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Comment by tombert | Hacker News Reader

I don't work for Amazon, but a similarly giant tech company, and I idiotically signed the non-compete because I was excited to work for one of the brand-name companies.

The non-compete specifically says that I am not allowed to open source any software, and until very recently, I wasn't allowed to even open a Github issue. The wording specifically says that they own anything I conceive of while working for them.

I shouldn't have signed it, I'm always working on personal projects and it's kind of depressing that I only realistically have the option to either donate my project to my corporation so that, at best, they own all rights to it and probably never open source it, OR not-release anything so that I have plausible deniability if/when I quit.

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It's hard to imagine moving away from California and its moonlighting law. With it, I own everything I conceive of and work on during my own time, as long as it doesn't conflict with what I do at work. I'd imagine that if you relocated here (your company probably has an office in Silicon Valley), many of your restrictions would be lifted.

I worked for a large company in California and the law prevented me from doing just about anything because it could be plausibly construed as conflicting with the company's business.

The law is much more favorable to employees, and the legal definition of conflict of interest is more narrow than the company would like you to believe.

Oh, I'm sure it is. The problem is that they could sue me anyways.

That can happen any time anyway. But they would have to show damages. And even though you'd be on the hook for legal fees - at least initially, defending such a simple civil suit isn't that big of a deal financially.

Or ... just do open source under an alias.

Agreed, they'hen I looked into something similar I found that while companies will fight tooth and nail to not sign away rights to a specific idea/effort, the law is very much on the employee's side as long as you don't use corporate equipment to do it.

Agreed, they're trying to scare folks.

When I looked into something similar I found that while companies will fight tooth and nail to not sign away rights to a specific idea/effort, the law is very much on the employee's side as long as you don't use corporate equipment to do it.

There are three issues here intermingled.

1) Competing with your current company while moonlighting.

2) Leaving your current company and using any knowledge you gained there against them.

3) Leaving your current company and using your skill set at an unrelated company.

Contracts forbidding 1 & 2 are usually defensible both morally and legally. It’s 3 where the metaphorical water gets murky, since overly broad contracts of this type basically deny workers the ability to work and earn money for the duration of the noncompete, if enforced.

A company in California that I worked for allowed me to list all side projects that I was working on to exempt them from the "we own your brain" type of paperwork. This allowed be to continue those projects. However, any new projects would be subject to company ownership.

I am not a lawyer, but it is my understanding that in california even though your contract might give you permission to own what you do, you do own it regardless if you do it in your own time. that's the common understanding.

Jeez I would list 300 things with nondescript names even if I had no side projects to get around that ridiculous rule.

I had a similar one that claimed all IP to the full extent of the law, and anything beyond that extent, they reserved the right of first refusal to purchase it if sold.

Of course, it also required arbitration of anything around that area.

They seemed surprised when I brought it up as onerous!

Edit: This was in the UK where these seem to be becoming the norm.

> They seemed surprised when I brought it up as onerous!

Careful on that one. A good negotiator will always want you to think that what you want in your favour is surprising, onerous and that nobody has asked for that before.

The open source part you described is different from non-compete, and is way more common (and makes more sense). https://www.joelonsoftware.com/2016/12/09/developers-side-pr... offers a good explanation why this is needed from employer's point of view. (disclaimer: I linked that article mainly for the explanation part. I don't necessarily agree with all its advises)

I don't know which giant tech company is your employer. But at least Google has a very streamlined internal process you can apply for to let Google release the copyright of your side project to you. (disclaimer: I worked for Google, and in particular worked somewhat close with the people reviewing those cases for a few years)

I don't work for Google, and sadly, while there is a process for getting approval to open-source something, it involves a lot of emails and waiting. I have been waiting since December to submit contributions to the TLA+ model checker.

Sounds very familiar ;) Processes like these make it very, very difficult for employees to work on open source; at most they might have approval for one or two projects that are directly used by the company.

