John Carmack is suing ZeniMax(techcrunch.com)
techcrunch.com
John Carmack is suing ZeniMax
https://techcrunch.com/2017/03/09/oculus-cto-john-carmack-is-suing-zenimax-for-22-5-million/
141 comments
> an NDA agreement with his company that pretty much said everything he developed, verbalized, or put to paper -- during work or after -- was IP of that company
That is not an NDA. It simply isn't. NDA covers non-disclosure of confidential information. It may say NDA at the top, but it is no more an NDA than if I put a Honda hood ornament on an M1A1 Abrams.
What you are describing is a 360 work-for-hire agreement. Which is a totally, totally different beast.
> Even as an employer, I find this an absolute outrage.
Well, it can be overkill. But depending on how much the guy is getting paid, depending on the industry and the larger context, it can be appropriate. This contract is basically saying that no moonlighting is allowable - there are many business arrangements where this is perfectly reasonable (i.e., critical or unique employees, fiduciaries, key executives, etc.). If, however, he is truly just a low level employee, then maybe it is not appropriate. The point is that it is not clear cut.
Some questions arise:
* Is this the only guy who can perform this particular work for you? If so, then you are giving credence to the argument he is a super valuable asset and there is reasonable motivation for his employers to have him in a total lockup agreement. The hope is that he would be properly compensated for this trade-off, however. If he isn't, he should seek legal representation for negotiation of his next job arrangement.
* If he is not the only guy who can perform this particular work, does he not have friends? Are there no other alternatives?
There are really only two choices: 1) he and his skills are unique, in which case his employer has every motivation to have him be subject to these very strong anti-moonlighting provisions (and hopefully he is getting commensurate pay - if he isn't, that is another whole ball of wax) or 2) there are other people that can do this job, in which case, hire one of them. Or are there no reasonable alternatives?
That is not an NDA. It simply isn't. NDA covers non-disclosure of confidential information. It may say NDA at the top, but it is no more an NDA than if I put a Honda hood ornament on an M1A1 Abrams.
What you are describing is a 360 work-for-hire agreement. Which is a totally, totally different beast.
> Even as an employer, I find this an absolute outrage.
Well, it can be overkill. But depending on how much the guy is getting paid, depending on the industry and the larger context, it can be appropriate. This contract is basically saying that no moonlighting is allowable - there are many business arrangements where this is perfectly reasonable (i.e., critical or unique employees, fiduciaries, key executives, etc.). If, however, he is truly just a low level employee, then maybe it is not appropriate. The point is that it is not clear cut.
Some questions arise:
* Is this the only guy who can perform this particular work for you? If so, then you are giving credence to the argument he is a super valuable asset and there is reasonable motivation for his employers to have him in a total lockup agreement. The hope is that he would be properly compensated for this trade-off, however. If he isn't, he should seek legal representation for negotiation of his next job arrangement.
* If he is not the only guy who can perform this particular work, does he not have friends? Are there no other alternatives?
There are really only two choices: 1) he and his skills are unique, in which case his employer has every motivation to have him be subject to these very strong anti-moonlighting provisions (and hopefully he is getting commensurate pay - if he isn't, that is another whole ball of wax) or 2) there are other people that can do this job, in which case, hire one of them. Or are there no reasonable alternatives?
Yeah 360 deals are really prevalent in big-time music so to see them showing up in, uh, Skilled Labor (?) is really kind of a shock to me. I hate 360 deals. Hate hate hate. So very anti-capitalistic.
> So very anti-capitalistic.
Depends. Is this an entry level programmer? If so, is that entry level programmer fresh out of college and making $150k? Or is an executive making $500k? Is there an equity package? Or is this some guy making 55k and working 60 hour weeks? There is a continuum.
Also, 360 deals in music industry typically relate to the fact that all royalty and endorsement deals must go through the label - it used to be that artists could directly license their names for things like cereal endorsements or clothing lines. A 360 deal means that the artist must do that licensing through the label. Whether or not this is a good deal depends on the artist, the label, and the specific percentages involved.
That is not quite the same thing as a work for hire agreement that states that all of an employees inventions, whether or not developed on or off the clock and whether or not developed with company hardware - are company property. Similar, to be sure, but if you talk about a 360 work for hire agreement, people may get what you are talking about, but some may not. I don't think it is 'term of art' in the same way - even though I may use it as one.
Depends. Is this an entry level programmer? If so, is that entry level programmer fresh out of college and making $150k? Or is an executive making $500k? Is there an equity package? Or is this some guy making 55k and working 60 hour weeks? There is a continuum.
Also, 360 deals in music industry typically relate to the fact that all royalty and endorsement deals must go through the label - it used to be that artists could directly license their names for things like cereal endorsements or clothing lines. A 360 deal means that the artist must do that licensing through the label. Whether or not this is a good deal depends on the artist, the label, and the specific percentages involved.
That is not quite the same thing as a work for hire agreement that states that all of an employees inventions, whether or not developed on or off the clock and whether or not developed with company hardware - are company property. Similar, to be sure, but if you talk about a 360 work for hire agreement, people may get what you are talking about, but some may not. I don't think it is 'term of art' in the same way - even though I may use it as one.
No, it's very capitalistic: IP is capital on which rent can be charged, so naturally the system coerces transfer of ownership to the rentier class and away from the labour class. :(
>No, it's very capitalistic: IP is capital
That's quite wrong. the very basis of IP is a state-imposed monopoly, which is the complete opposite of what capitalism is, what its basic principles are, and how it works.
That's quite wrong. the very basis of IP is a state-imposed monopoly, which is the complete opposite of what capitalism is, what its basic principles are, and how it works.
Interesting counter point! I happen to think though that Deals-That-Never-End on the 360 path are more Feudalistic exploitation than a supply-demand-free market kind of thing. I do see where you're coming from and I understand the wrinkle.
Well, this is where people end up having no-true-Scotsman debates about what is really meant by capitalism, which is tremendously dull but sometimes necessary :) Note that most of the free market analysis work has assumptions built into it about market power and the prior distribution of resources. IP is a little weird because it's so non-substitutable; if you don't like the price of fish you can go buy some other fish, but if you don't like the price of a Phish album you may not find a substitute.
One of the main improvements of capitalism over feudalism is that contract terms usually last for at most a lifetime, and where they don't they're at least limited to a piece of real estate.
One of the main improvements of capitalism over feudalism is that contract terms usually last for at most a lifetime, and where they don't they're at least limited to a piece of real estate.
Many would argue that IP itself is inherently anti-capitalistic, because it imposes artificial scarcity where it would not otherwise exist and, relatedly, because IP "theft" doesn't actually deprive the "victim" of a scarce resource they created or purchased. Ideas have (effectively) zero marginal reproduction cost.
That's not to say there aren't some good arguments for IP, but they sort of inherently have a planned-economy bent.
That's not to say there aren't some good arguments for IP, but they sort of inherently have a planned-economy bent.
One argument you missed is that IP laws generally create state-granted monopolies, which is something capitalists usually claim to be against.
This article is about Zenimax not paying the second half of his earnout for the sale of id Software.
I hear you about reatrictive covenants and NDAs, though.
edit: I get Zenimax said it was about him going to Oculus, but it is really just Zenimax being dicks. They will most likely have to pay.
I hear you about reatrictive covenants and NDAs, though.
edit: I get Zenimax said it was about him going to Oculus, but it is really just Zenimax being dicks. They will most likely have to pay.
I read in a subsequent article that ZeniMax was upset about John Carmack taking five of his best guys with him to Oculus, one of whom violated his NDA agreement.
I presume that's what led to this debacle.
I presume that's what led to this debacle.
I don't get it. Wasn't that four years after the sale? Was Zenimax supposed to pay for the sale ≥5 years after it happened?
Typical acquisition also includes an employment contract, and a significant portion of that settlement is paid upon the contract's completion.
Yep, this is especially true when you are buying a company where much of it's worth is derived from it's human capital.
With all respect to "id" software, the majority of their value was JC and the tech leads.
Whilst id is still remembered fondly it's not like they were a major brand and had a large portfolio of technical and franchised intellectual property that was worth anything close to what ZeniMax paid for it.
ZeniMax bought the brains not the doom franchise.
With all respect to "id" software, the majority of their value was JC and the tech leads.
