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Employment contract that allows for open source projects, advice needed (feddit.dk)
submitted 1 year ago by to c/opensource@lemmy.ml
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I want to create a hobby project and release it under MIT. I work as a developer professionally and i have some clauses in my employment contract that gives any IP to my employer. My employer is open to amending these and/or adding exceptions for specific projects. Can anyone point to guidance resources on how to formulate such exceptions properly?

// EDIT: My contract is not totally strict, it refers to applicable laws and the wording is something like ‘knowledge gained through company activities belong to the company’, which is probably intentionally vague. Also: i like my job and employer and they are open to FOSS. My only concern is whether some higherups might disagree at a later point which is why i want to get the wording right. Will not spend money on a lawyer - it’s not that important to me. Thanks for sharing your experiences so far.

CC image ref.: https://thebluediamondgallery.com/legal/employment-contract.html

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[–] 36 points 1 year ago (15 children)

Like, things you work on during your personal time, using personal resources, belongs to your employer?

That sounds illegal. I don’t know where you live but that does not sound right.

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  • [–] 12 points 1 year ago*

    Disney is pretty widely known to have contracts like this. They basically boil down to “anything creative you do while employed by Disney belongs to Disney, even if you did it outside of working hours.” Because Disney doesn’t want artists, animators, writers, etc to take characters or writing with them when they quit, by claiming that it was created when they were off the clock. That would potentially run the company afoul of IP laws (the same IP laws they lobby congress to make, and wield like a cudgel against smaller creators) if an employee took a character with them when they left.

    Basically, if you want to do any personal projects while employed by Disney, you either already started them before you were hired, or you’re going to have to wait until your contract is up.

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  • [–] [S] 7 points 1 year ago (11 children)

    I would like to use the company machine if possible, but outside of work hours. My current contract is formulated in vague terms with references to the applicable laws (Denmark), so i’m sure it’s legal.

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  • [–] 26 points 1 year ago (6 children)

    Bad idea from the start. Anything you make on company equipment belongs to the company. You signed and approved that. Changing that only opens up liability for the company and so even if they do approve it it will be worded against you. If you push anyway to the open source project then that opens the door for your company to attempt to claim ownership too. All around it's a lose lose situation for you, and the project.

    Coding does not require a supercomputer. Go pick up a used laptop somewhere and do the work off of that.

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  • [+] -2 points 1 year ago (5 children)
    [deleted]
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  • [–] 8 points 1 year ago (4 children)

    I mean, I've just worked at multiple international companies while residing in multiple countries and each one has made me sign this. It's a no brainer. Don't use company equipment for personal projects.

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  • [+] -2 points 1 year ago* (last edited 1 year ago) (3 children)
    [deleted]
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  • [–] 6 points 1 year ago (2 children)

    Enforceable is a level of risk that we can't decide for the OP. If there is any chance of enforcement that is a chance of them taking credit for OPs work, or other financial issues. Not to mention lawyers are expensive, even if it's not enforceable, is OP willing to pay for legal fees to prove it?

    Personally, even if it's not enforceable and they're completely morally justified the question remains, why open yourself up to any risk at all by using company equipment when you can literally use any other computer to do the work?

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  • [+] 1 point 1 year ago (1 child)
    [deleted]
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  • [–] 5 points 1 year ago

    I get that. As another example, here where I live they made non compete contracts illegal, but I still sign one every time I start a new company. I assume they aren't enforceable at all, but knowing lawyers they will argue some other loophole at me. For me it's just not worth the risk of possibly needing to pay for lawyers

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  • [–] 11 points 1 year ago* (last edited 1 year ago) (1 child)

    Do not use a company machine for personal projects. Anything that touches a company machine will inevitably belong to the company.

    Just get a beat up old Thinkpad for like $20 (or for free, if you’re friends with the company IT folks and they’re discarding old stock) and install something like Linux Mint to get it up and running.

    Don’t even use company-owned software licenses. For instance, if you want to make a game, don’t use your company’s Unreal Engine license to do it. Use a personal license (or something free, like Godot) instead.

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  • [–] 11 points 1 year ago

    If you use company resources they absolutely can claim ownership on whatever you create. That much I do know. Though to be fair I’m in Canada so our laws will definitely differ in some ways.

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  • [–] 7 points 1 year ago

    IP ownership isn't something that you can definitively establish at the outset of a project (even if you copyright code and secure patents for protectable ideas), and wrapping your work in an MIT license won't preclude infringement claims later on. Plenty of employers sponsor open source work, so it's not a crazy ask, but it's usually work that serves the company's interests. You can ask for permission to work on a project with the mutual understanding that it be MIT licensed, and 2) once work hits a release milestone, get written confirmation from your employer that they grant any claims of ownership to you (or whoever).

    If you want more than informal promises from your employer, you'll find that a spare PC is gonna be much cheaper than the legal consult and drafting of any agreements you or they may want.

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  • [–] 4 points 1 year ago (1 child)

    It’s common in the US Tech industry. It’s considered “voluntary” because you could always say no and find a different job, or you could negotiate the removal of that clause. Often at the beginning they give you an opportunity to list your existing obligations that would be exempted. Always read the fine print of your employment agreement.

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    • [–] 14 points 1 year ago (3 children)

    I have had similar work contracts.

    1. do not use ANY company resources. This could put you at risk of theft.
    2. do not do it on company time or make it look like it's on company time. See point 2.
    3. you are liable for being fired if you break your work contract in most of the US.
    4. whether or not you actually own the IP you created is unfortunately subject to state laws (in the US)

    I want you to be successful. Don't hurt your future career prospects

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  • [–] 2 points 1 year ago (2 children)
    1. do not use ANY company resources. This could put you at risk of theft.
    2. do not do it on company time or make it look like it's on company time. See point 2.

