They went back to the lawyers and came back to me saying that this is not the first time this has been brought up, that the contract was standard across the org and was originally written for managerial types and C-suites, and that the company had never even considered taking over an employee's off-hours work, open source or otherwise.
I said good, then it should not be a problem to remove the clause. They said they would have another discussion and would really like it for me to join. I said great, then once you issue me a contract with that clause I'll be happy to join, assuming I hadn't found something else.
They never came back to me. For years I wondered if anything had actually changed. Reading this tweet I'm glad I declined.
I got one first, read through the contract, saw the standard clause about owning your whole life. I told them it was a deal-breaker if we couldn't get it changed. I got the standard response "oh we never act on that, lots of people here have side-projects", etc. I told them if that was the policy, it needed to be in writing. They escalated internally, talked with legal, etc, but the decision-makers ultimately wouldn't budge. I walked away, and told them in very plain terms that their legal department was responsible for how things turned out.
Shortly afterward I started the process with the second company. Got to the end, saw the clause, told them it was a deal-breaker. Discussed it on multiple calls with different people, eventually the CTO himself who was still reluctant to change it but was sympathetic. Eventually they were able to come back with a contract where that entire section was cut out. I took the offer and it's been a great job so far.
I guess what I'm saying is: hold out. Make a stink about these draconian contracts, and you'll eventually get through and find someone willing to be reasonable. Who knows, if enough people draw a line in the sand maybe it'll become a big enough roadblock that they'll stop putting it in the "standard" contracts.
This is startups, though. YMMV with big companies. Still, no way I'd accept them owning my considerable volume of (FOSS) side-projects.
A few years ago, my co. was acquired, and they wanted to change our contracts.
New contract had a clause: You cannot do any work - paid or unpaid - without the companies' express permission.
So, like, I can't fire the starting gun at the village 3-legged race without your say-so ?
Cue the usual "oh it's standard we never enforce it" BS. Entire team refused to sign. Eventually it got struck.
They similarly wanted to wheedle in 24/7 support rota into my contract. I simply crossed it out (annotated with a witness signature in the margin) and returned. Never heard about it again.
P.S. I really enjoyed your website. I'm a type 1 and 3 mix myself :)
The origins of these clauses appeared to be entirely from third party lawyers, probably derived from some boilerplate contract. I presume their priority is to maximise legal "protection" for the company at all cost... even if it drives employees away, so it's not necessarily something the company explicitly asked for. Whether or not you are able to push back against them probably has more to do with the company culture and whether the leaders or hiring managers are sympathetic to developers and how the FOSS world really works.
I think this is probably true for most small companies, that it's incidental and intended for protection... but obviously in this case Bumble seem to actively be exploiting these clauses for gain rather than protection.
They may not have explicitly asked for any particular clause but when someone in the GC’s office of a company large enough to have a GC reaches out to outside counsel to have one of these agreements drafted the general tone and parameters are very much discussed. If the resulting contract is very one sided and anti-employee it’s because that’s what the company that paid for it to be drafted wanted. Don’t be fooled into thinking otherwise.
You shouldn't need to back and forth and have leverage to get a reasonable contract, the "standard contract" should be balanced. If they argue that it's the lawyers doing it and that oh no of course they would never use total ownership is a good starting point -- regardless of whether there's competition with their business or whether it's done on the clock -- they are going to keep using lawyers as an excuse to screw you over.
Yeah, companies need protection from some things but employees do too. It shouldn't take a state law to get employment contracts to be appropriate instead of simply "arguably legal".
replying to myself because this is incorrect, as others have pointed out it seems to be in the grey area of previously open sourced work that derived from the company's IP... Which is not uncommon, i'm sure plenty of people here have open sourced small projects from their work with their employers permission... and there's the question, did this person have permission, if they did then Bumble is trying to "unopensource" a previous decision, if they didn't approve it then I guess the employee has broken their contract.
with that clause ownership mattered less because i knew that i would be able to reuse any of my code under the GPL which was good enough for me.
I was not hired as a developer, more like devops. But I ended up creating a lot of code. And through sheer principle I did it all open source. Created public repos of everything and then private branches for our internal Git.
Fast forward 7-8 years and we're using our parent orgs system to manage salary, vacation and stuff like that.
My manager wants me to approve something in this new system so I login and I'm greeted with a new employee contract.
The system says I have to sign this to proceed, and in this country we have digital identities so signing it would be as simple as taking out my mobile phone, starting an eID app, challenge, response, code, voilá signed.
Luckily I became very suspicious, downloaded the PDF version instead of signing it. Read it carefully, showed friends who are in the business.
