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Ask HN: Company got acquired, new contract seems oppressive

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171–180 of 291 posts

Re: Ask HN: Company got acquired, new contract seems oppressive

#171

I was faced with this last year. I'd been at the acquired company for sixteen years, so most of my ideas on the side came about after I started employment. There were too many to practically list anyway. I met with a business attorney for an hour. He said the terms were enforceable in my state; in fact, they'd taken it as far as they could without making it unenforceable. There were significant and potentially very e…

> In my state, employers can fire employees for any reason, so there was nothing stopping them from firing me for not signing.

At will employment screws over us white collar, high end, knowledge worker. Here in many states in Europe, there's no at will, and if your employer is bought, then they have to give you a job on the same, or better, conditions.

At will is bad for tech workers.

Re: Ask HN: Company got acquired, new contract seems oppressive

#173

Earlier quoted context omitted.

Whats the best way to go about finding one on short notice in a generic major city?

You might just try contacting the biggest union near you and asking. They typically know plenty of labor lawyers. It can't hurt.

Asking for a labor Lawyer won't get you anywhere, but smutticus is right that reaching out to Unions or Labor Lawyers and asking for an employment lawyer is a smart move.

Big Unions often employ or know top notch employment lawyers (it's not a focus for unions, but they still might work together on select cases), employment lawyers that can scare the acquiring company before negotiations begin :p

Re: Ask HN: Company got acquired, new contract seems oppressive

#174

I was faced with this last year. I'd been at the acquired company for sixteen years, so most of my ideas on the side came about after I started employment. There were too many to practically list anyway. I met with a business attorney for an hour. He said the terms were enforceable in my state; in fact, they'd taken it as far as they could without making it unenforceable. There were significant and potentially very e…

Sounds like $300 well spent. Too often, I think, we take legal matters into our own hands when a small investment up front could save you so much later. If we accept how many others are inexpert at technology, what makes us think we're suddenly legal experts?

Yep. I read the contract very carefully myself so I could ask specific questions of the attorney. That was a big help in getting the most value for my $300. Read it like you're examining source code for bugs.

The attorney pretty much confirmed what I thought the contract meant, explained a couple provisions I didn't understand, told me what could be enforced in my state, and outlined how things could unfold if things went sour.

Something else he mentioned is that startup investors tend to be wary of these sorts of IP provisions, and often require old employers that hold these contracts to sign away any rights to relevant ideas before they'll invest.

Re: Ask HN: Company got acquired, new contract seems oppressive

#175

This isn't legal advice. As a practical matter let me tell you exactly what I, personally, would do in your exact situation, as an employee. I am very open and approachable, and have never gotten into legal trouble with anything. I personally would feel completely comfortable following the steps below and would not personally consult a lawyer. I am telling you precisely what I would do if I place myself in your shoes…

I'd go even further, and actually discuss it with them before making these changes, not just hand in the signed contract with the clear changes. Tell them : "I'm uncomfortable with this. What would make me comfortable is ..." and then detail what you are describing.

Re: Ask HN: Company got acquired, new contract seems oppressive

#176
post #78

Earlier quoted context omitted.

I have actually seen both crossing-and-initialing work, and, more often than that, simply not signing: take the paperwork, say you need to read it, and "forget about it". You can often slowroll things like this for awhile.

Warning: Slowrolling and continuing to work without objection may count as implicit agreement to an employment contract in the UK.

Except in the UK you have Transfer of Undertakings and Protection of Employment (TUPE[1]) to protect you from being handed a 'new' contract on acquisition. You must not have worse terms than with your previous employer. You certainly cannot be forced to hand over IP which was not covered under the previous contract.

Employers bent on evil normally give you around 3 months then 'restructure' the company (i.e. give you a new job title) as a mechanism to say it is a new job and not covered. They still need to wait 90 days before they can enforce that and you have the option to reject it (but get your CV updated in the meantime because you're leaving).

Employment law varies enormously from state to state, country to country etc. People in the US used to At Will will have no concept of what it is like to be With Cause (and vice-versa).

However, even With Cause employers can get rid of anyone they want. In the UK it's classed as a 'right to manage your business' and the worst downside is a small compensation payment which rarely exceeds a few thousand pounds (occasionally there are large payouts for the most egregious things, especially racist or sexist bullying). In the US, payouts could be larger but for many businesses they just see that as part of the exit package and budget accordingly. Always remember, in a business, no-one cares about you and these people are not your friends.

Having been through it multiple times, my advice is always have your CV up to date and if you don't like the look or smell of the situation, it's time to leave. You will feel much better and less stressed if you feel in control of your destiny and not being played by some Evil Overlord who doesn't give a damn about you.

[1] https://en.wikipedia.org/wiki/TUPE

Re: Ask HN: Company got acquired, new contract seems oppressive

#177
post #171

I was faced with this last year. I'd been at the acquired company for sixteen years, so most of my ideas on the side came about after I started employment. There were too many to practically list anyway. I met with a business attorney for an hour. He said the terms were enforceable in my state; in fact, they'd taken it as far as they could without making it unenforceable. There were significant and potentially very e…

> In my state, employers can fire employees for any reason, so there was nothing stopping them from firing me for not signing. At will employment screws over us white collar, high end, knowledge worker. Here in many states in Europe, there's no at will, and if your employer is bought, then they have to give you a job on the same, or better, conditions. At will is bad for tech workers.

As a fellow tech worker, I'm fine with at-will. At least in the US, shitty bosses aren't particularly constrained by not being able to fire you; they can be shitty to you in plenty of other ways. E.g.: http://blogs.riverfronttimes.com/dailyrft/2015/06/randy_henr...

I'd much rather have an honest firing than a subtle, long-term shadow war with people for whom politicking is their job.

(Note that I don't think it's as good for routinized jobs or situations with illiquid labor markets. But there I'd rather solve it with unionization than direct government regulation. US governments just don't seem to be very good at this sort of regulation, possibly because our diversity of peoples and political viewpoints means we lack a strong shared understanding of "fair" in the same way one sees in, say, France.)

Re: Ask HN: Company got acquired, new contract seems oppressive

#179

Earlier quoted context omitted.

He uses 'with the right expertise' twice, merely uses the non-specialist lawyer as a way to get to one that is specialized.

But those of us who have experience in employment issues know the damage that j random lawyer you met down the golf club can do. Which is why I think it was necessary to be very direct about the issue

I don't think the objection is to being direct. It's to dramatically expressing contradiction when you are in fact agreeing.

Next time try something like, "Yes yes yes, definitely find a specialist employment lawyer. Referrals and the state bar are a good way to do that, but make sure you end up with somebody who has spent a few years dealing directly with cases like this."

Re: Ask HN: Company got acquired, new contract seems oppressive

#180

Earlier quoted context omitted.

Whats the best way to go about finding one on short notice in a generic major city?

I won't name the "Uber for Lawyers" service we recently used for a minor task, but it was just as bad as you might think it would be. I would not recommend anything like that to anyone, especially for trivial services. When hiring another firm I did a lot of prelim research on Avvo.com - they give you a good amount of detail and user reviews without having to create an account. It's easy to find the attorneys who are…

Having heard horror stories of Uber drivers asking the equivalent of, "Which bridge is the Golden Gate Bridge?" I cannot imagine the clusterfuck that would result from an Uber for lawyers.
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