Hello:
I have a 'technical' question that does not involve technology specifically, but I am hoping that someone on the list can help me. I have an employment possibility doing Red Hat Enterprise Linux and a lot of security stuff. I really want the job but they are making me sign this Stalinist contract to the effect that ANYTHING now or in the future (thoughts, concepts, software, plans, processes, RECORDINGS, images, etc.) -- is THEIRS. You wouldn't believe it if I had time to type everything. Basically I am a slave to them from now on.
That's right, anything NOW OR IN THE FUTURE, on the job or off. So if you are configuring/writing/tweaking software all day, one would <think> that you would later be liable or subject to just about anything they want to claim. Think about it. Who doesn't learn and grow from one job to another? Who doesn't apply things/practices/habits/processes, from place A to place B?
I beat out every other candidate from multiple agencies with this. I have come a LOOOOONG way in this process with the recruiter and I am formulating a letter to the effect of 'I am sorry but I am not signing my life away and if it's a dealbreaker so be it'. I also included some HUGE info to show that I am interested in 'educating' these recruiter types as to the restrictions they are placing on something that is suppossed to be 'open'. I am beginning to conclude that some people and opportunities are not worth fooling with, since they come with more headaches than they are worth.
Does anyone know a qualified lawyer in the space of OSS that understands contracts, employment, and the GPL for starters? If someone can represent me in this matter I may actually be able to go forward and strike through terms and conditions. And have any of you run into similar situations? What did you do? Finally let me underscore that this goes WAAAY beyond the typical 'trade secrets'/proprietary information type verbiage, which I would consider normal and reasonable under most circumstances.
Thanks Marc
On Wed, 2005-03-23 at 07:31 -0500, Marc M wrote:
Hello:
I have a 'technical' question that does not involve technology specifically, but I am hoping that someone on the list can help me. I have an employment possibility doing Red Hat Enterprise Linux and a lot of security stuff. I really want the job but they are making me sign this Stalinist contract to the effect that ANYTHING now or in the future (thoughts, concepts, software, plans, processes, RECORDINGS, images, etc.) -- is THEIRS. You wouldn't believe it if I had time to type everything. Basically I am a slave to them from now on.
That's right, anything NOW OR IN THE FUTURE, on the job or off. So if you are configuring/writing/tweaking software all day, one would <think> that you would later be liable or subject to just about anything they want to claim. Think about it. Who doesn't learn and grow from one job to another? Who doesn't apply things/practices/habits/processes, from place A to place B?
I beat out every other candidate from multiple agencies with this. I have come a LOOOOONG way in this process with the recruiter and I am formulating a letter to the effect of 'I am sorry but I am not signing my life away and if it's a dealbreaker so be it'. I also included some HUGE info to show that I am interested in 'educating' these recruiter types as to the restrictions they are placing on something that is suppossed to be 'open'. I am beginning to conclude that some people and opportunities are not worth fooling with, since they come with more headaches than they are worth.
Does anyone know a qualified lawyer in the space of OSS that understands contracts, employment, and the GPL for starters? If someone can represent me in this matter I may actually be able to go forward and strike through terms and conditions. And have any of you run into similar situations? What did you do? Finally let me underscore that this goes WAAAY beyond the typical 'trade secrets'/proprietary information type verbiage, which I would consider normal and reasonable under most circumstances.
IANAL, but I would look for a lawyer directly in the state you are signing this contract in. Make sure you understand the laws of the state under which the agreement is governed. Also, this kind of contract is absolutely unenforceable in some states - California is one of them. There, pretty much the only inventions the company can own are those that are created while on company time or created using company resources. Apparently, California law also requires that this be disclosed to you. I know this because I just signed an inventions agreement when I started a new job and this was included in the terms.
The terms of this contract appear to be way over the top and I'm sure a good lawyer could shoot major holes in it. I doubt such terms could stand up in court. Hope that helps!
