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Beware Employment Contracts

michael posted more than 12 years ago | from the ties-that-bind dept.

Perl 619

elfdump writes "Tilly, one of the Perl Monks, has been threatened with lawsuits from his employer for performing open-source development. His company claims ownership on all of the GPL'd work he has performed since he was hired, including rights to portions of the Carp and Exporter modules. In addition to his code being pulled, Tilly's revolutionary ideas on regular expression engines (1, 2) may now never be fulfilled. In this statement, Tilly warns open-source developers of the dangers of the "work for hire" provision in contracts, which entitles a company to all of its employee's intellectual products, regardless of their applicability to the company or whether or not the ideas were developed on work time. Definitely something to consider if you perform OSS development." One thing to clarify: your employer does not own everything you do by law - only by the contract you may have signed. Brief rant below.

A lot of people think they have no negotiating ability. You do. When you're thinking of signing on with some company, and they send you a boiler-plate contract to sign, don't just sign it and send it back. Read it carefully. Alter it as you see fit, striking out sections, adding sections, and initialing each change. Then sign it, make a copy for yourself, and send it back.

Where it says:

company owns the rights to all work produced during the term of employment

Just strike it out, and change it to:

company owns the rights to code written during working hours and in direct furtherance of any tasks assigned by the company

See how much nicer that reads? Now, when you do this, there are two possibilities: either the company will ignore it and hire you, or they will object to your alteration of the contract. In the second case, if they stand firm on the boiler-plate contract, I suggest you simply ask for more money - for instance, if you were expecting an 8 hour/day job and their contract asserts that they own what you do 24 hours/day, then you'll need at least three times as much salary to compensate.

And if you and the company cannot reach an agreement, well, maybe you didn't want to work for them anyway. If they're already screwing you before you've even signed on, that's not a good omen.

There's already some good advice in the comments on the perlmonks story, so I'll leave it at that.

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619 comments

$lashdot Downtime (AGAIN) (-1, Offtopic)

Anonymous Coward | more than 12 years ago | (#3197801)

As you may well know, $lashdot has been experiencing technical difficulties tonight. The result of this has been the page being inaccessible for awhile. This happens from time to time for whatever reason, and every effort is made to restore service as soon as possible.

As you may also know, we are a Linux and open source site. This company is part of the OSDN, which supports the open source movement. We are also owned by VA Linux^H^H^H^H^HSoftware, formerly a company using Linux as core to its business. While there may be indeed legitimate criticisms to the Linux operating system and to the model of open source. It's a matter of what you think is best and not everyone is a Richard Stallman. It's very much understandable.

You have free speech on the internet most likely. Some countries limit it, but it's usually about extremist views about racism. If you're reading this, you almost certainly have the opportunity to disseminate your views on the subjects at hand.

We here at $lashdot, however, have a business to run. These views are not welcome here. They destroy our business and we're on a tight enough budget already. This means we don't need more cutbacks here. We use free software that's often littered with bugs, already. There's not much else to do without starting to dismiss people.

In short, this site reflects on us and on VA as a whole. It's as popular as any site on the OSDN and it's great publicity for VA to own a site such as $lashdot. In order to maintain this benefit from this site, it's sometimes necessary to force users to conform to minimal standards.

These standards mean we can't allow posts that point out problems with Linux or open source. These destroy the good image we seek to promote here. Furthermore, we are in competition with Microsoft in some ways. Posts that are pro-Microsoft are also unacceptable.

We don't like to delete comments that have replies to them. So to stop possible replies, we tend to cause an outage and delete the comments during that time. It may be slightly disruptive to whoever is reading at those times, but we won't censor legitimate discussion. We also won't want to delete replies to those posts in question reminding them of what this site is about. Most of the readership gets it. They will correct these few who are outspoken. We don't want to delete their comments and penalize them for correcting the few who don't get what this site is about.

In effect, we caused the outage tonight. It was relatively brief and done with good reason. I'm sure you, the readers of this site, will understand the need for these posts to be deleted. We apologize to an legitimate users whom the downtime might have inconvenienced. Thank you for your understanding.

Re:$lashdot Downtime (AGAIN) (-1, Troll)

Anonymous Coward | more than 12 years ago | (#3197889)

We don't like to delete comments that have replies to them

Insted we like to Bitchslap [slashdot.org] them [slashdot.org] using our unlimited moderator points which we claim we don't have.

Argh.. (4, Interesting)

JoeLinux (20366) | more than 12 years ago | (#3197804)

Unfortunately, for us Electrical/Computer Engineers, there is no way around that. They simply won't hire you. Sucks, but that's how it works.

Joe Carnes

Promissory Estopple (5, Insightful)

ClarkEvans (102211) | more than 12 years ago | (#3197818)

If he was clearly doing these things in public and his superiors _knew_ that he was doing this stuff and doing it with a GPL, then the employer may not be able to retroactively re-claim copyright. If they confronted him (in writing) *as soon as they found out* then his license to us is invalid, and people should refrain from using the code he licensed to us under the GPL. *sighs*

Re:Argh.. (4, Insightful)

Arandir (19206) | more than 12 years ago | (#3197840)

If they won't hire you because you have a private life, then perhaps you should look for a job elsewhere. My employer doesn't own the kitchen addition I made for my mother, so why should it own the program I wrote for her to organize her recipes?

Re:Argh.. (0)

Anonymous Coward | more than 12 years ago | (#3197857)

Not true. First of all, contracts vary. My current company (where I am employed as an EE/CompE) makes no attempt to grab everything you might produce outside of working hours. Secondly, at my last company, the contracts varied based on who was clever enough to strike out what they did not like. Several folks got out of the non-compete clause that way. Wish I had thought of it.

YMMV.

Re:Argh.. (5, Interesting)

ClarkEvans (102211) | more than 12 years ago | (#3197861)

Unfortunately, for us Electrical/Computer Engineers, there is no way around that. They simply won't hire you. Sucks, but that's how it works.

You can cross off entire paragraphs. I've done it... many times. In one case they told me that a particular clause wasn't enforcable, I smiled and said "Great, then we can remove it.". In another case, I asked them to clarify what the contract meant... and we wrote in the "clarification", which was very limiting and granted me the exceptions that I required.

