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Comment by claytonjy | Hacker News Reader

I have successfully negotiated my way out of non-competes and other onerous employment contract terms. Only at small- or medium-sized startups, though, not big tech. In general the bigger the company, the less willing legal is to play ball. I suspect going for rather senior roles helps, too.

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Non-competes are dog-eat-dog "fuck you" territory for me. I don't even bother negotiating. I happily sign non-competes, but will never sign a non-compete that's actually enforceable. If their lawyers want to lie to me about what's legal in my state, I'm happy to let them engage in unfair and deceptive behavior right up until there are actual damages.

More importantly, I would also happily fight them in court if it came to that (and retire on the triple damages).

I'm thinking of some of the other clauses:

1. "one-sided termination clause": Every contract in an at-will jurisdictions without a guaranteed exit bonus contains, implicitly or otherwise, a "one-sided termination clause". I have never seen a contract for "normal working stiffs" that contains an exit bonus, and I've only ever worked in at-will jurisdictions.

2. IP assignment

3. Confidentiality agreements with broad language

Very, very, bad idea. Never sign something you disagree with because you believe it to be unenforceable.

I disagree. My employment attorney recently reviewed a "non compete non solicitation" doc for an engagement and said, "it's copied from LegalZoom and is so badly written it will be unenforcible in the jurisdiction and here is why." They earned their $300 for reviewing my employment docs (for reasons beyond this specific issue). When in doubt, seek counsel and follow their guidance.

That's...rather different. You actually consulted an attorney. 99.9% of the people trying this one weird trick do not, often to their great cost.

How would you even function in the US? Just one time to get an apartment they had me sign an agreement stating I was not in the military, had never been in the military & would not join so long as I lived there. Keep in mind, I was subject to conscription at the time.

The whole thing is laughably unenforceable as well. They're trying to end run around federal law protecting members of the uniformed services. You can write any contract you want & have anyone you want sign it about. Doesn't mean anything, at all.

Also I'm pretty sure if I got called up to go to war, there is going to be someone in the DoD who can give me a little legal help in explaining to the landlord how hard they need to pound sand.

That’s a good example, but most contracts have language such as “if any clause of this contract is found to be invalid, the rest remains in force”.

So yea, in a case like that that part of the contract would be struck, but it isn’t a get out of jail free card for the entire contract.

You're talking about "severability" in US contract law. The rest of the contract was either stupid (regulating my usage of the non-existent golf course) or just garden variety stuff (can't sublet, etc.).

The same company also just dropped off an "updated" contract a few months later and told me that I had to review it and sign it or move out by the end of the month. I obviously just ignored this.

Right, but in an employment contract you want that severability. If the company tries to enforce the non compete clause and it’s invalid, you don’t want that to invalidate their obligations with respect to your pension.

My experience with companies pulling DIY contract addendums out of their ass is that they forget severability clauses. Or that the contract starts falling apart because they have other sections which refer to the severed part which means those sections also fall apart. For example, a damages section that ends up exceeding state law.

DIY contracts are the best to sign because they are such a mess.

I’m a lawyer and a few years ago negotiated a “we own everything you make” clause in an agreement for a batch of engineers who were being hired at the same time. We couldn’t get the clause changed - as others have said, BigLaw drafted it, the employer didn’t want to change it - but we did get an email after back and forth that said they had no intention of enforcing that clause for stuff you make outside of work. So I sent that email to the engineers and they can hold onto it in case there’s an issue in the future.

Reasonable companies don’t want to get a reputation for litigating employment clauses like this. Sure, there are outliers, but nobody wants to be on the front page of HN for suing an engineer over a side hustle. Especially not in this labor market!

Side note: it was delightful to me that the engineers carefully read the agreement and one of them consulted their own lawyer. Most people don’t do that.

Are you a lawyer? Or do you have a lawyer review every contract you sign? Just curious how you are so confident a particular contract, or clause within, is unenforceable. Not saying you're wrong, but how do you know?

> Are you a lawyer?

No, and my posts are not legal advice.

> Or do you have a lawyer review every contract you sign?

Yes, and they provide me with legal advice specific to my situation.

> Just curious how you are so confident a particular contract, or clause within, is unenforceable. Not saying you're wrong, but how do you know?

MA statute is very clearly written and its courts don't have a reputation for fucking around with legislative intent.

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