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Hello,
I work in a software branch of a small publicly traded company.
The branch that I work for is being sold to a large multinational company in
the next few weeks. There are about 10 employees in our particular branch
office and my wife and I (both software developers) are amongst them.
Sometime next week we will be presented with a hiring package from our new
employer. Although my wife and I are excited and eager to transfer to the
new company we have some reservations about signing the employment
contracts. This is because we would like to be able to develop software at
home to sell to hobbyists and we are afraid we will be roped in to the usual
blanket "Everything you think belongs to us" intellectual property
employment agreement.
My question is, can someone please give some advice on negotiating this kind
of agreement. We don't want to walk into the meeting and seem
confrontational but at the same time we really don't want to give up this
point.
thanks
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Hello,
I work in a software branch of a small publicly traded company.
The branch that I work for is being sold to a large multinational company in
the next few weeks. There are about 10 employees in our particular branch
office and my wife and I (both software developers) are amongst them.
Sometime next week we will be presented with a hiring package from our new
employer. Although my wife and I are excited and eager to transfer to the
new company we have some reservations about signing the employment
contracts. This is because we would like to be able to develop software at
home to sell to hobbyists and we are afraid we will be roped in to the usual
blanket "Everything you think belongs to us" intellectual property
employment agreement.
My question is, can someone please give some advice on negotiating this kind
of agreement. We don't want to walk into the meeting and seem
confrontational but at the same time we really don't want to give up this
point.
You can try it, but don't hold your breath. Particularly if you are
going to work for a large company. They are not likely to want to
deviate from their written policy on the matter - not so much they may
want own your intellectual property, but that they probably won't want
to waive a polciy for you as they would then have to waive it for just
about any other enmployee that asks. One tenant of fair labor
practices and to be consistent in enforcing policy.
If you are a software developer, it seems to me that your employer is
obviously in the software development business in some way (or you
wouldn't be working for them in that capacity) . Developing software
at home that you intend to sell would probably constitute competing
with your employer. I am not in the software business - but my
employer (a huge comapny) doesn't permit employees to operate a side
business or moonlight for anyone that even gives the appearance of
competing with us in any way.
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In article <4tsd509ikk6heio320dqmrprf6gfgke4at@4ax.com>,
Curtis CCR <curtisccr@sbcglobal.net> wrote:
If you are a software developer, it seems to me that your employer is
obviously in the software development business in some way (or you
wouldn't be working for them in that capacity) .
Not at all; for instance, I work as a software developer for a
financial firm.
Developing software
at home that you intend to sell would probably constitute competing
with your employer.
I've even worked for technical companies where that wouldn't be the
case; for instance, someone working for (say) an Internet Routing
company who worked at home on (say) a music-editing program wouldn't
be competing.
I am not in the software business - but my
employer (a huge comapny) doesn't permit employees to operate a side
business or moonlight for anyone that even gives the appearance of
competing with us in any way.
Many companies do that. Also, many companies require that any side
business not involve time during their workday.
Seth
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chris wrote:
Sometime next week we will be presented with a hiring package from our new
employer. Although my wife and I are excited and eager to transfer to the
new company we have some reservations about signing the employment
contracts. This is because we would like to be able to develop software at
home to sell to hobbyists and we are afraid we will be roped in to the usual
blanket "Everything you think belongs to us" intellectual property
employment agreement.
My question is, can someone please give some advice on negotiating this kind
of agreement. We don't want to walk into the meeting and seem
confrontational but at the same time we really don't want to give up this
point.
It would help if you said what state you work in. For example,
California law
(Labor code section 2870) states that "inventions" (usually held to
include
other products) will not become property of your employer, provided:
1. you do all the work on your own time
2. You do not use any equipment or supplies that belong to
your employer in developing them
3. The invention (product) does not relate to your employer's
business or actual or demonstratably anticipated research
4. Your invention does not result from (or contain) work you
performed for your employer.
Most of the time item 3 above is interpreted narrowly. If your employer
is
in the "software" business, that doesn't mean any software you produce
at home
belongs to your employer. But (for example) if your employer sells
products
for improving the performance of DBMSs, I would suggest you stay away
from DBMS-related software in your home development.
Unfortunately, if you work for a multinational, they probably have their
fingers in a lot of pies, and you would be in trouble if your product
competed
with them in _any_ of the areas they are in, even if it has nothing to
do with
the work _you_ are doing for them.
As far as negotiation, if your state law doesn't protect you then you
probably
won't get very far trying to modify the employment agreement. Big
companies
just don't want to take the time to re-negotiate this kind of thing for
every
employee they bring on board. (Remember that any change to the contract
will
have to be vetted by their legal department at $200-400/hour.) So
unless you
have truly unique skills that they really need, they aren't going to
bend the rules for you.
On the plus side, if you develop hobbyist-type software at home, you may
just
be able to go to your supervisor and apply for permission to sell it
privately
because it just isn't something the company cares about. But there are
no
guarantees. Some companies are reasonable about this sort of thing,
some
aren't. So if you stay there and sign the agreement, you will be taking
your
chances.
Another alternative is to stay on, sign the agreement while
(figuratively) holding your nose. Wait for the job market to improve,
then leave Big
Company and go to work for somebody with a less objectionable employment
agreement. And _then_ develop your software for the hobby market.
Losing their most talented and creative employees is the natural
consequence
of the "all your thoughts are belong to us" attitude of so many big
companies, and IMHO a proper response to that attitude.
When a small company that I worked for was taken over by a large one, at
least
5 people (out of a total of about 75 in our office) refused to sign the
new
employement agreement and sought other employment instead.
WARNING: I am not a lawyer. This isn't legal advice. If this really
matters to you, consult a lawyer who specializes in this area!
--
I pledge allegiance to the Constitution of the United States of America,
and to the republic which it established, one nation from many peoples,
promising liberty and justice for all.
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