    Did you mean "See point 1."?

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    • [–] 12 points 1 year ago (6 children)

    If the project isn't related to what you do at work, you don't do it on company time, and you don't use company hardware, you're most likely fine.

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  • [–] -3 points 1 year ago (5 children)

    You're still liable if you've used knowledge gained at work. The safest way is to let your employer sign off every release you want to make public.

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  • [+] 4 points 1 year ago (2 children)
    [deleted]
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  • [–] 0 points 1 year ago (1 child)

    Why false? Especially if you have signed NDA. There are certain confidential documents you can only access as an employee at work, like the Airplay protocol. If you work for Apple, memorize the standard, then develop an app for Android which casts audio to Homepod, you're going to get sued.

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  • [–] 2 points 1 year ago*

    That's true, the problem with the original statement is that it is too broadly scoped by "knowledge", implying that it is any and all knowledge. If I obtain the knowledge to write a singleton in object oriented programming while at work - even if the concept is applied to a work project, and later use the programming concept of a singleton in my own software, then they can't do shit.

    A simpler example that shows that it's too broadly scoped is that if I get trained and certified to use a forklift for a job, and later start my own company and have to use a forklift, there is no precedent for my original employer to come after me for using a forklift in my business operation just because I learned how to use a forklift while I worked for them.

    If the knowledge is proprietary or copyrighted or a trade secret and what I do uses any of that, or what I produce is a 1 to 1 product of that, then they can come after me.

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  • [–] 4 points 1 year ago*

    Not sure why youre getting downvoted, you are right. If you got access to knowledge via your job that has nothing to do with your job and use that knowledge, youre fucked.
    For example, you work in a team that makes a ecommerce website, and have access to the wms team's files. In those files you read about barcodes and their rules/parsing specs, some of those files are only to be read under a contract. Making anything related to the barcodes, even in your own time and equipment, is a nono.

    Trust me, ive been in the grey zone and have contacted lawyers about it.

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    • [–] 10 points 1 year ago (2 children)

    Try and get your employer to offer and agree to GitHub's BEIPA:

    https://github.com/github/balanced-employee-ip-agreement

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  • [–] [S] 3 points 1 year ago (1 child)

    Very cool! This is what i was hoping to find - TY. Do you have it in your contract?

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  • [–] 5 points 1 year ago

    No, unfortunately

    We (staff) asked for this, or some similar change to our contracts, and leadership refused

    Our contracts/agreements currently state that any IP created in the course of doing our jobs or involving any employer-supplied equipment belongs to the employer

    Leadership says they won't enforce this for dotfiles and other small personal non-competing code, but they also refuse to put that in writing :S

    That said, most of us have tweaked our dotfiles, etc on work laptops for years and we've never had problems, so far leadership has kept their word

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    • [–] 7 points 1 year ago

    Not being paid for the time? Not using company gear? No problem.

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    [–] 17 points 1 year ago

    If you want legal advice, consult a lawyer.

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    [–] 5 points 1 year ago (1 child)

    Check your state or country's laws, you might not even need the contract amended. In the state that I live in any contract clause that tries to prevent you from doing any work entirely on your own time with entirely your own materials is explicitly unenforceable.

    Plus if it's just a small open source library (assuming your employer is sane) it'd be a waste of money for them to even ask a lawyer to write a letter to you, because why would anyone care.

    If you really care about getting it right, you can find a local employment attorney and have them explain your local laws and edit and/or negotiate your contract for you. I did that once, but I felt like it was probably a waste of the $900 I paid. (I mean, it definitely was a waste in that case because that job was a nightmare and it only lasted 2 months, lol.)

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    • [–] 5 points 1 year ago* (2 children)

    "Hobby project" ? But on company time? Then its not a hobby project...

    Anything you create outside of work hours is yours to publish under any license you want as long as it doesnt include any code that was produced at work.

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  • [–] [S] 1 point 1 year ago

    I would like to do it outside company time, but on their machine if possible, but if not, i’ll just get another machine. But as others have stated there are some small print that says something like - knowledge gained through company activities will be their IP, it’s somewhat vague and can be interpreted in different ways

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    [–] 2 points 1 year ago* (last edited 1 year ago) (2 children)

    I've never had a contract that didn't say that. I always pushed back. Without exception, the response was that hobby projects and open source stuff is fiiine as long as you don't use company machines, time, resources, or compete with their market.

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    • [–] 2 points 1 year ago

    I wish I could help. The only thing I can say is my work agreement just says that anything I make using resources provided by the company (computers, servers, software, internet access) can be claimed by the company. However, if I use my own computer, software license, my own internet, outside of work hours and not on work premises, then it is mine.

    I think the biggest difference might be that although I make software for my employer, my employer is not a software company. So the stuff I make is not sold or intended to ever be sold by the company for profit, but used by the company in their industry to make the work easier and more efficient.

    The company I work for is also a part of a larger consortium with promises to share software between all of the organizations and companies to elevate the industry in which we work as a whole.

    Hope some of that helps a bit, but I understand if it doesn’t.

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    [–] 1 point 1 year ago

    It will depend on where you live.

    Many US states have laws that carve out exceptions for work done on your own time and equipment. If the contact doesn't call these out as exceptions somewhere, it's a lazy contact.

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    [–] 1 point 1 year ago

    I've generally been up front when starting new jobs that nothing impinges my ability to work on FLOSS software on my own time. Only one company put a restriction in for working on FLOSS software in the same technical space as my $DAYJOB.

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    [–] 1 point 1 year ago (2 children)

    Do you need to tie your name to the opensource project? If not, use a pseudonym that your employer can't find or know 🤷 Put it on codeberg or radicle and they won't be able to find the project anyway.

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