Turns out it was the exact same clause, everything I create, on or off hours, belongs to parent org.
I simply refused to sign it and since I was already hired from a previous contract they removed the requirement from the system so I could proceed.
Now I believe this was a simple case of Hanlon's razor, but damn it would have caught a lot of less vigilant people.
And to be fair, I have nothing against keeping certain code private. If my employer tells me that a project cannot be open source then I will comply. But by default anything I write is open source unless anyone requests otherwise, or I consider it a bad idea due to some reason that is usually about security.
However, in CA at least, these clauses are limited by law and, as long as your employer doesn’t work on everything, employees have fairly broad protections for side projects that don’t compete with their employer.
Mind you, if many people have the same attitude as you, the hiring people may actually make the change happen forcing the people in charge to approve a variant of the contract without that clause and offer it to the ones who complain but are otherwise excellent candidates. But this is not a quick and easy process.
I sincerely hope enough people refuse to sign those that it becomes a problem for companies.
When I go into an employment, I'm agreeing to rent a certain number of hours of my skills to the company's benefit. I'm not agreeing to give the company any kind of control of what I do or don't do outside of those hours. Mind you, I'm not saying I would _never_ sign such a clause, but that would be a lot more expensive. I would probably agree to it if I could work 3-5 years and retire comfortably.
I agree with the rest of your post, and I think this is the most important part: if enough people do it, than it's likely that a change will happen. If no one ever bothers to complain, nothing will ever change.
I have gotten through changes 2 times at the places I joined. I have simply told them I cant accept the agreement because of X.
Making some amendment to a employment contract is probably cheaper than skipping a hire the last second after several interviews.
I said hell to the no. I was prepared to walk out rather than sign that.
Thankfully they drew up another contract om the spot with that bit removed. Not so thankfully, they dropped me before I could actually prove myself (about 3 weeks) so I might've pissed someone off.
Here is a link to what my previous employment contract stated about copyright: https://news.ycombinator.com/item?id=24220800 (right now I'm just a shareholder in a company and not employed). Basically it says employer owns all, and I'd like that to say something else... but what?
Good luck.
From past interviews I've seen smaller companies are willing to compromises and are reasonable in their demands, but a real example of something that already exists and is in effect goes a long way to show you're not being overly pretentious (like I've been "accused" by previous managers before). Reason why I'm searching for what people actually have in their contracts right now.
https://launchtothrive.com/wp-content/uploads/2017/08/Thrive...
which has a great exhibit B you can attach. Reword it to reference the CA statute but to be clear that it shall apply to you regardless of residence in CA.
California Labor Code Section 2870 provides as follows:
Any provision in an employment agreement which provides that an employee shall assign, or offer to assign, any of his or her rights in an invention to his or her employer shall not apply to an invention that the employee developed entirely on his or her own time without using the employer’s equipment, supplies, facilities, or trade secret information except for those inventions that either: (1) relate at the time of conception or reduction to practice of the invention to the employer’s business, or actual or demonstrably anticipated research or development of the employer; or (2) result from any work performed by the employee for the employer. To the extent a provision in an employment agreement purports to require an employee to assign an invention otherwise excluded from being required to be assigned under California Labor Code Section 2870(a), the provision is against the public policy of this state and is unenforceable.
For another project I've asked them to write me an email from their legal department stating I own copyright for that code and they won't try to claim it. They've done that after a few months passed... It's a small victory I guess.
But I want a proper solution we could all agree on (both as employees and as employers as both are relevant to me right now). Currently I'm gathering all the feedback in this thread and I would love to receive copy pastes from existing employment contracts to formulate a strategy.
So it's not enough to just have those phrases in there (as they already are)...
13.4 (c) hereby assign to us by way of future assignment with full title guarantee (insofar as title to them does not automatically vest in $COMPANY as a consequence of your Employment subject to clauses 39-43 of the Patents Act 1977) all copyright arising in any original material (including source code and object code for software) and all other Intellectual Property Rights produced by you in the course of your Employment, whether during our normal hours of business or otherwise, or at the premises or using our facilities or otherwise, for the whole term of such copyright including any extensions or renewals thereof and including the right to sue for damages and other remedies for any infringements of the copyrights; andIt's best if you get your employer to recognise that your open-source work benefits them, so they explicitly agree that your FOSS work is part of "the course of your employment", even if you are forbidden to do it during office hours.
This definitely needs to be clear in your contract; if it's not clear, the confusion is likely to be resolved to the employer's benefit.
What that term means is a matter of case law, and is different if you are contracted / self-employed. Typically it is interpreted in a pro-employer manner, and if you are employed to write code then then assume that all the code you write is your employer's.
