Wow. That statement alone tells you everything you need to know about that person and what kind of manager they are. The fact that it was the founder is just...wow. Since it was the founder, if I was in your shoes I would have asked this fool if they took that same approach when they ever worked for someone else - that they never did a single thing that was creative outside of work. Yeah, we know the answer.
Also - "We'd never exercise that right. But we reserve the right." Don't believe that for a minute. My father once worked for a fortune 500 financial company (but he was an IT person) and his hobby was music. He self-produced an album. A little while later they let a bunch of people go who were all 40+. He declined their package so that he could sue them for what was clearly age discrimination. That company then tried to claim that everything he did in his free time was owned by the company and they counter-sued him for royalties related to album sales and public performances. Keep in mind his contract did not include any of the draconian language like what you turned down. The only thing it said was that he was an "on-call" employee who needed to make sure he was available on short notice for systems-related emergencies. So they used that to say that because he was "on-call" they therefore owned every single second of his existence.
You can't make this shit up.
In the past people would coerce you into doing things by surrounding themselves with big strong men. All that's changed is the now they surround themselves with suits and it's supposedly legal.
Cool, so I get all those years of back pay with OT. Feel free to deduct the $10k royalties from the hundreds of thousands you owe me. Every time I thought about music, wrote music, played or practiced music, I was on the clock the entire time. Thanks!
"We are kinda indifferent. If you piss us off, we will look for ways to make you miserable. If you leave and start a competitive company or even a half-competitive company, we will use this contract to bring you to tears. BUT, if you don’t piss us off, and serve us loyally, we’ll look the other way when your iPhone app starts making $40,000 a month."
FYI - my father's situation happened about 20 years ago in the late 90's.
I am now very sad.
"be careful before taking legal advice from the Internet." - Indeed, Joel. Indeed.
I will point a couple:
- He says that contractors "by default" own the IP of the work they do for their employers. This is actually exactly the opposite: "work for hire" means that the employer owns the IP by default: http://contently.net/2013/07/09/find-work/work-made-for-hire...
- He glosses over / minimizes the fact that most of these "invention assignment" clauses are doomed in a court of law more often than not (even ignoring the states that outright prohibit them) if they do not fall within the scope of employment (sorry, I don't have a reference here, but I have heard of many such cases being thrown out in court)
As a business owner, he comes across as having a very clear agenda which is at odds with the reality of the law and the actual outcomes of these cases in court.
https://www.copyright.gov/title17/92chap1.html
A “work made for hire” is— (1) a work prepared by an employee within the scope of his or her employment; or (2) a work specially ordered or commissioned for use as a contribution to a collective work, as a part of a motion picture or other audiovisual work, as a translation, as a supplementary work, as a compilation, as an instructional text, as a test, as answer material for a test, or as an atlas, if the parties expressly agree in a written instrument signed by them that the work shall be considered a work made for hire.
I think I was probably misremembering my experience as a software contractor, in that I don't think I ever signed a single contract that did not include the "work for hire" stipulation.
Ironically, it seems far from clear that "work for hire" even applies to software: http://www.lexology.com/library/detail.aspx?g=59a4a8c4-c446-...
Exactly, which is why his post is totally self-serving propaganda.
Though he tries to present the post as "here's a totally objective explanation of how side projects interplay with employment law", ultimately his point comes down to Business owners have all these complicated issues to deal with, so just accept the fact that they're going to screw you over, while they make millions of dollars
There's no credibility given to the fact that companies have choices here and there are other options that don't screw over the employees - those options are too hard, and they might introduce legal risk to the company, or (!gasp!) scare away investors.
It's just accepted as given that business owners must do whatever it takes to protect their company's interests and employees should shut up and deal with it. Employees carry the legal and financial risk because it would be inconvenient for the company to do so.
The company is simply acting in its own self-interest and it's not actually trying to screw you (probably), that's just an irrelevant side-effect that they might take advantage of in the future when they do want to screw you. Now that know that you understand that, you're totally cool with it right? It's just business.
