1. The document discusses legal issues that are important to consider when valuing media assets in light of global trends.
2. It highlights how the scope of rights granted in licenses and the strength of representations and warranties impact valuation by determining the size of potential audiences across platforms.
3. Indemnification terms also impact valuation by shifting risks, such as infringement risks, to being assumed by either party.
Global Capital 2011 Digital Trends & Licensing Implications January Febr...James C. Roberts III
This document discusses several digital trends and their implications for licensing. It begins by introducing the speaker and their firm, which provides both legal and strategic consulting services related to technology and content. Several trends are then summarized, including true convergence across platforms, increasing competition from online streaming services that is worrying telecom and cable companies, the rise of social media metrics and buttons, the growing importance of mobile, changes in startup funding, the increasingly global nature of IP, and new technologies like 3D printing and motion capture libraries. The document concludes by discussing some of the licensing issues that arise in relation to these trends, such as ensuring license scopes cover new platforms and uses, addressing representations and warranties, allocating ownership of user data, and managing
Strategy and Innovation - Audiovisual Market, The Digital RevolutionSabrina Alves
The document discusses the audiovisual market and how it has changed with the digital revolution. It describes the key players in the film industry at the end of the 20th century, including film stock producers, movie theater operators, retailers, and consumers. It then summarizes the main changes in the audiovisual ecosystem that have occurred, such as the digitization of content and the rise of streaming videos and online services. Finally, it considers different scenarios for how audiovisual content may be consumed in the future.
Geolocation Based Social Media for BrandsDOUGLAS LIN
The document evaluates location-based social media platforms and their potential for brands. It provides examples of how brands like Nike and the New York Nets have used location-based platforms to increase awareness, educate consumers, and drive brand affinity and responses. While the platforms currently have limited reach, factors like increasing smartphone adoption and urbanization trends worldwide suggest the potential for growth.
Locative media delivers location-based multimedia content to mobile devices. It provides audio and video content to users based on their real-world location. Several mobile apps have been developed to take advantage of this by allowing users to share location-based videos, participate in audio tours, and access location-triggered media content. Lokadot is an example of a local location-based audio platform that provides historical anecdotes and stories for places in Philadelphia.
Global Capital 2011 Digital Trends & Licensing Implications January Febr...James C. Roberts III
This document discusses several digital trends and their implications for licensing. It begins by introducing the speaker and their firm, which provides both legal and strategic consulting services related to technology and content. Several trends are then summarized, including true convergence across platforms, increasing competition from online streaming services that is worrying telecom and cable companies, the rise of social media metrics and buttons, the growing importance of mobile, changes in startup funding, the increasingly global nature of IP, and new technologies like 3D printing and motion capture libraries. The document concludes by discussing some of the licensing issues that arise in relation to these trends, such as ensuring license scopes cover new platforms and uses, addressing representations and warranties, allocating ownership of user data, and managing
Strategy and Innovation - Audiovisual Market, The Digital RevolutionSabrina Alves
The document discusses the audiovisual market and how it has changed with the digital revolution. It describes the key players in the film industry at the end of the 20th century, including film stock producers, movie theater operators, retailers, and consumers. It then summarizes the main changes in the audiovisual ecosystem that have occurred, such as the digitization of content and the rise of streaming videos and online services. Finally, it considers different scenarios for how audiovisual content may be consumed in the future.
Geolocation Based Social Media for BrandsDOUGLAS LIN
The document evaluates location-based social media platforms and their potential for brands. It provides examples of how brands like Nike and the New York Nets have used location-based platforms to increase awareness, educate consumers, and drive brand affinity and responses. While the platforms currently have limited reach, factors like increasing smartphone adoption and urbanization trends worldwide suggest the potential for growth.
Locative media delivers location-based multimedia content to mobile devices. It provides audio and video content to users based on their real-world location. Several mobile apps have been developed to take advantage of this by allowing users to share location-based videos, participate in audio tours, and access location-triggered media content. Lokadot is an example of a local location-based audio platform that provides historical anecdotes and stories for places in Philadelphia.
Este documento explica cómo establecer una conexión a una base de datos usando ADO en ASP. Las propiedades fundamentales para crear una conexión son Name, Host, Login y Password, Type y Port. También describe las propiedades ConnectionString y Mode que especifican los detalles de la conexión y los permisos. Finalmente, presenta un ejemplo de código para establecer una conexión a una base de datos MySQL.
The document provides an overview of resume formats and samples for hospitality aides. It includes summaries and examples of 8 resume formats: chronological, functional, curriculum vitae, combination, targeted, professional, new graduate, and executive resumes. It also lists additional resources on resume writing, cover letters, interview questions, and job searching tips available on the resume123.org website.