In general, if you are doing open source software that is not directly related to your work; you are seen as someone with initiative... and good employers should encourage this sort of professional involvement in your field. If they try to "own you" and not let you be a "professional" then call 'em on it. They want a professional, a professional does these sorts of things.

Not True! You can change things! (0)

Anonymous Coward | more than 12 years ago | (#3197929)

We sold our company in December. It was kind
of a mercy buy-out by another, larger, company
that we had a good relationship with.

But on the day of signing I said "hey, I don't
like this part of the non-compete. Can we
change it to just non-compete within this subsector
of the business", and they did.

Plus I limited the IP to things done for
the company on company time or with company
equipment. So don't use that company laptop
for your next great idea.

So just say no. In the long run they will be
impressed with your um- cajones.

-- ac

Re:Argh.. (2, Funny)

dnight (153296) | more than 12 years ago | (#3197957)

After one stellar 2 day-long interview, I had decided I didn't want to work for (company A). They gave me an employment contract similar to what's described above. I just took it home and burned it in the fireplace, and said my attorney was reviewing it when I was called the next day.

Upon hearing my lack of interest in the position the day after that, they spent two weeks harassing me for the unsigned contract, and eventually claimed the printed copy was "company property" and I was legally bound to return it, next-day air, to them, and threatened me with a lawsuit. (This was a law firm, btw). Phone calls stopped, letters came, kept me in stuff to burn for 2 months.

Lawyers suck.

One thing-- overtime (5, Insightful)

einhverfr (238914) | more than 12 years ago | (#3197965)

For those of us who work hourly work, there is one think called "overtime" which is usually provided for in state law. This means that if my employer wanted to claim my work via contract, I would claim large quantities of overtime... If they claim that they own the work, then the time I put into it was work for hire, right? ;)

Don't worry (1)

FigBugDeux (257259) | more than 12 years ago | (#3197816)

don't give them the rights to your code. These agreements never stand up in court. But it does mean going to court, which is a pain.

Read your contracts (5, Informative)

Arandir (19206) | more than 12 years ago | (#3197819)

Just strike it out, and change it to: company owns the rights to code written during working hours and in direct furtherance of any tasks assigned by the company

Amen! That's the clause in my employment agreement. When I started doing open source development, I pulled it out and double checked. If I create it at work it's theirs. If I create it at home, it's mine.

Of course, I just have to be careful not to use any of my open source code for anything at work. That would make it very easy for them to claim I worked on it at their expense. If you've written something you want to use at work, right up a separate contract and license it to your employer for one dollar, just to keep everything clean.

Re:Read your contracts (4, Interesting)

tpv (155309) | more than 12 years ago | (#3197875)

Agreed.

When I started at my current employer, I received a nice plain employment agreement. It was good. I signed it.

Then they wanted to change my conditions, which was also good, because it mean more money, so they gave me a new contract to sign.

It has an ambiguous clause in it regarding IP ownership. I corrected it, signed the new version, and sent it in.
Everyone around me was saying "You can't do that."

Oh yes I can.
I don't think they ever read my version.
I don't really care - I know that what I signed gives them the rights to anything done on their time or their equipment.
That's it.

Re:Read your contracts (5, Informative)

technomancerX (86975) | more than 12 years ago | (#3197998)

Hell Yes! I've had similar clauses removed from employment contracts twice in the past. There is just no excuse for leaving a clause like that in a contract.

Also, when striking out and writing in changes on an existing contract make sure to date the modification and that you and the employer both initial the changes, or you risk the employer stating they didn't agree to the changes.

That wouldn't fly in California (5, Informative)

phr2 (545169) | more than 12 years ago | (#3197821)

Section 2870(a) of the California Labor Code states:
Any provision in an employment agreement which provides that an employee shall assign, or offer to assign, any of his or her rights in an invention to his or her employer shall not apply to an invention that the employee developed entirely on his or her own time without using the employer's equipment, supplies, facilities, or trade secret information, except for those inventions that either (1) relate at the time of conception or reduction to practice of the invention to the employer's business, or actual or demonstrably anticipated research or development of the employer, or (2) result from any work performed by the employee for the employer.
New York may have a similar provision. IANAL and I don't live in New York any more. Talk to a lawyer who works in NY labor law.

Re:That wouldn't fly in California (2)

jgerman (106518) | more than 12 years ago | (#3197856)

Wow, I think I need to do some digging in MD labor law. Another poster also offered the suggestion that if you want to bring GPL work to use at your job, draw up a license contract before you do.

Re:That wouldn't fly in California (5, Informative)

cmowire (254489) | more than 12 years ago | (#3197878)

Be careful about these laws, however.. They mostly cover "inventions", which can be interpreted to mean that your ideas at home and any patents resulting from this can't be assigned, but any code you write may not be enough of an "invention"

Talk to a lawyer before making this assumption.

Re:That wouldn't fly in California (4, Insightful)

red_dragon (1761) | more than 12 years ago | (#3197987)

...but any code you write may not be enough of an "invention".

If they weren't enough of an invention, they wouldn't be patentable, right? I'd bet there are more than enough contradictions involved in this.

Re:That wouldn't fly in California (4, Interesting)

Wanker (17907) | more than 12 years ago | (#3197903)

The lawyers are already onto this. Every small company I've seen requires employees to "waive" this right as a condition of employment.

Somewhat puzzlingly, the larger, more bureaucratic companies do not always require this waiver. I expected it to be the other way around.

Providing some small hope for humanity, I also know of a lot of very qualified people who have left over this very requirement.

You CAN'T waive that provision (5, Informative)

phr2 (545169) | more than 12 years ago | (#3197949)

IANAL but from what a lawyer told me, we're not talking about a "right" that can be waived. Rather, it's a law about what parts of employment contracts are enforceable. An agreement to "waive" it is no more valid than an agreement that says you'll work for your employer at below the legal minimum wage or that you'll permit your boss to shoot you dead if you're late to work. Basically the law says that it's plain illegal for an employer to claim ownership of something you did on your own time. It's not subject to your "waiving" it. You are not allowed to waive the law.

