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An Email Thread Between a Developer and Gigster

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Re: An Email Thread Between a Developer and Gigster

#111

Post by willyt »

bluetwo wrote: post #43
gurgus wrote: post #11

That classic "well, nobody else has had a problem, so you must be the problem" response. I remember at one of my first jobs, myself and another programmer were working on a side project (outside of work hours, not using company resources in any way) that were considering monetising. Our contracts stated that the company we worked for owned all of our code produced in and out of working hours. We got to the business e…

There is a concept in law that it is the responsibility of the party making the contract to be specific. For instance, if I hire you to paint my barn red and specify the shade of red, it had better be that red or you failed to meet the terms of the contract. On the other hand, if I simply specify "red" then any shade of red would fulfill the contract. The lack of detail was my fault. Depending on how specific they we…

I believe the principal is called Contra proferentem. https://en.wikipedia.org/wiki/Contra_proferentem

Re: An Email Thread Between a Developer and Gigster

#112

Post by stronglikedan »

uiri wrote: post #46
gurgus wrote: post #11

That classic "well, nobody else has had a problem, so you must be the problem" response. I remember at one of my first jobs, myself and another programmer were working on a side project (outside of work hours, not using company resources in any way) that were considering monetising. Our contracts stated that the company we worked for owned all of our code produced in and out of working hours. We got to the business e…

Why not draft up something to give to the company disclaiming all rights to your work? If lawyers are too expensive for the company, I'm sure they'll sign it right away! I'm guessing the HR person is just incompetent and the issue should be escalated. What exactly does a company think is going to be the outcome of saying "Oh, BTW, we might sue you for this, we might not and we're not going to give you a straight answ…

In a lot (most?) companies, the issue would be escalated all the way to the top with the same results. There's no incentive for them to take action once you've signed their contract. As other's have mentioned in this thread, you should have demanded an exclusion cause before signing.

Re: An Email Thread Between a Developer and Gigster

#113

Post by ben1040 »

> does not contain any third-party software, including without limitation, “open source,” “copy left,” “public” or other similar code or anything derived from or based on any of the foregoing (unless approved by Gigster in writing)

So is a Gigster developer contractually obligated to build everything from zero and take advantage of no OSS whatsoever? This seems like asking to handcuff your developers into writing terrible software by reinventing the wheel.

Or do they have some additional "in-writing" approval document that specifies acceptable OSS licenses? Several companies I've worked for had lists of OSS licenses that were reviewed and approved by general counsel as acceptable (pretty much the list boiled down to BSD, MIT, Apache).

Then again it seems like if that were the case, the sensible approach would be to write the contract such that using open source software is acceptable, so long as it is offered under a license that appears on an approved list and does not obligate the release of the entire project's source code.

Re: An Email Thread Between a Developer and Gigster

#114

Post by dqv »

Mithaldu wrote: post #62
dqv wrote: post #24

I'm not trying to defend gigster (broad indemnification clauses are bad news), but if someone framed those questions to me that way, I would also be hesitant to respond to them. It raises the "I'm going to be a handful" alarm. So, I understand why they were hesitant to respond and didn't want to comment on it.

If someone asking questions like that, which directly affect their personal wellbeing, is "a handful" to you, then that says a LOT about who you, dqv, are, as a person.

That's very morally correct of you. Personally, I'd like respect to be on both sides of the relationship. I would rather not engage in a relationship (business or otherwise) where there is a high likelihood that someone will use psychological warfare in lieu of punctuated, professional, respectful language.

Re: An Email Thread Between a Developer and Gigster

#115

Post by paul_milovanov »

gurgus wrote: post #11

That classic "well, nobody else has had a problem, so you must be the problem" response. I remember at one of my first jobs, myself and another programmer were working on a side project (outside of work hours, not using company resources in any way) that were considering monetising. Our contracts stated that the company we worked for owned all of our code produced in and out of working hours. We got to the business e…

Come on, people. Not "we are working on", but "if I were to start working".

Re: An Email Thread Between a Developer and Gigster

#116

Post by Mithaldu »

dqv wrote: post #114
Mithaldu wrote: post #62

Earlier quoted context omitted.