It's not worth negotiating IMO. Any employer that even tries to get such language in is showing their cards.
Hmm, this makes me feel that having one's own company in addition to any other employment and writing off time spent working on open source for it could be a way around this. Of course, then you get into the whole non-compete mess...
Maybe I could try emailing the FSF and asking for hints, as I'm registered with them to be able to contribute to emacs, and actually need to inform them about employment contracts changes and things like this in general.
But still, there must exist somebody, somewhere, that has something reasonable written in their employment contract we could use as reference.
The only exception to this is if the work you are doing outside the contract conflicts/overlaps with the work you are doing within the contract. In that case, if the employer inserted a restraint of trade clause into the contract, that would be enforceable (that is a standard non-compete, which is perfectly legal and sensible).
It is all total nonsense though. UK employers, and lawyers, are a bit mad about this kind of thing. They will insist on things like probationary periods or working "at will" for a period of time...and then they will demand that you yield 24 hours of your time whether awake or asleep to them...whilst they pay you for 7 hours. It is what happens when underemployment is high.
So from what I understand is that everything I do on conpany property (that includes coding in a pub but on the company laptop) belongs to the company.
So what I do is to first code it (any new idea that I'm working on) at home on my personal setup (including cloud an all). Then I release everything on a Apache V2 + MIT combo with CC BY SA 4 (for pics, vids etc) that I think covers everything.
Then I host it under a github organisation (I am the admin of the org but the code is not hosted directly in my profile). Then I go back to the office next morning and ask one of the junior team members to fork it.
In my head, I'm thinking that yeah well, I wrote something in my personal capacity somewhere and then somebody from the company forked it, so that's not my problem.
So far so good... And the department is too much dependent on me so avoids any confrontation anyway. But I have always wondered, if this is fool proof? Can somebody find any loopholes in this approach and make it better...
i work for an open source (AGPL) company, that uses one of my open source (MIT) projects as a core dependency. before i joined, i made sure that any code i write for my library continues to be MIT-licensed, no matter when and where i am writing it. additional code i write for the company also often starts out as a demo/PoC in my MIT repo, but is then adapted and extended into our AGPL codebase.
this, however, is likely a different arrangement than what you're describing as a loophole.
If it only covers work you did with company property, you're lucky.
As far as the law goes, in California (per Labor Code section 2870), employment agreements are allowed to assign the employer IP rights (including copyrights and patent rights) to inventions that satisfy any of the following:
- "[Use] the employer’s equipment, supplies, facilities, or trade secret information"
- "Result from any work performed by the employee for the employer"
- "Relate at the time of conception or reduction to practice of the invention to the employer’s business, or actual or demonstrably anticipated research or development of the employer"
For my part, the employment contract I signed is maximalist: it basically paraphrases the above language and says that anything satisfying any of those conditions is assigned to my employer.
The third condition is really the kicker. If you want to use your code at work, then the code probably "relates to" your employer's "business" or "actual or demonstrably anticipated research or development". If your employment contract is as maximalist as mine (and there's a good chance it is), then that's enough to make it not yours, regardless of who (if anyone) forked it.
In my case, my employer is large enough that it's hard to imagine software that doesn't somehow relate to its business…
You can show that your commits were made at hours outside of office hours, you can show that the commits were made with your personal e-mail address, but lawyers can dispute it - Git commits are cryptographic proof only that someone (or if you signed them, someone with access to that private key) attested to those statements, and you do both those things on the company computers. You can show that all of the code is obvious, but lawyers can dispute it. A sufficiently foolish lawyer can dispute literally anything.
Don't work for places where you'd have a problem with this - Get explicit approval for you to spend company time working on open source libraries that are the proprietary interest of the company, but that you as an individual have a copyleft license to (Iff you don't care that you can't take them private later). Or work for a company that doesn't have such onerous terms in their employment contract.
1) Git commits have timestamps. 2) Proving I did on company laptop is their onus. Innocent until proven guilty. ;-P 3) I do that. Along with randomisation of sample data. but yeah, you make a very important point in general. 99% of people get screwed on such things. 4) If I do something using company laptop, it is bound to be logged somewhere. All my git visits are also logged and archived for 10 years as per law. So proving I did it using company laptop is easy and it is them who have to prove it. And a foolish lawyer is a dream come true because then I can keep dismissing his every argument as wasting the learned court's time.
But yes, keeping things straight forward is always a better idea.
It makes sense that the employer (or contractee) can claim that all work, done on their paid time, or on their equipment, is theirs.
i.e., if I use my employers' laptop to develop OS software, and they can prove it, then they have a strong (and, basically, legit) claim on my work. Same with time that I'm being paid for, and supposed to be doing work for them.
