Top Tips On Becoming An Entertainment Attorney 

By: AYA Ichida

Introduction 

This article will provide a shortcut to understand what is important to know in order to be a great in-house attorney at an entertainment company. Of course, the best way to get better is through practice, I have had thousands of hours of it, but here you will find invaluable advice from attorneys who are making deals on a daily basis: 

1. Be collaborative, first engage in small talk 

When you first contact the other party, engage in small talk. Cambridge Dictionary defines small talk as a “social conversation about unimportant things, often between people who do not know each other well.” Most people, especially introverts, will say they hate small talk because it feels somewhat useless. However, there is a strategic component to small talk; it often leads to knowing more about a person and building rapport. The more you know about a person, the more you will find that you have things in common. They may be a Dodgers fan like you, or know the best place in town to get fluffy pancakes. You might also learn something about them, for example, that they used to be a firefighter and now they practice law. Pretty soon, small talk leads to substantive conversations, deep connections, and even fun opportunities. 

When I was a business affairs executive at MGM Studios, I worked on licensing the remake rights of Pink Panther to a start-up entertainment company. I negotiated with the director of the start-up, and small talk allowed us to foster a connection and learn more about each other’s families. There were pretty tough negotiations since there were so many controls for the work by the original producers of Pink Panther. However, guess who the start-up thought of hiring when they needed their first in-house lawyer? 

Like most skills, you will get better at small talk with practice. It’s really tempting to look at your phone when waiting for the elevator or waiting in line for the cashier at a market, but strike up a conversation and see where it leads. 

Negotiations go far more smoothly when both parties trust each other, and establishing a connection helps. Small talk can lead to big results. 

2. Teamwork 

The fun part of being an entertainment lawyer is that you are an integral part of the creative team. You are helping to realize their vision, while also guiding them, so that they are coloring within the lines and protecting the studio/distribution company from high risk. Being an entertainment lawyer is also about building trust. You, as a lawyer, do not want to be seen as an obstacle when you truly have the creative team’s best interests at heart. It’s about identifying the issues and problems and coming up with solutions. An effective dealmaker tries not to use the word “no” too often, instead using,

“yes, and…” (meaning, “I hear you, and how about this lesser risk solution instead?”). You could even present your client with the potential outcome if you follow their suggestion and see if they are comfortable with the end result. If not, then it’s your role to be adaptable problem solvers and help figure out solutions. 

If you are in-house counsel, being an effective dealmaker is all about knowing who to call in other departments, whether you have a question about finance, guild issues, or the person handling credits. You’ll have to get to know everyone to know how to work with everyone– that way, for example, you’ll know whether or not it’s ok to give a B-list 

star first position on a project, and why it may not be. 

3. Relationships matter 

As entertainment attorney Kobie Connor (Senior Director, Business & Legal Affairs – Original Film at Netflix) succinctly said about dealmaking, “It’s all about the work you do and the relationship you build in the process.” It’s important to make and maintain connections with people you meet, and whenever you work with someone on a deal, you are meeting a lawyer who you might work with again. Also, the friends you make in law school might be running legal departments of large studios some day (true story). Take the time to mentor the younger generation because they will also one day be in positions of power to hire you (also true story). Build connections too with managers, agents, and creatives. 

A tip from Kobie is to make connections, go out to lunch with the other side after closing a deal, even if it was unusually contentious. “Let’s do lunch” is a familiar refrain in Los Angeles, because it’s a great way to get to know someone. 

4. Be ultra-protective of your reputation 

The entertainment industry is really small, and you want to be known as the lawyer who is trustworthy and who acts with integrity. A dealmaker’s reputation is essential to becoming successful in this industry. As Chris Miller (General Counsel of Universal Filmed Entertainment Group, who oversees legal matters for all global film operations) noted, “Your reputation will always precede you.” Having a great reputation will make negotiations go that much more smoothly. 

Some of the best ways to gain trust is to show respect and demonstrate kindness. Sidney Kanazawa (former partner at McGuireWoods LLP, now a full-time mediator/arbitrator) says, “people tend to mirror other people’s behaviors.” If you lead with authenticity and engage in reciprocity instead of stonewalling and waffling, it will encourage the other party to reciprocate in kind to make compromises that will benefit your party and make concessions that are valuable to your client. 

This also means that once an agreement comes to you with revisions, or you receive an email, respond promptly. My analogy is that dealmaking is similar to a tennis game; remember to keep it moving – lob the ball (the agreement) on to the other side as soon

as practicable. The deal is not going to sign itself. Your job is to close with the best terms possible and get the agreement signed! You do not want a reputation, within the company or in the industry, as someone who can’t close the deal. Don’t be a skittish lawyer! There are those who are so slow to close deals that all those tennis balls pile up on their side of the court. Don’t let those potential wins roll to a stop. 

5. Be (over) prepared 

Luckily, you do not have to be the smartest person in the room to be a great dealmaker. You do, however, need to be the most prepared. 

As the Deputy Chief Counsel of a large studio told my USC Dealmaking in the Entertainment Industry class, “Information is the power that you hold in a negotiation.” This means knowing what your client wants, and knowing the agreement thoroughly – including the standard terms and conditions (just because it is in small print at the very back of the agreement does not mean it’s not as important as the terms and conditions in the main agreement). The standard terms and conditions in the back could have major consequences for your client and company if you are not careful and quickly gloss over it. Review all of the attachments and exhibits. 

