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Counseling Clients in the Entertainment Industry 2013 - Overview of Entertainment Law Issues; Television, Video & User-Generated Content; Videogames & Computer Entertainment; Building an Entertainment Law Practice; Ethics


Speaker(s): Adam Sultan, Carlos Gutierrez, Dan Offner, Dona J. Fraser, Howard Siegel, Jack P. Sahl, James Alan Cook, Jim Charne, Kenneth M. Kaufman, Kirk T. Schroder, Rosemary Carroll, S. Gregory Boyd, Vernon G. Chu
Recorded on: Mar. 4, 2013
PLI Program #: 42029

Adam Sultan has served as the General Counsel and Senior Vice President, Business and Legal Affairs and Corporate Secretary of Majesco Entertainment Company, a video game publisher, since 2005.  In this role he represents the Company in all legal matters and serves as legal advisor to the CEO, Board of Directors, and senior management.  He oversees all business negotiations and agreements, protection and management of the Company's intellectual property, and corporate governance, among other functions. 

Adam is also the Head of Product Acquisition, Licensing and Strategic Partners.  In this role he oversees the Company's efforts to acquire new products and partner with significant brands and content holders. This includes responsibility for new business development, licensing, and the Company's product selection/green light process.  He is a member of senior management contributing to the overall strategic direction of the Company, reporting to the CEO.

Prior to joining Majesco, Adam worked in the New York office of the law firm Mintz, Levin, Cohn, Ferris, Glovsky and Popeo focusing on business, finance, licensing and technology transactions.

Adam received his law degree from Fordham University and completed his undergraduate education at Rutgers University.

He lives in Brooklyn with his wife and four children.


Carlos Gutierrez

Primary Areas of Practice:
Entertainment Law

Graduate School: Georgetown University Law Center


Work History

Currently has responsibility for launching and overseeing the day-to-day business and legal affairs for 3Net the 3-D network launched by Sony, Discovery Communications and IMAX.  His duties have included the negotiation of multi-platform production agreements with domestic and international film, television and digital content providers, management oversight of the network's program output deals and supervision of operations and production management.  In addition, he has worked closely with the CEO and senior management to build annual and long-term strategic plans for the network and related businesses.

Gutierrez's previous experience includes work at Discovery Communications, Inc., where since 2007, he served as Vice President, Business Operations and Strategy.  In this capacity, he oversaw domestic and international programming deals, network strategies and worked closely with legal and business affairs.  He joined Discovery in 1999 as part of the Legal Programming group, where he managed an international legal team with primary oversight of all aspects of program acquisition liaising with Discovery networks and key content suppliers. Prior to that, Gutierrez served as an Associate at the Washington, D.C. firm of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo P.C. where he worked on the implementation of telecommunications rules across the country working with PUCs.  He also worked in the White House as Assistant to the Special Counsel to the President of the United States.

Professional Memberships:  Member of Florida Bar.
 


S. Gregory Boyd is a partner and the chairman of the Interactive Entertainment Group at Frankfurt Kurnit, where he represents a wide variety of interactive entertainment and new media clients. Mr. Boyd has extensive experience negotiating and drafting game development agreements for consoles, PC's, mobile games, social games, online games, and MMO's. 

  Mr. Boyd negotiates, structures, and drafts IP licensing, development, and employment agreements for multiple game and high technology media publishers and developers. Mr. Boyd also drafts privacy policies and terms of use, and has experience with all legal documents associated with the ongoing operations of online games, social networks, branded entertainment, and high technology media outlets.  He has advised high technology media companies on intellectual property portfolio licensing, strategic development, litigation, and registration of intellectual property.

 Mr. Boyd is co-author and editor of the popular textbook Business and Legal Primer for Game Development (Charles River Media) and serves as an Adjunct Professor at New York Law School teaching a seminar in advanced intellectual property. He is frequently quoted on interactive entertainment issues in Gamasutra, Edge-Online, CNN, Fortune, Forbes, and the New York Law Journal.

