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Why I Don't Sign Non-Competes

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Re: Why I Don't Sign Non-Competes

#181

Post by Spoom »

zekevermillion wrote: post #154
Spoom wrote: post #120

Earlier quoted context omitted.

Refusing to sign a contract because of this clause means you are perhaps a closeted free software advocate (and good for you!) or do not really desire a long-term career in this (arguably exploitative) industry. I have to disagree. I've had a long career in software development and I've never seen a clause this broad. If the clause was restricted to the term of employment, that would be one thing, but insisting that…

That's not what the language says. The employer claims ownership of inventions conceived during your employment and requires you to disclose them for a period of time after your employment. For example, if there's an invention -- say you worked on LIDAR for self-driving cars -- and you were part of a team during your employment. Your employment ends, then you 6 months later file your own patent for a part of that tec…

Doesn't that make part of the agreement a tautology, though?

"I will promptly communicate to the Company ... during my period of employment, and I agree that any such invention ... shall be presumed to have been made during my period of employment..."

Wouldn't a simple assignment clause during the employment term be both clearer and provide the same rights?

Re: Why I Don't Sign Non-Competes

#182

Post by mnw21cam »

codingdave wrote: post #139
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.

That would be constructive dismissal, and (certainly in many parts of the world) you could take them to an employment tribunal over it.

Re: Why I Don't Sign Non-Competes

#183

Post by mrchicity »

maxsilver wrote: post #99
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…

> 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 causing losses for the original service company. Business which got burnt by their employees starting competitive business thereby started adding these clauses into their agreements. Sure, but this isn't a fair way to solve that problem. You don't need a non-compete to do t…

This is true in theory but not in practice. I know of a few (somewhat disreputable) big law firms and prop/hedge funds that primarily hire from competitors. They can offer better partnership terms or pay because they don’t spend on research, training, or developing their own talent. Let the competitors do that, and we can skim off the cream talent-wise. It’s good for wages, but is that really fair play? Does it have a chilling effect on R&D investment?

They’ll say they just want quality employees, but interview with them and they’ll care little about your skills. They always want to know how much business your clients brought you, seek traders with a good "track record", ask how much profit you made, with the implied understanding that you will bring them that business.

IMO it’s fair to strike a balance, so companies can earn some returns on R&D, and employees can get fairly paid. Your employer shouldn’t lock you out of working forever, nor should competitors be able to hire away instantly by paying $x+1.

Re: Why I Don't Sign Non-Competes

#184

Post by jrs235 »

robotresearcher wrote: post #171
jrs235 wrote: post #160

Earlier quoted context omitted.

>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. But it's not. Inventions != copyright or code produced. If I author a book after employment they don't own the rights to my book. If I write code after employment they don't necess…

The agreement explicitly says "or item of intellectual property". It's absurd.

*The CLAUSE explicitly says "or item of intellectual property".

We can't conclude what the agreement means by "intellectual property". See comment to sister reply. We need the entire agreement text to make conclusions.

Re: Why I Don't Sign Non-Competes

#185

Post by ryandrake »

organsnyder wrote: post #8
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…

Run away. No client/employer is worth that kind of baggage. It's even worse than a non-compete: instead of you simply being prohibited from competing with them, they automatically own your creations.

Pretty much every employer I’ve ever worked for has laid claim to all IP I produce, even on my own time using my own equipment at home. This is a very common clause in any tech company’s employment agreement. If you’re going to run away from these, your employment options are severely limited.

The “within 1 year” thing, however is one I haven’t seen before. Ugly!

Re: Why I Don't Sign Non-Competes

#187

Post by southphillyman »

rrdharan wrote: post #77
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. Is that really common practice? I don't doubt some people do this but it seems very foolish to me so I'm surprised that you think most engineers do this.

Most companies I've worked at recently have some sort of mechanism in place to prevent this. Portable drives disabled, email attachments monitored, etc.

Re: Why I Don't Sign Non-Competes

#188

Post by ChuckMcM »

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…

I've seen similar clauses. I understood what the company was going for (they didn't want you to quit, patent the idea you had been working on, and then hold the company for ransom [I know, unlikely]) and suggested alternate wording but in the end we just struck the clause completely.

Re: Why I Don't Sign Non-Competes

#189

Post by mbrundle »

chadash wrote: post #62

I see a lot of stories/comments about not signing non-compete agreements on HN, so I want to throw in my own 2 cents. Many times, companies have standard paperwork that they want you to sign and they don't want to deal with the hassle of hiring someone who won't sign the forms that their lawyers already drafted. Making modifications means that they have to call up their lawyer (who charges $300+/hour), have a convers…

I get this perspective in principle, but you have to be careful - I've seen cases where the wording of what construes a competing company / product / service in a non-compete is so broad that it could block me from doing any work in my profession at all. And I've also seen companies where contracts with questionable language were agreed and signed in good faith, but were later weaponised when things turned sour. These days I'll always ask for the contracts as soon as I receive an offer, read the clauses carefully and push back ASAP where needed with my own redlined version. Most times it works out fine, and once I received a bad reaction that led me to walk away. (A bullet dodged, IMHO.)

Re: Why I Don't Sign Non-Competes

#190

Post by d0lph »

checkyoursudo wrote: post #116
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…

(IAAL) Just for clarity's sake: Some kinds of contracts definitely do require signatures to be executed and others don't. If it's important to you, then make sure you know which kind of execution yours requires. I have read cases where employment agreements are void for lack of signatures. But, I am not an employment lawyer, and every jurisdiction is potentially different.

Could you be more specific? I am curious. Did not realize contracts could be implicitly signed.
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