Figure out what the other side wants and what is important to them. As the Deputy Chief Counsel elaborates further, the goal of the deal is to “recognize the interests of both sides” and see if you can come to a resolution and close the deal. See what the other side cares about, ask questions, and listen carefully. Focus on the issues that matter to your client, and be able to convey why there are certain points that you cannot concede or “give.” 

Read the trades and articles and find out all you can about their company. Are they in financial trouble? Facing bankruptcy? You might insist on certain terms in the agreement to protect your company if you find out this information through research. Also, if you are acquiring underlying property, conduct a thorough chain-of-title review to make sure the company owns the rights that they purport to have. 

Going back to my experience at the startup entertainment company, the CEO wanted to make a television series based on the Japanese show Speed Racer. The American company that held the derivative and merchandising rights for over 20 years was pressing my boss to close the option purchase agreement quickly, but they were missing some key agreements which would clearly indicate that they even had the rights to grant to us. I advised the CEO that unless they could prove they actually owned the rights, we could not do the deal. The “owners” of the rights finally gave us the documents, which showed that their rights to the project were expiring in 2 months (hence their eagerness to do the deal)! If I had not confirmed the chain of title, the company would have lost a significant amount of money. 

6. Always be learning

Let’s do an exercise: A costume designer’s lawyer wants her client to get producer credit on the movie in exchange for lower fees. You are excited, since your studio has been focused on budgeting and saving money. This is an easy “give!” However, you realize you don’t really know about credits and call the credits department. You ask them whether this is a point you can concede, but they let you know that there is no precedent for giving costume designers a producer credit. In fact, were you to give this costume designer a producer credit, it could potentially change precedent for the entire industry. The costume designer could go on to her next project, let them know she had gotten producer credit on her previous job, and demand producer credit. 

That example is why it is important to understand “industry standards.” Read and study signed agreements and, if possible, the redlined versions at your company and see what are the standard “gives.” Even though the entertainment industry is continually evolving and innovating, there are some negotiation points that do not vary significantly because they are considered industry standards. The entertainment industry relies on precedent and some companies are loath to make changes to their forms (that is why you will sometimes still see references to faxes as an acceptable form of notice). 

Read the trades (e.g., Variety, TheWrap, Hollywood Reporter, etc.), attend entertainment and IP institutes (USC and UCLA hold annual conferences where leading industry attorneys gather to earn their necessary MCLE credits). 

Also, I personally have been practicing for over 27 years, and yet I treat every deal as a new learning experience; whether it’s a lawyer whom I have not had the opportunity to work with or a novel concept like NFTs which were the “the next best thing” a few years ago, a great part of being an entertainment lawyer is that it’s never boring! 

7. Listen!

If your gifts bring tears of joy to your loved ones because they are absolutely thoughtful and exactly what they wanted, then you have a really high emotional quotient and listen really well, and can skip this section. For the rest of you, effective dealmaking means listening more than talking and persuading. You can learn a lot about the other side by actively hearing what they are saying (and not waiting for them to finish talking so you can jump in with your point). You just might find that what they really want out of the deal is something that is an easy “give,” and then you might be able to get concessions on issues that mean more to you. This also means being comfortable with silence. Many people do not like silence and will rush to fill it with words, lots of words. Sometimes these words might reveal information that will be relevant to you. A top entertainment attorney also suggested repeating back and asking, “so what you are saying is that…” which will help clarify what the other side is asking.

8. Use Common Sense

Fortunately, common sense is not an innate born trait, and can be learned through experience and being mindful and reflecting. It’s also about being practical and thinking about what your boss truly cares about, which is usually about staying within the budget. For example, let’s say that there are 5 A-list performers in your movie, and they all insist on having their own double wide trailers. You might be tempted to accommodate them, but remember to first use your common sense! Is production going to shoot on a narrow lot that might not have room for even one trailer, let alone five? Can the production afford to have 5 top-shelf trailers (which also means 5 union drivers which would literally drive up the budget). I had one opposing counsel who insisted on their form distribution agreement which outlined having 3 arbitrators in case of a dispute. She never questioned why they would ever need 3 arbitrators which could be costly, especially since the movie in question was a low budget film. 

9. Find Your Own Style 

Negotiate often, and you will develop your own style. There is no one correct way to negotiate successfully. You have your own unique personality, so lean into what works for you. Kobie goes one step further and observes that, while being yourself is important, it’s also useful to have different negotiation skills for whatever curveballs come up during negotiations. To illustrate his point, Kobie says, “you always want to have different tools in the toolbox, but if all you have is a hammer, that doesn’t make you versatile.” To give an example, if one has an aggressive style, and is hostile and pushy throughout negotiations, it won’t be as effective as an attorney who is collaborative and works through the deal points in an agreement, but stands tough on the issues that really matter to their company. 

10. Be passionate 

Mary Poppins said it best, “in every job that must be done, there is an element of fun, you find the fun and snap! The job’s a game.” Once you land a job in-house in an entertainment company or working as an entertainment lawyer at a firm, be passionate about each deal you encounter. Be grateful you are not doing ERISA appeals (and if

you are, like my first boss’ first job when I was an intern at MGM Studios, figuring out a way to break in). Keep your sense of humor, that helps to defuse a lot of tension when dealmaking gets intense. Don’t lose sight of the fact that you are in the service of creatives and that the whole point is creating or distributing a project for enjoyment. Above all, have fun! 

Conclusion 

In closing, remember to stay positive. Practicing entertainment law is exciting because it involves bringing art and culture to the world. You will run into some people who do not believe in you, difficult people in the industry, or maybe even someone who you work with who just doesn’t play fair. However, don’t give up. This is show business; make connections, work hard, enjoy the perks, and most importantly, let’s do lunch soon!