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Holy shit. That is way, WAY crazier than a non-compete. That is saying you can't work at all for a year after your employment terminates, because anything you p

Holy shit. That is way, WAY crazier than a non-compete. That is saying you can't work at all for a year after your employment terminates, because anything you produce during that time is presumed to have actually been created during your previous employment, and so belongs to your ex-employer. Even if you go and work for a non-competing company in a completely different field, and invent something totally unrelated to your ex-employer's business, then it supposedly belongs to your ex-employer. Since no new employer could accept that situation, it essentially prevents you from working. I'm sure that can't be enforceable at all, but it's still completely sickening that a company would put something like that in its terms.

dbbk 9y ago
I would just return this back to them and ask, "why?"
- joezydeco 9y ago
  Regretfully the negotiations didn't get far enough to get to this point, although I told them I would have to discuss things with a lawyer if they wanted it signed. Then we would have at least had a "why" to go with it. Thankfully the deal fell apart for other reasons, although I shouldn't have been surprised by any of it.
athenot 9y ago
In some states, it's not enforceable unless there's a monetary compensation that goes along with it.
- deleted 9y ago
  [deleted]
- ilovecars2 9y ago
  In Europe a lot of these non competes are unenforceable. I work for a U.S startup in the U.K. (British citizen) some of the clauses in our contract are just flat out illegal. It’s also 26 pages long, which is almost unheard of in the U.K. I asked about it and it turns out it was written at a U.S law firm.
  - blattimwind 9y ago
    26 pages? That's just ridiculous.
  - maccard 9y ago
    To me at least, it doesn't matter if it's enforceable or not. I don't want to go through the hassle of fighting it in court, dealing with lawyers, when I could avoid it by going elsewhere. Obviously I'm lucky to be able to do that, and if I was under pressure for a new job it would be a different story.
  - coldacid 9y ago
    I would expect 26 pages is unheard of even in the USA.
- koolba 9y ago
  Wouldn't your salary during the employment term be that consideration? Consideration need not be during the same period. I can pay you $X today for something that covers the next N years.
  - Bartweiss 9y ago
    As I understand the state laws - not if it's not stated as such. They don't allow it to be implicit in "you get salary X each year and operate under noncompete Y". A restriction on future work like that would require explicit compensation. (And as for why people don't just add "compensated via your salary" to the boilerplate - that's an open-ended transaction, not a defined amount of compensation for the year of noncompete restriction.)
- btrettel 9y ago
  Which states?
isostatic 9y ago
I can see why they've done it -- stop you from inventing something at work, knowing you can't sell it immediately, so leaving and selling it after you've left.
- Bartweiss 9y ago
  But the presumption clause is absolutely insane. Even if you can prove something was done after you left the company, they're still considered the owner. Imagine someone quit that job today, 6 months later room temperature superconductors were invented, and 2 months after that the ex-employee invented a great new use for them. It's literally impossible that the invention was made at the job, but the contract still appears to claim it.
  - isostatic 9y ago
    I didn't say I agreed it (I don't), just suggesting why the firm things their clause may be reasonable.
biztos 9y ago
In Germany that clause would mean they'd have to pay you your full salary for as long as they prevented you from working for someone else. So it'd be a one-year vacation whenever your employment ended, but probably not much use for your career.
- Diederich 9y ago
  That's pretty interesting. Do you think someone in Germany under such an agreement could work for another company that had no presence in Germany or, perhaps, the EU?
  - Zeitgeschehen 9y ago
    That would be fine because that someone would not be a competitor of the company. Although you have to consider that if you earn money while being paid through such an agreement your earnings are partly deducted from them. So if you find a job which pays the same as before, your old company will only need to pay until your income reaches 110%(125% if you moved for your new job) of your old income. You are also not allowed to "maliciously refrain" from working in that time. (But that is interpreted quite lax for the employee)
- derriz 9y ago
  Same in Switzerland. If they don't want you working for someone else, they have to keep paying you. The only "non-compete" clauses that are even theoretically binding apply to stealing clients andn customers and the like so generally only apply to sales people. This doesn't stop companies trying to include ridiculous non-compete clauses in employment contracts. It's sort of a silly pretence - both sides know it's not binding so the employer makes it sound as harsh as possible but the employee signs anyway. At the end of your employment (whether fired or you walk), if they really want you to not complete, they have to offer you money - generally fully salary for the desired period of time regardless of what your contract states.
- hinkley 9y ago
  Spend the year taking classes, learning new programming languages and tools. There are ways to make it work for you.
jrs235 9y ago
>That is saying you can't work at all for a year after your employment terminates, because anything you produce during that time is presumed to have actually been created during your previous employment, and so belongs to your ex-employer. But it's not. Inventions != copyright or code produced. If I author a book after employment they don't own the rights to my book. If I write code after employment they don't necessarily own my code or rights to it. Yes. This is WAY CRAZY because enforceable or not it abuses the information and resource availability asymmetry between company and employee.
- function_seven 9y ago
  It's not just inventions, though. The phrase is: invention, discovery or item of intellectual property The "item of intellectual property" would cover copyrighted material, right? Seems way unenforceable to me, but IANAL.
  - jrs235 9y ago
    >The "item of intellectual property" would cover copyrighted material, right? Very much possible, but as someone else alluded to, this clause is incomplete without the rest of the agreement. Somewhere in the agreement "intellectual property" may be defined [better] and it may include copyright, and it might include terms that narrow down what copyright falls within their definition of "intellectual property" (i.e. copyright-able works which pertain to the business of the company). They don't want to own everything... what if I write software for a personal pet project and it causes damages... they would open up themselves to potential liability (unless they cover that, again, somewhere else in the agreement). The entire agreement text is needed for clarity and to make conclusions.
- robotresearcher 9y ago
  The agreement explicitly says "or item of intellectual property". It's absurd.
  - jrs235 9y ago
    *The CLAUSE explicitly says "or item of intellectual property". We can't conclude what the agreement means by "intellectual property". See comment to sister reply. We need the entire agreement text to make conclusions.