 Mr. Boyd has his JD and MD degrees from University of North Carolina (Chancellor's Scholar, with honors, 2004). While in law school, Mr. Boyd wrote for the North Carolina Journal of Law & Technology, and served on its Executive Editorial Board. He also has an MBA with concentrations in finance and marketing from the NYU-Stern School of Business (2009), and is a graduate of East Carolina University (MS)


Dona J. Fraser is CARU Director. Dona, a leading privacy expert, comes to CARU from the Entertainment Software Rating Board (ESRB), a self-regulatory program developed by the video game industry. Dona brings to CARU a strong understanding of the marketplace challenges facing children’s advertisers, the complexities of children’s privacy issues and extensive experience with self-regulation. Dona has spoken on these issues both in the U.S. and abroad. At ESRB, she served as Vice President, Privacy Certified, starting in 2012. Prior to that, she was the ESRB Director, Privacy Online. In those positions, Dona was responsible for providing hands-on assistance to participating companies on development of data collection and privacy practices to meet ESRB standards. She also crafted best privacy practices in several areas including mobile apps, downloadable games, short-form privacy policies, behavioral advertising and social networking. Prior to her ESRB role, Dona served as a Director of Business and Legal Affairs for music labels at BMG/Sony Music in New York.


Jack Sahl is the Inaugural Joseph G. Miller of Professor of Law and the Director of the Miller-Becker Center for Professional Responsibility at the University of Akron School of Law where he regularly teaches professional responsibility, evidence, and sports law.  He also teaches a film and legal ethics seminar and a U.S. Legal System course to international lawyers and students each summer at Yale University and a contracts and commercial law seminar at the CEIDA Institute in Rome, Italy.  Professor Sahl has authored numerous articles and book chapters concerning professional responsibility and two textbooks, Sports Law Cases & Materials (with Professor Russ VerSteeg) (3rd ed.  2014) and Evidence Problems and Materials (with Professor Steven I. Friedland) (5th ed. 2015).  He is currently working with co-authors on a Professional Responsibility textbook slated for publication by Wolters Kluwer in 2017.  Professor Sahl is a frequent international and national speaker concerning professional responsibility and he has served as a national consultant and expert witness in the field.  He clerked for Chief Judge William Holloway Jr. of the U.S. Court of Appeals for the Tenth Circuit and was senior counsel to the Subcommittee on the Constitution, Federalism and Property Rights of the U.S. Senate Judiciary Committee. Professor Sahl also worked in the music industry and has counseled a variety of persons in the entertainment and sport industries.  

On the national level, Professor Sahl is member of the: Publications Board of the ABA Center for Professional Responsibility ( Chair, since 2006); Coordinating Council of the ABA Center for Professional Responsibility (2006-present); and Michael Franck Professional Responsibility Award Selection Committee of the ABA Center for Professional Responsibility (2006-present).  He also served on the Editorial Board of the ABA/BNA Lawyers’ Manual on Professional Conduct (Chair 2012-14); the ABA Standing Committee on Professional Discipline (a presidential 3-year term appointment, 2008-11) and the ABA Commission on Ethics 20/20 Inbound Foreign Lawyer Working Group (2009-2011) and its Uniformity, Choice of Law and Conflicts of Interest Working Group (2010-2011).  Professor Sahl served as Chair of the American Association of Law Schools (AALS) Professional Responsibility Section (2013), as a member of its Executive Committee (2009-12), and a member of the Selection Committee for the Fred C. Zacharias Memorial Prize for Scholarship in Professional Responsibility (2011-12, 2014-15).

In Ohio, Professor Sahl served on the Unauthorized Practice of Law Commission (Ohio Supreme Court 3-year term appointment, 2008-2011); the Ohio State Bar Association (OSBA) Legal Ethics and Professional Conduct Committee (1994-2012); the OSBA Membership Services Advisory Panel (2008-09); and the OSBA Future of the Legal Profession Advisory Committee (2005-2008).  He is currently a member of the OSBA Professionalism Committee (2012) and a member and former chair of the Cleveland Metropolitan Bar Association Ethics & Professionalism Committee (1991-present).


Vernon G. Chu is the General Counsel for BBC Worldwide - Americas (BBCWA), with responsibility for all legal matters affecting BBCWA in the United States, Canada and Latin America.  He oversees policy and compliance issues in the territory including fair-trading, editorial standards, advertising guidelines, trademark and copyright policy.  He is involved with oversight of BBCWA’s joint venture SVOD service, BritBox, and its joint venture cable channels, BBC America, BBC Canada, BBC Earth and BBC Kids, and all legal aspects of BBCWA’s television licensing business, theatric film and consumer products business, which includes DVD, digital entertainment, live events, the BBC Direct marketing and catalogue business and merchandising.  He also oversees BBCWA’s content and production business in Los Angeles which produces US network shows such as Dancing With The Stars, Top Gear and Life Below Zero.  BBCWA is the wholly owned subsidiary of BBC Worldwide Limited, the commercial consumer arm of the British Broadcasting Corporation (BBC).  