That's one reason why I brought my own personal laptop, many years ago, instead of using my employers' computer for my personal stuff.
I'm not sure, but it may not even be required to be in the employment contract. I think that basic employment laws may enforce that.
The "shower clause," on the other hand, says that all work and ideas that occur during your term of employment, belong to the company; regardless of whether or not it occurred on their paid time, or using their equipment.
i.e., if you come up with an idea for a great Web site, while out on a date, or while taking a shower; whether or not it has anything to do with the corporation, the corporation can lay claim to it.
It's pretty damn evil.
There’s probably an ocean of open source that is in a work product gray area, and the companies just don’t care enough to do anything (think “I saw Alex working on a 2D physics game library after successfully deploying our latest healthcare platform feature. It will be of no use to us, and Alex is a good dev, let’s let it slide.”)
A lot of copyright infringement goes un-acted on because it just doesn’t matter to the rights holders. But if they’re in a jurisdiction where they can enforce their work product agreement and then management changes, a new greedier manager might decide to claim Alex’s 2D physics engine on the almost-zero chance it becomes useful to them in the future. Probably not the smartest move, possibly a totally legal move. (But what do I know, IANAL)
As a side note: I don't publish anything. My wife on the other hand does. It's been like that for over 10 years now.
EDIT: Forgot to mention that I ended up doing this after a previous employer wanted to grab a load of VBA modules. Big pain the back side. My luck was that my wife actually did work with me on them. Saved my back side big time.
Believe it or not, lawyers will put arguments like these and the judge will accept those as valid reasons.
btw, I have a similar setup (I don't work on it during office time inside the office, though) with a minor difference. I vnc/ssh to my aws setup rather than my home. This way my laptop lives longer and wife doesn't bicker about electricity bills.
edit: And I don't even publish OSS anymore but if you're willing to go after an employee for something this petty what else would you go after them for.
edit: looks like there is more to this story than the tweets are suggesting. If this wasn't obvious, don't build projects that are derived from work you are being paid to do and don't do them on the company laptop.
My point is that this is petty rather than if they can legally do this. They didn't ask for the repos to be taken down, and the projects the repos are inspired by are open source already by Baboo from what I can tell. I've found that companies which are petty about one thing will be petty about other things so are not good places to work.
After reading more closely, it appears both repos are derivative works of pojects that Bumble (aka Badoo) owns. It says so in the README.md. They were also written while the author was employed by Badoo/Bumble.
I don't think this is as clear-cut in favor of the developer as the comments would suggest.
That is how Open Source is supposed to work, I don't understand why everyone is thinking that this is some kind of huge discovery. Since both the MVICore and MVIKotlin repos are Apache 2.0, Badoo could simply pull in any improvements from MVIKotlin in if they wanted. They could ask their ex-employee if there was any interest in Badoo officially maintaining the project.
There are about ten other paths I could suggest that go with how OSS projects can and should work. None of them involve sending legal notices to your former employees to "transfer" the repos.
All I'm seeing here is that some person at Badoo/Bumble with little knowledge of how OSS works and a lot of lawyer time to throw around has made this move, and lost them a lot of goodwill from potential future employees.
Which Baboo has released under an Apache 2 license from what I can tell. Your comment makes it sound like they were proprietary libraries.
I wonder what the implications are, and what else there will be to know on this case later.
Your stance is basically akin to viewing source of a paid javascript template site and taking all the js because its all in plain text
No, that's not what the term means. This has cropped up several times before on HN:
What do you do, if a framework/library is effectively a rewrite of something developed by another team at the same company, but also released officially under the brand of same company?
The full story is that Badoo/Bumble had already been working on badoo/MVICore and badoo/RIBs, with other employees working on those products full-time.
"We don't seem to have a copy of your employee agreement on file. Could you please sign the attached copy and return it?"
Haha, no. What are they going to do, fire me? I went down and explained the situation to her, and we had a good laugh. Never did sign. All of the company's own IP turned out to be worthless BTW, and they were lucky they didn't get sued for misappropriating IP from the CTO's previous employer (DEC). Companies doing this is a huge red flag not only because of its grasping nature but because it often reveals a general kind of awfulness among its principals and/or backers.
To clarify: Bumble doesn't appear to be going after everything this developer produced while working for them.
They're claiming ownership of only two specific repos, both of which even mention that they were "inspired by" Badoo/Bumble open-source projects. These two repos were developed while the developer was working for Badoo/Bumble and I assume are directly related to the type of work the developer was doing for hire.