I've worked for several small companies in California whose agreements tried to grab everything they could from me, and if they could have gotten me to "waive" section 2870(a) they would have. Instead, the employment agreements and IP assignments specifically said stuff under 2870(a) wasn't covered. The paragraph that I typed in came verbatim from where it was quoted on one of my old employment agreements that I pulled out when I saw the /. article. Any employer who fools around with that needs to be reported to the labor board.

Re:That wouldn't fly in California (1)

T3kno (51315) | more than 12 years ago | (#3197912)

developed entirely on his or her own time without using the employer's equipment, supplies, facilities, or trade secret information

The problem is with the word entirely in that sentance. IANAL, but I watch the Practice and Law and Order all the time, and I think that means that if you have ever, in the least bit worked on that code using your employers machine or time then technically it belongs to the employer.

Re:That wouldn't fly in California (2)

electroniceric (468976) | more than 12 years ago | (#3197913)

IANAL, but ich bin ein /.er, so I'll guess away:

I'll bet that a term in a contract mandating you to give to your employer something you made during the term of your employment is patently illegal anywhere. Particularly if the worker can claim that they did not understand and would not have agreed to such terms.

Of course that advice is worth exactly what it costs, but I'd be awfully surprised (and dismayed) if these people actually could enforce that. However, what they could make plenty gravy out of, and what I'd guess they'll do, is try to show that this guy used resources that work supplied to come up with the ideas that he then open-sourced.

This does raise an interesting question about whether the redisseminated material can be recalled, given that all the people who used it used it legally and in good compliance with wishes of the author, as best they understood. How can those guys demand that people now start paying license fees without given them a chance to choose otherwise?

Re:That wouldn't fly ... (or maybe it would??) (1)

yokimbo (525881) | more than 12 years ago | (#3198006)

Perhaps I understand the Labor Code incorrectly, but the exceptions stated provide a lot of room with which the employer can work with. In the case of exception (1), for example, if you write software for a very broad scope the company could claim it useful for its own developmental purposes fairly easily.

So, does this guy work for the devil, err, I mean Bill Gates?

Happy coding.

Scary (5, Insightful)

jgerman (106518) | more than 12 years ago | (#3197823)

That's scary, and I worry about it all the time. I'm pretty sure my contract did say that only work in the company's field was owned by them. I guess what it boils down to is I'll double check my employment agreement before I ever do a major release of sofware under GPL. Hell, I'll release it anonymously if I have to. Maybe that's the next step, coders forced to release projects under psuedonymns to avoid draconian employment contracts.

Re:Scary (0)

Anonymous Coward | more than 12 years ago | (#3197924)

"Hell, I'll release it anonymously if I have to."

Just borrow a famous pseudonymn from the men's room wall--I.P. Freely

Just goes to show you... (0)

clangro (564048) | more than 12 years ago | (#3197825)

That you need to encrypt, hide, and government level wipe your work or else someone will steal it legally with a big $hit eating grin on his face.

Not exactly new news though. I guess that's what you get for signing 30 pages without reading it over with a lawyer.

It's hard to read previsions, especially when the dollar amounts for your work is in bold, underlined, and italic.

Best Idea (1)

spudwiser (124577) | more than 12 years ago | (#3197826)

would be to work for a company that supports the GPL and open-source development. Of course, finding a company like that that actually makes enough money to still pay you might be extremely rare. Unless the company went public and has several million sitting in a bank account, it might be easier. *cough* red hat *cough*

At least the code is GPL'd (2, Informative)

gadfium (318941) | more than 12 years ago | (#3197827)

That means there isn't much the company can do. I suspect it means that they can embed it into their own proprietary products if they want; if they own it, they can add other licences besides GPL to it. They can't stop the existing code from being freely used and further developed.

Re:At least the code is GPL'd (3, Interesting)

MeowMeow Jones (233640) | more than 12 years ago | (#3197865)

But did he have the right to GPL it in the first place?

In a worst case scenario, what happens when you merge all these patches from someone and then two years later some company claims that he didn't have the rights to assign ownership to you? Even if you manage to strip all the patches out, you then need to make sure that the replacement patches aren't borrowing any ideas from the old intellectual property.

Re:At least the code is GPL'd (1)

partingshot (156813) | more than 12 years ago | (#3197874)

"That means there isn't much the company can do"

I'm pretty sure they could yank the code.
The employee didn't have a right to release it.

(not that I agree with the company)

Re:At least the code is GPL'd (0)

Anonymous Coward | more than 12 years ago | (#3197884)

If the employer actually owns the code, then your copy of it is *not* legal.

Re:At least the code is GPL'd (4, Insightful)

jfroebe (10351) | more than 12 years ago | (#3197922)

I don't buy that the company couldn't do something... If I wrote a chunk of code, slapped a GPL license on it, and released it out to the public, does that mean that the code is actually under the GPL license? not necessarily... The question is really, "Who originally owned the code?" If it was me, then I can put a GPL license on it. If the company actually can legally claim ownership of the code (such as an employment contract clause), then the code is the company's and it was wrong if not illegal (stolen intellectual property, blah blah) for me to release the code. Usually, even if there is such a clause, the company can and will make an exception if you detail to them what it is you want to do (work on open source stuff on your own time). Just get it in writing. For example, Steven Wozniak (inventer of the Apple computer), approached Hewlett Packard about the design to the original Apple. If he didn't, they could have sued both him & Steve Jobs because until HP actually OWNED the rights to the Apple computer until HP decided it didn't care about such a "toy". Apple History: http://www.apple-history.com/history.html If you don't know what your company's policy is, then you better ask. jason

Re:At least the code is GPL'd (1)

Anonymous Coward | more than 12 years ago | (#3197984)

Total nonsense. If you did a work, and the company claims ownership of it, and you licensed it under GPL, they're now the owners of the code and can simply yank the GPL license and issue a new license any way they see fit.

GPL only requires licensees to act in certain ways. It does NOT require licensors to act in any given way.

