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Alexia Bedat

Alexia Bedat

· Time to read: ~8 min

This interview was first in the Podcast Business Journal newsletter, with the latest podcast news and data. Subscribe free today.

Alexia Bedat is Practice Lead for the Podcast and Audio team at Klaris Law — this interview has been lightly edited for style and readability

JC: What sort of things do the podcast and audio team at Klaris Law work on?

AB: We work on all the paperwork, all of the agreements, all of the questions that are needed to get a podcast from an idea through to production and into the world and promoted and distributed.

JC: The first question I’m going to ask is a bit of a silly question really. I report on a lot of these “first look” deals, and here’s where I confess, I don’t really know what a first look deal is. Why are they such a big deal that I get sent an awful lot of press releases about them?

AB: They are a big deal! They essentially create a relationship between usually an independent production company and a network, a distributor. So that network distributor exclusively gets a “first look” - a first bite at the content that the production company are developing. So they become the first exclusive home for the content being developed by the company.

JC: So if I make a really good podcast that might turn into a TV show, then that company essentially gets the first look.

AB: You can have first looks that are just for the audio: but typically, if you are getting a first look on someone’s audio, there’s usually terms in there as well that either give you a first look on the film or TV. Or, if you’re really an audio platform that doesn’t have the ability yourself to turn it into a film or TV show, or you’re not affiliated with a film TV studio, you will at least be attached to it: you’ll usually get some passive revenue development, and you’ll probably be executive producers so you’ll be involved in some way, even if you yourself are not creating the film or TV spinoff.

JC: I’ve just finished reading the very excellent book, The Missing Cryptoqueen by Jamie Bartlett, which came from a podcast of the same name. Where are you seeing your clients IP being used? Is it mainly film and TV, or is it lots of other things like books and and other things?

AB: For a long time, people have just focused on podcasts being “Hollywood gold” and a pipeline to film and TV. But the number of podcasts that are turned into film or TV is maybe not as much as one would think when you read the amount of headlines. There’s a lot of other derivative potential as well - there are podcasts that get turned into audio books; there are podcasts that become, like you said, printed books. There are maybe short visuals, short series. There’s a lot of events. So when we talk about derivatives and adaptations of podcasts, film and TV are a subset of a much larger universe of how this very rich starting IP that is a podcast can turn into.

JC: Most of the money that’s flowed into podcasting in the last few years has been predicated on IP, who owns the show, what you can do with the resulting work. What are some of the mistakes that people make when they’re thinking about their IP and what they can do with it?

AB: A big mistake is thinking that “if I don’t own the IP it’s a bad deal”, and digging your heels in. There’s ownership and control of the IP, and there’s the economic interest in the exploitation of the IP. You can often get to the same place you want to be as a creator or as a production company, by taking a step back and speaking to each of those in turn, rather than just focusing on “owning the IP”. Sometimes, if you look at the letter of the agreement, you own it - but in fact you’ve assigned all of the distribution rights to your partner, and all of the rights to turn it into a film or TV show to your partner. So you own it, but you’ve contracted away a lot of the benefits of ownership. You can negotiate to receive the benefits of ownership, even if you don’t own it.

JC: I guess the phrase “IP” covers an awful lot of different things. Who owns, for example, an RSS feed for a podcast? Is that part of what a good contract should be?

AB: Absolutely. Typically the party who is investing in this show is either going to own the RSS feed, or at the very least, during the term while they’re distributing it they’ll have access to it and control of it.

It’s always a very contentious point of negotiation. What happens if the partnership ends? What happens if you don’t renew for season two? Who gets to control the feed? Who gets to access the feed? And if, for example, you get to continue to make your show, but the feed stays with the production company, what do you do? So there’s often negotiations around being able to access the feed, being able to promote your new show in the feed to direct the audience that you’ve developed.

That is always a point that is negotiated; and that should be negotiated not only for ownership during the term ownership and control, but also ownership and control after the term.

JC: Talking to somebody who works at a media law firm, I think I know what the answer is going to be to this next question… but I’ll ask anyway. Is that something that is best done by a lawyer, not not just a quick email?

AB: I think it depends. If you have a contract clause that you cannot understand by yourself, there’s probably a problem there. It’s probably been written in a deliberately confusing way. Something as important as the RSS feed clause tends to be one which is either negotiated as one of the business terms of the beginning by the execs, either with the execs and the agents or the execs and their lawyers. But it tends to be one of those high level business terms that’s hit on right at the start before you even get into the meat of the contract.

JC: Is most of your work around protection in case something bad happens? Or how much is reactive - you get called in when something when something bad has happened?

AB: It tends to be both. The truth is, the only time you really open up a contract is when things have gone wrong. One of the things you’re thinking about when you’re writing that contract in the first place is: the only time people are going to go back and look at this is when the relationship has gone sour, when one party wants to renew, but the other one doesn’t, when one party wants to do it with a new host, but the other party does not. The truth is that the job of the lawyer is often to help the parties at the onset think about and agree, you know, what’s going to happen if and when things go wrong and also in success and how decisions are made in success. So you have an opportunity to help to architect the relationship between the parties.

JC: Podcasting, specifically, is global in nature, but law firms typically aren’t. And it strikes me that you’re quite unusual in working for a New York law firm, you learned law in Cambridge in the UK, you grew up in Switzerland. Is is podcasting particularly complicated because it isn’t territory by territory?

AB: I think a lot is about the content of the podcast and and exactly who’s being discussed. If it’s an investigative podcast and the the people you’re speaking about live in the US, having American lawyers working on it, reviewing it, and making sure you don’t get in trouble for what you say makes sense.

But if the story is about a massive drug bust that happened in Italy or in France and you’re talking about the ringleaders there, you’re going to want to be protected if a claim happens in either France or in Italym - and in that case, having a French or Italian lawyer or working with both American lawyers and French Italian lawyers together is important.

I would be wary. It is not possible for a single attorney to clear a piece of content globally. There’s always a judgment call. If somebody is unhappy, where is that likely to happen? Is the the content that I’m using and not licensing, where is it from? Where are the copyright holders? You make an educated guess, and you protect your bases in the places where things are likely to go wrong. And you may need more than one attorney to truly clear something in multiple countries.

That’s different from who’s actually drafting the contracts. Even if it’s a UK production company that’s working with a US production company, but the contract is subject to US law, you can have an American attorney negotiating that, then there’s a separate question of who’s actually reviewing and clearing the content for your liability purposes as the publisher.

JC: If there’s one piece of advice that you would give to people who are working in the business of podcasting, what would that advice be?

AB: I think people get very entrenched in their positions by default. “No, we can’t do this.” “No, we can’t lock you to season two.” “No, we need to own it.” And I find that if you actually ask the party on their side, well, why does this matter to you? Why won’t you concede on this? Why are you concerned about derivatives and adaptations? Often when people articulate what’s behind the pushback, you can get to it differently. Just asking questions - understanding what the concern is - cuts through a lot of the endless back and forth that ends up sometimes casting a negative light on the relationship before it’s even started.

So that would be it - just ask questions. Both sides.

JC: Thank you so much. I really appreciate it.

AB: Thank you, James.

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