Open Source Developer's Agreement 54
ajv writes: "We've just released our open source developer's agreement. The OSDA allows companies or employees to negotiate into their employment contracts the certainty of owning IP they develop under clear guidelines. This will help all the people out there who develop open source software but are afraid to release it, or more likely, are afraid their boss will react and ask for it to be taken down or ask for a cut of the (non-existent) action. Get it on the main Web site, or on SourceForge."
Why do we need this? (Score:2)
After all, anyone developing software whilst they should be working is wasting their employer's time and resources, and if they're lucky enough not to be sacked then anything they produce is certainly the property of the employer - this is only fair. If you work in McDonalds and you take some ingrediants and make a burger, you sure as hell don't own that burger, why should open source software be any different from that, or even from closed source software. Just because you release the code shouldn't give it some magical status over any other program.
This seems another example of how open source advocates are pushing too hard to gain acceptance of open source and free software as a valid option for programs. Yes, open source should be taken on an equal footing as closed source, but it shouldn't be given any special rights or status, because that makes it appear as though it needs the help to compete with closed source software. And trust me, the more people try and get things like this for open source, the more that stubborn CTOs are going to resist it in favour of the latest technology in Computer Weekly.
i wish.. (Score:2)
Calibrate the system! (Score:2)
Re:Why do we need this? (Score:1)
Unless it is the workers who own the means of production, a case which you seem to be studiously ignoring.
why should open source software be any different from that, or even from closed source software.
Because software is non-physical and duplication of a program takes zero effort, whereas duplication of a hamburger (to use your example) would take upwards of several minutes. Given that there is zero cost invovled in the creation of software copies it follows that there is no need to charge for them (they are "free" "as in beer"). Charging for duplication is thus a violation of natural law, and constitutes theft.
Just because you release the code shouldn't give it some magical status over any other program.
Interesting. So I have no control over the products of my own mind? Who does, the government?
So much politics (Score:1)
Are we coders or lawyers ?
Get busy !!
You don't get something for nothing. (Score:1)
Developing open source may be a noble aim, but it also means that your employer forgoes the chance to make money from your effort. So while you may be able to pester your employer into agreeing to a developer's agreement such as the one proposed here, don't be surprised if your employer to chooses to recoup its losses by reducing your bonuses or salary. And is the option to release software under the GPL really worth watching your children starve for?
Re:i wish.. (Score:2)
Re:Why do we need this? (Score:5)
You have a good point, but if you were a programmer/developer/coder of some sort, you have to sign a NDA, which basically prohibits you from doing any development at all outside of your work environment, and if you do, it belongs to them. That means that the perl scripts I write at home for my website belong to my employer. That is the biggest problem and what the main focus of this documentation is about. There are people that want to work on open source projects at their job, but unless it somehow benefits their employer I don't think it's a good idea.
And trust me, the more people try and get things like this for open source, the more that stubborn CTOs are going to resist it in favour of the latest technology in Computer Weekly.
Managers will always choose the products that they percieve their peers would use or think is cool, and the companies that give them the most freebies. Never underestimate the power of a bad product, and a company with money to take your boss to a nice lunch and a game of golf.
Re:Why do we need this? (Score:5)
And if you think an employer would never dream of taking ownership of an employee's off-hours work, just ask Evan Brown [unixguru.com] what he thinks of the idea.
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Re:Why do we need this? - YES! (Score:1)
You don't seem to have read the article, it does mention as a clause in any potential employment contract:
developed independently by the Employee on their own time and equipment
Which, to apply your example, would mean that if I worked in McDonalds and then went home in the evening and cooked a burger on my own cooker, using meat that I bought myself, it would belong to me and not McDonalds. In the current IT environment (certainly in the UK), this burger would belong to McDonalds, which certainly can't be right!
BTW, my burgers taste better that McDonalds anyway! ;-)
The truth is... (Score:1)
Then I'm gonna start asking some hard questions, a lot of people don't know te answers to these (bosses are like this, they like to ask really hard qustions that neither of you know the answer to). Then I'm gonna tell you than use that uncertainty as a tool to postpone signing this contract. You (the programmer) are going to go off and try to find these answers.
Meanwhile, I'm gonna put an ad out for your position. Really.