Cheers,
Chris
-- ==================================== "If you get to thinkin' you're a person of some influence, try orderin' someone else's dog around." --Cowboy Wisdom
Well I am in FloriDUH and from what I understand the employment law is such that anything you say on a contract is absolutely enforceable, forever. That is how one developer put it who I know, who is very knowledgeable in these areas.
Thanks for the info, yes state applicability and enforceability is a big deal. For me it is not enough to 'hope' something is unenforceable, I want real solid ground.
Thanks Marc
On Wed, 23 Mar 2005 06:45:53 -0700, Christopher A. Williams chrisw01@privatei.com wrote:
On Wed, 2005-03-23 at 07:31 -0500, Marc M wrote:
Hello:
I have a 'technical' question that does not involve technology specifically, but I am hoping that someone on the list can help me. I have an employment possibility doing Red Hat Enterprise Linux and a lot of security stuff. I really want the job but they are making me sign this Stalinist contract to the effect that ANYTHING now or in the future (thoughts, concepts, software, plans, processes, RECORDINGS, images, etc.) -- is THEIRS. You wouldn't believe it if I had time to type everything. Basically I am a slave to them from now on.
That's right, anything NOW OR IN THE FUTURE, on the job or off. So if you are configuring/writing/tweaking software all day, one would <think> that you would later be liable or subject to just about anything they want to claim. Think about it. Who doesn't learn and grow from one job to another? Who doesn't apply things/practices/habits/processes, from place A to place B?
I beat out every other candidate from multiple agencies with this. I have come a LOOOOONG way in this process with the recruiter and I am formulating a letter to the effect of 'I am sorry but I am not signing my life away and if it's a dealbreaker so be it'. I also included some HUGE info to show that I am interested in 'educating' these recruiter types as to the restrictions they are placing on something that is suppossed to be 'open'. I am beginning to conclude that some people and opportunities are not worth fooling with, since they come with more headaches than they are worth.
Does anyone know a qualified lawyer in the space of OSS that understands contracts, employment, and the GPL for starters? If someone can represent me in this matter I may actually be able to go forward and strike through terms and conditions. And have any of you run into similar situations? What did you do? Finally let me underscore that this goes WAAAY beyond the typical 'trade secrets'/proprietary information type verbiage, which I would consider normal and reasonable under most circumstances.
IANAL, but I would look for a lawyer directly in the state you are signing this contract in. Make sure you understand the laws of the state under which the agreement is governed. Also, this kind of contract is absolutely unenforceable in some states - California is one of them. There, pretty much the only inventions the company can own are those that are created while on company time or created using company resources. Apparently, California law also requires that this be disclosed to you. I know this because I just signed an inventions agreement when I started a new job and this was included in the terms.
The terms of this contract appear to be way over the top and I'm sure a good lawyer could shoot major holes in it. I doubt such terms could stand up in court. Hope that helps!
Cheers,
Chris
--
"If you get to thinkin' you're a person of some influence, try orderin' someone else's dog around." --Cowboy Wisdom
<quote who="Marc M">
Hello:
I have a 'technical' question that does not involve technology specifically, but I am hoping that someone on the list can help me. I have an employment possibility doing Red Hat Enterprise Linux and a lot of security stuff. I really want the job but they are making me sign this Stalinist contract to the effect that ANYTHING now or in the future (thoughts, concepts, software, plans, processes, RECORDINGS, images, etc.) -- is THEIRS. You wouldn't believe it if I had time to type everything. Basically I am a slave to them from now on.
That's right, anything NOW OR IN THE FUTURE, on the job or off. So if you are configuring/writing/tweaking software all day, one would <think> that you would later be liable or subject to just about anything they want to claim. Think about it. Who doesn't learn and grow from one job to another? Who doesn't apply things/practices/habits/processes, from place A to place B?
Well, INAL, but you can't copywright modifications made to GPLed software.
