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Ask HN: I've been asked to sign a IP Assignment Deed as an employee

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Re: Ask HN: I've been asked to sign a IP Assignment Deed as an employee

#41

Post by dvfjsdhgfv »

tempestn wrote: post #29
xenadu02 wrote: post #5

Earlier quoted context omitted.

This is all risk for you... why would you take on that risk with no compensation for an employer that fired you?

There is something between doing it out of the goodness of your heart and milking them for all they're worth though. He could reasonably ask that they pay his legal fees and compensate him for his time dealing with this. (A couple hundred an hour, say, or whatever he feels is reasonable.) Then choose a good IP attorney to look over it. That's based on the fact that he says he's on good terms with the previous employe…

This is the most reasonable solution and I hope the OP chooses it.

Re: Ask HN: I've been asked to sign a IP Assignment Deed as an employee

#42

Post by true_religion »

iaw wrote: post #35
ajdlinux wrote: post #25

Earlier quoted context omitted.

The words "IP assignment deed" would suggest it's a deed, not a contract, and a deed does not require consideration (though it may include some consideration that allows it to be enforced as a contract if a court finds that the requirements of a deed were not met) (IANAL, I've had to get lawyers to write up IP assignment paperwork before though)

I was not aware of this fact. IANAL, but it does look as if the concept of a deed is being abused in this context. Kind of like where employers call employees "contractors" because they can get away with it. It looks like the purpose of a deed is to announce intention to uphold a promise such as debt repayment in exchange for title. The idea of a deed of assignment (from googling) is that one party transfers ownershi…

While a deed of assignment is typically used to transfer existing rights and possessions, there's no real reason it cannot be used to transfer future rights.

Deeds of escrow are often used as promises to transfer goods, or perform a service in the future even if conditions for said execution of the deed are not currently met.

Legally it is defensible. To fight against its validity, you'd need to go another route---like showing that one party had undue influence over another.

In this case, it would be a muddy ground battle, because they have already left their employer so there's no influence, and the language of the deed is plainly understood.

Re: Ask HN: I've been asked to sign a IP Assignment Deed as an employee

#43

Post by cmdrfred »

iaw wrote: post #35
ajdlinux wrote: post #25

Earlier quoted context omitted.

The words "IP assignment deed" would suggest it's a deed, not a contract, and a deed does not require consideration (though it may include some consideration that allows it to be enforced as a contract if a court finds that the requirements of a deed were not met) (IANAL, I've had to get lawyers to write up IP assignment paperwork before though)

I was not aware of this fact. IANAL, but it does look as if the concept of a deed is being abused in this context. Kind of like where employers call employees "contractors" because they can get away with it. It looks like the purpose of a deed is to announce intention to uphold a promise such as debt repayment in exchange for title. The idea of a deed of assignment (from googling) is that one party transfers ownershi…

>using the legal tools available to you is not immoral

Legality and morality are two different concepts that are not always mutually inclusive. What would be the point of two separate words if this wasn't the case? Under your logic slavery wouldn't slavery have been moral?

That said the people OP is dealing with arent likely at the height of morality themselves and my personal moral code is "do unto others as they would do unto you".

Re: Ask HN: I've been asked to sign a IP Assignment Deed as an employee

#44

Post by eyeJam »

iaw wrote: post #17

In order for a contract to be considered enforceable both parties must receive consideration[1]. When you worked at the company your consideration was continued employment. Were I in your shoes I'd ask for an amount of consideration with what you believe is commensurate with a "reasonable" value. If this is a small sale, something like $10,000. If it's a large sale, $100-200,000. The point being that if they want you…

That is a dangerous oversimplification of the law of contracts. The doctrine of consideration is very old. Commonwealth courts have made many, many exceptions to that doctrine. It is a okay way of conceptualizing contracts, but it isn't 'good law' and shouldn't be relied on.

(I'm providing legal information, not legal advice; hire a lawyer and please don't rely on legal advice you get from comment sections; if you truly want to avoid lawyers and do it yourself, I would suggest reading E.A. Farnsworth's "Contracts")

Re: Ask HN: I've been asked to sign a IP Assignment Deed as an employee

#45

Post by iaw »

cmdrfred wrote: post #43
iaw wrote: post #35

Earlier quoted context omitted.

I was not aware of this fact. IANAL, but it does look as if the concept of a deed is being abused in this context. Kind of like where employers call employees "contractors" because they can get away with it. It looks like the purpose of a deed is to announce intention to uphold a promise such as debt repayment in exchange for title. The idea of a deed of assignment (from googling) is that one party transfers ownershi…

>using the legal tools available to you is not immoral Legality and morality are two different concepts that are not always mutually inclusive. What would be the point of two separate words if this wasn't the case? Under your logic slavery wouldn't slavery have been moral? That said the people OP is dealing with arent likely at the height of morality themselves and my personal moral code is "do unto others as they wo…

Thank you for highlighting this, you are completely correct. The "rule of thumb" was not a moral law to follow.

I lack the eloquence at the moment to reformulate my statements other than to say that in financial interactions between humans and companies people tend to treat companies like they would other people while companies tend to treat people like they would other companies.

Re: Ask HN: I've been asked to sign a IP Assignment Deed as an employee

#46

Post by jason_slack »

You were made "redundant" 2 years ago.

You don't owe your past employer anything and you sure as hell don't owe anything to a company trying to minimize their headache in the future if something with their deal with your past employer has a hole in it.

I'd just wash your hands of the whole thing and ignore it. If they come back with some $$ then perhaps revisit. Life is to short to be wasted being a 3rd wheel.

Re: Ask HN: I've been asked to sign a IP Assignment Deed as an employee

#47

Post by mordrax »

Thank you all for the wide range of thoughtful responses.

I don't want to leave the impression that this company with a private owner is a bad company. The employer did look out for me when I had difficult family issues and at one point, being way over-burdened with the workload, I told him to either fire me and get a support person at half my salary or give me more resources.

Being laid off there was quite good for me. I felt indebted to keep the product afloat but it was burning me out constantly so after I left, I got a higher paid, much more reasonable hours job with peers that also have passion for coding.

But I still remembered him looking out for me so I want to do the right thing and help him get some closure on this business. To that end, I think getting a IP lawyer to put any of my worries to rest at a small expense to him or the purchasing company is the most reasonable option as someone else had said below.

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