Of course, this is all hypothetical. I know where I currently work, I prenegotiated so that it was clear that I work on OSS projects (and that they could benefit the company, and vice versa if the company decided to open any of their apps).
An excellent idea! (Score:1)
This is good because it specifically acknowledges that the employer owns everything they pay you to do, but you can work on projects outside of work, and not be concerned that your employer can assert ownership over them.
Re:You don't get something for nothing. (Score:2)
When you sign a contract with an employer, especially regarding IP, they only have a right to anything you develop for the company, on company time, with company property.
Taking a paycheck home to feed, clothe and house yourself and your family does *not* mean your home and your life suddenly become company property. Your salary is (hopefully) fair compensation for the services you render the company.
And if for some reason, you did sign over those rights, you made a mistake and that's your own fault.
Now, it does get a little sticky if the Open Source software you are developing "competes" with the proprietary software you are developing for the company. Even so, it is up to you to read, understand and agree with the IP contract you signed. If you don't agree with it, then don't sign it; or if you have to, don't work for that company.
What price your ideals against being corporate property?
Nothing can possiblai go wrong. Er...possibly go wrong.
Strange, that's the first thing that's ever gone wrong.
If you develop anything (Score:1)
Re:Why do we need this? (Score:2)
It is your brain, not your brawn, that your employer is hiring for eight hours a day. They should reasonably expect control over what they pay you to produce. What you produce in your own time should be yours
Also, if you are working and want to own the means of production, become self employed. It's a free market. Don't moan because someone else had more initiative than you.
I venture that you are a middle class student.
Re:Why do we need this? (Score:1)
After all, anyone developing software whilst they should be working is wasting their employer's time and resources, and if they're lucky enough not to be sacked then anything they produce is certainly the property of the employer - this is only fair.
This is not "insightful", this is an off-the-cuff comment from someone trying to score First (Coherent) Post without actually reading the article linked to.
FYI, the concern that SAGE is trying to address with this agreement is that many people have signed employment contracts (perhaps without reading them too clearly) that specify that anything you develop even on your own time, using your home computer is the intellectual property of your employer. SAGE are providing clauses for you to request in your contract which explicitly state that any open source software you develop in your own time does not become your employer's property.
An excellent idea, if you ask me. Although I personally would leave open source out of it, and demand that nothing you produce on your own time becomes your employer's property. If they don't like it - well, there's plenty of programmers they can hire that don't demand this. If these programmers are less talented than those who actually like programming and do it as a hobby - well, that's life.
Re:Why do we need this? (Score:3)
Maybe the one you signed. I've signed a few NDA's and gone onto projects covered by NDA, but all they said was that I couldn't talk about very clearly named specifics: a product idea, the purpose of a project, the composition of the team, etc. Wow. If you signed anything that says your time is not your own, I suggest renegotiating your contract or getting out while the getting's good.
Re:Why do we need this? (Score:1)
Ohhhh boy, does that ring a bell! Anyone know what I mean?
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Re:The truth is... (Score:1)
Then I'm gonna tell you than use that uncertainty as a tool to postpone signing this contract. You (the programmer) are going to go off and try to find these answers. Meanwhile, I'm gonna put an ad out for your position. Really.
Maybe some employers will react like that. Maybe you would, if you were in such a position. But to me that's like saying "I don't want any enthusiastic programmers who love programming, I only want to hire clockwatchers who will cut code from 9 to 5 and then go home - they're easier to manage".
This is funny, following this thread so soon after the "What's The Best Way To Retain Trained Employees?" discussion. How do you not retain good programmers? Tell them that their weekend kernel hacking can't be used in the Linux kernel because the company owns it and doesn't want to GPL it. Idiocy.
A testimonial (Score:5)
I was responsible for the UI [infinit.net] part (I claim no credits to the kernel, which also has a MacsBug-like debuger).
When I started working for my current employer [steltor.com] (which also supports Linux for it's commercial apps), I wanted to make sure that my UI project ("Moira") was safe from any corporate entanglement. I had them sign a "copyright disclamer" wich specifically specifies that my employer disclaims any copyrights and interest in the project, thus protecting it.
On the other hand, this only covers this project, and I must ensure anything else doesn't go against the company's NDA (which I signed).
Both parties therefore are protected in what I feel is a mutually equitable agreement.