IP contracts (1)

PhoenxHwk (254106) | more than 12 years ago | (#3197829)

When I read things like this, it always makes me think of some of the contracts I've signed with employers. I've basically signed away every idea in my head before, but it has always been alright because they were just temporary jobs (internships and whatnot). Fortunately, the job I'm at right now is run by a bunch of even-headed people whose IP contract was all acceptable.

this is a serios problem (1)

minus_273 (174041) | more than 12 years ago | (#3197831)

even if you arent working on an open source project.. however i can see where some companies would be coming form when they do something like this.. imagine a person working on code at work then coming home and doing the same thing...
it is unfair to the company of course..
and we cant just assume -- like ppl do in /. -- that all code shoud be free...

Re:this is a serios problem (2)

jgerman (106518) | more than 12 years ago | (#3197881)

You bring up an interesting point. It should be illegal to sign away all ideas and inventions to anyone, that way employers couldn't even try it and potential employees wouldn't be held over a barrel to make a living. Where does the contract end? If I paint the next Mona Lisa is it the property of my employer? Or I write a book? Or I invent a new auto exhaust system? I doubt that the more far fetched challenges would hold up in court, but considering it's a corporation vs. an individual it's tough to fight.

Re:this is a serios problem (1)

JonWan (456212) | more than 12 years ago | (#3197958)

It should be illegal to sign away all ideas and inventions to anyone

If it was, the recording industry wouldn't have much pull over the artist. A contract is binding, if you are dumb enough to sign it. People need to learn to read this stuff first. If you don't understand it then ask questions and get answers in writing.

Re:this is a serious problem (3, Interesting)

ergo98 (9391) | more than 12 years ago | (#3197986)

imagine a person working on code at work then coming home and doing the same thing.

I guess it matters what your interpretation of "the same thing" is. Do you mean "programming"? Do you mean "programming Web applications"? Do you mean "programming Web applications for the oil sector, communicating with G7527 devices"? If someone spends 9-5 contributing for his employer, and then spends 6-11 of sweat and tears on "his big break", then please realize that that is the spirit of innovation, and that's what all societies needs to encourage more: Every big company was founded when someone broke the chains from a restrictive engagement. In an ironic twist, these employers who try to strong-arm their employee's personal projects should realize that most employees bring skills TO work FROM their personal project (i.e. usually people work on wideranging things that they'd never get a chance to in the daily grind, but once they've perfected it they can leverage those skills in the workplace). I'd like retroactive 24-hour a day pay instituted for any organization that feels that it owns its employees. As a sidenote: Organizations that fairly compensate ingenious contributions, product ideas, etc, never seem to have this problem: They realize that their employees are what brings in the paycheque, and if Bob thinks up a $40,000,000 idea while mowing the lawn, well then it might be in their best interest to offer conditions that reward him for it. Instead, most of these companies with unbelievably overpaid upper management, CEOs with golden parachutes (who often sit on dozens of boards at different companies), want to be able to say : YOINK! There, now get back to doing that COBOL code. FUCK THAT.

However, the crux of the matter is this: We live in a capitalist society. Capitalism is an eat and be eaten atmosphere, and it's one where EVERYONE is ALWAYS a free agent : You are always an entrepreneur - No company EVER owns you. This (at least where I live) is not slavery, and no one can conscript you into bondage (well, unless you're into that sort of thing). The fact that anyone would even CONSIDER signing contracts like that (or that they are legally allowable or at all enforceable, or even morally comprehensible), is disturbing. Employers pay an employee for the known work that they contribute on company projects, and they compensate the employee for the work that they contribute: If someone is spending their mental energy on personal projects and doesn't contribute to their employer, then naturally they won't get raises, and they might even get fired : That's the entrepreneurial spirit of a capitalist society. Never would I justify an employee stealing code from work projects (nor do I think anyone else is), or stealing proprietary technologies, but for anyone to claim that the spirit and upward potential of someone is constrained because they have a 9-5 gig disturbs me, and if that's what the idea behind our society is then bring on the revolution. Did I nap through when we warped into the communist regime of the USSR?

Simple Solution.. (-1, Flamebait)

Anonymous Coward | more than 12 years ago | (#3197833)

Just disregard the law. Its what you guys do all the time anyway.

Re:Simple Solution.. (1, Redundant)

ebyrob (165903) | more than 12 years ago | (#3197909)

Hmm... So when was the last time you broke the speed limit? Jaywalked?

No punishment? No crime.

National Geographic and Intellectual property (2, Interesting)

Anonymous Coward | more than 12 years ago | (#3197842)

National Geographic has come across the some problems with intellectual property. Photos, except for those actually printed remain the property of the Photographer, whereas on a film/video expedition ALL fottage is NAtional Geo's property. (I know there are different issues with film, clip useage, etc.)Is this type of intellectual property agreement common across all creative fields, even if the company never profits from the employees work?

No frigging way. (2, Funny)

Espressoman (8032) | more than 12 years ago | (#3197847)

Such a thing is obscene. No amount of money will convince me to sign over every piece of intellectual property (what ever that may be in this context) I generate during the contract term. We are meant to be hiring out our brains, not selling them into bonded labour. What do they expect people to do, turn off our brains when we aren't at work? Crazy.

System Administration? (2, Interesting)

fo0bar (261207) | more than 12 years ago | (#3197851)

I just took a new sysadmin job with an overly-lawyerfied inventions agreement. However, I did look over and change things to TRY to protect my existing open-source work, including changing the "we own all your code" clause to "we own all your code that you made, relevant to your job".

However, a sysadmin position is a very broad job. Does the 100-line perl script I wrote to move SNMP data into a database (which I did for my own use) count as something relevant to my job? Yes, it very well can.

Any idea how to navigate these invention clauses when you are a jack of all trades?

Re:System Administration? (3)

jgerman (106518) | more than 12 years ago | (#3197898)

They should only have ownership dibs on stuff you did explicitly for work, and or on their equipment. Tell your boss straight up. I wrote a piece of software at home that would make this easier, I'd be more productive, but I'm not bringing it in until I have, in writing, that I own the software.