Obviously we don't have all the details, but from what I'm seeing it seems Badoo/Bumble may actually have a strong case for these repos being their property, even without weird IP assignment clauses.
If either tool was used or contributed to while developing the Bumble app, it's basically no question that they have rights to it. On the other hand, if the author somehow never, ever used them as part of his dayjob and never, ever worked on them as part of his work for Bumble, the claims would be questionable.
While discussing my options with friends and colleagues, I was given the ridiculous advice that I was already bound by the contract just by showing up and that signing it wouldn't make a difference.
Fortunately I disregarded that advice and asked for the clause to be renegotiated, which delayed things by another week, and I received advice (from someone more knowledgeable) that as I'd then worked there for a month, there was an implicit contract, but it bound the company, not me, meaning that I couldn't be fired without cause, which put me in a stronger negotiating position.
Anyway, they ended up accepting a rewording of the clause which meant that only work I produced (in or out of hours) which was relevant to the business could be claimed by them.
IANAL and this is not legal advice. I just had to live through a situation where these distinctions were highly relevant and important.
"Then what's the point of me signing it? Are you going to fire me because of something which makes no difference?"
I honestly don't understand what kind of thought process goes into this. In my case it was pure bridge burning and I have no idea why they thought they could pull it off. They even tried to claim they had the full backing of their legal team despite none of the legal team being present in the meeting.
There is lot of discussion about the ownership of the code, but what about the other things related to the project? Like stars and issues.
In no way stars and issues belongs to the company, they belongs to each user that submitted them.
They submitted them to the project that was on a specific username. So, I'm not sure that the company could legally ask to take over that by force without the user agreeing.
Imagine if a company ask that "you transfer your likes to us"...
(a) I open an issue about a feature not working. E.g.: “When I press the button, the app crashes”.
(b) Same as (a), but I also point out the place in the code where the error is without providing any code to fix it. E.g. “When I press the button, the app crashes, and I think that it has to do with a null pointer dereference in function pkg.foo()”.
(c) Same as (b), but I also provide a simple diff to fix it, but not a formally submitted merge/pull request.
The (c) sounds close enough to a contribution but not quite. And I'm not sure about (a) and (b).
Let's suppose this bug report really was written on company time, with company equipment, related to the company's business, so we don't have to argue about how far-reaching your employer's rights should be here.
In (a) and (b), you've provided services to the code maintainers. Perhaps your employment contract forbids you from doing that, just as it might prohibit you doing project management or fixing their plumbing. But the recipient of those services hasn't done anything wrong.
In (c) you've additionally created intellectual property, to which you have some rights, including copyright. The code maintainers can't use that code in their product unless you assign them certain of those rights (or unless they can avail of other exemptions like fair use). But those rights might not be yours to assign - they might be your employer's. In addition to you potentially breaking your agreement with your employer, anyone republishing this code may be infringing your employer's IP rights (maybe under good faith, maybe you indemnified them... But still your employer has a legitimate complaint).
at the most extreme (a) means that you are opening an issue in the name of the company. the question then is: were you allowed to do that? (many contracts forbid you to speak in the name if the company unless explicitly instructed)
and (b) would mean that you contributed a company resource to the project (namely you contributed yourself, your knowledge, etc), but it is the company who gets to say where you are allowed/supposed to contribute to
those would be the extreme interpretations, and in both cases, once it's done, it can't be taken back.
only code that you write can be taken back, so if you report a bug to me, i may not be able to use your solution to fix it, but your company can't stop me from knowing about the bug and then fixing it myself.
so (a) and (b) may be a contract violation and they may fire you for it, but that's all they can do. only (c) contains actual code that they can revoke if you didn't have the right to contribute it.
ex: the White House account on Twitter is not the property of some social media manager but US Gov
we do a lot of OSS and are careful each time about upstream vs fork vs from scratch.. i think key parts of the Bumble story aren't being said because I'm struggling to imagine a modern eng culture where this would happen , and the author's repo seems savvy.
Yikes! Not likes!
Mob just became too brazen. Allowing employees to work on their own stuff while [ab]using company's dough was a company's good will and great trust. That employee should go back to normal and work for company during paid hours.
Bumble would have to prove in court that the employee did the open source work on either company time or using company resources for this to hold.
If you write Perl for a bank they don’t own the songs you compose in the shower (they afe outside the ”scope of employment”.)
They probably own your money manager side project though. “Probably” here means, as always, “has a good chance of winning at tribunal” rather than any defensible logical meaning.