Karma karma karma karma karmeleon: it comes and goes, it comes and goes.
The submitter is unclear... (Score:4)
If this is about code written on company time, I can't see how it can be justified that the developer owns the IP.
However, if the software is being developed outside of the employer, on a machine not owned by the employer, with software not owned by the employer, then I could see how this might be useful. There are quite a few companies out there that have policies stating that any software developed by an employee is IP of the company. Personally, I have worked under three different policies:
While I was in the USAF, I took a part-time job with Computer City, a CompUSA clone owned by Tandy the parent company of Radio Shaft, to make ends meet. Computer City required employees to sign an agreement signing over IP rights to Tandy for anything developed while a Computer City employee. I explained to the store manager that I couldn't sign the agreement for 2 reasons: 1) I had philosophical problems with the agreement. 2) Tandy would have a few problems claiming IP rights on software developed for the Air Force, especially when it was classified as Top Secret. The manager waived the agreement, and I was able to continue working for the company without it.
My next job was with a bank that had the same policy as Tandy. As a condition of my employment, I demanded a signed waiver stating that the policy would not apply to me. I basically told them that unless I maintained IP rights for anything I developed on my own time, I would not work for them. They had no problem with with waiving the agreement, and I got it in writing.
My current employer has it written in the corporate policy that employees own IP rights to anything written on the employees time. It is also in the employment contract. My employer is enlightened enough to know that people have lives outside of the company, and has acknowledged it.
Basically it comes down to how much you want to work for a particular company. If it is important enough to you, demand you IP rights in writing, and be prepared to refuse to work for them unless you get them.
This worked (Score:2)
It gets real fuzzy.. (Score:1)
Just ask 'em (Score:1)
My company, like any other likes it's intelectual property and would not want it be thrown out on the street. But when I asked my boss's position on me working on similar projects (which I don't do at the moment) in an Open Source environment, his reaction to this was that it would probably be useful for my personal skills and insights. "go right ahead" is what he said.
Now, this maybe because I work for a small company, I dunno.
Bad taste (Score:1)
I don't think an employer should be forced into releasing software as open source but if the employee wishes to contribute s/he should discuss it with their employer at the get go without the bad will of a legal document.
If an employee demanded that I sponser his/her open source project with a legal document and it was outside the company's best interest I would be sending their resume out to head hunters for them!
Re:Why do we need this? - YES! (Score:1)
Despite your clear ability to make a better hamburger than McDonalds, the labor and equipment costs involved in producing millions of these prevents you as an individual from becoming a competitor. Employers realize there are no such production costs associated with IP and that a single individual can become a dangerous competitor. Developers need a usable defense against corporate encroachment into their personal mental space. In this case, the distinction between hamburger design and hamburger production is a significant one.
Re:Why do we need this? (Score:2)
Not always true. The company I work for explicitly allows outside work. The rules are pretty sensible and common sense - your off-time work must not directly compete with a project you're on, nor use intellectual property from another project the company's worked on, etc, but if it's on your time: you write it, you own it.
Check out http://www.communica.com [communica.com] - it was started by an engineer, it's an engineer's company, and engineers are treated well. I've got almost as much income and freedom as when I was a contractor. (we're looking for engineers, too - if you're interested in working on Cape Cod [Bourne, MA] call or email - and there is the usual referal bonus, so if you apply, please mention my name...
- ajw -
Re:yes, but (Score:1)
Any company using open source should be aware that once you are in, you are never out of this ideal. If you are going to trust the work of others to run your company it is only right that the street go both ways.
Re:You don't get something for nothing. (Score:1)
Thimo
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A good start... (Score:2)
$ man reality
Legality of this (Score:1)
In the USA I believe there are laws that forbid employers from gaining ownership of employees creations when generated outside the place of employment. Although these laws might be smashed to bits by now, just like almost every one of our rights of ownership are being destroyed....
Hmmm, and people think that slavery cant return...
For *OFF-HOURS* development! (Score:2)
My employer does this, apparently for no reason since no one in HR could come up with any reasonable excuse for keeping that clause in the contract. I negotiated an exception when I hired on without much trouble.