I've worked as a contractor for years and many consulting agencies force you to sign such draconian documents. Depending on what state you live in, these agreements can hold more or less weight. If I remember correctly (it's been years since I've worked for someone else) where I live, those agreements were not enforcable after you have left the employment of the company.
AragonX wrote: Well, INAL, but you can't copywright modifications made to GPLed software.
Of course you can. Copyright is what underpins the GPL. The Linux kernel, for instance, contains code copyrighted by a wide variety of people. The copyright for (most of) the IP filtering code for instance is held by members of the netfilter team, and that's what enables them to go after companies breaching their copyright by including netfilter code in their products without offering to supply the source code.
See: http://gpl-violations.org/about.html#history
You own the copyright to the modifications you make, unless you assign it elsewhere.
Paul.
<quote who="Paul Howarth">
AragonX wrote: Well, INAL, but you can't copywright modifications made to GPLed software.
Of course you can. Copyright is what underpins the GPL. The Linux kernel, for instance, contains code copyrighted by a wide variety of people. The copyright for (most of) the IP filtering code for instance is held by members of the netfilter team, and that's what enables them to go after companies breaching their copyright by including netfilter code in their products without offering to supply the source code.
See: http://gpl-violations.org/about.html#history
You own the copyright to the modifications you make, unless you assign it elsewhere.
Ah yes, very true. What I was meaning to say was that the company you work for cannot take and sell GPLed software that you modify (An idea a few companies I had worked for came up with and thus my reason for mentioning it). That's what I get for trying to email with a cranky baby on my lap.
Here is an excerpt from the GPL license found at:
http://www.gnu.org/licenses/gpl.html
"2. You may modify your copy or copies of the Program or any portion of it, thus forming a work based on the Program, and copy and distribute such modifications or work under the terms of Section 1 above, provided that you also meet all of these conditions:
a) You must cause the modified files to carry prominent notices stating that you changed the files and the date of any change.
b) You must cause any work that you distribute or publish, that in whole or in part contains or is derived from the Program or any part thereof, to be licensed as a whole at no charge to all third parties under the terms of this License.
c) If the modified program normally reads commands interactively when run, you must cause it, when started running for such interactive use in the most ordinary way, to print or display an announcement including an appropriate copyright notice and a notice that there is no warranty (or else, saying that you provide a warranty) and that users may redistribute the program under these conditions, and telling the user how to view a copy of this License. (Exception: if the Program itself is interactive but does not normally print such an announcement, your work based on the Program is not required to print an announcement.) "
Marc M wrote:
I beat out every other candidate from multiple agencies with this. I have come a LOOOOONG way in this process with the recruiter and I am formulating a letter to the effect of 'I am sorry but I am not signing my life away and if it's a dealbreaker so be it'.
I would simply draw lines through the parts I disagree with and give it back to them. Think of it as a counter offer.
Stuff like this is negotiable. They may be "testing the water". You said you really like/want this job. Rule umber 1 when negotiating: - You can't negotiate for anything you can't walk away from.
Never mind the dramatic letter writing... modify the contract paper to the point of something you would agree with and give it back to them. If they give you some mumbo-jumbo about "standard contract", tell them you're not a "standard employee"...
If they insist, and you walk, they still know how to get in touch with you. Don't burn any bridges. At the same time, depending on how well they take your counter offer/contract you might not want to work for a company like them anyway. Cut your losses (invested time etc) and move on.
I also included some HUGE info to show that I am interested in 'educating' these recruiter types as to the restrictions they are placing on something that is suppossed to be 'open'.
Well, I think that will be counter-productive... but if it makes you feel better, there's limited value there. :-)
Personally, don't waste any effort on campaigning or educating them as to their evil ways... They don't want to hear it. Worry about your OWN situation... once you *get* the job, then maybe you can have some influence from the inside, then you can work on your crusade. :-)
I am beginning to conclude that some people and opportunities are not worth fooling with, since they come with more headaches than they are worth.