I do agree that your employer's clause are far more restrictive than the common ones seen around the valley and unnecessary.

It seems a lot of people hear about non-competes being not generally enforceable in California and assume that means it's a nirvana with respect to personal IP/moonlighting/etc. Or even that it means there are never non-competes that will cause a potential employer to walk away, enforceable or not.

Lots of California-based companies have strict policies about ownership of projects that you do on your own time. And there are certainly companies outside of California that don't have non-competes and which have liberal policies about open source contributions.

I heard of this stuff before, sounds insane companies try to claim everything you make as their own even if working on it at home using your own funds and equipment. As much I don't like the politics of California, I feel like this is something they got right.

Wonder if maybe this is why some companies are expanding in other places like Austin, Texas or Salt Lake City? Like for example Apple is going to the largest employer in Austin, yet Texas doesn't offer as many employment protections... Maybe as things grow, Texas and other states will look into the issue more... I do think in general tech spreading throughout the country instead of being centralized in California is a pro though.

> The wording specifically says that they own anything I conceive of while working for them.

That's quite normal, at least under Dutch labour law. It prevents IP discussions if an employee does anything outside of the 9-5 working hours, or anything they were not directly instructed to by their manager.

Of course there can be exceptions, e.g., we exempt open source software by default, and are open for any discussions on other side projects the employee may have. But the concept that all your programming work belongs to the company is not that strange.

Also note that this is not a non-compete, but simply an IP clause.

"Not unusual" and "not cretinous" are not the same thing.

I don't see the problem with it. Think of this scenario from the perspective of an employer:

- You hire someone and they create something and use it as part of your software. - They leave. - Then they sue you because they say you are using their software that they created in their spare time.

Or any of the other 999 IP disputes that can arise from not being very clear about who owns the IP of things your employees create.

This is specifically in the context of programming work done outside of the work for the company. These onerous clauses attempt to lay claim to that work. For example, if a I work at Widgetron writing Widget APIs this clause might be used by Widgetron to lay claim to, say, a game engine I’m writing at home during the evening.

I see a problem with it, Think of this scenario I work as a programmer writing a boring LOB application, in may spare time I write sci-fi fiction stories

the company falls on hard times, cuts my pay but I happen to submit one of my books to a publisher, it becomes a HUGE success and now the company claims to own the right to that book (the money they need to save the company) because they own everything that comes from my mind under these unethical and immoral provisions

That is easily avoided by having them sign off on the code they commit to the employer's repository. Giving the employer full rights over every single thing the employee creates just to solve such a simple problem is ridiculous.

Then say "the employee grants employer a non-exclusive (exclusive if the work is directly related to the company business as of time the work is conceived), non-transferable, sub-licenseable licence to use, modify, resell or redistribute all works related to employment (even if tangentially), including modified versions thereof, for commercial and business purposes only", not "intellectual property of anything and everything done by employee relating to employer's business, regardless of whether it relates to employee's work, belongs to the employer".

It's the default at Google, but if you want to have an open source project or even a side business you can. You have to disclose it first and get sign-off. This seems reasonable to me and avoids any grey areas.

That's not true. If you don't use any work resources and it doesn't compete with google, Google doesn't doesn't own it (at least in California).

The reason they have this progress is that google does so many things that almost anything could be considered competing with Google.

Sadly that's not the case in NY, where I live. I've tried calling my representatives to see if they can propose it for a national law, but I suspect COVID has put this on the backburner.

> doesn't compete with google

Alphabet has subsidiaries that work in medicine and autonomous vehicles. You sure your side project isn't competing with the company? You sure you can do so in court when the company comes after you with its top-notch legal team?

> You sure you can do so in court when the company comes after you with its top-notch legal team?

Here is your mistake. The reality is, that they arent going to do that, the vast majority of the time.

The only time when it maybe might happen, is in far out there situations, such as, for example, when that self-driving car guy, built his own multi-hundred million dollar company, on the basis of stolen google documents.