Whilst id is still remembered fondly it's not like they were a major brand and had a large portfolio of technical and franchised intellectual property that was worth anything close to what ZeniMax paid for it.
ZeniMax bought the brains not the doom franchise.
The human capital of id was valuable, but I think you are underselling their brands and technology. 150 million for the ownership of some of the most iconic brands (Doom, Quake, Wolfenstein) in FPS gaming doesn't seem that expensive, especially considering that it's much easier to sell many copies of a game in a well known franchise than to to sell games in a new franchise. The latest Doom sold over a million copies, Wolfenstein; The New Order sold over a million copies, the latest "Quake" (Enemy Territory: QUAKE Wars) probably sold over a million copies as well.
In terms of human capital, Carmack is one of the most respected technologists in gaming, but I'm sure ZeniMax didn't expect him to stay with them for a very long period. At the time id was bought by ZeniMax it seemed like Carmack was spending a lot of time on Armadillo Aerospace too.
In terms of tech it seems id wasn't the leader it used to be anymore (their early engines were used by Half-Life and CoD), taking into consideration Unreal Engine 3, Crytek Engine (being used for Bethesda's own Prey, the previous installment running on idTech) and Unity.
On the other side, Activision bought Infinity Ward (developer of Call of Duty) for just 5 million [1]...
http://venturebeat.com/2010/03/04/lawsuit-details-activision...
In terms of human capital, Carmack is one of the most respected technologists in gaming, but I'm sure ZeniMax didn't expect him to stay with them for a very long period. At the time id was bought by ZeniMax it seemed like Carmack was spending a lot of time on Armadillo Aerospace too.
In terms of tech it seems id wasn't the leader it used to be anymore (their early engines were used by Half-Life and CoD), taking into consideration Unreal Engine 3, Crytek Engine (being used for Bethesda's own Prey, the previous installment running on idTech) and Unity.
On the other side, Activision bought Infinity Ward (developer of Call of Duty) for just 5 million [1]...
http://venturebeat.com/2010/03/04/lawsuit-details-activision...
I'm inclined to agree, but having played Doom 2016, its clear the creative and technical mindshare is still intact. Especially since the other ZeniMax companies are (more than likely) going to use that same technology.
I think you're right, but the Doom name has a lot of marketing value.
Sure. Five years is oddly long, though, especially if the contract allows the employee to leave earlier.
If Carmack takes their best guys it is not JC's fault. They go because they see more value in their new position. That's all.
Engineers are the worst at this part of the game. They'll sign anything you put in front of them. At several of the places I've worked, I've been given crap boilerplate forms like that to sign. HR/hiring people will look at you like you're some kind of weirdo if you balk at any of it. Here are the reactions to my reluctance as I recall them.
* One company wouldn't budge. Later, I got a better deal, but it was risky the way I went about it. * At another company, I just didn't sign it. They didn't stop me from starting work but when the omission was noticed they had an HR person pester me about it a few times. They eventually gave up. * At yet another place, I crossed out the parts I didn't like. They just kind of shrugged and said okay.
At no time did I ever want anything unreasonable. I just didn't want all the things that I or my descendants designed/built/invented/helped-whatever to be assigned to ['company'] in perpetuity, etc. And I didn't want a contractual responsibility to come and defend patents in courts, or give depositions at my expense.
* One company wouldn't budge. Later, I got a better deal, but it was risky the way I went about it. * At another company, I just didn't sign it. They didn't stop me from starting work but when the omission was noticed they had an HR person pester me about it a few times. They eventually gave up. * At yet another place, I crossed out the parts I didn't like. They just kind of shrugged and said okay.
At no time did I ever want anything unreasonable. I just didn't want all the things that I or my descendants designed/built/invented/helped-whatever to be assigned to ['company'] in perpetuity, etc. And I didn't want a contractual responsibility to come and defend patents in courts, or give depositions at my expense.
> Engineers are the worst at this part of the game. They'll sign anything you put in front of them.
The smart ones absolutely will not. Smart people absolutely will not do this, regardless of their profession.
The smart ones absolutely will not. Smart people absolutely will not do this, regardless of their profession.
But that's the ultimate cop-out. By sheer definition smart people will not do anything stupid. They are utterly incapable of doing stupid things, because then they wouldn't be smart. This is a wonderful tautology and a beautiful way of saying absolutely nothing.
That's a dangerous and reductive line of thinking. There are plenty of factors that can lead people to believe (correctly or no) that they don't have leverage in an employment negotiation. First job out of school, first job in the tech industry, family causing them to want to stay in an area without many other prospects, etc; NDAs are an employers way of leaning hard on the fact you need them a lot more than they need you.
I don't agree. I've worked with some very smart engineers and scientists who simply do not inform themselves about things that are outside their domain.
> who simply do not inform themselves about things that are outside their domain.
And hopefully have the self-awareness not to have strongly held opinions in these areas (at least without sufficient evidence). However, I find that all too often, this is not the case.
And hopefully have the self-awareness not to have strongly held opinions in these areas (at least without sufficient evidence). However, I find that all too often, this is not the case.
There are lawyers who do this type of negotiation.
> HR/hiring people will look at you like you're some kind of weirdo if you balk at any of it. Here are the reactions to my reluctance as I recall them.
Right. Go over them. Your lawyer will talk to their lawyers, above the level of the HR people you would be talking to.
> I didn't want a contractual responsibility to come and defend patents in courts,
Which is a pretty reasonable requirement...
> or give depositions at my expense.
But that is not (or, rather, it can be in certain circumstances).
A good lawyer will negotiate these things for you. You should try to find one who actually understands software a bit. They do exist.
Disclaimer: I am not your lawyer. If you need a lawyer, you should get one.
> HR/hiring people will look at you like you're some kind of weirdo if you balk at any of it. Here are the reactions to my reluctance as I recall them.
Right. Go over them. Your lawyer will talk to their lawyers, above the level of the HR people you would be talking to.
> I didn't want a contractual responsibility to come and defend patents in courts,
Which is a pretty reasonable requirement...
> or give depositions at my expense.
But that is not (or, rather, it can be in certain circumstances).
A good lawyer will negotiate these things for you. You should try to find one who actually understands software a bit. They do exist.
Disclaimer: I am not your lawyer. If you need a lawyer, you should get one.
When I was dropping out of college because I'd run out of money, I didn't have money to hire an attorney to negotiate an entry level tech/engineering job for me.
>Which is a pretty reasonable requirement...
You omitted the last part. I think it's pretty unreasonable to want that kind of service gratis.
>Which is a pretty reasonable requirement...
You omitted the last part. I think it's pretty unreasonable to want that kind of service gratis.
>But that is not (or, rather, it can be in certain circumstances)
If they're 3/3 with dodging it, what makes it unreasonable? Have they just been lucky so far?
If they're 3/3 with dodging it, what makes it unreasonable? Have they just been lucky so far?
Who is dodging what now? (Not trying to be facetious -forgive me, I'm just not really following.)
I crossed out all the non-compete clauses on the contract I signed for my last job and they were fine with it.
It's really no different than negotiating on salary or anything else - you just have to know your own value and the current job market climate. And obviously not being afraid of having a frank discussion about it - perhaps a lot of devs are non-confrontational in that way.
It's really no different than negotiating on salary or anything else - you just have to know your own value and the current job market climate. And obviously not being afraid of having a frank discussion about it - perhaps a lot of devs are non-confrontational in that way.
Yup. Often times it's not a matter of whether or not they're "smart" or "self-aware", like I see being argued. It's just a matter of not feeling confident enough to demand more. This holds especially true for engineers I've met in the games industry. The games industry treats their engineers so poorly in terms of compensation that often when I encourage my friends in the games industry to demand more, they're often afraid to because they believe they'll have their job offer rescinded for demanding more.
creative work is a 24h job. you will get ideas even when you sleep. closing tickets and programming however is not and then such a contract would be outrageous. make sure you are paid for 24h and not 8h. or go home early every day stating that your contract say you can work from home on anything you want.
All authored work like programming gets covered as creative in some states, i.e. Italy.
It is rarely enforced but it's always there, looming.
Anyway, even before the consideration of intellectual properties, it stand to reason that a worker can produce only so much work per day before stressing out, and if an employee hired for 8h does 4h more on the side as contractor the employing company gets 'cheated out' of productive time and this is especially true in a job that require fairly constant concentration, even if being tired at the job is shitty all around universally.
