Comment by x0x0 | Hacker News Reader

Comment by x0x0 | Hacker News Reader

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Random thoughts:

It's nice to hear about a situation closer to most startup outcomes. When Matthew notes that someone sent him the acquisition terms and the founders made out well while line level / low level managers basically got nice severances, it's something everyone here should keep in mind. It's great if founders make out well as long as everyone else does too; it's when those outcomes diverge that it rankles.

If a potential employer tries to put nonsense like a 2-year noncompete -- during which of course they don't pay you -- plus ownership of side projects into your contract, it's a sign you're dealing with assholes. If you can, you should just walk away. Many of us live in CA, so some of this can't happen, but a startup here tried something similar: their 16 page (!!!) employment contract specified that if I used my personal media device or laptop for any business purpose, they had the unlimited right to inspect/search them on demand. By my reading, even something as tenuously related as two factor auth on work gmail being sent to my personal cell, or taking a business call on my cell would have counted. The founder tried to blame it on boilerplate their lawyers inserted; he couldn't even take responsibility for what was, after all, the contract he was asking me to sign. I walked away. Read those contracts.

I received a buyout offer with the terms of being prohibited to do anything that "directly or indirectly competes with <company>". Indirectly? So if I take a contract from a competitor and work on improving a DB engine, well that's indirect. It transitively closes over essentially everything. Especially difficult as I contribute to some OSS projects that a lot of businesses in that industry use.

I just kept refusing that part and eventually they gave in; it's not like they intended to prohibit everything, they just needed tighter language that wouldn't harm me.

My favourite part is when people say part of a contract is "just there" but it'd never be used. OK well in that case, let's just remove it and I'll just agree to be nice.

Indeed. I cross out sections of contracts, initial there, and then hand it to the other party to sign. Most of them agree that what I've crossed out is BS and will initial. If they don't, it's a good sign that they're actively trying to screw you one way or another.

These are the kinds of things you would hope would get reported on a site like glassdoor. (I have no affiliation.) I realize they often don't, but if they did, it would generate more pressure to clean up their act.

I thought about that, but frankly, I don't want to get sued. And the founder certainly remembers the candidate who told him "lawyers work for the company, not the other way around, so stop your bullshit".

This really resonated with me. It was almost exactly my experience after 13 years at my last "startup". Everything went to hell there and bad reviews pile up in glass door but they actively push the ratings back up with fake reviews so all reviews are either 1 star or 5 stars (that should be a sign to anyone reading the reviews). Funny how when you are going through it it feels like you are uniquely suffering, then you read someone else write down thoughts that feel pulled from your own mind.

Full agree on the non-compete. However, the search of personal devices after you've conducted business seems legitimate to me.

If they need to investigate the evidence to understand the exposure/whatever in the event a situation arises where you used your personal device, they obviously need access. They are simply trying to neutralize the excuse that "its your personal device and you have no authority to search it", by getting your consent ahead of time. I do agree, they are often extremely vague, but I'm not sure it's reasonable for them to spell out every possible use case where it should or should not apply.

Simply don't use personal equipment when acting on behalf of the business (everyone should be happy there), OR get an exception written up by your own legal and get their sign off on the situations which you object to (they might not be so flexible). I don't think there is malice in the intent there though.

If they want access to my personal equipment, they can get a subpoena. No way does any company get to examine my personal stuff without due process.

It really is as simple as that iff you never use your personal device for any business purpose.

[update] This was unclear: I'm saying this relationship is simple if and only if you have not used your devices for business purposes. If you have, you need only hope that none of the clauses in your agreements (you did have a lawyer review these?) cover it.

Even if I used it for work purposes occasionally, they can go to court and prove that in the process of getting a subpoena and I'll happily comply.

Due process exists for a reason; if you let any company examine your personal devices/data outside of a court order, they can use it for any purpose they want. Subpoenas are limited in scope, and everything is documented.

"However, the search of personal devices after you've conducted business seems legitimate to me"

So, the founder calls your personal cellphone on the weekend and asks a couple of business questions. You come in on Monday and they lawyer points to the clause in your contract. I'm pretty sure reasonable goes out the window.

Intent and the words you signed need to match or you can get seriously hosed.

I see your point here. A principled person might refuse to answer the phone, or call back from the business phone, but that is fairly impractical I would admit. My only point here was it seems reasonable for the employer to ask for the world. If it's really worth getting spun up, perhaps you could find out if there is a better version of this boiler plate which respects your privacy.

For what it's worth, at my own employer, the phrase is not so open ended, and I suspect it's the same with others:

"Users who use their non-BIGCORP-email (read that as personal) or IM accounts for any BIGCORP business agree to provide BIGCORP with full access to those account, in the event such is necessary to comply with a discovery request or legal mandate"

Using your personal im for work business is a world away from

1 - incidental use of your cellphone for work, even things such as securing work email via 2fa; 2 - using your phone to answer work email via remotely revokable gmail access; 3 - using your personal laptop to answer work email, again via gmail

none of 1-3 mean an employer should get the rights to view my personal email which is also on my phone, or to look inside my phone at all

"My only point here was it seems reasonable for the employer to ask for the world."

No, its not. We accept it, but its not reasonable, it just a CYA attitude than infects a lot of our business and political dealings. An employer should ask for exactly what they want and no more.

We shouldn't even accept it on formal terms. If they need that kind of access during legal proceedings then we might, in good faith, provide that kind of access but it should be provided because we have a good business relationship and not because we signed a contract that gave them the right to our first born.

Often times companies/vendors don't find it worth it to pay legal to make these changes on edge cases, particularly if they have enough hungry people willing to work for them. There's also the worry that word will get around and more people will ask for exceptions (same or other).

So it is in fact easier and more cost effective to say "take it or leave it."

Not saying the clause is justified, because that was ridiculous, but it is interesting to get at the root of why they won't change it, and often pushing back consistently will get them to that point fairly quickly.

Re non-compete/IP ownership: I wonder whether I should say where I worked or how illegal was their employment contract... Can't do both, it's protected by their confidentiality clause ;)

in USA it depends on your State Location..if in CA see a lawyer as you may not be aware of certain rights you have

I think you may be over-attributing actions to malice instead of incompetence.

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