You Are What You Eat…Now Show Us Who You Are Doodle Contest Official Rules

NO PURCHASE NECESSARY TO ENTER OR WIN. Internet access is required to participate.

1. Eligibility: The You Are What You Eat…Now Show Us Who You Are Doodle Contest (“Contest”) is open to legal residents of the fifty (50) United States and the District of Columbia who are 6 years of age or older at time of entry. Employees, officers, directors, agents and representatives of Noodles & Company (“Sponsor”), its parent, subsidiaries, affiliates, franchisees, advertising/promotion/fulfillment agencies, anyone else connected with the development, production and distribution of materials for or the implementation of this Contest and persons in the immediate family of (spouse, parent, child, sibling and their respective spouses, regardless of where they reside) or those living in their same household (whether or not related) as any person in any of the preceding categories, are not eligible to enter or win. Void where prohibited by law. All federal and state laws apply. Contest starts on or about 12:00:01 a.m. Mountain Time (MT) on August 5, 2008 and ends at 11:59:59 p.m. MT on August 22, 2008 (“Contest Period”).

2. How to Enter: To enter, you must first create your own “personal doodle,” which is an image of a face using actual physical edible components such as fruit, vegetables, noodles, candy or other edible products, and describes or represents who you are. Then, during the Contest Period, access www.noodles.com (“Website”) and follow the online instructions to complete the entry registration information, select a user name and password, upload a digital picture of your original personal doodle, and write a short essay (50 words or less) about why this doodle exemplifies who you are (registration, doodle and essay, collectively, constitute your “Entry”). Each Entry must comply with the Conditions of Entry criteria set forth below. When your entry is complete, click the “Submit” button. Important Notice: All entries from persons under the age of 13 must be submitted by the entrant’s parent/legal guardian on entrant’s behalf, and the entrant’s parent/legal guardian agrees to be bound by these official rules and the decisions of the Judges for themselves and on behalf of their child. Once submitted, an entry cannot be deleted, canceled, or modified. Entries including more than one doodle will be disqualified. All entries must be received during the Contest Period. Sponsor’s computers/server will be the official timekeeper for all matters related to the Contest. Limit of one entry per person. However, a parent/legal guardian may submit one (1) entry for their child and may also submit one (1) different entry for themselves. In the event of a dispute about entries submitted by multiple individuals using the same user name or e-mail address, entry will be deemed to have been submitted by the authorized subscriber of the e-mail account used to register at the Website at the actual time of entry. The authorized e-mail-account subscriber is deemed to be the natural person who is assigned an e-mail address by an Internet-access provider, online-service provider, or other organization that is responsible for assigning e-mail addresses or the domain associated with the submitted e-mail address. Multiple entries per person or any use of robotic, repetitive, automatic, programmed, or similar entry methods or agents (including, but not limited to, contest-entry services) are prohibited and will void all entries by that entrant. Entrants assume all risk of lost, late, misdirected, incomplete, or illegible entries.

3. Conditions of Entry. Each submitted Entry must be the original creation of the entrant (not copied, adapted or reproduced from any other source and not a collaboration with any other person). Obscene, offensive, disparaging, dangerous, defamatory, libelous, violent, inapplicable, or inappropriate Entries, including, without limitation, those depicting violence, nudity, profanity, or illegal or sexually explicit activity, as determined at the sole and absolute discretion of the Judges and Sponsor, will not be considered. Digital photographs of your doodle must be in .jpg or .gif format and no larger than 1 MB in file size. Doodles and essays may not depict or refer to any third parties other than the Entrant. By submitting an entry or accepting any prize, each entrant understands and agrees that his/her Entry, including, without limitation, the doodle and essay, may be posted online on the World Wide Web and further represents and warrants that his/her Entry, in whole and in part: (i) is his/her original creation and has not been copied from any other work; (ii) does not violate or infringe any copyright, trademark, or other proprietary right of any person or entity; (iii) has not been submitted into any other Contest; and (iv) is his/her sole and exclusive property. Sponsor reserves the right, in its sole and unfettered discretion, to disqualify at any time during the Contest any Entry based on the belief that such Entry contains any materials that may infringe on the rights of any third parties, or otherwise are not in compliance with these official rules. All doodles and essays submitted, and all rights, titles and interest thereto, including copyrights and derivative works and concepts or ideas depicted therein, are assigned to and become the sole property of Sponsor, may be used by Sponsor for any purpose and in any media whatsoever (without further compensation or review), and will not be returned. Sponsor reserves the right to edit, alter, modify or distort any submitted entry.