It is rarely enforced but it's always there, looming.
Anyway, even before the consideration of intellectual properties, it stand to reason that a worker can produce only so much work per day before stressing out, and if an employee hired for 8h does 4h more on the side as contractor the employing company gets 'cheated out' of productive time and this is especially true in a job that require fairly constant concentration, even if being tired at the job is shitty all around universally.
> if an employee hired for 8h does 4h more on the side as contractor the employing company gets 'cheated out' of productive time
No, if I'm hired as an employee, it's either to perform specific duties during specific times (hourly pay), or it's to provide my expertise to accomplish tasks given me, with a possible expectation I be available or at a location during certain times (salaried pay). If I'm salary, and my employer expects it will take me 8 hours but it takes me 1, I can relax the rest of the time. Doing so may reflect poorly on me if I'm looking to advance, but that's why employment is a negotiation.
Nobody can provide 100% output 100% of the time they are working if they work 40 hours a week. People aren't built to be able to sustain that rate of work, they can try, but very quickly they are no longer putting out 100% output, even if they are there 100% of the time. So it's fairly obvious people do naturally limit the amount of effort they put into work based on the expected return, which is how it should be.
As an example, it's not unheard of for people to switch jobs for positions that pay less but also have far less responsibility. If you can work half as hard but get 75% the pay, some people will take that if that 75% is sufficient and they've determined that the prior amount of stress was too much.
No, if I'm hired as an employee, it's either to perform specific duties during specific times (hourly pay), or it's to provide my expertise to accomplish tasks given me, with a possible expectation I be available or at a location during certain times (salaried pay). If I'm salary, and my employer expects it will take me 8 hours but it takes me 1, I can relax the rest of the time. Doing so may reflect poorly on me if I'm looking to advance, but that's why employment is a negotiation.
Nobody can provide 100% output 100% of the time they are working if they work 40 hours a week. People aren't built to be able to sustain that rate of work, they can try, but very quickly they are no longer putting out 100% output, even if they are there 100% of the time. So it's fairly obvious people do naturally limit the amount of effort they put into work based on the expected return, which is how it should be.
As an example, it's not unheard of for people to switch jobs for positions that pay less but also have far less responsibility. If you can work half as hard but get 75% the pay, some people will take that if that 75% is sufficient and they've determined that the prior amount of stress was too much.
That is true, and some companies (e.g. amazon) will not own any of your IP created outside of the office (they don't even mind if you use company equipment (e.g. work laptop)), but the contract states that you cannot be employed by anyone else while you are employed by them. This way they ensure that employees aren't tired from working a second job which as you pointed out is a problem.
Amazon isn't always thought of as the nicest of companies, but in terms of employees I.P. I'd say they are one of the fairest companies.
Amazon isn't always thought of as the nicest of companies, but in terms of employees I.P. I'd say they are one of the fairest companies.
They are fine with an employee being tired during the day due to their own personal projects but are not fine with being tired due to a second employment? What difference does that make? That's just stupid.
They're not fine with an employee being tired due to their own side-projects, if you were underperforming you'd get told off by your manager, asked to improve e.t.c. all the way to getting fired.
You being able to own the IP to things you create outside of work does not mean that you suddenly don't have to work during your actual work times.
Also, if an employer gave that as a reason for them keeping my IP created outside of work hours I would very seriously reconsider accepting a job with them (other reasons such as those outlined in Joel's article make a lot of sense).
You being able to own the IP to things you create outside of work does not mean that you suddenly don't have to work during your actual work times.
Also, if an employer gave that as a reason for them keeping my IP created outside of work hours I would very seriously reconsider accepting a job with them (other reasons such as those outlined in Joel's article make a lot of sense).
What you are saying is not within the context of what I was replying to. The comment specifically stated that they ensure you are not tired by not allowing you to be employed by a third-party, and yet personal projects are fine in that context.
Unless the comment I was responding to was worded badly, my statement is valid.
Unless the comment I was responding to was worded badly, my statement is valid.
> if an employee hired for 8h does 4h more on the side as contractor the employing company gets 'cheated out' of productive time and this is especially true in a job that require fairly constant concentration
No. Just no. Side projects are another way to up your skills. In addition to side projects I've done for pay, I've done them for a charitable organization on a volunteer basis, fundamental science research group (small fee, practically volunteer work). Even if my day-job suffered temporarily, they've still benefited because each of these projects involved learning/practicing something new.
No. Just no. Side projects are another way to up your skills. In addition to side projects I've done for pay, I've done them for a charitable organization on a volunteer basis, fundamental science research group (small fee, practically volunteer work). Even if my day-job suffered temporarily, they've still benefited because each of these projects involved learning/practicing something new.
> a worker can produce only so much work per day before stressing out
So why are workers allowed to do their own laundry, cooking etc? If I do DIY on my house in my own time, does the company now own the increase in value of my house? That seems to be what you're arguing: that effort outside of the workplace directly zero-sum competes with effort in the workplace.
I mean, a really strict reading of the IP clauses would indicate that if I wrote a letter to my mother the IP would reside with the company.
So why are workers allowed to do their own laundry, cooking etc? If I do DIY on my house in my own time, does the company now own the increase in value of my house? That seems to be what you're arguing: that effort outside of the workplace directly zero-sum competes with effort in the workplace.
I mean, a really strict reading of the IP clauses would indicate that if I wrote a letter to my mother the IP would reside with the company.
>it stand to reason that a worker can produce only so much work per day before stressing out, and if an employee hired for 8h does 4h more on the side as contractor the employing company gets 'cheated out' of productive time and this is especially true in a job that require fairly constant concentration, even if being tired at the job is shitty all around universally.
Even if there is truth to what you said, employers already have enough power as it is. Why should we let them own a workers time even outside of the hours they are being compensated? They have no right to that. At the end of the day, if a worker is not productive enough the company can choose to fire them - thats about all the say a company should have over your life. If they want to OWN ALL your productive output, it stands to reason they should pay much more than the 8 hours your salary covers.
Even if there is truth to what you said, employers already have enough power as it is. Why should we let them own a workers time even outside of the hours they are being compensated? They have no right to that. At the end of the day, if a worker is not productive enough the company can choose to fire them - thats about all the say a company should have over your life. If they want to OWN ALL your productive output, it stands to reason they should pay much more than the 8 hours your salary covers.
> Why should we let them own a workers time even outside of the hours they are being compensated?
I think it's more "let them have the power to fire a worker that comes on the job tired, warms the seat while recovers for the night shift and leaves the office without producing the value he is paid for."
more to the point: there's already a contract form that empowers the worker to work goals instead of hours, allowing employers that so desire to manage their time, so there's that as well. if one chooses the salaryman life, he get pros and cons.
I think it's more "let them have the power to fire a worker that comes on the job tired, warms the seat while recovers for the night shift and leaves the office without producing the value he is paid for."
more to the point: there's already a contract form that empowers the worker to work goals instead of hours, allowing employers that so desire to manage their time, so there's that as well. if one chooses the salaryman life, he get pros and cons.
Fire them, sure. Let them sue the employee to capture the value they produced on their own time, no.
I get that and at my company, we restrict IP to the realm of our product line, and products developed using our resources. If our business sold sewing machines, I wouldn't expect the guy to hand over his encryption algorithm if he built it at home using his personal laptop.
A lot of companies really do own you and your life while you're with them.
That's why I choose not to work for one personally.
That's why I choose not to work for one personally.
That sounds leisurely.
I was a sole proprietor once for a few years. I made a bit of money, but it wasn't leisurely, not at all.
Not really, contracting frees you from these chains. Even with an NDA the IP that MY company creates is the work of MY company, not the clients'. I respect the clients' side and need for anonymity and I make sure that what is mine stays mine and what is theirs stays theirs.
Just pick better companies. If you have the flexibility to choose contracting over employment, then you also have the flexibility to get out of market segments where these kinds of practices are commonplace. I have a friend that works for AT&T, when she describes her work environment, it really feels like a night and day difference from the Rails shops I work in and knock beers back with at meetups.
Just to be clear, which of the two has worse employment contracts, AT&T or the rails shops?
AT&T. Main thing there is the non-competes. Such a thing is unheard of in my world, but pretty standard amongst the myriad of companies that supply AT&T with chop-shop labor.