dbbk 9y ago

I would just return this back to them and ask, "why?"

joezydeco 9y ago
Regretfully the negotiations didn't get far enough to get to this point, although I told them I would have to discuss things with a lawyer if they wanted it signed. Then we would have at least had a "why" to go with it. Thankfully the deal fell apart for other reasons, although I shouldn't have been surprised by any of it.

athenot 9y ago

In some states, it's not enforceable unless there's a monetary compensation that goes along with it.

deleted 9y ago
[deleted]
ilovecars2 9y ago
In Europe a lot of these non competes are unenforceable. I work for a U.S startup in the U.K. (British citizen) some of the clauses in our contract are just flat out illegal. It’s also 26 pages long, which is almost unheard of in the U.K. I asked about it and it turns out it was written at a U.S law firm.
- blattimwind 9y ago
  26 pages? That's just ridiculous.
- maccard 9y ago
  To me at least, it doesn't matter if it's enforceable or not. I don't want to go through the hassle of fighting it in court, dealing with lawyers, when I could avoid it by going elsewhere. Obviously I'm lucky to be able to do that, and if I was under pressure for a new job it would be a different story.
- coldacid 9y ago
  I would expect 26 pages is unheard of even in the USA.
koolba 9y ago
Wouldn't your salary during the employment term be that consideration? Consideration need not be during the same period. I can pay you $X today for something that covers the next N years.
- Bartweiss 9y ago
  As I understand the state laws - not if it's not stated as such. They don't allow it to be implicit in "you get salary X each year and operate under noncompete Y". A restriction on future work like that would require explicit compensation. (And as for why people don't just add "compensated via your salary" to the boilerplate - that's an open-ended transaction, not a defined amount of compensation for the year of noncompete restriction.)
btrettel 9y ago
Which states?

isostatic 9y ago

I can see why they've done it -- stop you from inventing something at work, knowing you can't sell it immediately, so leaving and selling it after you've left.

Bartweiss 9y ago
But the presumption clause is absolutely insane. Even if you can prove something was done after you left the company, they're still considered the owner. Imagine someone quit that job today, 6 months later room temperature superconductors were invented, and 2 months after that the ex-employee invented a great new use for them. It's literally impossible that the invention was made at the job, but the contract still appears to claim it.
- isostatic 9y ago
  I didn't say I agreed it (I don't), just suggesting why the firm things their clause may be reasonable.

biztos 9y ago

In Germany that clause would mean they'd have to pay you your full salary for as long as they prevented you from working for someone else. So it'd be a one-year vacation whenever your employment ended, but probably not much use for your career.

Diederich 9y ago
That's pretty interesting. Do you think someone in Germany under such an agreement could work for another company that had no presence in Germany or, perhaps, the EU?
- Zeitgeschehen 9y ago
  That would be fine because that someone would not be a competitor of the company. Although you have to consider that if you earn money while being paid through such an agreement your earnings are partly deducted from them. So if you find a job which pays the same as before, your old company will only need to pay until your income reaches 110%(125% if you moved for your new job) of your old income. You are also not allowed to "maliciously refrain" from working in that time. (But that is interpreted quite lax for the employee)
derriz 9y ago
Same in Switzerland. If they don't want you working for someone else, they have to keep paying you. The only "non-compete" clauses that are even theoretically binding apply to stealing clients andn customers and the like so generally only apply to sales people. This doesn't stop companies trying to include ridiculous non-compete clauses in employment contracts. It's sort of a silly pretence - both sides know it's not binding so the employer makes it sound as harsh as possible but the employee signs anyway. At the end of your employment (whether fired or you walk), if they really want you to not complete, they have to offer you money - generally fully salary for the desired period of time regardless of what your contract states.
hinkley 9y ago
Spend the year taking classes, learning new programming languages and tools. There are ways to make it work for you.

jrs235 9y ago

>That is saying you can't work at all for a year after your employment terminates, because anything you produce during that time is presumed to have actually been created during your previous employment, and so belongs to your ex-employer. But it's not. Inventions != copyright or code produced. If I author a book after employment they don't own the rights to my book. If I write code after employment they don't necessarily own my code or rights to it. Yes. This is WAY CRAZY because enforceable or not it abuses the information and resource availability asymmetry between company and employee.

function_seven 9y ago
It's not just inventions, though. The phrase is: invention, discovery or item of intellectual property The "item of intellectual property" would cover copyrighted material, right? Seems way unenforceable to me, but IANAL.
- jrs235 9y ago
  >The "item of intellectual property" would cover copyrighted material, right? Very much possible, but as someone else alluded to, this clause is incomplete without the rest of the agreement. Somewhere in the agreement "intellectual property" may be defined [better] and it may include copyright, and it might include terms that narrow down what copyright falls within their definition of "intellectual property" (i.e. copyright-able works which pertain to the business of the company). They don't want to own everything... what if I write software for a personal pet project and it causes damages... they would open up themselves to potential liability (unless they cover that, again, somewhere else in the agreement). The entire agreement text is needed for clarity and to make conclusions.
robotresearcher 9y ago
The agreement explicitly says "or item of intellectual property". It's absurd.
- jrs235 9y ago
  *The CLAUSE explicitly says "or item of intellectual property". We can't conclude what the agreement means by "intellectual property". See comment to sister reply. We need the entire agreement text to make conclusions.