He was graduated from the Wharton School in Philadelphia in 1982 with a degree in accounting and economics.  In 1985 he received his MBA from Cornell University in Ithaca, New York.  A year later, he graduated Cum Laude from Cornell Law School. 


Dan Offner has 25 years of experience as a lawyer and entrepreneur.  He has been an outside general counsel and deal lawyer for small, medium, and large companies in the technology and interactive entertainment industries.  He has done hundreds of M&A deals, incorporations, financings, technology, and content deals, and has and has built and led numerous legal departments and deal teams for domestic and international clients.  He is also an active angel investor and board member who appreciates the challenges of being an entrepreneur and a businessman.

Dan began his legal career working as a lawyer for his father, Elliot Offner, an artist, sculptor, printmaker and typographer (www.elliotoffner.com). 

He then worked for the outside general counsel’s office for the Teenage Mutant Ninja Turtles and Eric Carle (the author and illustrator of The Very Hungry Caterpillar) before starting Offner & Anderson, P.C. in 1995, which he built into the largest interactive entertainment law firm in the industry before its acquisition by Nixon Peabody in 2006.

In the interactive entertainment industry, Dan represented THQ, Ubisoft, Konami, sciEidos, Sony Computer Entertainment, Warner Music, Gameloft, Emergent Game Technologies and Trion as well as private equity firms and other investors active in the videogame space.  From 1995 to 2012, Dan did some of the major transactions for his clients, such as Ubisoft’s acquisition of Redstorm (the Tom Clancy games) and The Learning Company Entertainment Assets, which included Myst and Prince of Persia, Trion’s deal with the SciFi Channel for a game that was both a tv show and a massively multiplayer online game, and the purchase of Harmonix by the private equity group Columbus Nova.

Following the merger of Offner & Anderson with Nixon Peabody, Dan took up the position of capital partner and Deputy Practice Group Leader of Nixon Peabody’s Venture Practice Group, and then Practice Group Leader of its IP Transactions Group.  In 2010, he was recruited by Loeb & Loeb LLP to head Loeb’s interactive entertainment practice.

Dan left the partnership at Loeb in 2012 to pursue his entrepreneurial dreams and goals.

Shortly after leaving Loeb at the end of 2012, Dan began working with Oculus VR, Inc. in 2013, and quickly became Oculus’ sole outside general counsel through the closing of the Facebook Oculus transaction at the end of July in 2014.   He has founded his law firm O&A, P.C.  (www.oandapc.com) and an angel investment firm  (www.blue-heron-ventures.com) to provide to other startups the services and help that he provided to Oculus as its outside general counsel and angel investor.


Howard Siegel is a senior partner in Pryor Cashman's Entertainment Group. He has more than 40 years experience in representing clients in all aspects of the entertainment business, with a particular emphasis on the music industry, during which time he has served as counsel to many of the industry’s most prominent recording artists, songwriters, producers, managers, and executives.

Mr. Siegel has also been involved in a number of music publishing company sales and acquisitions, as well as having advised on a variety of transactions involving the sale and purchase of master recordings and other entertainment-related assets.

Mr. Siegel is the former Chair of the Section on Entertainment, Arts and Sports Law of the New York State Bar Association, former Chair of the New York State Bar Association Committee on the Music and Recording Industry, and an Associate Member of the National Academy of Recording Arts and Sciences.

Mr. Siegel is a frequent lecturer for the Practicing Law Institute and serves as Co-Chair of PLI’s Counseling Clients in the Entertainment Industry. He is also a speaker for the New York Law Journal Seminar Press and the Continuing Legal Education Seminars of the New York State Bar Association. Mr. Siegel served as judicial clerk at the New York State Court of Appeals from 1970 to 1972. He is an adjunct Professor of Law at Fordham Law School and a member of the Editorial Board of Entertainment Law and Finance and of Multimedia Web Strategist, as well as the Editor-in-Chief of the nationally distributed book Entertainment Law, currently in its fourth edition, and author of several articles dealing with the entertainment, music and copyright practice.

