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Is it ethical to keep a copy of the code or designs you did for your employer, for your reference?

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Re: Is it ethical to keep a copy of the code or designs you did for your employer, for your reference?

#21

Post by menloparkbum »

jsjenkins168 wrote: post #19
menloparkbum wrote: post #15

Earlier quoted context omitted.

I've worked on over 20 software contracts and never once did the contract contain a clause that forced me to assign copyright agreement to the person paying for the software. Note that this only applies to contractors, not exempt employees. http://www.developerdotstar.com/mag/articles/daniels_softwar...

Enterprise software? That surprises me based on my limited experiences, but all the better for you I imagine you own a sizable amount of useful code by now. Great article btw, thanks.

no problem. I've never worked on enterprise software. mostly weird, short term stuff for startups, researchers and artistes. the code was sometimes fun, but sadly, almost never useful outside of the specific contract.

Re: Is it ethical to keep a copy of the code or designs you did for your employer, for your reference?

#22

Post by edw519 »

paulgb wrote: post #9
edw519 wrote: post #3

Both are unethical and NEVER acceptable. Run, don't walk, the other way from those who rationalize this behavior. (Why is it that when it comes to ethics, what was once clear cut is now "fuzzy"?)

I commend you for your firm sense of ethics, but what exactly are you saying is unethical? For example, once in a while I will come across a problem that I know I have solved before, so I will refer to code I had previously written for someone else to remind myself of how I first solved it. I don't see any ethical dilemma in this.

Let's see if I have this right. Someone paid you to provide them with something for competitive purposes (if it's business, why else?). Now you're using their IP to provide someone else (who may be their competitor) with something for competitive purposes. It's NOT up to you to determine who is competing with whom, how important someone's IP is to them. or whether or not "it's a big deal". I've seen multi-million dollar deals terminated and careers sidetracked when there was even a hint of impropriety in the air. DO NOT UNDERESTIMATE how important most business people feel about this issue.

Of course, no one owns what's in your brain, but that's all you own. Move on.

Re: Is it ethical to keep a copy of the code or designs you did for your employer, for your reference?

#23

Post by staunch »

menloparkbum wrote: post #18
nickb wrote: post #16

Earlier quoted context omitted.

Where exactly am I wrong? Point the sentence. Of course you have to assign them IP! That's what they're paying you for! Ever contracted for the government?! Look at their 20 page assignment agreement. http://www.developerdotstar.com/mag/articles/daniels_softwar...

You are right in the case of a full time employee. You are wrong in the general case of contract software engineering. Most software development contracts DO NOT have a 20 page assignment agreement that assigns copyright to the person/company paying for the work. It sounds counterintuitive and false, but that really is the case. You, the contractor, own the IP unless you sign your rights away. And even if you do, it…

You can absolutely sign away your IP rights in a contract. Unless the contract is crap it will certainly hold up in court. The contracting business would be a lot less healthy if this wasn't the case. Everything else you said is correct from what I know -- at least in California.

The neat thing about the labor laws in California (and some other states) is that they protect you from signing away lots of other rights as a full-time employee. It's difficult to enforce non-competes against former employees for example.

Re: Is it ethical to keep a copy of the code or designs you did for your employer, for your reference?

#24

Post by [deleted] »

Tichy wrote: post #17
jsjenkins168 wrote: post #7

Earlier quoted context omitted.

The contract almost always states otherwise though. Unless maybe you're working in an area where the companies doesn't care about their IP or are just simply ignorant.

I can never really agree to such a clause, though. In the most extreme case it would mean I could never take on another contract, because I already used up all my programming tricks in the first one. For example I might have employed the MVC pattern, will I be able to ever use it again?

[deleted]

Re: Is it ethical to keep a copy of the code or designs you did for your employer, for your reference?

#25

Post by nostrademons »

menloparkbum wrote: post #15
jsjenkins168 wrote: post #7

Earlier quoted context omitted.

The contract almost always states otherwise though. Unless maybe you're working in an area where the companies doesn't care about their IP or are just simply ignorant.

I've worked on over 20 software contracts and never once did the contract contain a clause that forced me to assign copyright agreement to the person paying for the software. Note that this only applies to contractors, not exempt employees. http://www.developerdotstar.com/mag/articles/daniels_softwar...

Interesting...at the places I've worked (as an employee), it was considered a dealbreaker if a contractor wanted to own the source code they produced. We passed up some really, really good contractors because they wanted to own the product.

Re: Is it ethical to keep a copy of the code or designs you did for your employer, for your reference?

#26

Post by paulgb »

edw519 wrote: post #22
paulgb wrote: post #9

Earlier quoted context omitted.