The speaker shares about their personal failures after moving to Maastricht from India for graduate school. They were unable to find a job after graduating and spending their savings, feeling like a failure. However, they persevered by networking, sharing their experiences both good and bad, and following their passions like cooking and learning. This led them to make changes in their own life and help others, and they learned not to fear failure but instead acknowledge it and follow their heart.
The combined use of several geophysical methods reduces the ambiguity of the interpretation, with a better and realistic model of the subsoil for: a) geotechnical purpose; b) hydrogeological exploration ; c) environmental investigations
EarlyBridge product info training reinforcement leaflet enEarlyBridge
Our EarlyBridge Training Reinforcement program can increase worker productivity by up to 79% through focused training. The program provides additional on-the-job training and coaching to reinforce key skills and concepts taught in initial training sessions. This helps employees better retain and apply their learning to be more efficient in their roles.
Los Juegos Olímpicos de 2016 en Río de Janeiro representaron el mayor éxito de Colombia en su historia olímpica, obteniendo 3 medallas de oro gracias a las victorias de Catherine Ibargüen en salto triple, Mariana Pajón en BMX y Óscar Figueroa en levantamiento de pesas, igualando el récord nacional de 8 medallas obtenidas en Londres 2012.
Tabitha Dellinger is seeking a position in customer service or hospitality. She has a background in various customer service roles including at Checksmart, AAA, and several restaurants. Dellinger has 32 credit hours completed at Sinclair Community College studying Communications. She graduated high school with honors as salutatorian and was a member of the National Honor Society and Phi Theta Kappa. Currently, she works as an inventory technician at Smedley's Chevrolet where she processes new and used vehicle inventory.
Codename One just announced support for running PhoneGap/Cordova apps right within Codename One!
What does this mean for Cordova developers?
What are the benefits of Codename One and what are the current limitations?
The document provides information on resume samples, templates, and other career resources for hotel electricians. It lists top resume types including chronological, functional, curriculum vitae (CV), combination, targeted, professional, new graduate, and executive resumes. It also provides links to interview preparation materials, cover letter samples, resume writing tips, and other job search resources for hotel electrician roles.
Geophysical survey for the risk managementMario Naldi
This document discusses managing risk through geophysical survey methods for due diligence assessments. It describes how non-invasive geophysical surveys such as electromagnetic, ground penetrating radar, and electrical resistivity tomography can identify subsurface hazards cost effectively by mapping buried utilities, tanks, waste, and other underground anomalies before invasive investigations. Large scale surveys identify potential risks while small scale surveys characterize identified anomalies to better inform follow up actions.
Benjamin Seive is a geophysicist with over 6 years of experience in data collection, processing, and modeling across various geophysical techniques. He has a strong technical background with three master's degrees and has worked on infrastructure, mining, and oil/gas projects in Australia and overseas. He is skilled in seismic, electromagnetic, gravity/magnetic, GPR, and borehole geophysical methods and processing software.
Dewi Slayton has over 18 years of accounting and finance experience. She has held various accounting roles including property accountant, accounting supervisor, and accountant. She is currently a property accountant at Coreland Companies where she prepares financial reports, manages portfolios, and assists with budgets and reconciliations. Slayton has extensive experience in financial reporting, analysis, budgeting, payroll processing, and accounting software such as MRI, Yardi, and QuickBooks. She expects to complete her MBA in Finance from the University of Redlands in December 2016.
The Physics of electromagnetic waves, a discourse to engineering 1st years.
"Lets discover what electromagnetic phenomena are entailed by the Maxwell’s equations.
Electromagnetic Waves are a set of phenomena broadly categorized as “Gamma rays, X-rays, Ultraviolet Rays, Visible light, Infra-red Rays, Microwaves and Radio waves.
We will discuss them from the perspective of Maxwell’s equations."
Este documento define una red social y describe diferentes tipos de redes sociales, incluyendo redes horizontales, verticales (profesionales, de ocio y mixtas), humanas, de contenido, sedentarias y nómadas. También cubre conceptos clave como conectores, centralidad, centralización, coeficiente de agrupamiento, cohesión y flujo de centralidad de intermediación que son utilizados para analizar redes sociales.
THE PIXEL LAB 2010: Gregor Pryor of Reed Smith - Digital Rights Issues for Cr...power to the pixel
This document discusses legal issues related to developing cross-media properties that are distributed digitally. It notes that digital distribution is important for the film industry. It recommends having clear distribution strategies and intellectual property frameworks when developing properties across multiple platforms. The document provides examples and discusses concepts like copyright, licensing models, and emerging technologies that could impact cross-media development.
Este documento explica cómo establecer una conexión a una base de datos usando ADO en ASP. Las propiedades fundamentales para crear una conexión son Name, Host, Login y Password, Type y Port. También describe las propiedades ConnectionString y Mode que especifican los detalles de la conexión y los permisos. Finalmente, presenta un ejemplo de código para establecer una conexión a una base de datos MySQL.
