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I find it admirable that you publish these contracts publicly however I was curious as to how aware the employees are of part 14 of the European contract: > Ot

I find it admirable that you publish these contracts publicly however I was curious as to how aware the employees are of part 14 of the European contract: > Other than with the prior written permission of the Employer, the Employee is prohibited during the term of the Employment Contract to carry out work – either paid or not – of any nature whatsoever, either for himself and/or for third-parties. Personally I would never sign this because it prohibits any form of work for myself. Notably it would also prohibit any and all work for open source projects. Laughably this would also seem to prevent me working on my own house. In fact, to my mind, this is a beyond unreasonable clause. And has really made me put on hold all the positive thought I had had for GitLab (which was relatively significant due to employee comments and my minimal experience with the product). As you are the CEO I'm hoping you have a perfectly reasonable explanation for how such a clause landed in the contract.

sytse 10y ago
Properly assigning IP rights is very important to us and it is hard to get right. This is standard language to ensure it is taken care of. If you have side projects (many of us do, for example https://github.com/jneen/rouge https://github.com/jneen/rouge is maintained by our team member Jeanine Adkisson) we recommend you email us the name to have an granted exception on record. If you want we can also add it to your hiring contract. We never declined such an exception. But if there is an IP lawyer that wants to make an alternative proposal for this language we're all ears.
- oneplane 10y ago
  That is some excellent and honest language to describe why you put that in the contract the way that you did. Often people don't understand why it's there, and assume malicious intent to "steal" the private work of employees, but as shown in this case, it's simply an IP issue that cannot easily be resolved in a different way as far as you know. Reading your comments on the various places this discussion is happening, your clear and honest answers make me (and probably others) like GitLab even more!
  - tastythrowaway2 10y ago
    You are incorrect in your assumption that it cannot easily be resolved. It would be trivial to declare it limited to a smaller domain - specifically the domain in which gitlab operates. As it stands now it is limitless in scope. as pointed out by many others, this is not reasonable.
    - oneplane 10y ago
      If that is the case, you should definitely offer your legal advice to GitLab.
      - tastythrowaway2 10y ago
        I happily would but would like to retain the option to mow my own lawn.
- Normal_gaussian 10y ago
  It would help if you limited it in scope to related areas. The scope of the current wording is beyond ridiculous. As it stands the clause effectively prohibits anything done by someone employed by you, regardless of whether it has anything to do with the company or not. Parts 15 and 16 are worded as IP and business protection. 14 is certainly over-reaching. Taking the wording you have used it would appear that an employee has to request written permission from their boss to do practically anything: * Participate in a code dojo or hackathon * Assist a friend in moving * Help someone change a flat tyre * Change your own flat tyre The absurdity of the examples follow directly from the absurdity of the restriction placed upon people accepting the contract. Whilst an individual sensible enough to read the contract would likely raise issue with it, it is all too easy to pressure them into signing anyway with phrases such as "standard language", leaving all the rest not sensible enough trapped. I also note it is ironic that you suggest an external lawyer gives free advice on rewording, presumably this lawyer would have to foresight to have pre-approved giving such advice with their boss as they operate under their standard contract? Of course I understand this is very likely a complete oversight. And that GitLab is very unlikely to have any malicious intent in this. However I do find the existence of such a clause very alarming.
  - kbaker 10y ago
    For reference: 14. Additional jobs Other than with the prior written permission of the Employer, the Employee is prohibited during the term of the Employment Contract to carry out work – either paid or not – of any nature whatsoever, either for himself and/or for third-parties. Yeah, seems a bit much...
    - TheSpiceIsLife 10y ago
      It should at least qualify the domain(s) with which the work pertains to. Like I can't mow the lawn for the little old lady next door. Or take my friends kids to school.
      - tlrobinson 10y ago
        "... either for himself and/or..." Can't mow your own lawn either. And if you're an Orthodox Jew you can't use an elevator or oven.
allendoerfer 10y ago
> Other than with the prior written permission of the Employer, the Employee is prohibited during the term of the Employment Contract to carry out work – either paid or not – of any nature whatsoever, either for himself and/or for third-parties. I am not a lawyer, but I am 100% certain that you cannot do this in Germany. At most maybe if the contract is limited to a time period and there are exceptional reasons why this would be necessary. It is called "Scheinselbstständigkeit" [0] (only seeming to be self-employed). Contractors in Germany have to be actual businesses. They cannot be "weisungsgebunden" (bound to instructions), meaning you can only tell them what to do, not how to do it. E.g. you can have deadlines, but you cannot tell them when to work and so on. The reason for this is to prevent contracts, which have the characteristics of an employment contract but do not pay taxes and social insurance. [0] https://de.wikipedia.org/wiki/Scheinselbst%C3%A4ndigkeit https://de.wikipedia.org/wiki/Scheinselbst%C3%A4ndigkeit
- detaro 10y ago
  These contracts look (too my non-lawyer eyes) like a minefield in that regard anyways, but this specific rule certainly is a very big negative sign in that regard :/ That the contracts explicitly mention that possibility and have the "contractor" indemnify the company against all claims if a government or court finds the relationship is actually an employer-employee one doesn't help.
- Normal_gaussian 10y ago
  The paragraph was taken from the standard employment contract not the contractors contract.

