Question of the Day: Boiler Plate NDAs and Non-competes
Is there a 'boiler plate' document I can use to prevent my employer from claiming my IP?
By Unknown Founder, July 13, 2007 — 3 CommentsThis is being published on behalf of an anonymous, would-be founder. Help him/her if you can.
It looks like I might be starting a new job in a few weeks. Meantime, I’ve been moonlighting for quite a while on an idea. (What can I say, I have bills to pay.) I can’t afford a high-priced attorney for a real NDA or non-compete agreement. Is there is a “boiler plate” contract document that I can/should draw up between myself and my new employer to protect me against the employer claiming ownership of my intellectual property? I’m especially concerned since I’m coming to the new company after the conception of my product/business idea?
But, like I said I need a quick reference to low-cost protections for IP. Any suggestions?
About Unknown Founder
Perhaps the third time is a charm for this serial entrepreneur? I'm too old to be a wunderkind anymore and too young to have that silver hair that says to the world "Fortune 500 CEO". My current technical skills are in PHP, C++, C#, SQL, Flash Actionscript and I've forgotten more than I'd like to admit about assembly language, DEC PDP-11s, Basic+2, and on and on and on... watch me start up again at unknownfounder.blogspot.com.
Article based on an idea suggested 07/12/2007. See original idea and comments.
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(10 points)
July 13, 08:07 am
Well, I’m not a lawyer… but, if you don’t sign something with the new employer that gives the IP away, then you should be fine…
(2 points)
July 13, 08:07 am
Typically, in my experience, your employer should provide a document that has you sign over future IP, but this document should allow for you to document completely what may be off-limits. In my case, I did this and added everything that I could possibly think of that I had already built or could build, or even thought was a cool idea, even if I had no plans in the near future of doing.
(20 points)
July 13, 09:07 am
Both of these comments are right on. Your employer will only have rights to work you produce for the employer.
This might get tricky if you are being hired to do something similar to your independent idea. It’s easy to see there how the employer could claim all rights.
You should also exclude your ideas on the Inventions Agreement you will likely sign when you start work- though without specifics the exclusion will be less effective.
At the end of it, if your new job will have you doing something close to your own ideas you may not be able to keep your ideas to yourself. Think carefully about whether you want to give that up before you take the job.