Some nights (pre-pandemic), after playing a set with her rock band, New Day Dawn, Dawn Botti ’94 would be approached by a member of the audience. Often the person was a fan, but many times it was a fellow musician, asking her to look over a touring contract to see if it was fair.
Being approachable and understanding contracts have been helpful, Botti says, both in her musical life and in her career as corporate counsel for several major entertainment companies. After a start in Big Law, she moved in-house to ABC Television and then to Comcast NBCUniversal, where she says she negotiated and wrote some of the first contracts to license television and film content to streaming services. In November 2021, Botti was promoted by AMC Networks to executive vice president of legal and business affairs for AMC Studios and Streaming Services after six years as senior vice president of legal and business affairs there.
In this Q&A, Botti discusses her passion for contracts, the importance of chasing opportunities, and how her love for rock and roll has aided a demanding legal career.
How did you first become interested in the law and contracts, in particular?
I was always interested in music and entertainment and performing, and litigating seemed like a way to incorporate that kind of performance into a career. I chose NYU Law because of how close it was to the Village’s music scene and also because I had stayed close to home [Long Valley, New Jersey] for my undergraduate degree, and I was ready to move to a big city.
At the Law School, I took a trademarks course because I figured I would be interested in intellectual property-type issues, and I loved it. Then I took a contracts course, and I just loved the logic of contract interpretation rules and the [Uniform Commercial Code], and all of that. It was like learning a secret code of how to read a contract.
Coming out of law school, I was still very interested in litigation, but I wanted to find a big New York firm that had some entertainment clients, and ended up going to Proskauer Rose. I was assigned to a huge accounting malpractice case that took up all of my time, including the weekends. While I did find it interesting, I was not getting any exposure to intellectual property. But there was an intellectual property transaction group in corporate, and they did a little transactional work, and so I went to that group and I said, “Look, I’m on this big litigation, but I’d love to get some exposure. So, if you have anything, can you please give me something?” And they were able to give me some work.
When I talk to students—I was an adjunct for about ten years in NYU Steinhardt’s MBA program—I always tell that story, because it’s really a good example of how you have to just make your own opportunities.
How did you move into entertainment law?
After Proskauer, I went to the boutique firm Pryor Cashman Sherman & Flynn, and it was a great experience. The cases were definitely fascinating, but I was only there for about a year, because I got a call out of the blue from ABC Television. [While at Proskauer] I had interviewed for a rather obscure job in another big firm’s contests and sweepstakes department because of a mix-up that a headhunter I was working with had made. But I had made an impression on one of the partners there who also happened to advise ABC Television on its sweepstakes. So when his client, ABC, asked if he knew any attorneys with a certain skill set, this partner pulled my resume from his drawer and shared it with ABC. What had seemed liked a waste of time interview ended up being the event that brought me my first in-house opportunity. This is another lesson I like to impart on students–you truly never know where your next opportunity may come from. Networking within our industry is so important.
One thing really stuck with me when I moved from a law firm to in-house counsel. On my first week, I took all of my impressively framed diplomas and bar admissions that I had displayed on the walls in my law firm office, and I proudly hung them up at my new office at ABC. My new boss walked into my office and he said, “Oh no, take these all down.” And I said, “Why?” And he said, “Because your job as an in-house counsel is to be as approachable as possible. You want the business people to come to you and to seek out your advice before they get themselves into legal trouble. You want them to think of you as one of them–a member of the same team. ” That approach remained a big part of that job and all my other in-house jobs to follow.
After ABC was acquired by Walt Disney, they wanted to move a lot of lawyers out to Los Angeles, but my husband and I wanted to stay on the East Coast. I ended up taking a job at USA Networks, which eventually was acquired by NBCUniversal.
Are there any projects you’re particularly proud of having worked on?
During my time at the different organizations that would become Comcast NBCUniversal, I worked on everything from the lease of the office space that our offices were in, to trying to get some money out of an advertiser that went bankrupt, to merchandising deals, to working on the Jerry Springer Show and vetting legal issues there Eventually with the several mergers, my role became focused on content licensing and distribution deals. When the technology started changing and you were able to view video on smart phones and computers this area became extremely interesting, ever-evolving and exciting!
In early 2005, a little company called Netflix approached us with this idea to stream content in order to get rid of the shipping cost of DVDs. They wanted to license streaming rights from NBCUniversal. And many at my company didn’t even know what streaming rights were yet.
After many, many hours and months of debate internally at NBCUniversal, we finally made the decision with certain content, on certain terms, that we would license to Netflix. So, we did the first-ever streaming deal between a major studio and Netflix at the end of 2005. And I actually wrote most of the contract from scratch because Netflix gave me their starting contract and I said, “No major studio will ever sign something like this. This is way too one-sided and too simplistic.” So I had to rewrite the whole thing.
When I came to AMC in 2015, literally 10 years later, one of my responsibilities was to oversee content distribution. On my first day, the assistant general counsel suggested it would be a good idea for me to get familiar with AMC’s existing output deal with Netflix. When I looked at the contract and thought: “Oh my gosh, this is based off my form.” I recognized a lot of the language as language I had created all those years ago.
At AMC, I also oversee legal for the company’s studio division. As this division was new in 2015, there was no predecessor in this role, so it’s been a lot of me establishing processes and legal policies for the studio and that has been a lot of fun too. I have a lot of freedom. We went from a studio producing four or five shows a year to producing over 20. I started with a team of two attorneys which has since grown to a department of nine (and will likely continue to grow). AMC is not a huge company, and so there’s a lot of opportunities if you want to raise your hand for some entrepreneurial things that are happening at the company.
I’m curious. I like working on new things. I love cutting-edge technology. I certainly find that, as an attorney, if you’re going to work on contracts around a new technology, the first thing you need to do is work with the technology, play with it, understand how it works as this will inform what you address in the contracts. I’ve been able to work very closely with AMC’s technology team in the planning, development and launch of AMC’s own new premium streaming service, AMC+, which launched in 2020.
How has your love for music impacted your career?
Writing and making music is one of the most important parts of my life. There was a time early on in my legal career when my rock band was getting sought out by record labels, and I thought we were on the verge of a record deal. It didn’t happen the way we thought, but I’ve played in a band the whole time. My current band, New Day Dawn, has released three records that I’m really proud of. I feel blessed and happy to have been able to play music and be on stage throughout my career.
Being an artist and performer myself really helps me with my clients on the creative side. For those on the front lines of making our scripted content, I empathize with them a lot. I understand that that script is their baby, and when I’m telling them from a legal standpoint they have to change something in the script, that’s akin to someone like a producer telling me they don’t like that chord or that lyric that I have in my song. I have respect for the integrity of their vision and what their art is. And I think that serves me as an entertainment attorney.
This interview has been edited and condensed.
Posted March 24, 2022.