Are you a 10x guy. Please answer with honesty not with false humbleness.
What state was this at? I would question its legality/enforcability.
For anyone searching for a relevant California clause [0].
[0] https://leginfo.legislature.ca.gov/faces/codes_displaySectio....
[0] https://leginfo.legislature.ca.gov/faces/codes_displaySectio....
The problem is (from what I saw) is that most people don't understand legal texts and it is not clear to them what is happening. I am always an outlier because I ask the questions and I would never sign an NDA like that. The company can't (and mustn't) control what I do outside of work so far as I dont involve its IP/know-how/patent/whatever.
Unfortunately, if convetional habit is for people to sign regardless and trust they'll get lucky or stay friends, then despite your reasonable intentions, you may still be hurting your position by refusing and absurd contract.
See also: EULA's, and really every contract ever between two entities of significantly different clout.
See also: EULA's, and really every contract ever between two entities of significantly different clout.
I've worked for a couple of multinationals as a contractor and I have to say it varies wildly from company to company.
My current employer has a very clearly and unambiguously worded one-page NDA with rules that make sense and don't overreach.
My previous job had a document many, many pages long, that asserted I was liable for up to $10 million if I had violated any of the rules in it, which included things like making a copy of source code or debug binaries onto a USB device (which often happened in practice). It also tried to enforce these rules retroactively for 5 years and until 5 years after my employment ended, and was forced upon me 18 months into the job.
My current employer has a very clearly and unambiguously worded one-page NDA with rules that make sense and don't overreach.
My previous job had a document many, many pages long, that asserted I was liable for up to $10 million if I had violated any of the rules in it, which included things like making a copy of source code or debug binaries onto a USB device (which often happened in practice). It also tried to enforce these rules retroactively for 5 years and until 5 years after my employment ended, and was forced upon me 18 months into the job.
I feel like there needs to be a sequel or at least epilogue to masters of doom when the dust finally settles on all this.
If you're looking for something in the iterim, noclip produced a documentary on the making of Doom (2016) that's pretty engaging. It briefly discusses the Zenimax lawsuit but doesn't go deep into it.
Thank you so much - love this stuff.
DOOM Resurrected, Part 1 - To Hell & Back (DOOM Documentary) - https://www.youtube.com/watch?v=PS6SBnccxMA
DOOM Resurrected, Part 2 - Designing a First Impression (Doom Documentary) - https://www.youtube.com/watch?v=vsoVQWnSOfM
DOOM Resurrected, Part 3 - Guns, Guitars & Chess on Mars (Doom Documentary) - https://www.youtube.com/watch?v=r0nOsuaPDeg
I too recommend these.
Noclip also has a bunch of extended interviews that you can find on their channel or in related videos but I haven't seen those so can't comment on whether or not they are worth looking at.
DOOM Resurrected, Part 2 - Designing a First Impression (Doom Documentary) - https://www.youtube.com/watch?v=vsoVQWnSOfM
DOOM Resurrected, Part 3 - Guns, Guitars & Chess on Mars (Doom Documentary) - https://www.youtube.com/watch?v=r0nOsuaPDeg
I too recommend these.
Noclip also has a bunch of extended interviews that you can find on their channel or in related videos but I haven't seen those so can't comment on whether or not they are worth looking at.
The interview with Hugo Martin, the creative director of DOOM, is great - https://www.youtube.com/watch?v=LVLecokaRv4
Original article which contains a copy of the complaint is available here [0].
Direct link to the complaint here [1].
[0] http://www.dallasnews.com/business/technology/2017/03/09/leg...
[1] https://www.scribd.com/document/341420632/John-Carmack-vs-Ze...
Direct link to the complaint here [1].
[0] http://www.dallasnews.com/business/technology/2017/03/09/leg...
[1] https://www.scribd.com/document/341420632/John-Carmack-vs-Ze...
I thought this was about the Oculus / NDA issue and it very much is not in the legal sense, and I'm not really surprised to find out what the real situation is in this case.
As Carmack's musing on Facebook pointed out, he didn't like the outcome but he didn't have any grounding to factually dispute the NDA. So, tough as it may be, they lost.
This is about getting what is owed in contracts. Essentially the opposite side of the coin to an NDA (Can vs. Can't Do) and I hope he wins if he is truly being ripped off.
As Carmack's musing on Facebook pointed out, he didn't like the outcome but he didn't have any grounding to factually dispute the NDA. So, tough as it may be, they lost.
This is about getting what is owed in contracts. Essentially the opposite side of the coin to an NDA (Can vs. Can't Do) and I hope he wins if he is truly being ripped off.
I find it interesting that ZeniMax wins 500M from Facebook where Carmack works, and then Carmack sues Zenimax and if he wins gets $22M which one would presume they would use some of the $500M for. It is kind of like getting $22M from your own employer the long way around.
I bet that Zenimax will claim that due to the issues surrounding the Oculus case Carmack failed the covenants required to collect his 50% earn out mentioned in Carmack's complaint.
EDIT - Another commentor posted the original complaint and this is exactly why Zenimax is not paying "ZeniMax’s stated basis for its failure to comply with the Convertible Promissory Note is a series of allegations regarding claimed violations of Mr. Carmack’s Employment Agreement and ZeniMax’s alleged intellectual property rights."(1)
A jury of "peers" found Oculus at fault in several key areas in Zenimax's last complaint, and Carmack was central in that story.
When Zenimax sued Oculus - the VR community responded with overwhelming support for Oculus, casting Zenimax as the greedy corporation trying to get a slice.
Zenimax's original complaint - of which a Jury saw enough truth in to award $500m to Zenimax - is more or less as follows:
- Zenimax bought ID software for >$100m on June 24, 2009.
- Carmack signed up with Zenimax for an earn-out / golden-handcuffs agreement that ended in June of 2013.
- Carmack was enthralled with VR.
- Carmack found Palmer via an internet forum, reached out to get a rift to try.
- Carmack tinkered with the Rift, adding sensors, building calibration, etc. while on the clock / using hardware from zenimax.
- Carmack brought a prototype of the Rift working on Doom 3 to E3 with him providing Oculus with their early press.
- Zenimax realized the extent to which Carmack was enabling Oculus and worked to negotiate equity with Brendan Iribe.
- Oculus sent Zenimax a proposal to discuss a partnership Sept 21, 2012 but never followed up / followed through.
- Carmack quit Zenimax the day his contract was up in June 2013, joined Oculus as CTO a few months later and took his 5 best guys with him.
- FB bought Oculus March 2014, Zenmix got pissed and sued.
When Zenimax responds to this new complaint from Carmack it's a foregone conclusion that they will re-raise this "bad behavior" and likely point to non-competitive clauses attached to the "earn out" as non-performing.
I love Carmack and his contributions to our world, I am concerned that Zenimax may out lawyer him.
PS - Fun fact - two of Zenimax's board members are Cal Ripken, Jr. (hall of fame baseball player) and Robert S. Trump - brother to our current president.
EDIT - Changed first sentence for clarity of my point.
(1) https://www.scribd.com/document/341420632/John-Carmack-vs-Ze...
EDIT - Another commentor posted the original complaint and this is exactly why Zenimax is not paying "ZeniMax’s stated basis for its failure to comply with the Convertible Promissory Note is a series of allegations regarding claimed violations of Mr. Carmack’s Employment Agreement and ZeniMax’s alleged intellectual property rights."(1)
A jury of "peers" found Oculus at fault in several key areas in Zenimax's last complaint, and Carmack was central in that story.
When Zenimax sued Oculus - the VR community responded with overwhelming support for Oculus, casting Zenimax as the greedy corporation trying to get a slice.
Zenimax's original complaint - of which a Jury saw enough truth in to award $500m to Zenimax - is more or less as follows:
- Zenimax bought ID software for >$100m on June 24, 2009.
- Carmack signed up with Zenimax for an earn-out / golden-handcuffs agreement that ended in June of 2013.
- Carmack was enthralled with VR.
- Carmack found Palmer via an internet forum, reached out to get a rift to try.
- Carmack tinkered with the Rift, adding sensors, building calibration, etc. while on the clock / using hardware from zenimax.
- Carmack brought a prototype of the Rift working on Doom 3 to E3 with him providing Oculus with their early press.
- Zenimax realized the extent to which Carmack was enabling Oculus and worked to negotiate equity with Brendan Iribe.