When will people learn... (0)

Polytechy (550710) | more than 12 years ago | (#3197855)

to read the fine print? You'd think living in a lawyer-happy world make people do that but it appears not. And it's not like these types of contracts are new either. A physics prof of mine got into a debacle with Northwestern U. since they claimed rights to a "discovery" my prof made while doing research there. NW then tried to silence said prof from publishing the discovery which was well within their contractual right. The prof published anyway and was almost put through a nasty lawsuit but things settled down I guess. The prof still bitches about it even though he admits to signing the contract. Read what you sign!!!

Re:When will people learn... (0)

Anonymous Coward | more than 12 years ago | (#3197946)

to read the fine print?

They won't!

This is almost as stupid a situation as Randall Schwartz's idiocy a few years ago: where he was told by his employer not to hack systems, did it anyway, and then wondered why he got slapped with a lawsuit.

It's sad to say, but most people get what they deserve.

This hurts like... H-E-double-hockey-stick... (2, Insightful)

RnKTessai (549778) | more than 12 years ago | (#3197866)

Most of the people on PerlMonks [perlmonks.org] know me as Necos. Personally, I think that most would agree that this sucks for all of us that do open source development. tilly has helped out a lot of us at Perlmonks with suggestions and code snippets (where applicable). To lose tilly's insight is not only a loss for Perlmonks users, but for Perl coders and OSS developers everywhere. My best goes out to tilly. I hope that he can somehow get out of this bind.

It's time for a LABOR LAW LAYWER (2)

Dino (9081) | more than 12 years ago | (#3197871)

For example, if you were in Texas, you could go here [texasemployees.org] .

I'm sorry, but this is crazy.

Run, don't walk from such contracts.

OK, so what about.... (5, Insightful)

pjdepasq (214609) | more than 12 years ago | (#3197872)

So what about if you go back to school part time to work on a Master's or PhD. Especially with respect to software developement for your degree, (in my case, software for my PhD). Do they think they own my software and ideas central to the PhD?

At my school (and many others define a PhD this way), PhD work has to be new, original work that adds to the discipline. Almost certainly anything that you do under the PhD banner would be something a company might claim falls under such a contract. Regardless if the work relates to the company's products/goals/ideals, this does not seem right and fair to me.

I am not in this situation, but know others that are. Just wondering...

Re:OK, so what about.... (3, Informative)

wytcld (179112) | more than 12 years ago | (#3197968)

To further complicate things, some universities claim the IP rights to anything developed by students there.
___

Re:OK, so what about.... (2)

pjdepasq (214609) | more than 12 years ago | (#3197985)

Exactly, and that's something I'm going to have to battle over next year (once I'm done).

Can you imagine a company and an educational institution fighting over YOUR software application (tool/widget/etc) which YOU developed for YOUR degree. Bah!

Perhaps you should patent it now, and then let it get real hairy!

I checked my contract before signing... (2, Funny)

stupkid (16083) | more than 12 years ago | (#3197879)

And my employer (A fortune five company) had no problem with me owning the code that I write on my own time. I can't imagine that any employer would unless they are planning on screwing you.

The funny part is that my current employer is very liberal with the licensing on my code and their environment is not very Linux friendly. My former employer was a .com Linux shop they were very adamant about owning all of my code. Guess who is paying me more?

;)

Can't beat em straight on (1)

MicroBerto (91055) | more than 12 years ago | (#3197883)

Chances are that you're not going to be able to negotiate your contract too well. I would probably end up submitting the code under a false identity, and not let anyone at work know about all the extra stuff going on. Yeah, i know that I'd like to have my real name attached to my code, but sometimes it's the next best option besides taking chances.

Re:Can't beat em straight on (2)

cmowire (254489) | more than 12 years ago | (#3197914)

I have had nothing but good results by negotiating away the bad parts of the contracts. Releasing stuff under a pseudonym is NOT going to be very good if your employer ever finds out because then you are intentionally deceiving them to commit the crime of missapropriation of employer intellectual property. As in, can get you into loads of trouble.

Of course, on the other hand, it is up to you to make sure that you are not using employer resources. This means you buy your own copy of Visual Studio if you develop for Windows. This means you don't hack on it at work. This means you might end up owning two copies of Design Patterns -- one for work, one for home.

You don't own your rant (4, Funny)

Disco Stu (13103) | more than 12 years ago | (#3197885)

Dude, I think your employer owns your Perlmonks rant, too. I hope they don't change it.

What I Did (-1, Redundant)

Moderation Tester (567884) | more than 12 years ago | (#3197886)

Here's what's worked for me:

Ask for a copy of their Intellectual Property Agreement before you accept the job. Once you sign on, your negotiating leverage is greatly reduced. Plus, asking in advance signals that you're savvy.

Make a list of what you want to protect. Do you want the freedom to contribute to CPAN on your own time? Do you want the freedom to contribute to an Open Source project? The freedom to write articles? Make a list.

Protect your existing Intellectual Property. Make a list of what you've already done, or have in progress, so that there's a written record of what you're staking prior claim to. Most companys (in Silicon Valley, at least) will ask for such a list, so be prepared.

Update the Agreement. Strike out parts you aren't willing to abide by, and be prepared to offer a story about why this isn't going to be a problem for the company.

Make a low-key Counter. I've found that a low profile counter works best. Hand back a marked up, signed copy of the IP agreement, and say "Here's what I'll agree to. Please look this over," and leave it at that. In 6 out of 7 times I've done this, there's been no pushback. End of story. In only one case, my most recent employer, has a company countered. I was ready with a story about how my side project wouldn't compete with their business objectives, and how it actually enhanced the skill set I was bringing to the table, and they agreed.

Think through what you're willing to give up. The quickest way to feeled screwed by a negotiation is to go into it without knowing what your limits are, and find yourself pushed past them.

Be prepared to use Judo. If they say "our lawyers insist that you sign this," ask "do you work for your lawyers, or do they work for you?" If thay come at you with "we don't want our employees to have side jobs," counter with "contributing to the Perl community isn't a job. It's education. Do you want employees who don't take care about their own education?"

STOLEN FROM PERL MONKS (-1, Flamebait)

rjamestaylor (117847) | more than 12 years ago | (#3197902)

the above post was stolen from Perl Monks. Directly. The poster sucks and should be banned or bitch slapped into oblivion.