I commend you for your firm sense of ethics, but what exactly are you saying is unethical? For example, once in a while I will come across a problem that I know I have solved before, so I will refer to code I had previously written for someone else to remind myself of how I first solved it. I don't see any ethical dilemma in this.

Let's see if I have this right. Someone paid you to provide them with something for competitive purposes (if it's business, why else?). Now you're using their IP to provide someone else (who may be their competitor) with something for competitive purposes. It's NOT up to you to determine who is competing with whom, how important someone's IP is to them. or whether or not "it's a big deal". I've seen multi-million dol…

Again, I respect your sense of ethics and I think the world would be a better place if everyone paid half as much attention to ethics as you do.

That said, I still think that there are occasions where referring to past code is entirely ethical.

Say for example I forgot the mod_rewrite flag to do what I need, but I used the same flag for a client in the past and I still have a copy on my server. Instead of Googling around for it, which might take a couple minutes, I could look at the copy from before in a matter of seconds. That is the kind of thing I would do, and I certainly am not violating anyone's IP or copying any code. Would you still say this is unethical?

Re: Is it ethical to keep a copy of the code or designs you did for your employer, for your reference?

#27

Post by juwo »

staunch wrote: post #8
menloparkbum wrote: post #5

It may or may not be illegal or ethical, but it is rarely useful. I used to keep most of the code I've written for employers over the years, but I never once looked at it.

Same here. My feeling is that being ethically compelled to re-implement something you've done before is a blessing in disguise.

please also comment on A) since the person is likely to become an investor in my product in the near term.

Re: Is it ethical to keep a copy of the code or designs you did for your employer, for your reference?

#28

Post by randallsquared »

staunch wrote: post #23
menloparkbum wrote: post #18

Earlier quoted context omitted.

You are right in the case of a full time employee. You are wrong in the general case of contract software engineering. Most software development contracts DO NOT have a 20 page assignment agreement that assigns copyright to the person/company paying for the work. It sounds counterintuitive and false, but that really is the case. You, the contractor, own the IP unless you sign your rights away. And even if you do, it…

You can absolutely sign away your IP rights in a contract. Unless the contract is crap it will certainly hold up in court. The contracting business would be a lot less healthy if this wasn't the case. Everything else you said is correct from what I know -- at least in California. The neat thing about the labor laws in California (and some other states) is that they protect you from signing away lots of other rights a…

I write software as the largest part of my business, and I don't think I've ever been asked to assign copyright to the purchaser. I go out of my way to point out in written materials that I use licenses like GPL, BSD, and put stuff in the public domain when that's compatible with library licenses and such, but no client has ever actually asked me about that.

In my experience, people who are buying custom software don't even think about copyrights and licenses; it just never occurs to them.

Re: Is it ethical to keep a copy of the code or designs you did for your employer, for your reference?

#29

Post by juwo »

nostrademons wrote: post #25
menloparkbum wrote: post #15

Earlier quoted context omitted.

I've worked on over 20 software contracts and never once did the contract contain a clause that forced me to assign copyright agreement to the person paying for the software. Note that this only applies to contractors, not exempt employees. http://www.developerdotstar.com/mag/articles/daniels_softwar...

Interesting...at the places I've worked (as an employee), it was considered a dealbreaker if a contractor wanted to own the source code they produced. We passed up some really, really good contractors because they wanted to own the product.

please also comment on A) since the person is likely to become an investor in my product in the near term.

Re: Is it ethical to keep a copy of the code or designs you did for your employer, for your reference?

#30

Post by nostrademons »

juwo wrote: post #29
nostrademons wrote: post #25

Earlier quoted context omitted.

Interesting...at the places I've worked (as an employee), it was considered a dealbreaker if a contractor wanted to own the source code they produced. We passed up some really, really good contractors because they wanted to own the product.

please also comment on A) since the person is likely to become an investor in my product in the near term.

I'm not actually commenting on either A) or B), just on menloparkbum's comment that it's common for contractors to retain ownership.

I don't really want to get into the ethics of it, because I don't think ethical debates are particularly fruitful. (I took a course in meta-ethics in college, which makes me particularly suspicious in attempts to ground ethical judgments in factual statements or logical debate.) I'll tell you that I wouldn't do it; it sounds dodgy enough that I wouldn't really want to get involved with it. Ultimately, most ethical judgments come down to gut feelings about right or wrong.

I will say that right or wrong, I think it's stupid. You're opening yourself up to big legal liability. If acquirers or investors find out about it (and they will - that's what due diligence is for), they will nix the deal. Heck, I'm spending about $1K to have a lawyer draw up a release to make sure all IP I developed for my startup while employed belongs to me, and I didn't take any source code from my employer (I'm using a completely different technology platform and am in a completely different area of business.) It's just something I don't want to fuck around with.

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