[TriLUG] legal question

Shane O'Donnell shaneo at nc.rr.com
Wed Mar 23 11:20:50 EST 2005


It's also important to remember that Boards of Directors and Executives have
their corporate attorneys recommend the best possible position for the
company to be in when bringing on new hires.  And let's face it, most of
these companies hold almost all the marbles when it comes to negotiating
with their next "techie grunt" hire--up to the point that you'll walk
because of the agreement.  And in most cases, the 99 other guys that would
kill for that job will sign it without any reservations.

Jon's suggestion is good because it brings a solution to the table, but as
someone who has hired a lot of people, if the last five hires all signed the
agreement without pause and you push back, the little voice in my head says
"this guy is going to be a pain in my ass".  Now I'm suddenly far less prone
to make accommodations, including signing an addendum, because now legal has
to get involved to review the doc, etc.

I just signed one of these last week with "Big Co." and I signed it without
looking for accommodations because:

 a) I've no plans to develop my own products in that space
 b) If I ever did, I'd quit to go do it
 c) I know a LOT of folks that have quit, developed related products, and
sold the company/product/technology back to Big Co.
 d) If you're not employed by them and you aren't stealing what is OBVIOUSLY
their IP, it's really difficult for them to prove in court
 e) You have to prove to be enough of a real threat to Big Co. to make it
worth their while to pursue you
 f) I wanted the job

Yes, these documents are typically over-the-top in their requests, but in
the end, many of them are not legally enforceable, especially in
right-to-work states (like NC).  

IANAL and you should seek your own counsel on this, but weigh the risks.
What are the chances that you are going to really invent the better
mousetrap while employed by Big Co., and choose to pursue it commercially
outside the confines of Big Co., and create enough of a problem for Big Co.
that they'll pursue you after the fact.  There are any number of mechanisms
for legal protection after the fact to help reduce those risks.

So you'll have to make your own decisions on this, but I've unfortunately
stood by while brilliant but paranoid folks missed out on great
opportunities because they gave too much creedence to the initial paperwork
and agreements they had to sign.  On the other hand, maybe they are just
smarter than me...

Shane O. 

-----Original Message-----
From: trilug-bounces at trilug.org [mailto:trilug-bounces at trilug.org] On Behalf
Of Alan Porter
Sent: Wednesday, March 23, 2005 10:29 AM
To: Triangle Linux Users Group discussion list
Subject: Re: [TriLUG] legal question

> Just type up a Clarification Addendum to the contract...

This is a great suggestion.

Remember that your approach in solving this conflict reflects on
your ability to solve problems in general.  Any confrontational
response will definitely be a deal-breaker.


Alan


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