Re:STOLEN FROM PERL MONKS (-1, Offtopic)

Moderation Tester (567884) | more than 12 years ago | (#3197906)

I'm a moderation tester. And yes, I was testing to see how many moderators read the actualy story content before rating comments.

You should be a moderator.

Re:STOLEN FROM PERL MONKS (-1, Offtopic)

Anonymous Coward | more than 12 years ago | (#3197950)

Problem is, whoever (correctly) moderates that post back down will get fucked in meta-moderation, whereas whoever moderates it up won't.

Sigh

De-mod (0, Offtopic)

Squirrel Killer (23450) | more than 12 years ago | (#3197970)

I'm a moderation tester. And yes, I was testing to see how many moderators read the actualy story content before rating comments.

Bad me...punish me. Unfortunately, the story was /.ed. But the comment was insightful... Why does everyone have to be such an ass and try to prove /. wrong? It's a web site, you want to test moderation? How about testing how to get a life?

-sk

Does anyone know... (1)

T3kno (51315) | more than 12 years ago | (#3197888)

What company Tilly works for? As soon as I find out I will surely boycott that company. This is where the Open Source community needs to stand together and show companies that they cannot get away with this. If we do not use any of this companies products or services and tell our family/friends/co-workers not to either we can really make life miserable for this company. Do your part, help Tilly and boycott this company.

Re:Does anyone know... (1)

ichimunki (194887) | more than 12 years ago | (#3197944)

Um, if he helps you boycott this company he will be fired. Since he needs his job, I think this would be the worst thing that can happen. It's unfortunate, but tilly did sign the contract of his own volition. We need to support tilly who is a tremendous asset to the Perl community, not attack the company.

Response and Responsibility (4, Insightful)

rjamestaylor (117847) | more than 12 years ago | (#3197956)

A public drubbing, including massive amounts of humiliation are definitely in order. I would go as far to say that Tilly's company has benefitted greatly from Open Source and this could be seen as a major slap in the face of Larry Wall, et al, who have provided the tools Freely (and freely) for others to use. Seriously, Tilly may have to go "dark" because of his slave master employer, but we have a right -- no, a responsibility -- to shine the light of day on this greedy corporate leech.

It's evident on Perl Monks that Tilly has no practical choice but to: stop contributing Open Source, and, this is worse, not to leave his company or face having his work pulled from CPAN. He's being blackmailed -- and can't afford to leave for the sake of his wife. This is outrageous behavior on behalf of his company. Damn that company!

Re:Response and Responsibility (3, Insightful)

wytcld (179112) | more than 12 years ago | (#3197996)

Um, what's the company? What do they make? What other firms are they in collaboration with? How thoroughly can we ostracize them from doing any further business, anywhere, with anyone? Do they have products, or customers, or partners who can be boycotted?

One partial fix for that (3, Interesting)

jmv (93421) | more than 12 years ago | (#3197891)

One thing I'm glad I was doing (though I never had to use it with my employer) is that I wasn't alone working on my (L)GPL project (see sig). That way, even if my company had tried to claim copyright, they would have had a copyright on only my code, which would make the code useless without the other contributions. It sorts of limits the incentive for a company when it knows that it can't gain much in the (potential) conflict.

Another thing that also helped is that since at one point a part of their software linked to my (LGPL) library, making it "illegal" would also have made their own product illegal.

This is US specific (1)

dirkx (540136) | more than 12 years ago | (#3197892)

The note:
One thing to clarify: your employer does not own everything you do by law - only by the contract you may have signed. Brief rant below.
Is not as applicable to most of Europe as it is to the US - where the law may actually stipulate a number of things which can not be overridden by an agreement. And this implies that in a lot of EU countries a company owns all your output/braincycles, be it at home, during your holidays or elsehwere, while full time employed - as soon as there is some overlap with your task at work.

Re:This is US specific (0)

Anonymous Coward | more than 12 years ago | (#3198005)

Not true. A contract is a contract, no matter where you sign it. If it staes they own you, they do...you were just stupid enough to sign it...wherever you are. Even if it's overridden by European law, that doesn't mean that an EU memberstate's court will give EU law precedence, Thing is, they don't have to.

Go read Maastricht before you disagree, please.

Applicability is Dependent on State Law. (2, Interesting)

cluon (161365) | more than 12 years ago | (#3197899)

Boiler plate contracts such as this are limited by state laws. I did some research in this area a year or two ago while reviewing my employment contract.

I found that in California, it had been previously upheld in court that anything an employee creates outside of his work environment, without using company resources can not be considered for ownership by the employing organization.

The only other thing that may bite you in the ass is non-compete agreements you may have with your employer.

Work-for-Hire screwing recording artists as well (1)

joeflies (529536) | more than 12 years ago | (#3197904)

Courtney Love pointed this out in a VERY interesting speech a while back, noting that recording companies slipped in this clause to hold a tight grip on their artists. Other recording artists I've spoken to say the very same thing.

Courtney Does the Math [salon.com]

" Over the years record companies have tried to put "work for hire" provisions in their contracts, and Mr. Glazier claims that the "work for hire" only "codified" a standard industry practice. But copyright laws didn't identify sound recordings as being eligible to be called "works for hire," so those contracts didn't mean anything."

When VA sent me a new employment contract.... (1)

zairius (54221) | more than 12 years ago | (#3197908)

after they acquired Andover.net. I didn't like it and filed it in the trashcan even though they offered me a $200 bonus to sign it. Nothing happened because of it.

John Casey

Absurd! (2, Insightful)

Decimal (154606) | more than 12 years ago | (#3197910)

This is like being a gourmet chef, and one day your employer shows up and demands all of the food in your fridge!

And keep a copy! (4, Informative)

MarkusQ (450076) | more than 12 years ago | (#3197911)

Where it says:

company owns the rights to all work produced during the term of employment

Just strike it out, and change it to:

company owns the rights to code written during working hours and in direct furtherance of any tasks assigned by the company

Don't forget to keep a photocopy of the modified contract!

An even better solution: many such contracts have a space for exceptions (e.g., in case you are already bound by the terms of a previous employer's contract). Just put in something like "excluding work on software distributed under licenses (GPL, etc.) that would otherwise conflict with the terms of this contract."