Every year since 2007, Mr. Siegel has been designated as one of the “Super Lawyers” – a ranking of the top 5% of all attorneys in the New York Metropolitan area. He also has been recognized by The Hollywood Reporter as one of the top 100 “Power Lawyers” in the entertainment industry as well as being named one of the "Top Media and Entertainment Lawyers" by Chambers USA for several years.

Mr. Siegel is a member of the New York, Nevada and California Bars and a summa cum laude graduate of Syracuse University College of Law where he was Order of the Coif, Editor-in-Chief of the Syracuse Law Review (1970) and a member of the Moot Court Board (1969-70).


Jamie has been an attorney and executive in the interactive entertainment and personal computer industries for more than 36 years.

Jamie goes back-and-forth between being in private practice and serving as in-house counsel for some of the most innovative companies in the interactive entertainment and personal computer industries.

  • Jamie is currently General Counsel and SVP, Business & Legal Affairs for OL2, Inc., a cloud-streaming technology company and video game service provider, where he manages legal and business affairs for the company’s worldwide consumer and enterprise service offerings, as well as the protection and exploitation of the company’s technologies and related intellectual property rights.
  • From 2010 – 2012, he was General Counsel and EVP, Business & Legal Affairs for Gaikai Inc., a leading cloud technology innovator that became a Sony Computer Entertainment company in August 2012.
  • From 1993 – 2003, he was General Counsel and EVP, Business & Legal Affairs for The 3DO Company, creator of the world’s first CD-ROM based interactive entertainment system, and served as a Director of the company’s subsidiaries in the U.K. and Japan.
  • From 1981 – 1984, he was VP & Counsel for the original Atari, Inc., then a wholly-owned subsidiary of Warner Communications, Inc., managing legal and business affairs for the company’s video game, personal computer and international divisions, and the company’s IP portfolio, regulatory approvals, and joint venture manufacturing operations in Hong Kong.

Jamie’s “insider” knowledge, acquired since the earliest days of the video game and personal computer industries, and practical advice regarding evolving legal issues, have attracted leading publishers, platform licensors, software developers, content owners, technology creators, semiconductor designers, and consumer electronics manufacturers in the U.S., the U.K., France, Germany, Italy, Brazil, South Africa, Japan, Hong Kong and China to seek his counsel, negotiating skills and drafting expertise.

Jamie graduated from Dartmouth College (Magna Cum Laude and a member of Phi Beta Kappa) and from the University of Pennsylvania Law School.  He has been admitted to practice law in California, Pennsylvania, and the District of Columbia.


Rosemary Carroll graduated from Duke University and received her law degree from Stanford University. She has worked in the field of entertainment law since her graduation from law school, first as an associate at Philips, Nizer, Benjamin, Krim & Ballon and then as Counsel at Tri-Star Pictures and Sony Pictures.  She started her own law firm in Los Angeles in 1989.  That firm has grown into Carroll, Guido & Groffman, LLP with offices in Los Angeles, New York City, and Nashville.  The firm specializes in the representation of artists and entrepreneurs in the music and new media industries.

Ms. Carroll’s practice is focused on the representation of recording and performing artists and songwriters throughout their careers including Rock and Roll Hall of Fame members Patti Smith and Iggy Pop, as well as The Strokes, Lucinda Williams, and Rufus Wainwright.  She is also on the boards of not-for-profit organizations New Art Publications, Inc. (the publisher of B¤MB magazine) and St. Mark’s Poetry Project.  Ms. Carroll lives in New York City with her husband and two children.


Jim Charne is a Wisconsin, California, New York, and New Jersey lawyer, whose practice is at the intersection of intellectual property, entertainment, technology, music, and commerce.  His experience in software, video games, and other technology-based entertainment extends back to the earliest days of the category.  He began his career in the 1970’s, in those pre-computer days of dial telephones, tabulators, and AM top 40 radio, at CBS Records and Arista Records, both in New York.

Jim was the first President of the Academy of Interactive Arts and Sciences (interactive.org).  He has been recognized as a "Most Valuable Player" by the International Game Developers Association (igda.org), is the recipient of three awards from the Game Audio Network Guild (audiogang.org) for work on behalf of games industry composers; organized and led all-day legal and business tutorial programs 15 times at the annual Game Developers Conference (gdconf.com); and served as liaison between the Interactive Academy and IDGA, and Washington counsel, in drafting an amicus brief filed on behalf of games industry talent in Brown v ESA (564 U.S. 786 (2011)).  In Brown, the Court, in a 7-2 decision written by Justice Scalia, recognized video games for the first time to be fully protected First Amendment expression on equal footing with literature, dramatic productions, motion pictures, and other creative works.