The document provides an overview of resume formats and samples for hospitality aides. It includes summaries and examples of 8 resume formats: chronological, functional, curriculum vitae, combination, targeted, professional, new graduate, and executive resumes. It also lists additional resources on resume writing, cover letters, interview questions, and job searching tips available on the resume123.org website.
The speaker shares about their personal failures after moving to Maastricht from India for graduate school. They were unable to find a job after graduating and spending their savings, feeling like a failure. However, they persevered by networking, sharing their experiences both good and bad, and following their passions like cooking and learning. This led them to make changes in their own life and help others, and they learned not to fear failure but instead acknowledge it and follow their heart.
The combined use of several geophysical methods reduces the ambiguity of the interpretation, with a better and realistic model of the subsoil for: a) geotechnical purpose; b) hydrogeological exploration ; c) environmental investigations
EarlyBridge product info training reinforcement leaflet enEarlyBridge
Our EarlyBridge Training Reinforcement program can increase worker productivity by up to 79% through focused training. The program provides additional on-the-job training and coaching to reinforce key skills and concepts taught in initial training sessions. This helps employees better retain and apply their learning to be more efficient in their roles.
Los Juegos Olímpicos de 2016 en Río de Janeiro representaron el mayor éxito de Colombia en su historia olímpica, obteniendo 3 medallas de oro gracias a las victorias de Catherine Ibargüen en salto triple, Mariana Pajón en BMX y Óscar Figueroa en levantamiento de pesas, igualando el récord nacional de 8 medallas obtenidas en Londres 2012.
Tabitha Dellinger is seeking a position in customer service or hospitality. She has a background in various customer service roles including at Checksmart, AAA, and several restaurants. Dellinger has 32 credit hours completed at Sinclair Community College studying Communications. She graduated high school with honors as salutatorian and was a member of the National Honor Society and Phi Theta Kappa. Currently, she works as an inventory technician at Smedley's Chevrolet where she processes new and used vehicle inventory.
Codename One just announced support for running PhoneGap/Cordova apps right within Codename One!
What does this mean for Cordova developers?
What are the benefits of Codename One and what are the current limitations?
The document provides information on resume samples, templates, and other career resources for hotel electricians. It lists top resume types including chronological, functional, curriculum vitae (CV), combination, targeted, professional, new graduate, and executive resumes. It also provides links to interview preparation materials, cover letter samples, resume writing tips, and other job search resources for hotel electrician roles.
Geophysical survey for the risk managementMario Naldi
This document discusses managing risk through geophysical survey methods for due diligence assessments. It describes how non-invasive geophysical surveys such as electromagnetic, ground penetrating radar, and electrical resistivity tomography can identify subsurface hazards cost effectively by mapping buried utilities, tanks, waste, and other underground anomalies before invasive investigations. Large scale surveys identify potential risks while small scale surveys characterize identified anomalies to better inform follow up actions.
Benjamin Seive is a geophysicist with over 6 years of experience in data collection, processing, and modeling across various geophysical techniques. He has a strong technical background with three master's degrees and has worked on infrastructure, mining, and oil/gas projects in Australia and overseas. He is skilled in seismic, electromagnetic, gravity/magnetic, GPR, and borehole geophysical methods and processing software.
Dewi Slayton has over 18 years of accounting and finance experience. She has held various accounting roles including property accountant, accounting supervisor, and accountant. She is currently a property accountant at Coreland Companies where she prepares financial reports, manages portfolios, and assists with budgets and reconciliations. Slayton has extensive experience in financial reporting, analysis, budgeting, payroll processing, and accounting software such as MRI, Yardi, and QuickBooks. She expects to complete her MBA in Finance from the University of Redlands in December 2016.
The Physics of electromagnetic waves, a discourse to engineering 1st years.
"Lets discover what electromagnetic phenomena are entailed by the Maxwell’s equations.
Electromagnetic Waves are a set of phenomena broadly categorized as “Gamma rays, X-rays, Ultraviolet Rays, Visible light, Infra-red Rays, Microwaves and Radio waves.
We will discuss them from the perspective of Maxwell’s equations."
Este documento define una red social y describe diferentes tipos de redes sociales, incluyendo redes horizontales, verticales (profesionales, de ocio y mixtas), humanas, de contenido, sedentarias y nómadas. También cubre conceptos clave como conectores, centralidad, centralización, coeficiente de agrupamiento, cohesión y flujo de centralidad de intermediación que son utilizados para analizar redes sociales.
THE PIXEL LAB 2010: Gregor Pryor of Reed Smith - Digital Rights Issues for Cr...power to the pixel
This document discusses legal issues related to developing cross-media properties that are distributed digitally. It notes that digital distribution is important for the film industry. It recommends having clear distribution strategies and intellectual property frameworks when developing properties across multiple platforms. The document provides examples and discusses concepts like copyright, licensing models, and emerging technologies that could impact cross-media development.
