What to look out for in employee contracts

[Rxanadu]

I'm about to become an employee of a start-up game company listed as a LLC soon, and they're making me sign a contract before anything's official. The one detail that concerns me a bit is, since I'm a programmer, they want me to give up ownership of my code after I'm a member. 

 

I've heard giving up code rights was common with most programming jobs, but I wanted to know what else I should look for in regards of employee contracts before I sign. For instance, I know they're small and just starting, but I want to know what I should expect in terms of payment with start-ups.

[dibs]

Make sure they don't try to get you to sign any of your rights away.

Make sure they don't try to own any code you create when in their employ (like at weekends at home on your own projects).

Make sure the exclusivity clause isn't crushing.

[Thrik]

Ownership of intellectual property becomes an issue for almost everyone in creative jobs. It's fairly standard in the UK for employers to just go ahead and claim anything you create while under their employment.

It's a very difficult thing to discuss because the way they see it, if they're training you and giving you company secrets, who's to say how much of that directly benefits your personal projects? In the trenches of development we tend to not be so petty, but bosses are an entirely different story.

With my first employer we had an exceptions sheet in my contract, where if I had personal projects I wanted the company to release to me it would be signed upon by both parties. They never contested, and it was primarily to prevent me developing something that could directly compete with them — the reason for this is obvious when you think about it.

With my last employer, there was no such sheet and the contract was slightly ambiguous about what was and wasn't mine. Apparently if it didn't compete it was mine, but when it comes to web apps that definition can be distorted significantly. However, I was very open with my manager about personal projects and he had some too, so it never became an issue.

With my new employer the contract is like the previous one, but slightly less ambiguous so that it really only covers things that could be considered commercially infringing upon the company. I can't envision anything I'd do that would conflict.

I haven't really come up with a good way of dealing with this kind of thing because it obviously puts you in a slightly precarious position if you're really counting on a job. Perhaps negotiating an amendment after you start is a good route.

This is entirely anecdotal, but my observation so far is that the bigger the company, the less intrusive they are about things like this.

[juv3nal]

If by "exclusivity", dibs means non-compete clauses, it depends where you are. For example you're pretty safe in California.

[dibs]

My latest contract had a clause that said I wasn't allowed to work for anyone else (on my own time) while working here. I challenged it and it turned out to be bad wording and was withdrawn and replaced with just not allowed to work for competitors while working here (perfectly reasonable). Just be careful with items like that, don't sign a contract you are uncomfortable with. I've been told (word of mouth from non experts, also Ireland) that even though a contract cannot invalidate your law given workers rights, that the signing of a contract where you do "invalidate" those rights can be brought up as mitigating circumstances if things ever go wrong. At a previous place of work, nearly everyone was on contracts that signed away their rights to a maximum 48 hour working week. I wasn't. They worked 60 hours+ a week. I worked 39.

 

Edit: Yes, i meant what juv3nal said, but also opportunity to work 2nd jobs/consulting etc.

[elmuerte]

If something isn't completely clear in the contract, have the wording changed so that you do know what it means. Process the text as if it was source code, if it's ambiguous or vague, there's a potential bug.

Also, if they promised things during negotiations, have it written down. Promises mean nothing if it's not on paper.

 

Remember, the company is not there for your best interest.

 

Don't accept a non-compete clause, it can put you out of the market.

 

As for signing off ownership, make sure it explicit states that it only covers code written during work hours and for your employer.

 

You probably also want to make sure that payment terms are explicitly mentioned in case of a start up. You don't want them to freeze your payment because they have bills to pay.

[sclpls]

Just want to echo what everyone else here has already said!