Re:The truth is... (Score:1)
Anyways, as I was trying to say, my current employer is actually pretty damn cool about me working on OSS, if I we're management, I would be cool about it too, but as the topic suggests, "The truth is..." a lot of corporations who have no clue about OSS are going to be pretty damn skeptical, and they aren't going to want to part with ANYTHING that they see could provide them with the ability to make more $$$. That's just a fact.
I was trying to be humorous as well in my portrayal of a typical corporate manager, but I'm not sure you caught that. Perhaps you have been lucky enough to have worked in nothing but non-traditional companies.
Re:You don't get something for nothing. (Score:1)
Just a heads-up for those of you about to reply to this...
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Re:The submitter is unclear... (Score:2)
This logically makes sence; however, there are a few instances that "company time" never ends. I, for one, am on call 24-hours a day, 7-days a week.
In my case, it can be argued that "all" my time is "company time". Fortunately, our CTO (my direct supervisor) is first and formost a hacker and an engineer; his policy with outside projects is do whatever I like, just let him know ahead of time.
I've even convinced him to release a number of things that I've developed at work that NEED to be peer reviewed (read: cryptographic protocols for the secure handling of credit cards).
His position is that outside projects enhance your abilities to do work for the company, and he whole-heartedly encourages it. I am very fortunate to be working for such a liberal-minded company.
Re:You should get something for something. (Score:1)
I also believe that a piece of software developed by a paid programmer is often just a tool enabling the business processes to change for the better. The real benefit will come from the changed process and not from being able to sell the developed piece of SW. So it should often be a workable relationship that the programmer remains the owner of the SW (and makes it open source if s/he wishes so), and the employer uses the product to improve the business. No one's children should starve to death in the process 8^).
Re:Why do we need this? - YES! (Score:1)
Maybe the burger example was a very bad one, but my point is that my employer should own what I do in my spare time (unless they're willing to pay me for creating it).
As long as there is not a conflict of interests with the software that is developed during office hours and that developed at home then I don't see a huge problem.
For example:
If I was developing a web enabled widget ordering system for my employer during office hours and at home working on my Open Source Embedded Perl project, Oyster, there should not be a problem.
But...
If at work I was being paid to develop a whizzy new DBMS and going home and rolling those same ideas into an Open Source DBMS, then I'll be in severe trouble... and no doubt jobless!
Re:The submitter is unclear... (Score:1)
>>This logically makes sence; however, there are a few instances
As others have said, it all depends on what is being paid for as specified by the contract governing the relationship. There can be no "logically this is fair" one way or the other. My department at school wants to develop CD based textbooks for the GE classes that we teach. I'm willing to provide a framework for their material as long as I can GPL my work. Take it or find somebody else. I'm working on their time, for them, but if they want it done I control the IP for my contribution and its GPL-ed. The only controversy would be if I wanted to get physics elective credit. Then my department is no longer the entity with which I must negotiate. (I believe I would need to talk to the Dean of Arts and Sciences...)
Re:Why do we need this? (Score:1)
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Bush's assertion: there ought to be limits to freedom
Re:Why do we need this? (Score:2)
After all, anyone developing software whilst they should be working is wasting their employer's time and resources, and if they're lucky enough not to be sacked then anything they produce is certainly the property of the employer - this is only fair.
So naturally, anything work related I do at home on my computer (when I should be off) belongs solely to me! Should I have a brilliant work related Idea at 3 in the morning when I should be sleeping, it's all mine!
No, I don't believe the above. I do believe that it's a give and take situation and that if the employer doesn't mind using my brilliant 3A.M. idea or having me bang out a few inspired lines of code on the weekend, said employer has no right to mind if I have and use a brilliant non-eork related idea during work hours or mind me banging out a few inspired non-work related lines of code at work.
If they want my entire creative output 24/7, they must pay me proportionally. Given that sleep is usually not directly productive (even if productivity can't happen without it), and that I'm not usually as focused of programming during my off hours, and factoring in that my non-sleep off hours do exceed my work hours (ideally anyway), I'd say let 'em get by with double pay if they want it all.
The difference between this and McDonald's is that at McDonalds, off is off and working is working. A food worker at McDonalds is not likely to come up with a revolutionary idea that will improve the bottom line at any hour of the day. Even if they do, it won't be used, and if they are smart, they will either use their idea for their own chain or take their ideas to the highest bidder.
