4 ms·

More generally though: read everything you sign. Expect it to all be used. If you can never see a clause being needed, then remove it. If the other side insists

More generally though: read everything you sign. Expect it to all be used. If you can never see a clause being needed, then remove it. If the other side insists then you need to figure out the real motives why.

ChuckMcM 10y ago
If anyone comes away from this discussion with one thing to remember, remember Michael's words. If it is in the contract, it can happen. This is a true story, but I've changed the names to protect the parties, they read HN so they can out themselves if they want to :-) There was a really egregious clause added to the BigCorp Employee contract and one of the new employees objected to it explaining how it could be used. That kicked off a really interesting conversation with HR at the employee intake session which went like this .. "Oh we would never do that!", said HR. So He said, "Well fine, lets remove it." And then HR said, "Well we really can't change it." "Why not? If it isn't what you meant, why did you say it?", responded this employee. "Oh it is just boilerplate." HR said. "Then remove it if you don't care one way or another.", employee responds. "But that would take so long to get done." HR said. "Not a problem! I retyped it in and changed it and printed it out again we can use this one." said the employee. "Oh but we have to have legal review all of it to make sure nothing else changed." says HR. "Great, let them review it, I'm happy to wait.", they said. "But we can't let you work if you don't have the signed paperwork." says HR. "Ok, how long will legal take, a week? two weeks? Lets just move my start date back to then." offered the employee. "We'll go see how long it will take." says the HR person, "In the mean time can you wait in the lobby?" "Sure" says the employee. The HR person returns, "I'm sorry, we've decided that you aren't a good fit for BigCorp. You can go now." Security escorts our now non-employee to the door and watches them leave silently. Every line in a contract has a reason for existing, who ever wrote the contract will have a number of them in there which can be used against who ever is signing the contract. A judicious person will identify those lines and have them removed, or develop strategies that will nullify them later. But you really do have to put yourself into the frame of mind that the other person is out to get you, or you might miss them.
- r00fus 10y ago
  What's to keep this non-hire from logging into Glassdoor and warning everyone else (and existing employees) about the offensive contract verbiage? If that's not legally actionable, then what's the ethics / negotiation cost/ben of that same non-hire implying at the beginning that this would be the eventual recourse if (s)he wasn't hired?
  - slgeorge 10y ago
    What's to keep this non-hire from logging into Glassdoor and warning everyone else (and existing employees) about the offensive contract verbiage? Nothing. As long as they remained factual. It's unlikely existing employees would have much response though, they already work at the company and will have accepted those contract terms. Different types of people (ie risk/reward and people coming from different cultures tend to take a different view over contract terms. If that's not legally actionable, then what's the ethics / negotiation cost/ben of that same non-hire implying at the beginning that this would be the eventual recourse if (s)he wasn't hired? I don't think that would have much impact, and in the context of hiring someone it would probably look pretty bad. An assumption in the underlying story is that the contract terms the company wanted were unreasonable. If it's in a company handbook then it's a standard term, so the organisation thinks it's reasonable - it's probably best to try and understand why they want that situation. Assuming right from the get-go that it's something invidious and offering a threat that 'if I don't get my way I'll go public' isn't likely to get a sympathetic hearing in most situations (I think). While it's possible that someone is trying to screw you over, it's generally best to just assume their mistaken and to try and clarify why it's a problem.
tiatia 10y ago
"read everything you sign" Yes. Read everything with "what if" in mind. I was dealing with a small venture capital company that wanted to invest a smaller sum into my company. I read the contract and found 10 things I did not like. I started with the main point: You make the contract with my company, not with me, as a person. (Part of my companies possible Cashflow would have been used to pay back the investment). They said: "Okay, that is not possible. Anything else you don't like?" Tu their big surprise I did not bother negotiating with them any further bust just told them I am not interested anymore. Later I showed the contract that was offered to me to a friend who works as a lawyer in PE. He just laughed. READ a contract. Assume the counter party consists of major league assholes. They say they won't interpret a certain paragraph in that way? Then why not change it to clarify that? They promise you things? Why not put that in writing INTO the contract.