I don't think Joel is intentionally trying to be manipulative. I think he honestly believes all of that. As a business owner he's dealing with all those issues and he thinks he's making appropriate choices and has no particular intention to screw over his employees. The purpose of the post is so that everyone can see that he, and business owners like him, are not a bad guys - they're just acting rationally and you only thought you were getting a bad deal because you didn't understand the choices they're making.
"What are you doing sitting there just cruising the web, Ms Contractor" > "Oh, I'm just waiting for this quarter's invention to pop into my head. Thanks for the payslip!"
Now extend that same concept to programming: I make games and digital interactive art in my spare time too. Should I really be forced to give it to my company where they will promptly throw it in the garbage? Or should I be allowed to make it and share it with the world independent of my corporate life?
Eh, I can see it. Any company where potential new hires directly negotiate with the founder is one where the founder is waaaaaaay too hands-on for comfort. A founder who's that involved in the day-to-day is likely to be exploitative.
I don't think I'll ever understand that attitude. If you're a founder, the business just may be the work of your life. To expect the same level of dedication and obsession from your employees is utterly obscene.
If you're lucky enough to find someone who genuinely feels that way, great. But to expect or even demand it should never be the case.
Long hours is not the same as owning me.
Because that would go against "using any and all your creative energy towards the business of the company"
There's nothing wrong with people who don't like Star Trek, but they're not going to have a very good time at the convention.
Just minutes ago, I pushed "Send" on a resignation letter from a company that after 6 months of UX dev & design asked me to sign a similarly overly broad IP agreement. I'd been struggling with the decision, toes on the edge of the proverbial diving board for days. Reading your story gave me an extra boost and reminded me I'm making the right choice.
Here's to tipping that first domino...
What a thuggish company, with such a feudal view of its workers! Hopefully most companies understand that they don't own their employees outright.
Dumb but not thuggish. In fact the view that it is thuggish is feudal, since it implies that the employers are lords handing out favors and punishments to their subjects below, and thus have a duty to be fair and compassionate about it. But the employer is really an equal at the negotiating table. Some people argue that capitalism can be coercive in the relevant way (a point I have no wish to argue for or against here), but it's demonstrably not true in this instance, since Braithwaite was able to walk away from a crummy deal. No doubt the employer was worse off for it. That's how it's supposed to work.
* At hire time provide a list of "my ip" and "ip from previous employer that may be controversial here"
* At personal project start time, get a document signed from management saying "this is not related to $employer, and does not count as related work"
* At exit time (particularly when there is post employment IP or non-compete) get a document agreeing that "this IP was from the employee to the company, this was not.
It sounds like a bureaucratic mess, but it's like 10 minutes of hassle here and there, and saves a bunch of issue, even in the future if say, the company gets bought out and the new owner has different views.
The actions described by the GP are not the culmination of deep legal rumination on the topic.
> "Fine, a standard salary is based on an assumption of working ~40 hours per week. You want me to work 168 hours per week. That, with factoring in opportunity cost, means my salary demand for that scenario is $6,000,000.00 / year. Sign here."
For me, that's the biggest takeaway from your story. When you're in a situation where you need money NOW, employers and creditors have all the power and can make your life hell with impunity. Most of us don't have F U money, but everyone should have a 3-6 month emergency fund and live comfortably within their means. It makes decisions like this one a lot easier. You can't put a price on having options.
But remember... I may have pointed the way, but you walked your path :-)
I don't stop thinking about work when I'm at home or it's after 5pm. If the solution for a bug comes to my mind in the middle of the night I'm not going to sell it back to the company because I own it. Like it or not, the kind of job we do is like that. I think the key is to ensure that your compensation is adequate for this expectation. Similar IP clauses are part of standard contracts for almost every company in almost any geography. In some ways they protect you as well because they help ensure your coworker doesn't steal company secrets. Companies going after employees for random side projects or blogs is almost unheard of (I've never heard of it) even though pretty much every employee signs similar contracts.
A standard contract probably also says something about it being subject to change and about needing to follow other company policies. So even if there was no explicit IP clause it could be hidden in some company policy.