This seems another example of how open source advocates are pushing too hard to gain acceptance of open source and free software as a valid option for programs. Yes, open source should be taken on an equal footing as closed source, but it shouldn't be given any special rights or status, because that makes it appear as though it needs the help to compete with closed source software. And trust me, the more people try and get things like this for open source, the more that stubborn CTOs are going to resist it in favour of the latest technology in Computer Weekly.
Actually, by restricting things to Open Source and only on own time/equipment, the developer is being more than fair and reasonable.
Re:The truth is... (Score:1)
Obviously the time to negociate is prior to signing the contract. Why would anyone agree to give up something afterwards unless they are recieving something in return? About the only thing you have to offer at this point is your continued employement. It *is* about retaining you, *if* you wait until you are hired to introduce a condition into your employement contract.
The only way this could be done cleanly, after the fact, would be if the original agreement didn't mention IP at all (or mentioned it in a matter that obviously wouldn't apply).
A matter of negotiation power ... (Score:1)
When your company asks IBM to develop code for them, your company will have to sign away all the rights to the resulting sources. Most likely, they'll only get binaries anyway.
When you develop sources for your company, it's the other way around.
No matter how hard you try to rationalize this, there is only one possible explanation: IBM is better at negotiating and in a stronger position than you are.
I personally never sign NDAs. Why ? Because I always manage to get contracts without them. And if the customer insists on an NDA, I usually say ok then, but it will be at a different rate altogether.
Sorry. Life is hard.
Re:The submitter is unclear... (Score:1)
This is a good start (Score:3)
But this goes further than that. It explicitly codifies what such things are, protecting the coder. Furthermore, there's a whole 'nother aspect to this: the company that recycles Free (as in FSF) anf Open Source software in the products it produces.
Where I work we aggregate a great deal of code with Free software (specifically, major portions pf Red Hat [GNU/]Linux). Sometimes we extend GPL code (and will have to release our changes when we ship product). We've actually had RMS here to address our developers on the GPL and sensitize them to the fact that we take complience with it seriously. But, once you start using the fruits of the open and free sofware communuties, even if you ensure GPL complience, there's somewhat of a moral pressure to give something back, i.e. release your own original code as GPL, or otherwise open.
With this in mind, I've been striving for us to take the position that code we develop is either strategic to a product or product line, or not. If not, I argue that it should be GPL for two reasons: First, it helps make us good free and open software community corporate citizens. Second, it often represents overhead code that doesn't generate direct revenue through licensing, but requires support nevertheless. A community of people who can also use and extend it, is therefore a benefit. Sometimes we produce code that is stillborn: it would have to be released under the GPL if we distributed binaries, but we have decided not to make it part of a product. Why let such code rot? Why not give it away, in the hopes it might find a home?
Often, other than legal GPL complience, the effort to do these things is not justified by the company. an appropriate OSDA agreement would empower employees who feel this way, to release such code themselves, without fear of reprisials. That can only be a good thing.
Re:Why do we need this? (Score:1)
After all, anyone developing software whilst they should be working is wasting their employer's time and resources,
Not really, most open source projects save employers time & resources, not wastes them. Those that do "waste" resources are done for other reasons. I.E. To sell hardware, process, services.
and if they're lucky enough not to be sacked then anything they produce is certainly the property of the employer
What makes you think this ? & Do you believe it includes your first born ?
Well you need to know you're wrong. Very Wrong. Even if this was explicit stated in your employment contract, clauses like these count as a restraint of trade and barely hold water even when well drafted.
- this is only fair.
To Whom ?
If you work in McDonalds ...
MacDonalds can probably get away with treating their staff like $#!{ dictating terms, IT Staff are generally on a much more equitable relation with their IT staff & can't be dicated to. If an employer want's a first class Software Engneer they typically have to accept some of my 'baggage'.
why should open source software be any different from that, or even from closed source software.
It's not really very different in this aspect, they both set terms in the licence and If you agree, you can use use it, otherwise ...
Just because you release the code shouldn't give it some magical status over any other program.
Wrong again that is the whole point of the various Open Source licences, they stop anybody (Companies included) stealing it away.
Did you even read it? You Certainly didn't understand it. This is really about clarity with corporate lawyers and dealings between them and the contributor. Reputable Companies are very ready to recognise the true value of Open Source as Open Source. However employers DO try to steal the code, a former employer of mine used two GNU projects (RTFLib & Tiny Basic) to build a print engine, then sold it under a closed licence.