ChuckMcM 10y ago

If anyone comes away from this discussion with one thing to remember, remember Michael's words. If it is in the contract, it can happen. This is a true story, but I've changed the names to protect the parties, they read HN so they can out themselves if they want to :-) There was a really egregious clause added to the BigCorp Employee contract and one of the new employees objected to it explaining how it could be used. That kicked off a really interesting conversation with HR at the employee intake session which went like this .. "Oh we would never do that!", said HR. So He said, "Well fine, lets remove it." And then HR said, "Well we really can't change it." "Why not? If it isn't what you meant, why did you say it?", responded this employee. "Oh it is just boilerplate." HR said. "Then remove it if you don't care one way or another.", employee responds. "But that would take so long to get done." HR said. "Not a problem! I retyped it in and changed it and printed it out again we can use this one." said the employee. "Oh but we have to have legal review all of it to make sure nothing else changed." says HR. "Great, let them review it, I'm happy to wait.", they said. "But we can't let you work if you don't have the signed paperwork." says HR. "Ok, how long will legal take, a week? two weeks? Lets just move my start date back to then." offered the employee. "We'll go see how long it will take." says the HR person, "In the mean time can you wait in the lobby?" "Sure" says the employee. The HR person returns, "I'm sorry, we've decided that you aren't a good fit for BigCorp. You can go now." Security escorts our now non-employee to the door and watches them leave silently. Every line in a contract has a reason for existing, who ever wrote the contract will have a number of them in there which can be used against who ever is signing the contract. A judicious person will identify those lines and have them removed, or develop strategies that will nullify them later. But you really do have to put yourself into the frame of mind that the other person is out to get you, or you might miss them.

r00fus 10y ago
What's to keep this non-hire from logging into Glassdoor and warning everyone else (and existing employees) about the offensive contract verbiage? If that's not legally actionable, then what's the ethics / negotiation cost/ben of that same non-hire implying at the beginning that this would be the eventual recourse if (s)he wasn't hired?
- slgeorge 10y ago
  What's to keep this non-hire from logging into Glassdoor and warning everyone else (and existing employees) about the offensive contract verbiage? Nothing. As long as they remained factual. It's unlikely existing employees would have much response though, they already work at the company and will have accepted those contract terms. Different types of people (ie risk/reward and people coming from different cultures tend to take a different view over contract terms. If that's not legally actionable, then what's the ethics / negotiation cost/ben of that same non-hire implying at the beginning that this would be the eventual recourse if (s)he wasn't hired? I don't think that would have much impact, and in the context of hiring someone it would probably look pretty bad. An assumption in the underlying story is that the contract terms the company wanted were unreasonable. If it's in a company handbook then it's a standard term, so the organisation thinks it's reasonable - it's probably best to try and understand why they want that situation. Assuming right from the get-go that it's something invidious and offering a threat that 'if I don't get my way I'll go public' isn't likely to get a sympathetic hearing in most situations (I think). While it's possible that someone is trying to screw you over, it's generally best to just assume their mistaken and to try and clarify why it's a problem.

tiatia 10y ago

"read everything you sign" Yes. Read everything with "what if" in mind. I was dealing with a small venture capital company that wanted to invest a smaller sum into my company. I read the contract and found 10 things I did not like. I started with the main point: You make the contract with my company, not with me, as a person. (Part of my companies possible Cashflow would have been used to pay back the investment). They said: "Okay, that is not possible. Anything else you don't like?" Tu their big surprise I did not bother negotiating with them any further bust just told them I am not interested anymore. Later I showed the contract that was offered to me to a friend who works as a lawyer in PE. He just laughed. READ a contract. Assume the counter party consists of major league assholes. They say they won't interpret a certain paragraph in that way? Then why not change it to clarify that? They promise you things? Why not put that in writing INTO the contract.