EDIT: I doubt the hiring manager meant that you can't play the guitar or engage in any other creative activity in general. But OTOH I don't think it's unreasonable to expect an employee not to engage in activities that would negatively impact his job performance. E.g. not to hold two full time dev positions concurrently in two companies and similarly not to have a full time, or something approaching full time, side project. If you burn out because you're trying to work on a side project while having a "full time" dev job that's really not playing by the spirit of the employment contract.
Damn, that's poignant. Well, I hope you know you've had a massive impact on a lot of people. I greatly appreciate your technical and non-technical writing, and I evangelize Javascript Allongé whenever I have the chance.
I worked for a company for six months before we decided to renegotiate our contract. Thinking back on it, they offered me a few days of extra PTO but like any good business, they used it as an opportunity to sneak a few of these IP clauses in. (and a few other clauses).
It literally said what you're saying: anything that the employee creates or invents, in any field (competing or not) and at any time belongs to the company.
I had a hard discussion with my employer about this clause. It was one of my first jobs so I was pretty frightened. I also had a pretty awesome blog and some open source work. One of my open source projects was a Wordpress theme boilerplate (I was at a WP shop). I worked on it for weeks, trying to get it right, trying to use it to quickly generate new themes. I worked on it in my spare time, never during work. And I worked on it on my own equipment.
I was really proud of it (and still use it today) and got a lot of great feedback on it in the community.
So imagine having that discussion and knowing there is already something that they could claim their rights to.
I asked my boss directly about my theme.
> You used your experience from your job. We SHOULD own the rights to it and use it. What if we wanted to sell it and make a business out of selling Wordpress themes based on that boilerplate? We have a right to that theme.
> We reserve the right but we would most likely not exercise unless it would really benefit the company.
> Yes, that does fall under the IP clause but why would we want your sci-fi book?
> You should not be devoting any energy to anyone else. If you're working, you should be working on our projects. You're wasting mental energy on other work. If you can work extra hours freelancing, you can surely work extra hours for this job.
> It's industry standard. Do you think Google lets their employees keep IP to the things they make? Of course not, that would bankrupt them. And Facebook? Or any other tech companies?
> You may not work for any possible competitor that may reach any field that we have ventured into or may venture into within a 40 mile radius of the company. This includes tech, marketing, sales, etc. for the next two years.
> Well, it's a pretty big city! And anyways, it's industry standard. You'll find the same clause at Google.
I resulted in signing the contract - https://news.ycombinator.com/item?id=13929845 - and I was unhappy right from the start.
:(
"Then you'll get employees who don't have very much of it."
As long as you don't compete using their code, everything is fair game.
Such bullying lawsuits would irreversibly damage the credibility of you and your organization.
Many of the replies to your comment are rude and go against HN rules, not to mention UNFAIR to the founder and company. It's a free world, if the founder sets a price you believe too high, you can politely turn it down, just like any other high-priced product. You can even state you think it's a bad deal, even terrible. The founder, or anyone selling a high-priced item, does not automatically become "evil". I'm sure the founder is a polite person. Maybe he's afraid of you running away with secrets? Whether he has a reason or not, that's his prerogative.
Please don't resort to this: -"this fool" -"utterly obscene" -"What a thuggish company" -" psycho" -"bullying"
Very upsetting. A comment that mentioned "It's not thuggish" was down-voted.
Well, I went in and picked up the documents, and told them I needed to read them before signing and returning them to the company. I looked at the IP clause, and it said the company owned anything and everything I created or invented while an employee, in any field of endeavor.
I called the founder to renegotiate.
"What if," I posited, "I write a blog post. The way I read this, the company owns the copyright on my blog post."
"Or if I take a video of a climbing trip, the company owns that video." "Well, I'm not sure I want to agree that anything I create, even on my own time and property and with my own equipment, belongs to you." "Thanks for the clarification!"My next call was to a realtor, I put my house up for sale. There was no way I wanted to be in a position where I would feel like I had no choice but to accept an offer like this.
I went through some hard times, but as it turned out, that blog that I did end up writing on-and-off over the years turned out to be valuable. Not directly in money, but in satisfaction. It lead to some work, but even more importantly, it led to communities like Hacker News and meeting programmers around the world.
If I'd agreed to that contract, there might not be a "raganwald" today.