The document outlines seven key areas that could be covered in an exam on the British Film Industry:
1. The impact of new technologies like digital media, the internet, and mobile devices on both film institutions and audiences.
2. Issues around media ownership, including public vs. private ownership and vertical and horizontal integration in the industry.
3. How international institutions target both national and local British audiences through factors like film certification, genres, stars, directors, advertising, and exhibition.
4. The importance of cross-media convergence and synergy in film production, distribution, and marketing.
This document discusses designing and developing an ICT project for social advocacy using video creation. It covers two learning competencies: integrating rich multimedia content to enhance user experience, and developing a working prototype of an ICT project for social change. The objectives are to understand how to use video for social advocacy, develop advocacy for social change using video, and create and share an original video presentation as an ICT project. It then defines design and discusses using video to creatively express advocacy messages while following principles of fair use, Creative Commons, and copyright.
New and digital media refers to digital devices, citizen journalism, social networking, digital natives, time-shift viewing, the internet, web 2.0, apps, and blogs. Contemporary media issues related to new digital media include privacy concerns from hacking incidents and leaked photos, regulation of new technologies, and the use of social media and online videos in spreading propaganda or recording incidents like police interactions. New terminology includes hardware, software, media technology developments that have impacted industries like film, music, television, radio, and online platforms. Web 1.0 allowed only reading information while web 2.0 enables contributing and changing content. Digital natives are comfortable with technology while digital immigrants had to adapt to changing media.
This document provides an overview of key concepts in media studies, including the production and distribution processes of media texts, audience segmentation and theories, convergence and interactivity, and stylistic codes. It discusses topics such as how media texts are produced, marketed, and distributed through stages like pre-production, production, and post-production. It also addresses the shift to digital media and platforms, audience profiling and behaviors, and regulatory bodies. Stylistic codes covered include techniques like camerawork, editing, mise-en-scene, lighting, and sound editing.
In the future, there will be two types of companies: those that are "mobile ready" and those that will fail. Mobile technologies are rapidly advancing, with devices having better connectivity, faster speeds, richer sensors and capabilities. Content will increasingly be optimized for mobile consumption and delivery, taking advantage of location services, social sharing, and two-way engagement with users. Companies must prepare their online presence and digital strategies to engage users on mobile or risk falling behind competitors.
This document discusses 7 key concept areas related to institutions and audiences in media studies: 1) issues of media ownership, 2) the importance of cross-media convergence and synergy in production/distribution/marketing, 3) new technologies in these areas, 4) the significance of increasing content/hardware for institutions and audiences, 5) how technological convergence affects them, 6) issues in targeting national/local audiences internationally, and 7) how personal media consumption reflects broader trends. It provides explanations and examples for each concept.
Media Corporation Product PortfolioThis is a portfolio, devel.docxandreecapon
This document outlines topics and questions to be addressed in a portfolio analyzing the political economy of mass communication aspects of various media corporations and products. The portfolio is to include 12 entries, each summarizing an article about the iPad in 100 words and analyzing it in 2 pages. The analysis should relate the article to concepts like business models, industry trends, and the global media system from class. Questions provided can help guide the analysis.
Chuck Martin, auteur van The Third Screen, heeft tijdens een inspirerend Moviebites seminar over Online Video & Mobile verteld over de enorme groei van mobile. Bekijk hier zijn presentatie.
Yle media technology future prediction 2018Pasi Ekman
Yle is doing systematic future prediction in a continuous manner. We think that a prediction is a statement about the way things will happen in the future, based on experience or knowledge. In this work we bring together all available past and current information, as a basis to develop reasonable expectations about the future.
Based on our prediction we also will make recommendations what predicted future means to Yle and what actions Yle should take.
In the future, there will be two types of companies: those that are "mobile ready" and those that will fail. Mobile technologies are advancing rapidly, with better connectivity, faster devices, and new interactive capabilities. The mobile experience will continue to converge, with phones replacing more dedicated devices and integrating diverse sensors and input methods. Content must be optimized for mobile contexts and allow sharing and interaction within social communities. Companies should start preparing their online presence and content strategies for a mobile-first future.
What Old Media can teach New Media: Media Convergence & Integration, Social M...Howard Greenstein
The document discusses various topics related to media convergence and integration, social media, and professionalism in digital communications. It provides a history of different media forms and how they have converged. It also discusses how various media, like television, computers, and mobile devices, are integrated and how users consume content across multiple screens. The document advocates for professionalism when creating and sharing content online.
To understand how to manage media it's essential to understand; The journey from analogue to digital platforms; Hallmarks of digital platforms; How digital media has impacted how media is managed; Management skills for digital media; Strategies for effective media management in the digital age.
