMENT TO CREDIT AGREEMENT dated as of November 20, 2019 (this “Amendment”) is by and among (a) NOODLES & COMPANY (the “Borrower”), (b) each of the Guarantors (as defined in the Credit Agreement referred to below) signatory hereto, (c) U.S. BANK NATIONAL ASSOCIATION, as administrative agent (in such capacity, the “Administrative Agent”), L/C Issuer and Swing Line Lender (each such term defined in the Credit Agreement referred to below) and (d) the lenders signatory hereto and amends that certain Credit Agreement, dated as of May 9, 2018 (as further amended, restated, extended, supplemented, modified and otherwise in effect from time to time, the “Credit Agreement”), by and among the Borrower, the other Loan Parties (as defined in the Credit Agreement) party thereto, the Lenders (as defined in the Credit Agreement) party thereto, the Administrative Agent, and U.S. Bank National Association, as L/C Issuer and Swing Line Lender. Capitalized terms used herein without definiti
SECURITY AGREEMENTSecurity Agreement • May 11th, 2018 • NOODLES & Co • Retail-eating places • New York
THIS SECURITY AGREEMENT dated as of May 9, 2018 (as amended, modified, restated, extended or supplemented from time to time, this “Security Agreement”) is by and among the parties identified as “Grantors” on the signature pages hereto and such other parties as may become Grantors hereunder after the date hereof (individually a “Grantor”, and collectively the “Grantors”) and U.S. Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties (defined below).
December 27, 2010Management Services Agreement • May 30th, 2013 • NOODLES & Co • Retail-eating places
Argentia Private Investments Inc. c/o Public Sector Pension Investments Board 1250 Rene Levesque Blvd. West Suite 900 Montreal, Quebec H3B 4W8
SEPARATION AGREEMENTSeparation Agreement • June 25th, 2024 • NOODLES & Co • Retail-eating places • Colorado
This Separation Agreement (“Agreement”) is made as of June 18, 2024 (the “Agreement Date”) between Noodles & Company, a Delaware corporation (the “Company”) and Melissa Heidman (“Executive”) (each a “party” and together the “parties”):
RESTRICTED STOCK UNIT AGREEMENT For General Manager Equity Partner PlanRestricted Stock Unit Agreement • May 9th, 2024 • NOODLES & Co • Retail-eating places • Delaware
This RESTRICTED STOCK UNIT AGREEMENT (this "Agreement") is made as of March 14, 2024 (the "Effective Date") by and between Noodles & Company, a Delaware corporation (the "Company"), and XXXXX (the "Participant").