- Oculus sent Zenimax a proposal to discuss a partnership Sept 21, 2012 but never followed up / followed through.
- Carmack quit Zenimax the day his contract was up in June 2013, joined Oculus as CTO a few months later and took his 5 best guys with him.
- FB bought Oculus March 2014, Zenmix got pissed and sued.
When Zenimax responds to this new complaint from Carmack it's a foregone conclusion that they will re-raise this "bad behavior" and likely point to non-competitive clauses attached to the "earn out" as non-performing.
I love Carmack and his contributions to our world, I am concerned that Zenimax may out lawyer him.
PS - Fun fact - two of Zenimax's board members are Cal Ripken, Jr. (hall of fame baseball player) and Robert S. Trump - brother to our current president.
EDIT - Changed first sentence for clarity of my point.
(1) https://www.scribd.com/document/341420632/John-Carmack-vs-Ze...
Based on your timeline, the shenanigans that Zenimax sued over happened after the day the contract date for Carmack to quit was allowed. Therefore, Carmack fulfilled his part of the contract; he worked with Zenimax until the contract date. Anything after that is irrelevant. So, in my eyes, they owe him his due.
Unless they are going to try to say that he started the shenanigans before the contract date and was doing such work in bad faith which might terminate the contract based on whatever clauses it may have to cover such things. Which is always possible, but I'd like to see how they prove it.
Unless they are going to try to say that he started the shenanigans before the contract date and was doing such work in bad faith which might terminate the contract based on whatever clauses it may have to cover such things. Which is always possible, but I'd like to see how they prove it.
Carmack is suing them over a compensation issue. None of the '-'s and fun facts appear directly related.
They haven't paid Carmack 50% of his earn out.
My point above is that Zenimax will claim that due to the issues surrounding the Oculus case Carmack failed the covenants required to collect his earn out.
EDIT - See updates to my comment, this is exactly right - Zenimax has stated that Carmack broke his covenants due to the battle vs. Oculus -=>
"ZeniMax’s stated basis for its failure to comply with the Convertible Promissory Note is a series of allegations regarding claimed violations of Mr. Carmack’s Employment Agreement and ZeniMax’s alleged intellectual property rights. Those allegations were recently put to trial in ZeniMax Media Inc. v. Oculus VR, LLC , Case No. 3:14-CV-01849-K (N.D. Tex.). Mr. Carmack was a Defendant in that case, and there was extensive testimony and evidence about the alleged conduct that ZeniMax now asserts as the basis for its current refusal to comply with its contracts."
https://www.scribd.com/document/341420632/John-Carmack-vs-Ze...
My point above is that Zenimax will claim that due to the issues surrounding the Oculus case Carmack failed the covenants required to collect his earn out.
EDIT - See updates to my comment, this is exactly right - Zenimax has stated that Carmack broke his covenants due to the battle vs. Oculus -=>
"ZeniMax’s stated basis for its failure to comply with the Convertible Promissory Note is a series of allegations regarding claimed violations of Mr. Carmack’s Employment Agreement and ZeniMax’s alleged intellectual property rights. Those allegations were recently put to trial in ZeniMax Media Inc. v. Oculus VR, LLC , Case No. 3:14-CV-01849-K (N.D. Tex.). Mr. Carmack was a Defendant in that case, and there was extensive testimony and evidence about the alleged conduct that ZeniMax now asserts as the basis for its current refusal to comply with its contracts."
https://www.scribd.com/document/341420632/John-Carmack-vs-Ze...
Totally fair, but I think it's safe to say Carmack isn't stupid.
He wouldn't be lodging the case if he didn't have some kind of reasonable chance to punishing ZeniMax with it.
Given that, I suspect the basis for failure to comply might not as be as clear cut as you make it sound.
He wouldn't be lodging the case if he didn't have some kind of reasonable chance to punishing ZeniMax with it.
Given that, I suspect the basis for failure to comply might not as be as clear cut as you make it sound.
I get that, but "- Carmack was enthralled with VR." and "two of Zenimax's board members are Cal Ripken, Jr. (hall of fame baseball player) and Robert S. Trump - brother to our current president." seem to have as much to do with this as what I had for lunch today. You're speculating in excruciating detail about Zenimax's legal strategy on the basis of...? I'm no lawyer, perhaps you are and have some greater insight into this that I'm missing.
Wut?
The "fun facts" he listed re: the board members were just that - interesting tidbits (that I was personally intrigued to find out) but yes, not relevant to other aspects of the case.
The fact that "Carmack was enthralled with VR" is very much relevant to the story of why Carmack decided to spend so much effort (apparently using some Zenimax's resources according to the post) to work on technology that at the time wasn't immediately relevant to what Zenimax was doing.
The "fun facts" he listed re: the board members were just that - interesting tidbits (that I was personally intrigued to find out) but yes, not relevant to other aspects of the case.
The fact that "Carmack was enthralled with VR" is very much relevant to the story of why Carmack decided to spend so much effort (apparently using some Zenimax's resources according to the post) to work on technology that at the time wasn't immediately relevant to what Zenimax was doing.
I'm completely convinced by 'Wut', I guess.
If he wanted to bring emotion into it, he should have just gone straight to how Zenimax Founder Robert Altman ousted Bethesda's original founder: http://www.courts.state.md.us/businesstech/pdfs/mdbt7_04_opi... (PDF)
The points are that working for a competitor (in the manner outlined) while employed likely violated the terms of his contract, which might entail not having to pay him as originally agreed because he didn't work as originally agreed, even if it didn't entitle them to damages.
Exactly, thank you.
[deleted]
I never got to Carmack level of technical seniority but in recent past I got hired (this was my first experience in America) in a level-2 engineering permanent position (assuming level-1 is for fresh BS graduates) and the contract essentially stated that, unless I declare any prior obligations (I didn't), all my creative work while I'm employed (including that on evenings and weekends, related or unrelated to my job) is copyrighted (or owned, or something similar, I don't remember the exact words) by my employer. I was seriously taken aback but I didn't know what to do.
A few questions:
- Is this standard practice?
- How can you enjoy your weekend creative activities, and/or, use them for your potential future startups, copyrights, patents, whatever, if you work full-time under such a stringent condition? (can you even write a novel and sell it, while you work full-time as a software engineer? or should you always ask permission first?)
- Is it likely that Carmack had similar obligations while he was at Zenimax? In which case he very carelessly ignored them when he indulged in Oculus work. (but then he also has his rocket hobby going on so I don't know how that panned out in relationship to his employers, Zenimax, or FB).
- This raises an important concern. As a typical employed engineer, we don't pay much attention to the legal repurcussions of our employment. May be we (or I) should not carry out any undertaking without consulting a lawyer (specializing in these matters) first?
A few questions:
- Is this standard practice?
- How can you enjoy your weekend creative activities, and/or, use them for your potential future startups, copyrights, patents, whatever, if you work full-time under such a stringent condition? (can you even write a novel and sell it, while you work full-time as a software engineer? or should you always ask permission first?)
- Is it likely that Carmack had similar obligations while he was at Zenimax? In which case he very carelessly ignored them when he indulged in Oculus work. (but then he also has his rocket hobby going on so I don't know how that panned out in relationship to his employers, Zenimax, or FB).
- This raises an important concern. As a typical employed engineer, we don't pay much attention to the legal repurcussions of our employment. May be we (or I) should not carry out any undertaking without consulting a lawyer (specializing in these matters) first?
I highly recommend you read Joel Spolsky recent post on why exactly US based companies do this.
https://www.joelonsoftware.com/2016/12/09/developers-side-pr...
It's highly informative.
https://www.joelonsoftware.com/2016/12/09/developers-side-pr...
It's highly informative.
I don't understand why they can't just write in the contract that you assign copyright of everything you submit to the company as your work?
If you work on your own projects outside company time and never commits it to a repository or whatever is used then there should be no problem - and if you do then you better have an agreement in place or it becomes the property of the company.
On the other hand if you work on side projects during company time then there shouldn't be any legal trouble for the company by not claiming it as theirs, from the company's perspective you are just goofing off which you could also do by browsing reddit or whatever, it shouldn't really be different. Of course if you are incorporating parts of company code into your side project (or probably looking at company code related to what you are working on) then you have made a derivative work, which would already be covered as copyright infringement - but otherwise it's just a work performance issue.