The document discusses the evolution of media from early blogs and citizen journalism to the current multi-screen world of TV, computers, and mobile devices. It also covers how social media can be used across different platforms to engage audiences and promote brands or businesses. Effective strategies discussed include creating content for different screens, enabling user sharing and remixing, and using search and social networks to spread brand messages.
Multi-screen behavior has become mainstream as consumers spend most of their media time in front of multiple screens like computers, smartphones, tablets, and TVs. This makes people feel more efficient through "found time" across devices. TV is one of the most common secondary screens used along with other devices, with 77% of consumers using their PC/laptop or smartphone while watching TV.
Landsman Greenstein Bar Camp Smc Aug 8 2008 NycDean Landsman
The document discusses various topics related to media convergence and integration, social media, and professionalism in using social media. It provides an overview of the evolution of different media forms from early forms like cave drawings to modern television, radio, and the three screen world of TV, computer, and mobile devices. It also discusses how social media can be used to support other media and highlights the importance of professionalism when using social media.
2007 Home Network Global Summit - Seoul, KoreaCABA
The document discusses the Continental Automated Buildings Association (CABA), a non-profit organization focused on advancing technology in home and building automation. It lists CABA's board of directors and provides information on its research council and recently completed projects related to home automation, networking, and digital media usage.
Similar to Ppt Valuation Legal Issues V2 Jcr 042909 (20)
Part 1 (of 3) deals with IP legal landmines that caused pretty severe problems for scaleups--this presentation is from the perspective of a scaleup team, i.e., it is not dense legalese.
This document provides a list of mentoring modules and presentations used by Global Capital to mentor startups, scaleups, and venture capitalists. The modules are divided into two parts: Part 1 addresses pre-funded startups and covers legal issues, intellectual property, forming the startup, managing the startup, developing technology, getting traction, and raising capital. Part 2 focuses on startups that have received funding and includes topics like building and managing the scaleup, team building, marketing, strategic alliances, international expansion, and additional rounds of venture capital funding. The presentations range from 30 minutes to two hours depending on the desired depth of content.
This presentation from last year argues that (1) the "hegemony of narrative" distracts attention from other opportunities in VR (now XR), which are (2) worlds, DIY tools and "corporate use" such as training and healthcare. Events since then have proven it to be largely true. "Narrative" (e.g., XR movies) are not a "wrong" investment, only a different one.
GDPR: What It Is and How (and Which) US Companies Are AffectedJames C. Roberts III
The EU's GDPR that just went into effect turns privacy regulation on its head--from the perspective of the US. GDPR can affect US companies--not only those with a presence (office or sub) in the EU, but otherwise. It's still a mystery and a controversy just how it affects US companies, though.
GDPR just took effect in the EU and most companies, there and in the US, are confused about what it is and what they are supposed to do. We provide a brief look at the regulations and how they might affect US companies.
Global Capital Roundtable VCs & the US Market SUMMARY SLIDESJames C. Roberts III
This document summarizes a presentation about taking advantage of the US market. It discusses getting established in the US through state of incorporation, agreements, and legal entity types. It also covers current venture market trends like specialized funds and lean startups. Finally, it proposes developing a story and marketing plan for Italian startups to establish a US presence without leaving Italy.
The Librarian of Congress exercised his rulemaking authority to determine classes of works exempt from DMCA prohibitions on circumventing security technologies for purposes of fair use. This allows iPhone users to jailbreak their phones for personal use and allows documentary filmmakers to use short clips from DVDs for commentary and criticism. The basic principle is that access constraints should not preclude fair use such as commentary, education or criticism. A court ruling was also issued confirming these fair use principles.
The document provides guidance on creating an effective pitch deck for venture capitalists, recommending:
- The deck should be a PowerPoint presentation with no more than 15 slides, including a title slide and contact slide.
- Slides should have no more than 3 points each in at least 14 point font for readability.
- Key topics to cover include: market opportunity and problem solved, product/solution, competition, management team, funding needs, and use of funds.
- The goal is to compellingly pitch the opportunity in a few slides to get interest and a follow up meeting, not provide all details up front.
The document provides guidance on creating an effective pitch deck for venture capitalists, recommending it be a PowerPoint presentation with no more than 15 slides covering essential information like the market opportunity and solution, management team, costs, funding needs, and milestones. Key points are to keep it compelling with high level details rather than cramming in everything, and use a minimum 14 point font for readability.
The document provides guidelines for drafting social media policies for employees. It recommends taking a positive approach by providing guidance rather than punishments, and integrating social media policies into existing HR policies and training programs with some tweaks rather than creating new extensive policies. While there are risks to companies from employees' social media use, the risks are not as extreme as some claim and existing policies can often sufficiently address issues with minor adjustments.
