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Why I Don't Sign Non-Competes

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Re: Why I Don't Sign Non-Competes

#131

Post by Diederich »

biztos wrote: post #109
stupidcar wrote: post #17

Earlier quoted context omitted.

Holy shit. That is way, WAY crazier than a non-compete. That is saying you can't work at all for a year after your employment terminates, because anything you produce during that time is presumed to have actually been created during your previous employment, and so belongs to your ex-employer. Even if you go and work for a non-competing company in a completely different field, and invent something totally unrelated t…

In Germany that clause would mean they'd have to pay you your full salary for as long as they prevented you from working for someone else. So it'd be a one-year vacation whenever your employment ended, but probably not much use for your career.

That's pretty interesting.

Do you think someone in Germany under such an agreement could work for another company that had no presence in Germany or, perhaps, the EU?

Re: Why I Don't Sign Non-Competes

#132

Post by blattimwind »

ilovecars2 wrote: post #88
athenot wrote: post #50

Earlier quoted context omitted.

In some states, it's not enforceable unless there's a monetary compensation that goes along with it.

In Europe a lot of these non competes are unenforceable. I work for a U.S startup in the U.K. (British citizen) some of the clauses in our contract are just flat out illegal. It’s also 26 pages long, which is almost unheard of in the U.K. I asked about it and it turns out it was written at a U.S law firm.

26 pages? That's just ridiculous.

Re: Why I Don't Sign Non-Competes

#133

Post by derriz »

biztos wrote: post #109
stupidcar wrote: post #17

Earlier quoted context omitted.

Holy shit. That is way, WAY crazier than a non-compete. That is saying you can't work at all for a year after your employment terminates, because anything you produce during that time is presumed to have actually been created during your previous employment, and so belongs to your ex-employer. Even if you go and work for a non-competing company in a completely different field, and invent something totally unrelated t…

In Germany that clause would mean they'd have to pay you your full salary for as long as they prevented you from working for someone else. So it'd be a one-year vacation whenever your employment ended, but probably not much use for your career.

Same in Switzerland. If they don't want you working for someone else, they have to keep paying you.

The only "non-compete" clauses that are even theoretically binding apply to stealing clients andn customers and the like so generally only apply to sales people.

This doesn't stop companies trying to include ridiculous non-compete clauses in employment contracts. It's sort of a silly pretence - both sides know it's not binding so the employer makes it sound as harsh as possible but the employee signs anyway.

At the end of your employment (whether fired or you walk), if they really want you to not complete, they have to offer you money - generally fully salary for the desired period of time regardless of what your contract states.

Re: Why I Don't Sign Non-Competes

#134

Post by bluGill »

lmkg wrote: post #40
tomohawk wrote: post #2

I've had non-compete agreements provided to me to sign in the past, usually as part of a packet of things to sign. In each case I just pocketed them without signing them. I've never had a company come back later and demand that I sign the thing. If they don't do their diligence, I don't see why I should do it for them. In other words, just because someone puts something in front of you to sign doesn't mean you have t…

(IANAL) Not signing the contract is one thing. Misrepresenting your position is something else. If you gave the impression that you agreed to the terms provided, then it's possible you could be held to those terms. A contract isn't defined by a signature. A contract is defined by a "meeting of the minds." The signature is commonly-accepted evidence that such a thing occurred, but it's not essential. By pocketing the…

When you get a job offer and do not have a current job you are automatically signing everything under duress. You don't get to eat unless you sign that, therefore you signed it.

Such arguments tend to hold weight in court.

Re: Why I Don't Sign Non-Competes

#135

Post by maccard »

ilovecars2 wrote: post #88
athenot wrote: post #50

Earlier quoted context omitted.

In some states, it's not enforceable unless there's a monetary compensation that goes along with it.

In Europe a lot of these non competes are unenforceable. I work for a U.S startup in the U.K. (British citizen) some of the clauses in our contract are just flat out illegal. It’s also 26 pages long, which is almost unheard of in the U.K. I asked about it and it turns out it was written at a U.S law firm.

To me at least, it doesn't matter if it's enforceable or not. I don't want to go through the hassle of fighting it in court, dealing with lawyers, when I could avoid it by going elsewhere. Obviously I'm lucky to be able to do that, and if I was under pressure for a new job it would be a different story.

Re: Why I Don't Sign Non-Competes

#136

Post by checkyoursudo »

rhacker wrote: post #113
lmkg wrote: post #40

Earlier quoted context omitted.

