God this is frustrating to read. Basically you chose to make yourself a slave to this woman for NO reason.
Should I sign this agreement?
21–30 of 54 posts
Re: Should I sign this agreement?
#22It's generally a bit taboo to directly address dominance in social interactions, but you were manipulated into doing and then handing over work for nothing in return. You were successfully made to believe you would be the bad guy for walking away when nothing could have been farther from the truth. You worked, for nothing, on a project which belonged wholly to someone else, and they didn't even bother to turn up for…
"could be a cheap lesson"
Not to mention the fact they wrote it up and it is now popular on HN means that other people might learn from this and avoid getting into the same mess.
[I once did a pile of work on a proposal for a large project for a customer who turned out to be using it as part of his MBA... I probably would have noticed something was funny but he was introduced to us by Sun!]
Re: Should I sign this agreement?
#23> My co-creator, an EMBA student, and I are taking the course as a way to iterate through our product and process. She is in charge of the business model, and I am doing the coding. Our professors urged everyone to start talking about equity splitting as soon as possible; and my co-creator had a really simple answer to that: "I should have 100%," she said. That sounds like a bad deal already. Good thing he didn't sig…
Hell, even giving 50% to someone who only has an "idea" to bring to the table is ridiculous. It sounds like he put in MUCH more effort because she didn't even prepare for their meetings. Then what DID she do?
Profited from her MBA education?
Worked Smart, Not Hard?
Re: Should I sign this agreement?
#24Earlier quoted context omitted.
Hell, even giving 50% to someone who only has an "idea" to bring to the table is ridiculous. It sounds like he put in MUCH more effort because she didn't even prepare for their meetings. Then what DID she do?
Profited from her MBA education? Worked Smart, Not Hard?
The use of "smart" to mean "act like a complete dick" is something that makes me incredibly angry when I encounter it.
Re: Should I sign this agreement?
#25Assuming your description is accurate, you should have had %95-%98 of the equity of that startup, and all ownership of the code. She was defrauding you (says she's taking class, so you enroll, turns out it was a lie, says she'll meet with you, doesn't show up, claims she should get %100 despite doing less than %5 of the work, etc.) and gas lighting you attempting to emotionally manipulate you into thinking you were the bad guy.
My response would have been to give her none of the code, she didn't deserve any.
But I really expect that she'll get nowhere with this app anyway... she can't get traction with just an initial release, it will need constant work.
Her actions are very typical of the "clueless business type" that has no respect for the effort of software development (just pointing out functions not yet done is a prime indicator- they can't be bothered to dig into the project and think there's some value in pointing out the obvious?)
Which means she will be a failure with this startup.
You would have been better off, I think, taking your software and shopping it around to other MBAs in this class and seeing if you can find someone who will give you a real offer.
You could work on the app on the side, and you don't have to give up your permanent job, but even if you didn't work on the app, you should have still owned a chunk in the company that developed it further (assuming it was worth developing further.)
But owning a chunk in a company run by someone who is clueless and trying to defraud you is not worth anything.
Re: Should I sign this agreement?
#26I have first-hand experience with a situation like this and can tell you this:
Keep the code. Walk away. Learn from it. Don't look back.
Re: Should I sign this agreement?
#27The big lesson here is to sort this out before you start coding. I have an MBA and I write code. In my experience, coders overvalue their contributions and business guys overvalue theirs. But in the end, the business guys usually win. You have to think like a business guy. When I do contract code, I'm under no illusion that I am a critical piece of the business. In fact, the only thing that has any sort of ability to…
Engineers can learn business. There's very little that is difficult in business. Have yet to meet a business guy who could learn software development.
Re: Should I sign this agreement?
#28> I drafted up an agreement for both of us to sign,... and gave her the code for free. You did WHAT?!
I was similarly appalled by this - but reflecting on it further, it was probably the easiest way out. Sounds like at that point, he just wanted rid of the whole project.
If it were me, I'd have just refused to sign it and let her take the risk that she didn't own the code. It was her changing the arrangement after the fact, and if she'd wanted an NDA and invention assignment she should have brought it up ahead of time.
He was doing it for "free" because he was doing a class project and saw it as a learning experience. He not only didn't get paid, or get equity, but in fact paid for the opportunity to do it. The idea that there is any conceivable reason why he should in any way be restricted in the future is sad.
Hopefully the "agreement" is simply a copyright assignment on the physical code.
Re: Should I sign this agreement?
#29The part that bothered me most about the situation (and I realize that it's only your side being told here) is that she gave lots of warning signs that she was not holding up her side of any form of partnership. If she couldn't show up to the meetings, give you feedback on the tasks that you were tracking, prepare for your discussions of the app, etc... you should have run away from her right there.
Never stay involved with partners who aren't adding their share of value in an undertaking. Since she wasn't paying you or even offering equity, the least she could have done is to participate in the work that you were doing for her benefit.
Don't tolerate being systematically disrespected.
Re: Should I sign this agreement?
#30> I drafted up an agreement for both of us to sign,... and gave her the code for free. You did WHAT?!
I was similarly appalled by this - but reflecting on it further, it was probably the easiest way out. Sounds like at that point, he just wanted rid of the whole project.
That doesn't sound right to me. "I just want to get rid of the whole project" sounds like a position of great strength in a negotiation. You might as well say "I'm not signing anything unless I get X" and as long as X is less costly than hiring someone to duplicate your effort, you've got a deal.
My approach would look like "I know that I have a relatively stable job lined up and am facing less risk than you, which is why I'm willing to step down from 50/50 to 30/70 while signing this NDA, or 20/80 to sign a lesser agreement, like a non-compete which still allows me to reuse my code. I'm not accepting a 0/100 split because I don't have to; make me an offer which isn't insulting. Or pay me for the hours I put in. Either way." If that burns a bridge then I'm not sure that I would have wanted to save that business relationship. I'd think "Surely an MBA can understand that a dedicated employee who takes it upon himself to be more prepared than his boss at every meeting and who actually delivers the prototype should be compensated somehow."