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Should I quit my job over intellectual property rules?

10 points by twinn ↗ HN
I got a job doing Rails development for a company three months ago, I read over the Non Disclosure pretty carefully and thought I understood it to say that the company owned the copyright to any work that I did for them, which is understandable so I signed.

Fast forward two and a half months and my manager tells a group of us he's trying to get management to loosen the language around intellectual property. So I go back and reread and can see that the language could be applied to anything I create anytime. I'm an entrepreneurial type person and always have side projects going, so this is a huge deal to me.

Today my manager clarified that we are free to contribute to open source but "Any commercial endeavor is off limits, whether designed to be monetized now or in the future."

Is this kind of thing common in dev world? Would/do you work under these kinds of rules?

15 comments

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RiderOfGiraffes
The question of what employers usually claim can be found recently on HN - you may find the discussions either here on on the linked articles interesting:

http://news.ycombinator.com/item?id=2208056

http://news.ycombinator.com/item?id=2209181

http://news.ycombinator.com/item?id=2209905

As to the question of what you "should" do, that's different, and up to you. What you "should" do is talk to your manager and say that you're not happy with outside work being verboten even when it doesn't prevent you from doing your "real job," and doesn't compete in the same space.

Make it clear that you understand their position, but try to get some acknowledgement of yours. You want to engage in these outside projects because you ened to keep your skills up-to-date and progressing. You don't want to be worried in case one of the side-projects takes off and makes money.

Start a dialog, and ask yourself how you feel about it.

twinn
Thanks so much for the advice! I was really hoping to find out how common this type of arrangement was and if people were comfortable working under it. The posts I've seen have mostly focused on the legal aspects of it.
RiderOfGiraffes
I've always believed that dialog is better than confrontation, and that reaching an agreement is better than fighting a corner. If you and your manager can agree common principles, then you should be able to get a decent working arrangement.

But you need to get the statement of principle in writing, so your manager can't get screwed by those above.

If you can't get that agreement even in principle, do you really want to be working there? Maybe you don't ahve a choice, maybe any job is better than no job, but if they don't trust you to do your work, and keep side-projects on the side, should you really trust them at all?

These are the questions I'd have.

Good luck. Maybe you could let us know how you get on. If you blog, write a post about it and point us to it.

danssig
Personally I would just ignore it. If your company owns what you do on their time and off their time that would mean you're a slave. Since slavery is almost certainly illegal where you live, I'd say you're pretty safe.

They might be able to give you some grief if you're doing the exact same thing at home as you're doing at work, but even then I doubt they could enforce anything. Didn't Zuckerberg sign some agreements about copying not copying work?

Of course, if they hear about your commercial project(s) they could fire you for it, but if they'll fire you for something like that they were probably looking for a reason anyway.

twinn
If I ignore it and my side project takes off they'd have claim to the copyright. Sounds like a huge legal mess.
danssig
They have no copyright claim to anything you do in your free time. What possible legal precedent could there be for some company you happen to work for to own everything you produce in your personal time? Does that sound realistic to you? If you worked for a house building company and added on to your house would you have to pay them?

You can not sign away your rights. If you sign a document that said your company can just kill you, they still wouldn't have any right to kill you.

I'd like to see a citation of anyone making something in their free time that a company was able to steal from them based on some work contract. And if someone can find citations that it does indeed work this way where you live, don't just quit. Move away from what ever insane place you live that allows this kind of literal slavery.

twinn
Totally agree. The flip side is I've got a friend who as a company that has almost gone under just from the threat of a legal battle he can not afford to fight. Those things are time consuming and suck the life out of a person.
joshvc
There's plenty of legal precedent for this kind of thing in Non-Compete and Non-Disclosure laws, especially in creative industries. I don't have a concrete example (sorry), but I know that places like Disney have them. A Disney employee can't sit around thinking up scripts and selling them on his own- Disney will claim that they own whatever creative output he has while working for them.

The question here is how common it is in twinn's industry and whether it seems ethical and worth putting up with. For a programmer to be barred from freelancing, consulting, or side-projects AT ALL is pretty extreme. But it's probably easier for his company to leave that in place instead of trying to define what is or is not competing with their product line.

danssig
Of course companies have Non-Compete/Non-Disclosure laws. There is no law (afaik) that says a company can't try to make you think they have more rights than they do. Have you ever heard of anyone trying to enforce one? The only one I've ever heard of was that high up executive who recently moved between two competing companies (think Oracle was one of the parties and maybe HP) and that was settled between the companies out of court. So I still no of no cases where it has been tested in court and was help up. Holding up such laws would be an insane precedent.

Look at it this way: when you sign these agreements are you on equal footing? If every company has them then you have no choice to but sign if you want to work. So you're not freely giving up your rights, you're basically being forced to.

madhouse
From what I've seen, this is common, and to an extent, understandable too: a company does not want its employees to use the knowledge they gained at work in (profitable) side-projects.

Your best bet is to talk with the company and get a written exception, like they gave for open source.

Though, chances are, if both the company and your side-project is in the web development business, they won't make an exception, since the side-project can be seen as a competing product.

twinn
Appreciate the feedback madhouse.
dstein
I quit my last position after a former coworker got sued by my employer for creating a very popular and profitable online game. The situation put a chill over all the whole company. And eventually I decided I couldn't continue to work for them with the constant threat of being sued should I ever leave and be successful on my own.

Software developers really need to be educated so they are not tricked into signing legal traps like this - I wish I had been. I'm not sure why invention clauses are even legal in the first place, but all it takes to avoid a nasty situation is to read the papers before you sign and refuse to sign it.

AngeloAnolin
Ethics dictates that if the side project you are working on may be in competition with your company's products, then it would be a lot wiser to pack up and leave and pursue it. Otherwise, I don't see anything wrong with having side projects, especially if it is something you are passionate about and would add better to your bottom line.
twinn
Totally agree, thanks Angelo.
neworbit
Depends where you live. If you're in California, ignore it. State law protects you pretty well.