It is also sadly not unusual for employers to seek IP rights to all creative work done by a salaried employee during their term of employment as an explicit provision of the employment contract. Most of us here might consider that abusive but it might remove ambiguity and put the employer on safer ground legally in the event of a later dispute, and lawyers gonna lawyer.
I have argued before that an employee should reject that kind of excessively broad term and if working in a creative industry like software development they should seriously consider whether they really want to work for that employer if the employer is unwilling to change to the more customary contractual agreement when it is challenged. But a lot of people just sign contracts without reading them and unfortunately OP may be in trouble here if that is what they did.
If the employment contract contains no IP clauses that make the agreement explicit then maybe the course of employment rule would be the default but this would be very unlikely for anyone working in a creative industry and OP's description suggests there is specific wording being cited in this case.
I am not a lawyer. The understanding above does come from discussing this issue with real lawyers in England more than once, but not since a few years ago. As always, get your legal advice from a real lawyer if it matters and not from some random HN comment.
There's no "but" here. It's abusive. It's reflective of the poor negotiating position employees often have with their employers. This is why the clause usually goes away once you're in demand.
Lawyers make a convenient scapegoat to hide behind for all sorts of bullshit (second only to "it's standard, it's standard!") but they are a service and they do as they are instructed. It's naive to think otherwise.
This seems that if this kind of super generic statement will always go in the way of the employer, it would be a giant loophole to go any regulation on working hours.
In this specific case though we don't really know the details and maybe some of the work was done during working hours.
This sort of greed/zealotry on the side of employers is why some FOSS projects are such a pain to contribute to (i.e. anything that's part of the Eclipse Foundation). You pretty much have to sign your name in blood on a contributor agreement, and you may even have to get your employer to sign it too. This is madness. Slavery is not a thing. Employers do not own us.
I developed a very large viral kind of game site that was acquired by Fox. I was an hourly dev and I was the only dev, working for a few money guys who made a bunch by paying me to develop it and then selling it literally without informing me. So I went from maintaining it for them (as one of several jobs) to suddenly being called by Fox to hand over the source code and also to sign a contract which said they owned all the IP and that I worked for them, and that everything else I did in my free time would be theirs, and they were offering me $50/hr when I had been paid double that for the dev work of building the thing. I told them to go fuck themselves, and refused to hand over the source. I'd never had a contract with the original guys saying that they owned the source, so, as far as I was concerned they only owned the compiled Flash bytecode.
Fox spent somewhere close to $1m to try to tear that bytecode apart and keep their new property running, and then shuttered it a few months later. Rather than not being assholes.
So yeah. Run, don't walk, if you see a contract that includes anything like owning your off-site work.
i believe in the US it is generally assumed that everything you do belongs to the employer even if not specifically mentioned. in some countries it is restricted to work done during work hours or on company equipment. in those countries it is safe if you work at home on your own computer, at least if the contract doesn't mention anything to the contrary. if the contract does claim personal work then it depends on whether that is legal or not.
Bumble owns under the Badoo repository two projects, called badoo/MVI-Core and badoo/RIBs. These libraries are developed on company time by employees, as open-source.
If you check MVIKotlin and Decompose, you'll see that they're conceptually equivalent. You could therefore argue it is, in fact, using company resources.
But badoo/MVI-Core and badoo/RIBs are the two official frameworks written and released by Badoo. Then, what is MVIKotlin and Decompose, and does Badoo own the rights to it - if it was developed on company time, based on pre-existing source code owned by the company?
Maybe juste to spite a leaving employee.
> I've always thought that if a company claims rights over what you do outside worktime, they should do it not only for your genial ideas, but for the bad ones too. So, if you incur in a stupid debt it must belong to the company. Your newborn baby? The company mus pay alimony. It's all or nothing!
https://news.ycombinator.com/item?id=1113065
Edit: I found a Slashdot comment that makes the same point:
> When the company has a blanket policy that takes the employee's inventions, it can come to bite them in the ass.
> When I was illegally fired by Microsystems, Inc. ("MSI") they took possession of work I did on my own time using my own tools. However, on the workers comp. claim their denial was based on the claim the tendinitis was caused in part by my work at home. Either MSI fraudulently denied the workers comp. claim, or committed fraud by asserting and taking possession of the work I did on my own time.
> By having a blanket policy of owning everything you do, the employer could be on the hook for everything you do.
http://ask.slashdot.org/comments.pl?sid=2667463&cid=39013649
“I was getting a haircut,” the man said.
“That’s not part of your job duties here, you cannot do that on the company’s time,” replied the manager.
“Why not?” said the man. “I grew most of it on the company’s time.”
A lot of people are assuming this was done separate from his job, but that doesn't appear to be the case.