4. Selection of Winners. There are three separate age categories for entries: Category 1: ages 6 through 11; Category 2: ages 12 through 17; and Category 3: ages 18 and older. Categories are based on each entrant’s age at the time of entry. Two prizes will be awarded in each category, as follows:

a. Critic’s Choice Winner. All eligible entries received in each Category during the Contest Period will be reviewed by a panel of judges selected by Sponsor, whose decisions shall be final, binding, and conclusive on all matters. Entries will be judged on the following criteria, giving equal weight to each: originality and creativity of doodle, originality and creativity of essay. The entry with the highest score will be deemed the Critic’s Choice Winner, subject to verification. In the event of a tie, the tied Entry deemed the most original by the judges will be declared the winner.

b. People’s Choice Winner. All eligible entries received during the Contest Period will be posted online at the Website for viewing by other Website visitors who register at the Website and create a user name and password. The Website’s visitors will have the opportunity to access the Website during the Contest Period and rate each entry between 1 and 5, based on originality and creativity of the doodle (with 5 being highly original and creative and 1 being low). Individual online visitors may rate each entry only once during the Contest Period. The use of robotic or automatic devices for rating is prohibited and Sponsor reserves the right to nullify all such ratings and to disqualify the responsible individual from rating. The entry in each Category that receives the highest number of “5” ratings during the Contest Period and who has not won a Critic’s Choice prize, will be deemed the People’s Choice Winner, subject to verification. In the case of a tie, the entry (among tied entries) that was rated by the most visitors during the Contest Period will be declared the winner.

5. Prizes. Critic’s Choice Prize (3): One Year of Visits to Noodles & Company restaurants (equal to $20 per week for 52 weeks in Noodles & Company gift cards delivered separately or at one time at Sponsor’s discretion, for a total prize value of $1,040), and one VIP Tasting at a Noodles & Company restaurant selected by Sponsor. Total Approximate Retail Value of each Critic’s Choice Prize (ARV): $1,090 People’s Choice Prize (3): $150 Noodles & Company gift card and a VIP tasting at a Noodles & Company restaurant selected by Sponsor. ARV: $200. Total ARV of all prizes: 3,870. Gift cards are good for food and drink only, tax and gratuity not included, and cannot be redeemed for cash. Each VIP tasting will take place at a restaurant selected by Sponsor, and consists of a tasting of various menu items (selected by the restaurant) for Winner and up to 6 guests, not to exceed $50 for the entire tasting. Alcohol beverages are not included. Each Winner will be contacted by a Noodles & Company representative to coordinate a date and time for the VIP tasting, which must be completed within six (6) months of prize award or that portion of the prize will be forfeited in its entirety. If a winner is a minor, he/she must be accompanied by his/her parent or legal guardian as one of the VIP tasting guests. Winner will be responsible for all costs or expenses not identified in these rules. In the event a winner lives more than fifty (50) miles from a Noodles & Company restaurant, that winner will receive the cash equivalent of the prize in lieu of the gift card(s)/VIP tasting party, delivered in the form of a check. Winners are subject to verification and compliance with these Complete Official Rules. The verification of winners and awarding of prizes will be conducted under the supervision of Sponsor or its designated judging panel, whose decisions are final and binding in all matters pertaining to this Contest. An entrant is not a winner of any prize until entrant’s eligibility and potential winning Entry have been verified and entrant has been notified that verification is complete. Entrants and their parent or legal guardian if entrant is a minor agree (on their own behalf and on behalf of the minor) to be bound by these Complete Official Rules and the decisions of Sponsor and the judging organization.