Jim is a regular speaker on interactive entertainment topics at Practicing Law Institute's (pli.org) March entertainment law program in New York, and is a professional responsibility co-presenter at the Videogame Bar Association's (vgba.org) annual May summit in Los Angeles at UCLA Law School.

In late 2015, Jim joined Gerard Fox Law, with offices in Los Angeles and New York City as Of Counsel.  He maintains his solo practice in Madison, WI and can always be reached at charne@sprintmail.com, or by Skype at jimcharne.


Kenneth M. Kaufman was Senior Counsel in the Washington, D.C. office of Manatt, Phelps & Phillips, LLP.  His practice focuses on copyright, entertainment and media law, content and music licensing, digital media, and sports law.  He represents a wide range of clients including international media and publishing companies, television networks and distributors, music publishers, digital media and technology companies, telecommunications companies, photographers, visual artists, copyright licensing companies, software publishers, Broadway theatre producers, private equity firms, foundations, composers, recording artists and authors.

Ken is a recognized authority in the fields of copyright and entertainment law.  He was named the Washington, D.C. Copyright Law “Lawyer of the Year” in 2014 by The Best Lawyers in America (where he is currently listed in the practice areas of copyright law, intellectual property litigation, entertainment law-music, and entertainment law-motion pictures and television).  He has also been recognized by Chambers USA: America’s Leading Lawyers for Business, Washington, D.C. Super Lawyers, Washingtonian Magazine’s Best Lawyers, and Legal Times.  For several years he was a Visiting Lecturer at Yale Law School, teaching a course on copyright, entertainment and Internet law, and has taught a course on copyright law at George Washington University Law School.  In 2016 and 2017 he was an Advanced Leadership Initiative Fellow at Harvard University, where he has spoken on coalition building in education for gender equality.

Ken has extensive experience as both in-house and outside counsel in the entertainment and communications industries.  Immediately prior to joining Manatt, he was a partner at Skadden, Arps, Slate, Meagher & Flom LLP.  Previously, he served as Senior Vice President, General Counsel of Showtime Networks Inc. in New York; as Senior Vice President, Corporate Affairs and General Counsel of PolyGram Records, Inc. in New York; and as General Counsel of The John F. Kennedy Center for the Performing Arts in Washington, D.C.  In two of those positions, he was the first in-house attorney and organized the in-house legal department.  Previously, he served as Assistant Counsel of a U.S. Senate Judiciary Subcommittee.

Ken co-chairs the annual PLI conference on Counseling Clients in the Entertainment Industry and serves on the Governing Committee of the ABA’s Forum on the Entertainment and Sports Industries and on the Planning Committee for the annual Stanford Digital Economy Best Practices Conference.  He teaches an annual course on “Copyright Law and Litigation” for the D.C. Bar, is a member of the Board of Directors of Washington Area Lawyers for the Arts, and has served as a Trustee and Chair of the Washington, D.C. Chapter of the Copyright Society of the U.S.A.  He is a graduate of Harvard College (magna cum laude) and Yale Law School (where he was an Editor of the Yale Law Journal), and is admitted to practice in New York, California and the District of Columbia.

 


Kirk T. Schroder is a partner in the Schroder Davis law firm. Kirk has practiced entertainment law for over 20 years with a particular focus on film and television and literary publishing matters. In the past, Kirk has served as counsel to major Hollywood studio projects, including various films for Universal Pictures. Kirk’s recent film and television projects include serving as counsel to the PBS television series “Mercy Street”, Animal Planet’s television series “Yankee Jungle”, the movie adaptation of David Baldacci’s “ Wish You Well” and finance counsel to several film investment groups. In the literary field, Kirk has worked with recently published books “Redemption Alley” (Rodale) and “Mister Owita’s Guide to Gardening” (Putnam) as well as projects for award winning author Dean King. He is the Immediate Past Chair of the American Bar Association Entertainment & Sports Law section. He is a frequent speaker on entertainment and art related topics around the country. He is a past program chair of the Harvard Law School/ABA Symposium on Entertainment Law. Past faculty appointments have included the University of Virginia and the University of Richmond Schools of Law and VCU's Graduate School of Arts. In addition to being selected to The Best Lawyers In America®, Kirk is AV-rated by Martindale-Hubbell, its highest rating for lawyers.