This document summarizes key trends in digital technology and content licensing that were discussed during a licensing committee conference call in December 2009. It identifies several areas of change, including the continued weak global economy, disruption in the media industry from new technologies and business models, the rise of platforms like Google Chrome and cloud computing, increasing international regulation of privacy, attempts by Hollywood to expand ownership and collect more fees, and ongoing legal issues around patents and licensing practices.
1. GLOBAL CAPITAL LAW GROUP PC
GLOBALCAPITAL STRATEGIC GROUP
Los Angeles
Boulder
Milan
2. GLOBALCAPITAL
LEGAL ISSUES IN VALUING MEDIA ASSETS
MONEY, MEDIA, ENTERTAINMENT & TECHNOLOGY
SYMPOSIUM
of
DIGITAL HOLLYWOOD SPRING 09
Santa Monica, California
May 4th 2009
James C. Roberts III, Esq.
GLOBAL CAPITAL LAW GROUP PC
3. GLOBALCAPITAL
THE PANEL
MONEY, MEDIA, ENTERTAINMENT & TECHNOLOGY SYMPOSIUM
of
DIGITAL HOLLYWOOD SPRING 09
Panel on Valuing Media Assets in the Global Reset.
Panelists:
Larry Gerbrandt (Media Valuation Partners)
Seth Shapiro (New Amsterdam Media)
Marty Pompadour (Caribbean International News Corp.)
James C. Roberts III (Global Capital)
Please note that this presentation was not given at the panel.
5. GLOBALCAPITAL
INTRO: WHO WE ARE & ARE NOT.
1. Global Capital Group has two entities:
– Corporate, transactional & IP:
Global Capital Law Group PC
– Strategic consulting:
Global Capital Strategies LLC
2. We don’t have lunch with Gwyneth Paltrow.
– We are not traditional entertainment lawyers: We don’t do
“pure” movie deals for a percentage.
– Internet technology and content and advanced technology:
“Beyond the bleeding edge.”
6. GLOBALCAPITAL
SUMMARY: REVENUE MODELS & RISKS.
1. Context: Global trends affecting models.
2. New revenue streams: Mobile & data—even
ecommerce.
3. Hollywood’s corporate & legal culture: We own it all.
4. Legal issues affect valuation: ownership and
indemnification risks—a quick guide to due diligence.
7. GLOBALCAPITAL
FROM A LEGAL PERSPECTIVE: SO WHAT?
1. Look at viability of assets across new platforms: Is the
market there? Are the rights there (in the agreement)
to serve that market?
2. Do they have the rights for probable revenue stream:
How long? How much must it be shared?
3. Do they have rights to various data streams?
4. Data streams as revenue streams.
8. GLOBALCAPITAL
PART I: TRENDS--TRICK QUESTIONS.
1. When you see the word “mobile,” what do you
see? Cellphone
2. When you think of mobile IP rights, what do
you see? Mobile distribution of existing
TV shows.
3. A mobile deal? Digital content license with
a network/studio and a telco.
9. GLOBALCAPITAL
TRICK ANSWERS.
1. Mobile as the “platform of choice.” Smartphones,
MVD’s & Netbooks—i.e., Internet access (rather than
only phone system access).
2. Hollywood culture: Long-form v. short-form major
controversy but music & games biggest segment, then
personal videos.
3. All kinds of mobile deals: M&A, technology,
regulatory, etc.—complicated ecosystem of
stakeholders.
4. Hollywood short form: What’s missing?
10. GLOBALCAPITAL
ROW: THE PC IS NOT THE WEB.
2008, worldwide:
• ~3,500,000,000 cellphones
• ~1,400,000,000 TVs
• <500,000,000 PC users (~200m HH)
3Q07:
Nokia buys NavTeq for $8,100,000,000 ($8+ billion)
11. GLOBALCAPITAL
OLD REVENUE SOURCES.
The obvious:
– Broadcast ads: national spots declining
– Syndication: unclear future
– Site Ads: CPMs dropping
– Cable fees: mixed record
12. GLOBALCAPITAL
NEW (& IMPROVED) REVENUE SOURCES.
1. The obvious:
– Mobile ads: screen-size issues; splits?
– Mobile video: promising (complicated dev)
– Mobile search: not bad
2. The emerging:
– Datastreams: of what type?
– Ecommerce: Tivo & Amazon
– Pre-rolls, etc.: excellent now but unpopular
13. GLOBALCAPITAL
HOLLYWOOD’S
DIFFERENT (LEGAL) CULTURE.
• “Short Form” mania: Oral agreements OK.
• Booming business for litigators: unclear as to
scope, terms, etc.
• Over-reliance on inapplicable forms: trying to put
a round peg in a square hole.
• “We own everything you ever think of for
exploitation: past, present and future.”
• Usually unclear language, scope problematic.
14. GLOBALCAPITAL
PART II: LEGAL ISSUES--SUMMARY.