Badoo/Bumble isn't trying to claim ownership of other projects he did, just the ones that were closely related to his Badoo/Bumble work during his employment.
With remote work becoming more pervasive, employees should really not be doing any personal things on work computers because their traffic is definitely going to be analysed by someone or some system.
Just a general reminder as well - Companies/Govt's would absolutely love for GitHub/Gitlab or any social platform to require ID card verification for users if that was on the table.
Your idea would have a better chance of success as a separate platform dedicated to anonymous code hosting. But that in turn would likely attract bad actors, as usual.
Can’t you turn it around and claim that it was done to reduce the possibility of debating with idiots who like to unreasonably turn things around by blah blahing all possible and impossible versions out of thin air?
However, my local laws provide some additional protection against this type of thing. I didn’t even realize it until I consulted with a lawyer who pointed out that my state’s laws don’t allow companies to claim IP generated in off hours. Of course, consult with a lawyer to confirm which jurisdiction actually applies to your employment.
As a manager on the other side of the table, I’ve had some strange experiences: On more than one occasion, employees have tried to open-source things they wrote for us without asking. Juniors especially may not fully understand the bounds of IP ownership, to the point that they think code they wrote is theirs, even if written for their job as paid works for hire. I’m not suggesting that’s what’s happening here, but after seeing developers walk straight into situations where they’re releasing company code without permission I reserve judgment when I see situations like this. If these libraries were developed on company time for company work products then the developer may not have a particularly strong claim for his ownership.
On the other hand, if these are entirely unreleased to his work then of course this is a ridiculous request.
EDIT: A quick look at the source code suggests this situation might not be as clear-cut in favor of the developer as the comments here suggest. Both of the repos in question appear to be derivative works of projects that Badoo (aka Bumble, the developer's employer) owns. The MVIKotlin library opens with this statement:
> This project is inspired by Badoo MVICore library.
And the Decompose repo has this statement in the opening:
> This project is inspired by Badoos RIBs fork of the Uber RIBs framework.
And unless I'm missing something, the developer worked for Badoo (Bumble) during the entire period. It would be extremely difficult to argue that a derivative work of your employer's IP, written during your time of employment and possibly during work time, is fully independent of the company. If the developer used these projects in any way for their work at Bumble (e.g. actually using these tools or libraries as part of the app) or he used company equipment/time/resources while building them, then it would be virtually impossible to argue that these works were not partially work-for-hire as part of his employment.
I haven't seen a good summary of all US states on this, but here are a few links from my notes on the differences between various states:
https://slashdot.org/comments.pl?sid=2667463&cid=39013501
https://web.archive.org/web/20100613122930/http://www.ieeeus...
If you compare arkann1985's MVIKotlin vs badoo/MVICore it's an understatement to say it was "inspired by". It looks like an almost identical clone.
And as others have pointed out, it's not like Bumble is going after all of this guy's projects, just the ones where he was "inspired by" company work.
It would be difficult to argue that the projects in question would exist without benefiting from his employment at Bumble where the originals were developed.
Ownership would allow them to relicense the employees original contributions, but they'd still need to negotiate with or replace all code by other contributors, and they can't un-opensource the existing codebase, right?
If there have been other contributors then the employer would not magically get the copyright to those contributions though, which could leave the whole project in limbo with no-one having enough rights to continue working on it and releasing the results.
1) They asked you to work on this as part of your employment
2) You worked on this during your employed hours
3) You worked on this on employer provided equipment
If you can prove that this is an undertaking of your own (especially if it pre-dates employment) and you avoid doing any work (not even replying to Git issues) during work hours, and only ever on your own hardware... then your employer has no grounds for claim at all.
IANAL but two things would factor in:
1) Is this a traditional breach of IP law, i.e. the open source project infringing on a patent or IP of the employer?
2) Did this predate your employment and conversation to be employed? i.e. could contributing to this project constitute as furthering the employers business interest and reasonably be considered a derivative work from being employed?
The latter seems to be what you're describing, and there are examples in the manual cited above. If it's a different area of work than your employer then it's of no consequence, but yes if you're using your employment to further your understanding and to make something that roughly fulfils the need - then this falls under my earlier comment of "They asked you to work on this as part of your employment" and you would likely have to give up the project.
https://twitter.com/arkann1985/status/1446071099989663745?s=...
Surely we can overlook the whole “give us your damn open source personal projects copyright grab or you’ll be chewing on big legal problems buddy” thing given the companies generosity with cake?
The cake shows that Bumble really are good people.
Reminds me of those famous words “speak softly and carry a big cake”.