I can't really see these "everything you do belongs to us" clauses as anything but pure greed, but maybe that's because I have grown up in a place where this isn't the norm (and it probably wouldn't be enforceable anyways).
If you work on your own projects outside company time and never commits it to a repository or whatever is used then there should be no problem - and if you do then you better have an agreement in place or it becomes the property of the company.
On the other hand if you work on side projects during company time then there shouldn't be any legal trouble for the company by not claiming it as theirs, from the company's perspective you are just goofing off which you could also do by browsing reddit or whatever, it shouldn't really be different. Of course if you are incorporating parts of company code into your side project (or probably looking at company code related to what you are working on) then you have made a derivative work, which would already be covered as copyright infringement - but otherwise it's just a work performance issue.
I can't really see these "everything you do belongs to us" clauses as anything but pure greed, but maybe that's because I have grown up in a place where this isn't the norm (and it probably wouldn't be enforceable anyways).
>Not related to your employer’s line of work. Um, wait. What’s the definition of related? If my employer is Google, they do everything. They made a goddamn HOT AIR BALLOON with an internet router in it once. Are hot air balloons related? Obviously search engines, mail, web apps, and advertising are related to Google’s line of work. Hmmm.
That seems... incorrect to me somehow. It matters less what Google does than what I do for Google and the information I have access to. If I'm writing algorithms to detect spam in email, and I don't have access to any IP on Google balloons or interface with the balloon group, Google shouldn't be able to claim any ownership of my balloon idea.
That seems... incorrect to me somehow. It matters less what Google does than what I do for Google and the information I have access to. If I'm writing algorithms to detect spam in email, and I don't have access to any IP on Google balloons or interface with the balloon group, Google shouldn't be able to claim any ownership of my balloon idea.
Joel's article does have a lot of very good points, but some larger corporations (such as amazon) do not require you to assign the IP for things that you do in your spare time. (Just a data-point in contrast).
I respect Joel immensely. That said, I found his post strange in what it leaves out. So much so that I wrote my own follow up.
https://medium.com/@wwalser/re-developers-side-projects-3ee3...
Basically, yes, it's standard practice but in every company that I've worked for there have been escape hatches that were relatively easy to utilize. HR usually has paperwork that both parties sign saying something along the lines of "[developer] is going to build [thing] in their own time using their own hardware. We grant [developer] the legal right to maintain ownership of [thing]".
I pay a lot of attention to what I'm signing. My side projects are important to me. They're a part of my lifestyle. I think most devs could very comfortably sign without a second thought. On the whole, state and contract law in the US combine to create a fairly good safety net for avoiding truly abhorrent contracts.
https://medium.com/@wwalser/re-developers-side-projects-3ee3...
Basically, yes, it's standard practice but in every company that I've worked for there have been escape hatches that were relatively easy to utilize. HR usually has paperwork that both parties sign saying something along the lines of "[developer] is going to build [thing] in their own time using their own hardware. We grant [developer] the legal right to maintain ownership of [thing]".
I pay a lot of attention to what I'm signing. My side projects are important to me. They're a part of my lifestyle. I think most devs could very comfortably sign without a second thought. On the whole, state and contract law in the US combine to create a fairly good safety net for avoiding truly abhorrent contracts.
A third perspective:
After living and working in California for 6 years, I was considering a job as third engineer at a startup in another state. I was a bit anxious about side projects, and asked about them after receiving the offer. The response was basically what you said, a pleasant surprise, not scary like Joel warned. But for piece of mind, if I took the job, I would still want to find a lawyer in the new state to review the paperwork, which is a drag.
In the end I chose to remain in CA, and it's nice. It's nice to completely not ever have to worry about this issue at all. So I get why Joel is resentful after working for years in states where unreasonable invention assignment clauses are enforceable.
After living and working in California for 6 years, I was considering a job as third engineer at a startup in another state. I was a bit anxious about side projects, and asked about them after receiving the offer. The response was basically what you said, a pleasant surprise, not scary like Joel warned. But for piece of mind, if I took the job, I would still want to find a lawyer in the new state to review the paperwork, which is a drag.
In the end I chose to remain in CA, and it's nice. It's nice to completely not ever have to worry about this issue at all. So I get why Joel is resentful after working for years in states where unreasonable invention assignment clauses are enforceable.
It is informative, but slanted towards the view of the employer IMHO.
- In some places, yes. It varies from state to state and company to company, but most companies outside of California try to do this to you. (In California, this clause is illegal.)
- Move to California or negotiate a different contract. (It depends on if your employer wants a cut, how far they are willing to litigate, and if they can show they missed out on economic growth that you made (depending on the contract clause); you should always ask permission, even before contributing to open-source projects.)
- Yes, it is. While it is unclear if Carmack actually stole code from Zenimax, the actual evidence is easy to construe in Zenimax's favor, e.g., Carmack backed up all of his emails, many of which included attachments of VR code, before he quit, and the Oculus founder had an NDA with Zenimax while working on VR with them before starting the Oculus kickstarter. (I'm not sure about the situation with the rocket hobby.)
- Obviously this is the answer: talk to both internal and external council, and remember that internal council will be the people suing you if they get unhappy.
- Move to California or negotiate a different contract. (It depends on if your employer wants a cut, how far they are willing to litigate, and if they can show they missed out on economic growth that you made (depending on the contract clause); you should always ask permission, even before contributing to open-source projects.)
- Yes, it is. While it is unclear if Carmack actually stole code from Zenimax, the actual evidence is easy to construe in Zenimax's favor, e.g., Carmack backed up all of his emails, many of which included attachments of VR code, before he quit, and the Oculus founder had an NDA with Zenimax while working on VR with them before starting the Oculus kickstarter. (I'm not sure about the situation with the rocket hobby.)
- Obviously this is the answer: talk to both internal and external council, and remember that internal council will be the people suing you if they get unhappy.
I've worked in California. The standard employment contracts usually do include all the clauses, but then add something like "if any of these clauses is not considered legal in this jurisdiction, they are considered not to apply and the rest of this legal agreement stands".
Basically, the professional lawyers leave it up to you to figure out what parts of the contracts are real and which are fake. I hate it. I feel it's a bit like making a lawyer figure out what parts of this C program are "undefined behavior" and if they're wrong in my favor I don't correct them. "Yeah, this is all pretty standard code, these programs are usually a few tens of thousands of lines, don't worry about that part." But it's just them doing the best they can for their clients the easiest way they can ... just in case it helps, standard practice and all that ...
Basically, the professional lawyers leave it up to you to figure out what parts of the contracts are real and which are fake. I hate it. I feel it's a bit like making a lawyer figure out what parts of this C program are "undefined behavior" and if they're wrong in my favor I don't correct them. "Yeah, this is all pretty standard code, these programs are usually a few tens of thousands of lines, don't worry about that part." But it's just them doing the best they can for their clients the easiest way they can ... just in case it helps, standard practice and all that ...
Hah, good analogy. Then you say "ooh and by the way, the code will be interpreted by one person with a pretty good understanding of C but with possible political motivations if the case matters a lot, and the ultimate decision will come down to people with not much understanding of how C works, but they'll have some other people give them a sheet of paper explaining the relevant parts."
That is one advantage from working with machines.
I am definitely not a machine.
I am definitely not a machine.
- Is this standard practice?
Yes, but...
- How can you enjoy your weekend creative activities, and/or, use them for your potential future startups, copyrights, patents, whatever, if you work full-time under such a stringent condition?
...it's just what the other company is bringing to the table. The last time I had to sign one of these, I just worked with HR and legal to pare it down to something we were both happy with.
Yes, but...
- How can you enjoy your weekend creative activities, and/or, use them for your potential future startups, copyrights, patents, whatever, if you work full-time under such a stringent condition?
...it's just what the other company is bringing to the table. The last time I had to sign one of these, I just worked with HR and legal to pare it down to something we were both happy with.
Agreed, I've never had a problem lining out/rephrasing part that I felt infringed on my personal time/usage too much.
> - Is this standard practice?
Pretty common.
> - How can you enjoy your weekend creative activities, and/or, use them for your potential future startups, copyrights, patents, whatever, if you work full-time under such a stringent condition? (can you even write a novel and sell it, while you work full-time as a software engineer? or should you always ask permission first?)