And even then google only went after this guy, after he sold the company to Uber. Before that, google was perfectly fine with the guy running his mult-hundred million dollar company.

Are you going to create a multi-hundred million dollar company, on the basis of literal stolen documents? No? then you almost certainly don't have to worry about it. Nobody is coming after you.

Is this for anything at all? What if, hypothetically, I want to try out some concepts in angular material to learn? Would I need sign off just to put that in a public gitlab repo (because I get free uncapped CI minutes if it is public). At some point the code should be obvious and silly, right? I mean I’m not doing anything novel here, just learning stuff. It has no commercial value.

you still have to get approval. But the approval is pretty rubber-stampy - my buddy applied for "tasking rtos in rust", which was accepted, despite that being incredibly general. The other side is that "if it is so trivial, why upload it?".

> if it is so trivial, why upload it?

That was clearly answered:

> because I get free uncapped CI minutes if it is public

You can do whatever you want if it has no commercial value. Google would not bother asserting their rights because your experiments will not grow into a competitor they would care about.

This is for serious side ventures, like you creating a self driving car company on the side. Use common sense, fault on the side of disclosure, and you'll be alright.

How does that work? I have a hard time believing this. If they employee writes a sci-fi novel in their free time, does the company own the copyright for that?

This is why we need a union. If you take my contract word for word my company owns the copyright for photos of my family vacation, the awful songs I wrote with some friends a few years ago and even this comment.

> But the concept that all your programming work belongs to the company is not that strange.

It is absolutely strange that they’d think they own anything that I do outside of the 8 hours a day I work for them.

I get some of my best ideas, those related to my job, in the shower.

Much of my value is in designing solutions to technical challeneges, not in cranking out lines of code.

This gets even more complex if I get an idea that builds on something I only learned due to my position, but itself isn't directly related to my role. If I could only have ever conceived my idea due to proprietary info, who gets the IP?

While there are grey area's companies have used these type of provisions in extreme ways like claiming they owned a work of fiction by an engineer that worked for the company.

For example do you believe it would be ethical for a company to claim ownership over a "hot new angry birds" game that goes viral simply because they have a IP clause in their employment contract covering the employment of that programmer who also works on their LOB ERP Application?

It should be in very limited to at minimum the type of work I do, one should not have to surrender their mind over to the company for their wages

>But the concept that all your programming work belongs to the company is not that strange.

That we've acquiesced and allowed the situation to fester means that such clauses are not unusual. They are, however, in the grand scheme of things very, very strange.

You'd have to be pretty desperate to sign such a contract for anything less than 10 million usd a year.

So if a newspaper writer is working on a novel during their evening hours, the newspaper should own it? Everyone would agree that's ridiculous, why should it be tolerated in software?

That is unfathomable to me, especially in Europe. If I dream of making my own app during the night, I don't own it?

To me, this is a form of slavery, giving away a life's work for a salary.

What makes you stay there?

Right now I'm basically just waiting for some more stock to vest. After that I'll probably try and find a job where their non-compete isn't insane.

Which company is this?

Actually mentioning that publicly is against the policy. I can tell you via email if you promise not to post it publicly. (Address in profile)

Nah, if you can get in trouble I don't want to know.

That's nice of you, and nice of the parent for not taking you up on it, but it could have been someone from the company asking you that.

That's a valid point; didn't even consider the possibility of a trap. Thanks for the warning for the future!

It's Jonathan Rockway. He's not an Apple spy.

Is it "mentioning it publicly" if it's a private conversation? Or is it meant to be "don't tell anyone"?

Private conversations are fine, they just typically don't like you posting about it.

Google and LinkedIn are your friends.

Oracle has this clause. It's the main reason I chose not to work there.

It seems like the majority of the top 50 or so tech companies do.

Apple

Not sure why you're downvoted, this is who he's talking about. It took 2 min of searching to confirm.

too bad, apple needs more of an open-source presence. Where better to get it than their employees working on unrelated ideas on their own time.

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