Jeff Dearden

Jeff Dearden advises franchisors, franchisees and prospective franchisees on a variety of franchise matters, including state and federal regulatory compliance and the drafting and negotiation of franchise and distribution related agreements. Jeff brings a unique background to E&D, after serving as In-House Counsel for over ten years. Jeff will focus his practice on franchise law and real estate law, bringing over 15 years of experience in these sectors.

Jeff regularly assists franchisors with domestic and international expansion, utilizing the various expansion models including master franchising, area developer agreements and individual-unit programs. Recently Jeff has helped franchisors expand into Latin America, Southeast Asia and the Middle East. Jeff also focuses his practice on domestic and international mergers and acquisitions, involving franchise systems.

Jeff has experience working with franchisors and franchisees across several industries including food service, real estate, educational businesses, home improvement, logistics, shipping & freight and pet products & services, to name a few.

Prior to joining Einbinder & Dunn, Jeff served as Senior Counsel at Realogy Franchise Brands, in Madison, New Jersey. And prior to Realogy, he served as Senior Counsel at Subway Restaurants, located in Milford, Connecticut.

Jeff has continued to refine his experience over the past decade, representing franchisor and franchisee clients in connection with traditional transactional work (preparation of Franchise Disclosure Documents, review of franchise agreements and the acquisitions and sales of both area developer territories as well as franchised businesses). He has a track record of success handling various disputes, including franchisee & area developer terminations, forced sales, trademark infringement claims, enforcement of non-competition agreements and breach of contract claims.

Jeff has also represented franchisors in out-of-court workouts with distressed franchisees as well as collection and enforcement issues. Jeff has provided counsel and advocacy in this area to: 1) maximize the recovery of amounts due to franchisors; 2) rehabilitate or restructure the existing franchisee/franchisor relationship; 3) facilitate the transition of the franchised business to new franchisees; 4) all while protecting the franchisors marks from unauthorized use by terminated franchisees or other infringing parties.

Additionally, Jeff has experience in all types of leasing, subleasing and brokerage transactions representing both Landlords and Tenants in retail and other commercial spaces. He has represented Landlords and Tenants in connection with disputes ranging from the applicability of Covid-19 protections, to defaults and early terminations.

Jeff is an active member of the New York City Bar Association, the American Bar Association Forum on Franchising and the International Franchise Association.