With this in mind, I would say that the cake shows that some part of the org is good people. We might consider being careful about how quickly and how aggressively we generalize this. I know where I've been in companies where parts of engineering were good people while other parts of the company had wonderful and bountiful opportunities to become good people.
Some employers make the excuse that it's only during office hours; others claim that this clause would "never actually be used".
In my experience it is rarely removed. I've turned down jobs because of it and others that I have accepted I have been extremely worried something like this would happen. I feel for the employee in question and hope they are able to retain control of their open-source code. Maybe this bad publicity encourages others to push back in the future because I generally find this behaviour quite unacceptable.
If these things were true, then the employer would be perfectly fine with modifying the employment contract accordingly.
1) MVIKotlin - "Extendable MVI framework [...] inspired by Badoo MVICore library"
2) Decompose - "Kotlin BLoCs [...] inspired by Badoos RIBs fork of the Uber RIBs framework"
I hate corporations more than most people here, but this might be as black and white as the title and comment section imply
I got it removed before joining but looking back it was one of the most toxic placed I'd ever worked and this was just one of a number of red flags.
Copyight cannot demand this ridiculous thing.
I'm about to work on a grant, with another PI at University of Sydney for a project we've worked on for four years. This grant is to advance our mission of building software system for supporting personalized bacteriophage therapy. Essentially, we're building software to make personalized therapy possible in this space, so we're building something critical for the project.
We're building the software to get funding to "phase 2" which is 50x (8 figures) the amount of money the grant's already received. Currently we're employed on the project as contract researchers, but we (and our PI) wants us there in Australia in person. Since we're based in the US/Can, we need to get work visas, which require us to be employed by the grant directly.
My question is: we have to sign employment agreements for the university, and our contracts look very much like the "we'll take everything you own, including your ideas you came up with in your shower at your own home" kind of contracts. We've already pushed back and laid out our position — we want to be able to continue building this project past the length of employment and past Phase 2, whether we get it or not. I don't really care if they get full, perpetual license to whatever I create there; it's most likely going to be OSS anyway. I just don't want them to prevent us from using it or OSS-ing it in the future.
Has anyone else dealt with universities and institutions in this manner? Do they usually operate like companies in this way?
The default position from legal teams ( uni or corporate) will always be to own everything.
Making it one-step harder for lawyers is generally all it takes.
Don't draw lines from your GitHub account that you use at work to the GitHub account that holds your side projects.
Every time I start with a new company, I spin up a new GitHub account just for that company.
Sorry this happened to you.
But in such a scenario, I'm not a loser. If I'm capable of writing software that my former company cares that much about, I'm winning. I'll hand over my Haskell code, laugh at the thought of them trying to understand it, purge all copies I posses, and immediately begin rewriting it in another language and under another anonymous profile.
Finding a non-negotiable blanket clause like this in a contract would most probably stop me from taking the interviews or at least establish completely different salary expectations. I would understand if the work would be done on company's equipment or during some allocated time but a blanket one like this? If you're not paying me for 168 hours per week and there is no clear conflict of interest, bug off from my side projects I do in my own time.
When building a side project I use one of the names from my prior inventions list.
* "Ask HN: What should early startup Employee Agreements require, and not?" https://news.ycombinator.com/item?id=26016445
If some founder wants to figure out how to do employee agreements better, they could be more equitable, and be more appealing than the scary FAANG document a hiring candidate is comparing it to.
Employment tribunals and courts take a dim view of wage theft, and that is exactly what this is if your employer is trying to enforce that clause.
Get advice from an employment lawyer.
https://www.joelonsoftware.com/2016/12/09/developers-side-pr...
My current company operates this way. The employment contract was pretty generic and didn't really have much IP-related language in it. But the first stock grant had a document that was quite a lot more specific. Fortunately nothing as onerous as described in this Twitter post, but still, it was good that I read all the documents before accepting the grant.
If we're talking about hobby projects, that's different, but it seems from this tweet that this is something that could have been written internally as part of someone's job and never open-sourced, right?
So sometimes changing the wording isn't the only way to get your goal. Amendments/clarifications in writing can work.
Let's say me and a friend develop a library together, then my company asks for ownership of it. Sorry, I can't legally do that, because I myself only own half the code.
As a developer using open source code, how can you ever have enough certainty that an open source project won't run into issues like this?
It's easy to grab the pitchfork, I hate that contract clause as all of you do, but without clear information on the above this case could go either way.
[1] https://twitter.com/arkann1985/status/1467914399381925888
I am very glad that I never had one, with the company that employed me, for a long time.
Uhhhh… if the employer owns it, it presumably isn’t going to be licensed as open source.