If they object, just ask (with an innocent face) "do you really want to get the company's IP tangled up with the GPL? I think we should keep them seperate, don't you?" Ten gets you one they will shudder and agree to the exclussion.

If they try to say you can't work on open source projects, put the innocent look back on and say "is it really company policy to prohibit employees from doing community service on their own time? I find that rather...unusual."

-- MarkusQ

When I worked for Goldman Sachs... (2)

rcs1000 (462363) | more than 12 years ago | (#3197916)

The employment contract was even more harsh... at least in theory.

Any intellectual property I developed, such as writing a diary, at home in my own time, was their property. To this day I worry that royalties from my autobography Robert Smithson: My Life at The Coalmine (sales to date: zero) will accrue to GS.

BUT (and this is the point of my post, as you guessed there would be) the contract also stated that any work I did in my own time would be mine, so long as I got their permission. And that such permission 'would not reasonably be refused'.

Maybe GS is uncommonly kind (although that seems a little unlikely), but most emplyers demand more the right to be kept informed, than the right to control your every move. If your line manager says (off-contract) that it is 'no problem' that you work on GNU/Emacs for Dreamcast in your evening time (especially if you mention the important befits to your company, like... errr.. not playing Virtua Tennis instead) ten there is very little the company can do about it.

So, just remeber to ask someone who doesn't care, or know the details, about employment contracts and you'll be fine. Just hope they don't read Slahdot...

*r

Re:When I worked for Goldman Sachs... (0)

Anonymous Coward | more than 12 years ago | (#3197997)

I worked for Golden Sacks, too. It sucked, because I couldn't suck any of my clients dicks off hours without giving some money back to them. They were tough pimps...oh, wait. Nevermind.

microsoft sucks (0, Funny)

Anonymous Coward | more than 12 years ago | (#3197920)

now mod me up

Let me guess - the company is run by Jews (-1, Offtopic)

Anonymous Coward | more than 12 years ago | (#3197923)

Learn about how the Jews really suck:
Who Rules America [natvan.com]

/.ed (-1, Offtopic)

Anonymous Coward | more than 12 years ago | (#3197926)

Wow, you guys managed to get Perl Monks [perlmonks.org] slashdotted. It's completely gone already, just a few minutes after the story was posted. It's scary what a big thing Slashdot has become. Maybe it's time to move on to a better place [kuro5hin.org] .

"Told you so" says the FSF (3, Interesting)

Olivier Galibert (774) | more than 12 years ago | (#3197932)

That's exactly the reason why the FSF is so adamant about getting copyright assignments for the code they accept in their projects, including a release by the employers of the contributors. Otherwise, you have a non-negligible risk of ending up with this kind of problems...

OG.

hmm.. (0)

Anonymous Coward | more than 12 years ago | (#3197963)

What if I develop something neat entirely on my own time, prior to my work with the company, and I use that or portions of that code, and even "give credit" to "borrowing" from *my* own GPL'd code. w00t.

Take a different type of job (1)

DuncanMurray (448670) | more than 12 years ago | (#3197964)

If you want to be producing Open Source on your spare time for a year or so, what about taking a non coding job for a while - , like sysadmin/database admin/web page maintainance, or something; as long as it isnt coding.BR>
You'll get a lot more development done at night after work if you haven't already spent all day coding for someone else, and the contract *should* be less restricting.

This only hurts the employer in the long run (5, Insightful)

WIAKywbfatw (307557) | more than 12 years ago | (#3197967)

This kind of "we own you and everything you do" approach only hurts the employer in the long run. Here are a few reasons why:

1) It pisses off the company's current staff.

When an employer treats you as a piece of property then there's very little incentive to treat the company as anything other than a source of income. Why devote your life to the job when you get no respect back?

2) It hurts the company when it's recruiting.

A lot of jobs are filled by recommendation, word of mouth, etc. If your friend's constantly telling you how badly his employer's screwing him would you apply for a job there?

Or, if you were offered two similar jobs would you take the one that wants to own you a third of the time or the one that wants to own you all of the time?

3) It discourages staff from furthering their knowledge and experience.

Pop quiz: if you were the boss, which would you rather have?

a) coders who care are in it for only the money, who switch off at 5.00pm sharp and spend their evenings playing on a PS2; or
b) coders who live and breathe code, who actively take part in open source development, learning new tricks and techniques in their own time and come to work with fresh ideas and more experience under their belt everyday.

Tough one, huh?

I'm amazed this company has the balls to treat it staff so badly. Let's face it, treating your most valuable employees as little more than street urchins, turning away potentially brilliant hires because they refused to be shackled 24/7 and discouraging your employees from broadening their programming horizons and skills is incredibly short-sighted.

Ultimately, company's that persue such restrictive terms of employment are only shooting themselves in the foot.

My experience (5, Interesting)

Virtex (2914) | more than 12 years ago | (#3197974)

I work for a large telecommunications company. I won't mention the name, but I'll just say that it's a 6 letter word which starts with "spr" and ends in "int". Anyway, six months after I got the job, they tried to force one of these employee agreements on me. It was filled with language that basically said that they own everything I do, past, present, or future (it said anything related to this company's current or anticipated future business, but it would be all too easy for them to say some invention of mine was an "anticipated future business idea"). I doubt such a blanket statement would be legally enforceable, but I didn't want to deal with the legal headaches.

When I got the form, I wrote back with all the changes I wanted to see in order to protect my rights without adversly affection theirs (hey, I can understand a company wanting to protect themselves, so long as they understand my desire to protect myself too). A couple weeks later, the company's lawyer came down to talk to me, trying to convince me that I was taking the document too literally and that the company would never really use it against me. Of course, if that were true, he would have had no problem changing the document as I asked, but his excuse is that this was the same document that everybody signs.

I took the document and marked it up with the changes I wanted, and added a disclaimer which basically said "my signature on this document is contingent on me being able to own my own work". Of course, I detailed what I defined as "my own work". After making these changes, I sent the document in. About two months later, I received another copy of the form in the mail with a letter saying I had never signed the document, and they wanted me to sign this one. I never did, and they haven't bothered me with it since. If they were to hassle me with it again in the future, I have no doubts I could find a better job elsewhere.