Oh yeah, *that* might be rule number one when negotiating. :-)
On Wed, 23 Mar 2005 07:31:45 -0500, Marc M linuxr@gmail.com wrote:
Hello: Does anyone know a qualified lawyer in the space of OSS that understands contracts, employment, and the GPL for starters? If someone can represent me in this matter I may actually be able to go forward and strike through terms and conditions. And have any of you run into similar situations? What did you do? Finally let me underscore that this goes WAAAY beyond the typical 'trade secrets'/proprietary information type verbiage, which I would consider normal and reasonable under most circumstances.
You can contact te open source law center funded by OSDL (http://www.softwarefreedom.org/, ). I am not sure what type of services they provide. But they might be able to direct you to someone. Good luck.
Marc M wrote:
Hello:
I have a 'technical' question that does not involve technology specifically, but I am hoping that someone on the list can help me. I have an employment possibility doing Red Hat Enterprise Linux and a lot of security stuff. I really want the job but they are making me sign this Stalinist contract to the effect that ANYTHING now or in the future (thoughts, concepts, software, plans, processes, RECORDINGS, images, etc.) -- is THEIRS. You wouldn't believe it if I had time to type everything. Basically I am a slave to them from now on.
That's right, anything NOW OR IN THE FUTURE, on the job or off. So if you are configuring/writing/tweaking software all day, one would <think> that you would later be liable or subject to just about anything they want to claim. Think about it. Who doesn't learn and grow from one job to another? Who doesn't apply things/practices/habits/processes, from place A to place B?
I beat out every other candidate from multiple agencies with this. I have come a LOOOOONG way in this process with the recruiter and I am formulating a letter to the effect of 'I am sorry but I am not signing my life away and if it's a dealbreaker so be it'. I also included some HUGE info to show that I am interested in 'educating' these recruiter types as to the restrictions they are placing on something that is suppossed to be 'open'. I am beginning to conclude that some people and opportunities are not worth fooling with, since they come with more headaches than they are worth.
Does anyone know a qualified lawyer in the space of OSS that understands contracts, employment, and the GPL for starters? If someone can represent me in this matter I may actually be able to go forward and strike through terms and conditions. And have any of you run into similar situations? What did you do? Finally let me underscore that this goes WAAAY beyond the typical 'trade secrets'/proprietary information type verbiage, which I would consider normal and reasonable under most circumstances.
Thanks Marc
Is there a time limitation from the time the employment is terminated by either party, or is it just "forever"? I highly doubt that kind of indentured servitude is enforceable anywhere.
I'm not a lawyer either, but I don't think you necessarily need expertise in OSS/GPL. Any competent practitioner of general law or contract law should suffice. In fact, from what I've read of GPL it's written specifically in non-technical language. Legal expertise is what you need.
If other than the contract you consider the career move highly favorable to yourself, I can offer some advice just as someone who's been around the block a few times. First, don't get on a soap box about open source software when "educating these recruiter types". Concentrate on your own interests--which presumably include getting your dream job under terms that are mutually acceptable to you and your prospective employer. To start with, hopefully you've already expressed your misgivings about the contract and your intention to go over it with your lawyer. Better still if other candidates got to the point of being shown the contract and expressed similar misgivings. If you suddenly blindside them with the contract your own lawyer has written with a "my way or the highway" attitude I don't think it will go favorably with you: they might conclude *you* come with more headaches than you are worth. On the other hand, the fact you are willing to hire a lawyer at your own e xpense and negotiate a contract that is mutually acceptable shows you are really serious about the job. Maybe you could work out a deal with the lawyer where part or all of the fees are contingent on the job working out for you.
Don't forget your prospective company does have a legitimate interest. You would be dealing with security, which entails being privy not only to trade secrets but the means by which outsiders could discover them. From your description it sounds like their own lawyer wrote everything they could possibly want in the contract, perhaps with the expectation it would be subject to negotiation.