(IANAL) Not signing the contract is one thing. Misrepresenting your position is something else. If you gave the impression that you agreed to the terms provided, then it's possible you could be held to those terms. A contract isn't defined by a signature. A contract is defined by a "meeting of the minds." The signature is commonly-accepted evidence that such a thing occurred, but it's not essential. By pocketing the…

Oh no this is not true - if they can't find the signed paper work it is Absolutely on them. I've been square in this situation before - the company's legal "person" is absolutely in charge and responsible for collecting whatever signatures they want and which ones are optional and required. I absolutely disagree with this post.

I would also generally agree with this.

I had a client once who worked for a company for a few years, then did not for a few years, and then did again for three decades. The company terminated this person. The company found out this person had had a side business for more than a decade in the same industry. My client had signed an IP assignment during the first tenure, which lapsed at termination, and then never signed a new one.

The company tried to take all of my client's IP. They failed for lack of execution.

(I did not represent this client on the IP/non-compete/employment stuff; I did NDAs/licensing for the side business. But I have first-hand knowledge of this.)

Re: Why I Don't Sign Non-Competes

#137

Post by zekevermillion »

yborg wrote: post #124
zekevermillion wrote: post #102

Earlier quoted context omitted.

This language is very common in IP assignment agreements (often bundled together with restrictive covenants where enforceable). I don't love noncompetes, but assuming you plan to work in the tech industry with proprietary software or hard tech, you will have to get comfortable agreeing to provisions such as this. The purpose of the clause is risk allocation. If the employer has a dispute with you after termination, i…

This thing seems stupid to me. Am I required to disclose such a restriction from a previous employer? I say no, since it's common in the industry and a prospective employer would be expected to either ask for disclosure or know it may exist. So now my inventions (assigned to my new employer by a similar boilerplate clause) are in violation of the previous agreement and if a legal dispute arises, they will now sue my…

The disclosure of prior agreements is to YOUR benefit as the employee / contractor. A lot of employers treat this as sort of a nod nod, wink wink situation, where they know you have prior conflicting agreements and would rather not hear about them -- b/c proving knowledge of the prior restriction is an element of tortious interference, by which a former employer can go after the next one for the employee's violation of the old restrictive covenants. As the employee, by disclosing the prior restrictions, you may insulate yourself to some extent against claims by your new employer if there's a 3-way dispute. Yes, restrictive covenants are heavily abused and I wish we didn't use them so widely. But if you're asked to sign one, there are normal areas to negotiate -- but refusing to sign at all will prevent you from advancing very far in the proprietary software industry.

Re: Why I Don't Sign Non-Competes

#138

Post by mi100hael »

rgbrenner wrote: post #86
YogeeKnows wrote: post #68

This is just one of those things which looks evil from 'Employee' perspective but important enough from 'Employer' Perspective. You have to also look at the how these clauses found their way into these contracts. Certain professions; Legal/Software/IT Services/Accounting; make it very easy for one or group of employees, to just take a company's current clients, offer them a low price, and start a new firm thereby cau…

Also Most software engineers when they leave the company take backup of not only the entire code they've written but also the entire code for the project they've been working on. Thats why the IP Protection clause. Great way to get sued. That's going to be logged. Isn't this what got Levandowski in trouble when leaving Google? I definitely do not do this. In fact, once you stop paying me, I don't care about your code…

It can be used to prosecute you if they so desire

https://en.wikipedia.org/wiki/Sergey_Aleynikov

Re: Why I Don't Sign Non-Competes

#139

Post by codingdave »

joezydeco wrote: post #5

So recently I came across an Invention Disclosure agreement that a company wanted me to sign. The phrasing of this kind of threw me off: "I will promptly communicate to the Company each and every invention, discovery or item of intellectual property made or conceived by me, either as an individual or jointly with others, during my period of employment, and I agree that any such invention, discovery or item of intelle…

> What do you think?

When my last company got bought, they tried to throw that in for existing employees, but it was a 3 year time period. I refused. They said my job depended on signing. I know I could pursue a number of legal arguments as to why that wasn't valid, but I went with my own standard advice to not work with bullies, and I quit.

Re: Why I Don't Sign Non-Competes

#140

Post by falcolas »

bluGill wrote: post #127
falcolas wrote: post #84

Earlier quoted context omitted.

It's silly and annoying, but I saw them crop up twice while looking for work two years ago. Both times it was non-negotiable - the justification being "we'd only use it to get back any work you took with you after leaving". It seems like one of those "Oracle's doing this, so why don't we do it as well?"

Legally they probably can't get anything more than work they can show you took with you. Courts don't like the idea of telling somebody they are no longer allowed to hold a job doing what they know how to do. Of course they probably don't need any signed document to get the above, odds are your local state laws are already strong enough to cover them.

That's my impression too. There are lots of existing laws and court precedence around regaining stolen company secrets; more than enough to fill the need.
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