CREDIT AGREEMENT Dated as of February 28, 2011 among NOODLES & COMPANY, as the Borrower, each other Loan Party party hereto, BANK OF AMERICA, N.A., as Administrative Agent, L/C Issuer and Swing Line Lender, THE OTHER LENDERS PARTY HERETO, MERRILL...Credit Agreement • May 23rd, 2013 • NOODLES & Co • Retail-eating places • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of February 28, 2011, among NOODLES & COMPANY, a Delaware corporation (after giving effect to the Acquisition and the other aspects of the Transaction, 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, 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 CAPITAL MARKETS, INC. and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Co-Syndication Agents and REGIONS BANK, as Documentation Agent.
SEVERANCE AGREEMENTSeverance Agreement • May 23rd, 2013 • NOODLES & Co • Retail-eating places • Colorado
This Severance Agreement (the “Agreement”) is entered into as of January 24, 2011 (the “Effective Date”) by and between Noodles & Company, a Delaware corporation (the “Company”), and Dan Fogarty, an individual (the “Employee”). In consideration of the premises and mutual promises herein below set forth, the parties hereby agree as follows:
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).
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
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: .