Remember that these documents are just the company's assertion of their opinion on the ownership of your work in your off hours. The law might have a different opinion, if it ever came down to it.
> - Is it likely that Carmack had similar obligations while he was at Zenimax? In which case he very carelessly ignored them when he indulged in Oculus work. (but then he also has his rocket hobby going on so I don't know how that panned out in relationship to his employers, Zenimax, or FB).
Very. And his situation isn't really defensible, because he was working on videogame-related stuff. This is why he (well, Oculus) lost the lawsuit.
> - This raises an important concern. As a typical employed engineer, we don't pay much attention to the legal repurcussions of our employment. May be we (or I) should not carry out any undertaking without consulting a lawyer (specializing in these matters) first?
Depends. The sum of my off hours work over the years has been a vt100 emulator, some programmer exercises, and some half-baked attempts at various game AI problems. Nothing worth a lawyer's time to tell me what I already know. Which is that you sign this agreement or you don't get the job, period.
Pretty common.
> - How can you enjoy your weekend creative activities, and/or, use them for your potential future startups, copyrights, patents, whatever, if you work full-time under such a stringent condition? (can you even write a novel and sell it, while you work full-time as a software engineer? or should you always ask permission first?)
Remember that these documents are just the company's assertion of their opinion on the ownership of your work in your off hours. The law might have a different opinion, if it ever came down to it.
> - Is it likely that Carmack had similar obligations while he was at Zenimax? In which case he very carelessly ignored them when he indulged in Oculus work. (but then he also has his rocket hobby going on so I don't know how that panned out in relationship to his employers, Zenimax, or FB).
Very. And his situation isn't really defensible, because he was working on videogame-related stuff. This is why he (well, Oculus) lost the lawsuit.
> - This raises an important concern. As a typical employed engineer, we don't pay much attention to the legal repurcussions of our employment. May be we (or I) should not carry out any undertaking without consulting a lawyer (specializing in these matters) first?
Depends. The sum of my off hours work over the years has been a vt100 emulator, some programmer exercises, and some half-baked attempts at various game AI problems. Nothing worth a lawyer's time to tell me what I already know. Which is that you sign this agreement or you don't get the job, period.
> Remember that these documents are just the company's assertion of their opinion on the ownership of your work in your off hours.
Not if you sign it.
> Which is that you sign this agreement or you don't get the job, period.
That's a pretty crappy perspective. If you don't like the terms, negotiate. If you don't understand the terms, get your own lawyer to read it.
Not if you sign it.
> Which is that you sign this agreement or you don't get the job, period.
That's a pretty crappy perspective. If you don't like the terms, negotiate. If you don't understand the terms, get your own lawyer to read it.
> That's a pretty crappy perspective. If you don't like the terms, negotiate.
Sometimes reality is crappy. Unless you're a legit famous person, most of these Bigcos are not going to adjust the terms of employment for you.
Sometimes reality is crappy. Unless you're a legit famous person, most of these Bigcos are not going to adjust the terms of employment for you.
Or you can ask them to explain the terms to you by leading by example. If they cannot articulate the terms or the terminology ask them to strike out the clause because both parties don't understand the terminology.
Just because somebody presents you with a employment contract doesn't mean you have to sign it. Read it, ask them to explain parts you don't understand by leading by example how and where the clause of the contract would be put into practice.
I've had some baffling contract terms put into contracts. I've asked and managed to get employers pay for 3rd party legal advice >= $2,000 for employment contracts.
In summary if they cannot explain to you like a adult without saying `The lawyers told us to put this in we don't understand why`. Then it's not within your best interest to sign the contract.
My own person experience stay away from firms that have lengthy overtly complicated contracts.
Just because somebody presents you with a employment contract doesn't mean you have to sign it. Read it, ask them to explain parts you don't understand by leading by example how and where the clause of the contract would be put into practice.
I've had some baffling contract terms put into contracts. I've asked and managed to get employers pay for 3rd party legal advice >= $2,000 for employment contracts.
In summary if they cannot explain to you like a adult without saying `The lawyers told us to put this in we don't understand why`. Then it's not within your best interest to sign the contract.
My own person experience stay away from firms that have lengthy overtly complicated contracts.
> Not if you sign it.
Not always. The law can override contracts.
Some states (especially California) put limitations on employment agreements. There are specific rights you have, where if you voluntarily sign a contract that explicitly gives up those rights, the contract is wrong and you still have the rights. Specifically, non-compete clauses are mostly invalid, and there is a limit to how much a company can own IP you produce outside of work.
Not always. The law can override contracts.
Some states (especially California) put limitations on employment agreements. There are specific rights you have, where if you voluntarily sign a contract that explicitly gives up those rights, the contract is wrong and you still have the rights. Specifically, non-compete clauses are mostly invalid, and there is a limit to how much a company can own IP you produce outside of work.
Here's the problem with that attitude: If you don't sign it and your company sues you, you can get a summary judgement to dismiss the case. This will cost you very little money.
If you do sign it, it doesn't matter if it is unenforceable, you almost certainly will not get a summary judgement to dismiss the case. Breach of contract cases can go on for years. You will have to pay for a lawyer during that time. If you signed the document, even if you win you will probably not get back the money that you paid for the lawyer.
So if you rely on the courts to throw out the contract that you signed, you can still be out tens of thousands of dollars. Also, if you are unemployed during the time that you are being sued for breach of contract, almost nobody else will touch you with a 10 foot pole. So quite likely you are paying out tens of thousands of dollars and you have no income. And you won't ever make that money back.
Personally I don't sign anything I don't intend to honour. And yet, I was still sued by my former employer for breach of contract. Luckily the thing they sued me for was not in my contract and my subsequent employer was lawyered up to the hilt. The graciously offered to get me out of it for free.
I am not a lawyer and this is not legal advice.
If you do sign it, it doesn't matter if it is unenforceable, you almost certainly will not get a summary judgement to dismiss the case. Breach of contract cases can go on for years. You will have to pay for a lawyer during that time. If you signed the document, even if you win you will probably not get back the money that you paid for the lawyer.
So if you rely on the courts to throw out the contract that you signed, you can still be out tens of thousands of dollars. Also, if you are unemployed during the time that you are being sued for breach of contract, almost nobody else will touch you with a 10 foot pole. So quite likely you are paying out tens of thousands of dollars and you have no income. And you won't ever make that money back.
Personally I don't sign anything I don't intend to honour. And yet, I was still sued by my former employer for breach of contract. Luckily the thing they sued me for was not in my contract and my subsequent employer was lawyered up to the hilt. The graciously offered to get me out of it for free.
I am not a lawyer and this is not legal advice.
Are you in California?
I had to sign something similar when I joined a large corporation. It's standard practice that any IP you develop essentially belongs to them while you're employed.
I have this crazy theory that this is one of the reasons why Satoshi Nakamoto remains anonymous. If his real identity was ever discovered the corporation he worked for, during that time period, would have a claim to all of the IP he generated when he created Bitcoin.
I have this crazy theory that this is one of the reasons why Satoshi Nakamoto remains anonymous. If his real identity was ever discovered the corporation he worked for, during that time period, would have a claim to all of the IP he generated when he created Bitcoin.
Is it standard practice? Yes... But, it is always negotiable.
I'm not even near Carmack (I'm actually a big slacker), but each time that I am given an offer, I always negotiate IP rights. I have tons of ideas and have owned several LLCs and C-Corps. Likely, most of my IP is worthless, but I like to protect my IP anyway.
In fact, there have only been two companies that have ever refused to negotiate these terms with me. And, interestingly enough, one of them sought me out so much that the CEO wined and dined me twice. But, even then, he still wouldn't budge. Oh, well - there are a lot of fish in the sea!
I'm not even near Carmack (I'm actually a big slacker), but each time that I am given an offer, I always negotiate IP rights. I have tons of ideas and have owned several LLCs and C-Corps. Likely, most of my IP is worthless, but I like to protect my IP anyway.
In fact, there have only been two companies that have ever refused to negotiate these terms with me. And, interestingly enough, one of them sought me out so much that the CEO wined and dined me twice. But, even then, he still wouldn't budge. Oh, well - there are a lot of fish in the sea!