If someone asking questions like that, which directly affect their personal wellbeing, is "a handful" to you, then that says a LOT about who you, dqv, are, as a person.

That's very morally correct of you. Personally, I'd like respect to be on both sides of the relationship. I would rather not engage in a relationship (business or otherwise) where there is a high likelihood that someone will use psychological warfare in lieu of punctuated, professional, respectful language.

Respect for both sides is good and all, but if your opening shot is a contract like that, then at best you lack the basic respect of reading the contracts you send out, or more likely, have no respect whatsoever for anyone in the first place.

Given that, OP's email was exceeding any levels of respect merited by the messages sent to him.

Re: An Email Thread Between a Developer and Gigster

#117

Post by wyc »

Another touchy issue is non-competes after employment, meaning that "you can't work for anyone else or hire our employees." States such as CA are very much against anything that restricts someone's ability to engage in free trade, especially when the restrictions apply post-employment. Imagine how ridiculous it would be to ask this of independent contractors, whose roles are defined by that they engage with multiple clients at once and have looser associations--that is, they are independent. Yet I see a lot of CA contracts for independents hold this clause, and even argue for its fairness.

From the BAR[1]:

  Not only are non-compete covenants void in California, but an employer may be
  liable in tort for wrongful termination if it fires an employee who refuses to
  sign an employment agreement that contains an unenforceable covenant not to
  compete. D’Sa v. Playhut, Inc., 85 Cal. App. 4th 927 (Cal. Ct. App. 2000). This
  rule holds even if the agreement contains a choiceof-law or severability
  provision. Id. at 934. The concern is that the presence of an unenforceable
  non-compete covenant in an employment agreement may have an undesirable
  deterrent effect on employees who do not know their rights under California
  law. “[I]t is not likely that [the defendant’s] employees are sufficiently
  versed in California’s law of contracts such that they would know (1) that the
  covenant not to compete is invalid and therefore not enforceable by [the
  defendant] and (2) that they could sign the agreement without fear they would
  be bound by the covenant not to compete.” Id
Read your contracts. Get attorney review and specifically ask about the parts that make you uncomfortable. If you're planning to make $XX,000 or more from this engagement, isn't it worth the $100-$300 for the guarantee?

[1] https://www.americanbar.org/content/dam/aba/events/labor_law...

Re: An Email Thread Between a Developer and Gigster

#118

Post by Thrillington »

tankenmate wrote: post #29
hobos_delight wrote: post #20

Earlier quoted context omitted.

Yes, basically. For open-source projects where google retains the copyright you don't need special permission (it is part of your job, basically). For personal stuff or where you wish to retain the copyright then you will need it assigned to you.

Except in California and Illinois as state law forbids these types of terms in contracts; and as an employee or contractor by law you are sometimes not even allowed to sign theses rights away. [0] [0] 'Moreover, some states, including California and Illinois, have laws that limit the effectiveness of assignment-of-inventions agreements where the invention was created outside the inventor's employment with the company…

Washington state has that as well!

Re: An Email Thread Between a Developer and Gigster

#119

Post by ascendantlogic »

The contracts I have when working with clients specifically mention type A and type B deliverables. One being "secret sauce" IP that the company owns and the other being general development tools and practices that I own and grant a perpetual license to the company to use.

Re: An Email Thread Between a Developer and Gigster

#120

Post by Mithaldu »

dqv wrote: post #90
theli0nheart wrote: post #60

Earlier quoted context omitted.

Perhaps I'm missing something. Could you explain how the way he framed his questions was disagreeable to you? From my reading they were perfectly reasonable.

>So gigster can do something really awful and I can't seek damages? The implication made here is that the writer believes that gigster is going to "do something awful". The over all tone of the writing is offensive rather than defensive . In other words, the email is not written like he wants questions answered, but rather that he'd like to jump to conclusions. The responses to his inquiries leave much to be desired…

> The implication made here is that the writer believes that gigster is going to "do something awful".

That's a completely bullshit attack and putting words into his mouth. Gigster has the potentional to possibly to do something awful in the future due to being a company made of different people, with there being no guarantee that the people you're talking to one day are still there the next. And trust is only possible between mutual human beings, not between one human and an amorphous ever-changing conglomerate of humans.

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