UPS Does this.. (0)

Anonymous Coward | more than 12 years ago | (#3197976)

If this concerns you.. don't for UPS... it's a shame that such an otherwise great company tries to pull this crap on their employees too..

In fact, last year they made us all sign the same week that raises were given out... and you couldn't get your raise until you signed...

Our company would be so much better off if we could fire all the lawyers, accountants, and about 9/10's of all the middle layers of management.

Does that mean... (1, Funny)

Anonymous Coward | more than 12 years ago | (#3198003)

...that UPS gets to take credit for packages you smash on your days off, too? :-)

universities do to (1)

trefoil (153310) | more than 12 years ago | (#3197977)

When I was at Oregon State, they also had a clause which stated that any program that was developed that used any of the universities resources at any time belongs to the university. It really made me want to be innovative. *heavy sarcasm*

Dodgy Situation in Australia and help (5, Informative)

mosabua (534503) | more than 12 years ago | (#3197979)

Down here in Melbourne (Australia) the whole IP situation is similarly screwed as in the US because Australia tends to follow the "good example" and add some additional bull****.

Luckily there are sample contract snippets available at the Open Source Developer Agreement [sage-au.org.au] site.

I made sure that my contract contains some even harsher wording (because I want to also be able to write under the open content licence and other open licences than the GPL) also DURING my work time WITH work equipement.

My contract snippet looks like that then:

-----------

3.14.The Employee expressly covenants that all discoveries, ... will be the exclusive and sole property of the Company. The Employee must disclose promptly to the Company and hereby assigns to the Company without further ... and so on ..

3.15.The Employee hereby assign to the Company in perpetuity all present and future rights, title and interests in all works as defined in the Copyright Act 1968 in all countries throughout the world, created by him whilst doing any act or carrying out any task, whether alone or together with other persons, in the course of their employment under this Agreement; including without limitation:

3.15.1.all the rights that a copyright owner has under the Copyright Act 1968 and under any similar legislation in any country;

3.15.2.the right to apply for and maintain design, copyright, trade mark or patent registration; and

3.15.3.the right to sue for past infringements.

3.15.4.any moral rights that he may hold in such works. In this respect the Employee consents to .the alteration and variation in any manner of such works; and the use of such works without any attribution of authorship.

3.16.The provisions of the sections above shall not include Open Source software, code, documentation, publications or any other work developed by the Employee during the term of their employment provided such software, code, documentation, publications or any other work is

3.16.1.Open Source or covered by any other Open Licence (see e.g. http://www.gnu.org/licenses/licenses.html or http://opensource.org/licenses/index.html)

3.16.2.developed independently by the Employee on their own time or on direction of the Company during normal working hours.

The Employee agrees to unconditionally disclose all such software or code to the Company immediately upon its creation.

That should help a bit manfred

Perl Monks??? (0)

Anonymous Coward | more than 12 years ago | (#3197980)

I thought Aunt Tilly couldn't even install linux yet!

Contract may have section for employee to fill out (1)

AHumbleOpinion (546848) | more than 12 years ago | (#3197981)

I've seen many of these work-for-hire contracts and this issue was addressed in the contracts. The companies all had a section or addendum to fill out where you could list personal projects. Unless your project somehow overlaps with the job it's not an issue and the company signs off on your projects instantaneously. Projects related to work merely need a little clarification or negotiation.

I suspect most problems are due to employees not reading, not filling out paperwork, not checking with management ahead of time, etc. I've had some pretty lame PHB's sign off on my stuff just by explaining things to them ahead of time.

The true .... (0)

Anonymous Coward | more than 12 years ago | (#3197992)

is who knows why this company this. Maybe they think they will be able to sell the modules, maybe teh guy that made the decision doesn't like Tilly, maybe they want him to quit. Maybe they didn't really think about it very well.

I think a bigger trend is the working world is that the recession has made companies feel like they are back in control in employee issues after five years of not being in control. I find more and more companies are trying to squeeze teh employees for more and more because they can and in today's job climate the employees have to take it.

I remember in '99 during the hight of the .com crazy articles were written about some tech employees blowing into for for four or five hours a day and the managers not being able to do anything about it because they couldn't afford to loss that 4 or 5 hours a work a day. The still paid the employee for 40 hours a week but got 20 to 25 hours of work (at best out of them).

Well times have changed and employers get to be the jerks for a while. But it will swing back, in the end this company will get what it deserves.

Let the EAGLE SOOOOAAAARRRRR! (-1, Offtopic)

Anonymous Coward | more than 12 years ago | (#3197994)

God BLESS America! Land of the FREE! Land of opportunity!!!

Muahahaaa!!!! Stupid Americans. Your laws make the former Soviet Union look like a kindergarten.

Don't you understand the theory of the circle? Capitalism pushed to its extreme becomes like its opposite, Communism.

And now, the former Communists are being better capitalists than you.

Your empire won't last much longer!

Moral Rights might help (Australian Idea) (2, Informative)

mosabua (534503) | more than 12 years ago | (#3198001)

Hi again!

just a follow up to my contract snippet. In Australia there is a term called Moral Rights of Authorship that are part of the Copyright act.

Normally you have to sign an waiver of all moral rights on employment because they give you VERY wide control of your work.

They were intended for book or film authors preventing from rip offs and so on, but they DO apply for programmers and engineers and so on as well.

If your contract does not contain a waiver for those rights you are most likekly fine and actually have a lot of control.

Maybe there is something like that in the US as well...

manfred

If you hate your job anyways... (5, Funny)

dghcasp (459766) | more than 12 years ago | (#3198007)

Some places I worked in the past had Employment Contracts that gave the company full rights to "... any intellectual property, inventions or creations made during the period of employment." [wording more or less.]

I often thought that if I really wanted to quit and didn't care about a good reference, I'd take my camera to the local zoo and shoot several rolls of, er..., animal droppings, then lay out a book of photos of these, er... products of nature. And, since the company has all IP rights, put them down as the author.

It'd all be worth it when HR got the pre-press of the glossy coffe table book of Products, by Joe's Software, with the big picture of a turd on the cover.

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