It's a standard attempt. It's not completely widespread, fortunately. The company is a for-profit entity and as such will try to extract the maximum value possible out of every resource, including its employees, therefore the contract you're given has the most restrictive possible clauses in it. I've even seen contracts for freelancers that stipulated that the freelancer agrees to reimburse the company for any unrealised profits from the project; i.e. we expect we'll make X$ profit, but we make Y$ profit, therefore you agree to pay us X-Y$.
There is no body or union (yet) that looks out for your rights, that's your personal responsibility. You have to negotiate terms you can agree to, or if you can't, either sign the contract and look for another employment opportunity, or not sign the contract and do the same. I suggest taking a negotiation course and maybe a business course, so you know how the company thinks. It's unfortunate, but during contract negotiation, you and the company are essentially enemies, battling for opposite things.
It's also unfortunate that you'll never get the chance to practise contract negotiation as an employee. You only do that when you're doing the final negotiation of taking a job, while the person against you does it nearly every single day. I suggest taking a lawyer with you.
Or just sign the contract and pay no attention to that clause. Even if they sue you (and that's really rare), the damages you have to pay would probably be less than the effort and legal fees you would pay to negotiate a favourable contract. That part of the contract is basically jaywalking - nobody cares if you don't inconvenience traffic.
There is no body or union (yet) that looks out for your rights, that's your personal responsibility. You have to negotiate terms you can agree to, or if you can't, either sign the contract and look for another employment opportunity, or not sign the contract and do the same. I suggest taking a negotiation course and maybe a business course, so you know how the company thinks. It's unfortunate, but during contract negotiation, you and the company are essentially enemies, battling for opposite things.
It's also unfortunate that you'll never get the chance to practise contract negotiation as an employee. You only do that when you're doing the final negotiation of taking a job, while the person against you does it nearly every single day. I suggest taking a lawyer with you.
Or just sign the contract and pay no attention to that clause. Even if they sue you (and that's really rare), the damages you have to pay would probably be less than the effort and legal fees you would pay to negotiate a favourable contract. That part of the contract is basically jaywalking - nobody cares if you don't inconvenience traffic.
>> all my creative work while I'm employed (including that on evenings and weekends, related or unrelated to my job) is copyrighted (or owned, or something similar, I don't remember the exact words) by my employer.
Wow. That sounds OTT excessive. What about any children you have during the time of employment, do you get to keep them?
Wow. That sounds OTT excessive. What about any children you have during the time of employment, do you get to keep them?
I worked for a company that tried to do the same:
1. It's not standard. I've yet to meet another developer that encounter this kind of clause and I've yet to be in that situation as well.
2. you can't. I had the same issue with my novel. They said "Well, we wouldn't care about that" as a response but "caring" and having the right to is completely different.
3. They'd probably try to say that he used work equipment or code
4. You can; however, most contracts are pretty simple and you can negotiate. I always negotiate and explicit clause that states that my employer owns solely that which is developed during work hours or on work equipment. It's as (mostly) simple as that.
1. It's not standard. I've yet to meet another developer that encounter this kind of clause and I've yet to be in that situation as well.
2. you can't. I had the same issue with my novel. They said "Well, we wouldn't care about that" as a response but "caring" and having the right to is completely different.
3. They'd probably try to say that he used work equipment or code
4. You can; however, most contracts are pretty simple and you can negotiate. I always negotiate and explicit clause that states that my employer owns solely that which is developed during work hours or on work equipment. It's as (mostly) simple as that.
You can do this is there is a clear benefit (>$ 100M) to the other part, not just for the normal salary.
More information at https://en.wikipedia.org/wiki/Non-compete_clause
More information at https://en.wikipedia.org/wiki/Non-compete_clause
I work in telecom, and on the East Coast, but I have needed to cross out IP sections of corporate employment agreements for the past 20 years. I slash, initial, and sign the document.
Usually the change gets passed from HR to the board and gets a stamp of approval.
Unrelated would probably be unenforceable even in the USA
Here's an interesting one, if Carmack wasn't paid was his non-compete ever valid? Isn't the entire acquisition questionable? Zenimax is putting the cart before the horse.
Non-compete is a standalone agreement; if it is signed, it is valid. It's probably also structured as part of his employment agreement, and independent of the acquisition settlement.
Thanks. Wouldn't this have affected the previous lawsuit? Maybe Facebook is trying to set up testimony under oath for the lawsuit that Zenimax is threatening with?
>When Zenimax sued Oculus - the VR community responded with overwhelming support for Oculus, casting Zenimax as the greedy corporation trying to get a slice.
Large part of VR community cheered for Zenimax (which was suing left and right) not Oculus (which was sold to the "evil boogeyman" Facebook.
At least Carmack won't be sued by Jordan Mechner, he dodged a bullet there: https://twitter.com/ID_AA_Carmack/status/837127224675328000
Instead Carmack is suing Zenimax Media for $22.5 million that he says has not been paid to him for the 2009 sale of his game studio, id Software, known for such pioneering video game classics as Doom and Quake.
The lawsuit reveals that ZeniMax Media paid $150 million for the game studio behind such pioneering video gaming classics as Doom and Quake.
Off topic, but I'm disappointed in the quality of writing: why repeating "such pioneering video gaming classics as Doom and Quake"? I get the impression that the article was either written in a rush or just mixed up (in a rush) from other sources.
The lawsuit reveals that ZeniMax Media paid $150 million for the game studio behind such pioneering video gaming classics as Doom and Quake.
Off topic, but I'm disappointed in the quality of writing: why repeating "such pioneering video gaming classics as Doom and Quake"? I get the impression that the article was either written in a rush or just mixed up (in a rush) from other sources.
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off topic: I had no idea John Carmack was so fit!
wow that's interesting.
Does the author even read the article after copying and pasting the press release?
> Instead Carmack is suing Zenimax Media for $22.5 million that he says has not been paid to him for the 2009 sale of his game studio, id Software, known for such pioneering video game classics as Doom and Quake.
> The lawsuit reveals that ZeniMax Media paid $150 million for the game studio behind such pioneering video gaming classics as Doom and Quake.
Subsequent sentences. FFS.
> Instead Carmack is suing Zenimax Media for $22.5 million that he says has not been paid to him for the 2009 sale of his game studio, id Software, known for such pioneering video game classics as Doom and Quake.
> The lawsuit reveals that ZeniMax Media paid $150 million for the game studio behind such pioneering video gaming classics as Doom and Quake.
Subsequent sentences. FFS.
You don't usually own 100% of a game studio that is that old when it is sold.
I believe GP is complaining about what's in italics - "such pioneering video game classics as Doom and Quake" appears twice in subsequent sentences. (It's redundant.)
> Subsequent sentences. FFS.
You are outraged that the writer missed a duplication (that happened in draft, no doubt) during a copyedit stage?
I have some news for you: publishers in 2017 do not enjoy the economic conditions to either give journalists time to polish their work or hire dedicated copyeditors.
You are outraged that the writer missed a duplication (that happened in draft, no doubt) during a copyedit stage?
I have some news for you: publishers in 2017 do not enjoy the economic conditions to either give journalists time to polish their work or hire dedicated copyeditors.
He seems like a stand-up guy to me (not that that implies innocence), so this is of course mostly a misunderstanding from what I can tell (since two well-meaning people can still end up in a lawsuit over misunderstandings)
I find it hard to believe that someone as smart and well versed in copyright and patent law as Carmack would not be able to understand the terms of his employment contract.
Why do you say he is well-versed in copyright and patent law? He has always been vocally against patents and even threatened to leave id Software back in the day if they started patenting. He is a known proponent for open source and have released a lot of source code for their games. I do not think he is well-versed in this at all, because he basically wants nothing to do with it.
Because he ran a bloody rocket company and a software company and that means that you have to understand the basics.
Or did you feel that 'being a nice guy' should protect you from legalities or the responsibilities that go with the job title?
Or did you feel that 'being a nice guy' should protect you from legalities or the responsibilities that go with the job title?
Know your enemy... Just because he is an open source proponent and against software patents does not mean he isn't well versed.
Nor that an aqui-hire of a succesful studio like id software would go down unlawyered.
Wow. I missed the "unlawyered" part. If so, that was dumb.
We couldn't hire a P/T contractor because the engineer signed an NDA agreement with his company that pretty much said everything he developed, verbalized, or put to paper -- during work or after -- was IP of that company, irrespective of whether it had anything to do with its products. Even as an employer, I find this an absolute outrage.