sytse 10y ago

Properly assigning IP rights is very important to us and it is hard to get right. This is standard language to ensure it is taken care of. If you have side projects (many of us do, for example https://github.com/jneen/rouge https://github.com/jneen/rouge is maintained by our team member Jeanine Adkisson) we recommend you email us the name to have an granted exception on record. If you want we can also add it to your hiring contract. We never declined such an exception. But if there is an IP lawyer that wants to make an alternative proposal for this language we're all ears.

oneplane 10y ago
That is some excellent and honest language to describe why you put that in the contract the way that you did. Often people don't understand why it's there, and assume malicious intent to "steal" the private work of employees, but as shown in this case, it's simply an IP issue that cannot easily be resolved in a different way as far as you know. Reading your comments on the various places this discussion is happening, your clear and honest answers make me (and probably others) like GitLab even more!
- tastythrowaway2 10y ago
  You are incorrect in your assumption that it cannot easily be resolved. It would be trivial to declare it limited to a smaller domain - specifically the domain in which gitlab operates. As it stands now it is limitless in scope. as pointed out by many others, this is not reasonable.
  - oneplane 10y ago
    If that is the case, you should definitely offer your legal advice to GitLab.
    - tastythrowaway2 10y ago
      I happily would but would like to retain the option to mow my own lawn.
Normal_gaussian 10y ago
It would help if you limited it in scope to related areas. The scope of the current wording is beyond ridiculous. As it stands the clause effectively prohibits anything done by someone employed by you, regardless of whether it has anything to do with the company or not. Parts 15 and 16 are worded as IP and business protection. 14 is certainly over-reaching. Taking the wording you have used it would appear that an employee has to request written permission from their boss to do practically anything: * Participate in a code dojo or hackathon * Assist a friend in moving * Help someone change a flat tyre * Change your own flat tyre The absurdity of the examples follow directly from the absurdity of the restriction placed upon people accepting the contract. Whilst an individual sensible enough to read the contract would likely raise issue with it, it is all too easy to pressure them into signing anyway with phrases such as "standard language", leaving all the rest not sensible enough trapped. I also note it is ironic that you suggest an external lawyer gives free advice on rewording, presumably this lawyer would have to foresight to have pre-approved giving such advice with their boss as they operate under their standard contract? Of course I understand this is very likely a complete oversight. And that GitLab is very unlikely to have any malicious intent in this. However I do find the existence of such a clause very alarming.
- kbaker 10y ago
  For reference: 14. Additional jobs Other than with the prior written permission of the Employer, the Employee is prohibited during the term of the Employment Contract to carry out work – either paid or not – of any nature whatsoever, either for himself and/or for third-parties. Yeah, seems a bit much...
  - TheSpiceIsLife 10y ago
    It should at least qualify the domain(s) with which the work pertains to. Like I can't mow the lawn for the little old lady next door. Or take my friends kids to school.
    - tlrobinson 10y ago
      "... either for himself and/or..." Can't mow your own lawn either. And if you're an Orthodox Jew you can't use an elevator or oven.

allendoerfer 10y ago

> Other than with the prior written permission of the Employer, the Employee is prohibited during the term of the Employment Contract to carry out work – either paid or not – of any nature whatsoever, either for himself and/or for third-parties. I am not a lawyer, but I am 100% certain that you cannot do this in Germany. At most maybe if the contract is limited to a time period and there are exceptional reasons why this would be necessary. It is called "Scheinselbstständigkeit" [0] (only seeming to be self-employed). Contractors in Germany have to be actual businesses. They cannot be "weisungsgebunden" (bound to instructions), meaning you can only tell them what to do, not how to do it. E.g. you can have deadlines, but you cannot tell them when to work and so on. The reason for this is to prevent contracts, which have the characteristics of an employment contract but do not pay taxes and social insurance. [0] https://de.wikipedia.org/wiki/Scheinselbst%C3%A4ndigkeit https://de.wikipedia.org/wiki/Scheinselbst%C3%A4ndigkeit

detaro 10y ago
These contracts look (too my non-lawyer eyes) like a minefield in that regard anyways, but this specific rule certainly is a very big negative sign in that regard :/ That the contracts explicitly mention that possibility and have the "contractor" indemnify the company against all claims if a government or court finds the relationship is actually an employer-employee one doesn't help.
Normal_gaussian 10y ago
The paragraph was taken from the standard employment contract not the contractors contract.