1. Scope of license: What rights?
2. Reps & warranties: Can they say they control?
3. Revenue: With whom is it shared
4. Other Terms: Indemnification, etc.
15. GLOBALCAPITAL
FOR EXAMPLE . . .
1. Rights:
– What is the scope of rights granted?
– Are there other licenses granted that limit new
platforms or territories (or languages)?
– Does the chain of title support the reps & warranties?
– Do they own user/audience data?
– Any pre-existing (or competing) “registered” rights?
Any opportunity?
2. Term: Is the term long enough to hit IRR?
3. Other Terms: Indemnification, reports, etc.
16. GLOBALCAPITAL
QUICK TRICKS.
1. Scope of license: Does it cover new platforms and new
forms of “engagement,” e.g., interactivity, social
networking, peer-to-peer, mobile, “complete”
convergence?
2. Limitations of other licenses: The “Border Effect.” Is it
licensed in foreign markets (through other agreements)?
3. Who owns user/audience data?
4. Reps & warranties: Can they say they control?
5. Revenue: With whom is it shared?
6. Indemnification: Huge risk? (Claims may be brought in
foreign jurisdictions)
17. GLOBALCAPITAL
LEGAL RISKS: LICENSE SCOPE.
Does the scope of license grant rights sufficient for
commercialization (and valuation)?
1. Platforms specified? Interactivity? “Mash-ups” w/in broadcast rights
(“push” v. “pull”).
2. Term (and beyond)? Use in between broadcast “day and date(s)”?
3. Right of sublicense (necessary if to Users).
4. What else is it being licensed?
5. Data/datastreams. Internet exploitation enables accumulating—and
mining and monetizing—vast amounts of granular data.
6. Does the content rely upon rights in technology (often covered by
different agreements)?
18. GLOBALCAPITAL
LEGAL RISKS: LICENSE SCOPE.
Hollywood “own it all” mentality: Everywhere & for all
time…
[The studio shall have . . .] the exclusive, irrevocable, right,
license, privilege, and authority to exploit the Work in any
manner, medium, form or language, now known or hereafter
devised, whether or not reasonably contemplated as of the
Effective Date, in its sole discretion, and to make copies of such
exploitations and to exhibit, distribute, exploit, market, perform
and make digital transmissions of the Work throughout the
universe in any and all media by any and all means, whether
now known of hereafter devised . . .
19. GLOBALCAPITAL
SO WHAT?
Traditional Approach: Push it to the audience. Does the
license grant cover “Pull” or social networking, mash-ups,
etc.? Lean back/lean forward?
Exploit the Work:
• Includes right to edit, trailers, mobisodes?
Digital transmission:
• Interactivity? Mobile rights? Derivative works?
Universe:
• Defined term?
20. GLOBALCAPITAL
WHERE’S WALDO?
RIGHTS. Company automatically and irrevocably shall own and be vested with, and Vendor
automatically and irrevocably shall be deemed to have granted, conveyed, assigned, transferred and set
over to Company, all right, title and interest in and to the Work, including without limitation any and
all copyrights therein and thereto (and all renewals, extensions, restorations and resuscitations thereof)
and any and all rights now known and used, under any and all such copyrights in perpetuity (but in any
event for not less than the period of copyright and any and all renewals, extensions, restorations and
resuscitations thereof), in any and all languages and in any and all media now known and used, now
known and hereafter used, or hereafter known or devised and used for the entire universe
(collectively, the "Rights"). Without limiting the generality of the foregoing, the "Rights" shall in any
and all events include, without limitation, all right, title and interest in and to the following: (i) the sole
and exclusive Motion Picture rights, including, without limitation, the sole and exclusive right to
produce one (1) or more Motion Pictures or other derivative works (including, without limitation,
sequels, prequels, remakes, musicals and/or serials) based, in whole or in part, on the Work and the
right to fix, reproduce, release, distribute, exhibit, perform, transmit, broadcast, advertise, promote
and otherwise exploit such Motion Pictures or other derivative works by any and all means and in
any and all media whether now known and used now known and hereafter used, or hereafter
known or devised and used, including, without limitation, all of the following: theatrical; non-
theatrical (including airlines, ships and other carriers, military, educational, industrial and the like); pay-
per-view; home video (including video-cassettes, digital videodiscs, laserdiscs, CD-ROMs, video-on-
demand; near video-on-demand and all other formats); all forms of television (including pay, free,
network, syndication, cable, satellite, high definition and digital): subscription-on-demand;
21. GLOBALCAPITAL
WALDO (cont’d).