In my locale (New York State) a TV news reporter had been given a break by one of the stations and hired with zero experience. She was quite popular and eventually had an opportunity to work for a competitor in the same market. She had a contract pretty standard in the broadcast trade not to work for a competitor for some number of years after termination of employment by either party. But her lawyer was able to shoot holes in it, and she took the job. Some considered it a major breech of ethics brought about by a shyster lawyer, against the people who took a risk and trained her. I myself was inclined to see it as just business. Both parties want the earth, sun and stars, but something has to give. The first station trained her not out of the goodness of their hearts but with the expectation she could help them make money. People who stand up for what they want tend to get at least some of it.
Employment gurus are forever harping on this, but I'll repeat it: the hiring decision will ultimately be made based on the perception of who can do the most for the company's bottom line. You are the top candidate so far by that criterion. But the equation could shift if you start looking like a major hassle. Aim for getting the type of contract you consider reasonable, always emphasizing what you can do for them, and they should be willing to dispense with the ludicrous and obviously unnecessary provisions--unless they're such a dysfunctional organization that you wouldn't want to work for them anyway.
I hope I don't sound too preachy, and that something works out for you.
p.s. You sound like you might be familiar with Dave Barry: "You can't spell "Florida" without "duh".
p.p.s. I just watched a DVD of the old "Rumpole of the Bailey" series where a woman got arrested by an undercover cop for marijuana trade. Her case was going favorably when Rumpole shot holes in the entrapment by which the crime was apparently created, but then she decided what she really wanted to do was stand up to the unjust drug laws. She got three years. I was thinking that might be where you are with open source software. If I'm wrong, just ignore me.
Marc M writes:
Hello:
I have a 'technical' question that does not involve technology specifically, but I am hoping that someone on the list can help me. I have an employment possibility doing Red Hat Enterprise Linux and a lot of security stuff. I really want the job but they are making me sign this Stalinist contract to the effect that ANYTHING now or in the future (thoughts, concepts, software, plans, processes, RECORDINGS, images, etc.) -- is THEIRS. You wouldn't believe it if I had time to type everything. Basically I am a slave to them from now on.
That's right, anything NOW OR IN THE FUTURE, on the job or off. So if
[ … ]
I understand exactly where you are coming from.
My general advice for you is to tell your potential employer to go and fsck themselves. You don't want to work for them. Trust me.
Does anyone know a qualified lawyer in the space of OSS that understands contracts, employment, and the GPL for starters? If
If you really want the job, you can flip through yellow pages and look for any employment lawyer. You don't really need one that understands the GPL. This is a common enough situation that any employment lawyer should be able to help you.
someone can represent me in this matter I may actually be able to go forward and strike through terms and conditions. And have any of you run into similar situations? What did you do?
I did what I said: I told them thanks, but no thanks.
underscore that this goes WAAAY beyond the typical 'trade secrets'/proprietary information type verbiage, which I would consider normal and reasonable under most circumstances.
I tell you one thing that you have going for yourself. 99% of other people in your situation would blindly sign everything they are asked to sign. Just the fact that you bothered enough to actually read what you are asked to sign, and you obviously can think for yourself, tells me that you shouldn't worry about passing up this opportunity. Another one will come by soon enough, for a more reasonable employer.
You got to understand that these kinds of things don't exist in a vacuum. These are tell-tale signs that there maybe trouble in paradise, and there may be more surprises waiting for you when you report to work, the first day.
----- Original Message ----- From: "Marc M" linuxr@gmail.com To: "GoLUG's Technical list" tech@golug.org; "For users of Fedora Core releases" fedora-list@redhat.com; "Triangle Linux Users Group discussion list" trilug@trilug.org Sent: Wednesday, March 23, 2005 6:31 AM Subject: legal question
Hello:
I have a 'technical' question that does not involve technology specifically, but I am hoping that someone on the list can help me.
Marc -
What ever became of this? I was very interested in the thread and never heard how it turned out.
Thomas