And trust me, Where have I head that before... Oh my last employers, you don't work for ....
the more people try and get things like this for open source, the more that stubborn CTOs are going to resist it in favour of the latest technology in Computer Weekly.
Sounds like the blind hopes of a Microsoftie. If the CTO is that blind he deserves the consequences of his actions. I also think you lack a basic understanding about what Open Source is about!
Re:Why do we need this? (Score:1)
Which is mostly a Good Thing to me, although unfortunately it has led to complications such as companies discovering they didn't actually own the copyright to the content on their own websites...
Re:Why do we need this? (Score:1)
Right-o. I am currently looking at a new contract. This was actually my first job in the corporate world, so I wanted to do this for a little while, and then move on. Since I got this job, I have been getting emails and phone calls (5 a day, more or less) so I am about ready to move on after the new year starts. I do agree that I signed a bad contract. That's why I haven't worked on a personal website for a long time. I also am aware that I do not make as much money as I should be, but it is worth it to be able to put my current employer on my resume for 6 months. It's not bad for someone that dropped out of college to work, and is not certified in anything, and is mostly self-taught.
I am working on doing consultant work after the first of the year, and try to make a lot of money within the next 1.5 years doing contracts, then get a full time job again and settle down.
Re:How naive (Score:1)
Hardly. Take a look at a previous post [slashdot.org] on the subject. My experience has been similar - out of the last three positions I've held, two employers were very amenable to removing these restrictions from the employment contract, and the third required as part of the NDA a listing of outside projects that the employee had contributed to/been involved in that were not to be covered by the NDA.
On the other hand, these were all software companies. I wouldn't be surprised if more traditional companies (public utilities, financial industry, etc.) would simply refuse to alter a standard contract, if only because they lack a clear understanding of what they are asking for.
Re:Why do we need this? (Score:2)
As a co-worker of mine pointed out, if he signed that document and Lucent decided to go into the "content" business, his personal Web site would suddenly become Lucent's property.
I crossed out three or four words, so the contract no longer covered my "extracurricular" work, initialed the change, signed it, and sent it in. They never complained.
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Re:Why do we need this? (Score:2)
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Moira ?! (Score:1)
bau
Re:Why do we need this? (Score:1)
Others have adequately addressed the on-clock/off-clock issues. However, there's another issue I haven't seen while skimming the discussion -- corporate citizenship.
Most of my department at work (including three levels of managment) spent today helping transport toys for a local charity's Christmas program. In addition to good "team building", such activities are a way for the company to give back to the larger community in which it exists. (Some companies also view this as PR fodder, but in our case no media were involved.)
What does this have to do with Open Source? Simply that most companies are at least potentially beneficiaries of the work of open source projects. Web servers running Linux and Apache, ubiquitous Perl/Python scripts, and GCC are but tiny examples of this principle. Just as enlightened management of many companies sees fit to support standards efforts and industry conferences with subsidized employee effort, it is entirely reasonable to assume that some companies would also follow the lead of O'Reilly, Transmeta, and other non-myopically-self-obsessed companies that not only allow, but even encourage, some reasonable part of their employee-hours resource to be contributed to the common good.
I'd even argue that it is irrelevant whether they view this as good PR, a way to pay back for the value of open source software used internally, a way to have a voice in the direction of projects to influence them to serve their own needs better, or as a perq to attract high-performance talent. The net effect for open source is good, and the net effect for the company is good as well.
Fortunately, some companies have management that understands these matters better than the questioner above.
NDA (Score:1)
Ever since then, I make sure I read those things before accepting a job. Most places will accomodate independent work (open source or otherwise) as long as you are up front about it when you are hired and you make sure they can tell you are producing what they are paying you to produce. The personnel people get brownie points based on how many people they hire, not how many they scare away, after all. If they aren't willing to talk about this, I would drop them like a hot potato because this demonstrates that the organization is inflexible. They probably won't last long and you don't want to be dragged down with them.
Re:The submitter is unclear... (Score:2)
SAGE-AU have four initial agreements which can be added to your contract. We acknowledge the four we have do not necessarily cover every situation. This is why we have placed it on SourceForge, so it can take on a life of its own.