all forms of digital or on-line exploitation, distribution and/or transmission (including,
without limitation, the internet), CD-ROMs, fiber optic or other exhibition, broadcast and/or
delivery systems and/or computerized or computer-assisted media; all rights of
communication to the public, rights of distribution to the public, rights of making available
or other forms of public or private communication and/or distribution; and all forms of
dissemination, communication or distribution to one or more locations or parties, whether
embodied or transmitted utilizing analog, digital or other formats; (ii) all ancillary, incidental
and subsidiary rights including, without limitation, all merchandising, (e.g., games, computer, video
and other electronic games, toys, comic books, so-called "making of books," apparel, food, beverages,
posters, and other commodities, services or items), commercial tie-ins, co-promotions, music, music
publishing, soundtrack, photonovel, novelization, screenplay publication, interactive media, multi-
media, and theme park (or other "themed" or location-based attraction) rights in and to the Work; (iii)
the right to make or publish excerpts, synopses or summaries of the Work for purposes of advertising,
publicizing or exploiting the foregoing rights in and to the Work; (iii) the exclusive right to publish the
Work or excerpts therefrom and (iv) the exclusive right to use the title or titles by which the Work
may be now or hereafter known, or any components of any such title or titles (a) as the title of Motion
Pictures and/or in connection with the advertising, marketing, publicity, promotion and other
exploitation thereof, whether such Motion Pictures are based wholly or partially upon the Property or
are independent of the Work, (b) in connection with songs, musical compositions, music or lyrics
and/or phonorecords, whether or not included in any such Motion Pictures, and (c) in connection
with the publication, recordation, performance, and any other use whatsoever of the foregoing items.
22. GLOBALCAPITAL
SO WHAT?
1. Overreaching?
– Enforceable in the EU?
2. Where is mobile mentioned?
– Does that mean “not contemplated?”
– No “pull,” no UGC, no alerts, no “lateral” dissemination by User?
3. Tricky application of Rule of Ejusdem Generis:
– General statements apply to same class of things or only things listed. “Cars, trucks,
motorcycles” = land-based vehicles so planes and boats are excluded.
– The longer the list the more likely that missing items were intentionally omitted.
– Courts do not limit application to statutes.
4. Agreements as guidance for non-lawyers. Can you imagine them figuring this
paragraph out?
This is analysis, not criticism, of the Hollywood approach:
Just different.
23. GLOBALCAPITAL
LEGAL RISKS: REPS & WARRANTIES.
Can they represent that they control the necessary rights?
(a) Ownership or Control. Licensor owns or has been licensed all
rights necessary to effectuate the terms of this Agreement.
Can they legitimately say this?
(b) No Violation of Third Party Rights & Applicable Laws. The
execution, delivery and performance of this Agreement will
not violate rights granted by xxxxxxx to any third party or
violate the provisions of any agreement to which it is a
party or violate any applicable law or regulation, including
those regarding export control; and
New risks for technology based on “Open Source.”
24. GLOBALCAPITAL
LEGAL RISKS: INDEMNIFICATION.
Indemnification shifts future risks.
• Who assumes the risks going forward?
• Infringement
• Third-party claims
• Non-American jurisdictions may assert their authority.
(EU privacy laws; jurisdiction based on “country of
access”; infringement claims)
25. GLOBALCAPITAL
PART III: WHY THIS MATTERS IN
VALUATION: It’s the Audience.
• Scope determines
platforms. Platforms
determine audience size.
• Strength of license grant
determines probability
of higher value.
• Territories affect
potential income
streams.
• Liabilities
(indemnification,
litigation) weaken
“base” value.
• Term affects Discount
Rate & IRR.
• Terms make “comps”
more accurate.
26. GLOBALCAPITAL
(AUDIENCE) SIZE MATTERS.
1. Are future audiences larger audiences or larger number of (overlapping)
audiences? (Hint: Mobile + IPTV).
– Other technologies have “proxies” for “audience” but stronger cost-savings
elements (e.g., SaaS).
2. If digital content is the asset, then future value is based on re-use—on other
platforms, etc.
– Subtract re-purposing & digital distribution (e.g., streaming) costs?
– Risk of cannibalization? (Does Hulu hurt or help Disney, et al.?)
3. Re-use depends on rights to such use.
4. “Content Everywhere” (breaking down silos) may consolidate (and increase)
audiences, but may be constrained by license constraints and, later, sunk
costs.
– E.g., if you invest in a standard that is later superseded.
27. GLOBALCAPITAL
TWITTER COULD NOT BE PREDICTED.
• MySpace. Facebook. Twitter.
Who knew?
• All valuation techniques are largely backward-
looking: DCF, comparables, etc.
Who made money how in the past?
• The best numbers and agreements are still subject
to the art of valuation. That’s a good thing.
28. GLOBALCAPITAL
Thank You.
James C. Roberts III
jcrext@globalcaplaw.com
globalcaplaw.com
GLOBAL CAPITAL LAW GROUP pc
Copyright 2009, James C. Roberts III. All rights reserved.