6. Conditions of Participation. Potential winners will each be notified by phone, email, postal mail, or private delivery service (at Sponsor’s sole discretion) and each potential winner (or potential winner’s parent or legal guardian if potential winner is a minor) may be required to sign and return an Affidavit of Eligibility and Release of Publicity (where legal) and Liability Release, to be received within seven (7) days of notification. If winner is a minor, prize will be awarded to winner’s parent or legal guardian on winner’s behalf, or as may otherwise be deemed appropriate by Sponsor, in its sole judgment. In the event of noncompliance, if a winner cannot be reached at the e-mail or mailing address on that winner’s entry, or if a prize or prize notification is returned as unclaimed or undeliverable, that prize will be forfeited and an alternate winner will be selected in accordance with these Complete Official Rules. Depictions of prizes in Contest-related materials are for illustrative purposes only and may not be actual prizes provided. No cash or substitution of any prizes will be offered in whole or in part. No assignment or prize transfer is permitted in whole or in part. If a prize is unavailable, Sponsor reserves the sole right to substitute a prize of equal or greater value. Limit of one Prize per person. All unspecified expenses, taxes, fees, and surcharges on prizes are the sole responsibility of that prizewinner. By submitting an entry or accepting a prize, where permitted by law, each participant (or participant’s parent or legal guardian, if participant is a minor) grants to Sponsor (and agrees to confirm that grant in writing) and those acting pursuant to the authority of Sponsor the right to print, publish, broadcast, distribute, and use, worldwide in any media now known or hereafter developed, including, but not limited to, the World Wide Web, in perpetuity and throughout the universe, the entries, including, without limitation, the Entry (in whole or in part) and that participant’s name, portrait, picture, voice, likeness, image or statements about the promotion, and biographical information as news or information and for trade, advertising, and promotional purposes without any compensation or review.

7. Release of Liability. All entrants (and their parents or legal guardians if entrant is a minor) agree to indemnify, hold harmless and release Sponsor; its parent, affiliates, subsidiaries and franchisees; the service agencies and independent contractors of any of the above organizations; their respective officers, directors, employees, and agents (including advertising and promotion agencies); and all others associated with the development and execution of this Contest from any and all liability with respect to or in any way arising from this Contest; participation in any Contest-related activity; and/or delivery/misdelivery, acceptance, possession, use, or misuse of a prize, including, but not limited to, liability for personal injury, bodily injury (including wrongful death or disability), damage to property, and damage or loss of any other kind. Sponsor is not responsible for any incorrect or inaccurate information, whether caused by Web-site users or by any of the equipment or programming associated with or used in the Contest or by any technical or human error that might occur in the processing of submissions in the Contest. Sponsor assumes no responsibility for any error; omission; interruption; deletion; defect; delay in operation or transmission; communications-line failure; or theft, destruction, unauthorized access to, or alteration of entries. Sponsor is not responsible for any problems or technical malfunction of any telephone network or lines; computer online systems, servers, or providers; computer equipment; software; or failure of e-mail or entry on account of technical problems or traffic congestion on the Internet or at any Web site or combination thereof, including injury or damage to participant’s or to any person’s computer related to or resulting from participating in this Contest or downloading materials from this Web site. Sponsor is not responsible for user cheating or fraud by any entrants. Any activities intended to disrupt or interfere with the proper play of the Contest or defraud Sponsor in any way will be prosecuted to the fullest extent of the law. Participants who engage in any of the foregoing activities will be disqualified and will forfeit any prizes won. If, for any reason, the Contest is not capable of running as planned, due to, without limitation, infection by computer virus, worm, or bugs; tampering; unauthorized intervention; fraud; technical failures; or any other causes beyond the control of Sponsor that, in the sole opinion of Sponsor, could corrupt or affect the administration, security, fairness, integrity, or proper conduct of this Contest, Sponsor reserves the right, at its sole discretion, to cancel, terminate, modify, or suspend the Contest.

8. DISPUTES. THIS CONTEST IS GOVERNED BY THE LAWS OF THE UNITED STATES AND THE STATE OF COLORADO, WITHOUT RESPECT TO CONFLICT OF LAW DOCTRINES. As a condition of participating in this Contest, each participant (and their parent or legal guardian if a minor) agrees that any and all disputes that cannot be resolved between the parties and causes of action arising out of or connected with this Contest shall be resolved individually, without resort to any form of class action, exclusively before a state court located in Boulder County, Colorado, or federal court located in Denver, Colorado, at Sponsor’s selection. Further, in any such dispute, under no circumstances will participant be permitted to obtain awards for and hereby waives all rights to claim punitive; incidental; or consequential damages, including reasonable attorneys’ fees, other than participant’s actual out-of-pocket expenses (i.e., costs associated with entering this Contest), and participant further waives all rights to have damages multiplied or increased.

9. WINNERS LIST. For the name of the winners, send a self-addressed, stamped envelope to You Are What You Eat Contest Winners, c/o Noodles & Company, Attn: Dept. YAWYE Contest, 520 Zang Street, Suite D, Broomfield, CO 80021 for receipt by August 30, 2008.

10. CONTEST SPONSOR. Noodles & Company, Broomfield, Colorado 80021.