Bootstrap help (PD-TIA)

Thanks Win, this is exactly my concern. I've used a state variable filter in a few instruments. Am I barred from using it again? I can agree not to copy my previous designs, cause these days I can make 'em better with better opamps.

George H.

Hi Tom, I think what it means to me and what it means to my ex-boss are the two things that are relevant.

Hmm I have no idea what counts as property. Are my notebooks property of the company I worked for? (probably, though I could debate the other side.) Are my circuit/ design scribbles in those notebooks property of the company? I have no idea, I don't care if they use them, but I don't want to be barred from re-using my old ideas. Are ideas never used by a company in a product, still their property?

George H.

Oh the opening line starts with some blurb about non-negotiable conditions.

There is a practically standard NDA that most everyone uses when tech companies work together. It clearly defines trade secrets and excludes things that are common practice, and pre-existing technology, anything arguably public domain either before after signing.

Patentability theoretically excludes things that would be "obvious to one skilled in the art."

I can send you a typical NDA. The phrasing could be useful.

In real life, your ex-boss won't be looking over your shoulder for 20 years.

Hey, just tell him "oh, I plan to do much better stuff for my next employer. No need to copy that old junk."

--

John Larkin         Highland Technology, Inc 

lunatic fringe electronics

Seconded. NDAs that I sign are typically 3 years, maximum 5. Generally smallish companies try to push the most ridiculous contract terms.

Cheers

Phil Hobbs

--
Dr Philip C D Hobbs 
Principal Consultant 
ElectroOptical Innovations LLC / Hobbs ElectroOptics 
Optics, Electro-optics, Photonics, Analog Electronics 
Briarcliff Manor NY 10510 

http://electrooptical.net 
http://hobbs-eo.com

No that's OK, I don't think this agreement is open to change.

Yeah I think that's mostly right. Maybe I'm being a semi jerk? I guess I feel it stops me from getting some job that would be in competition.. but maybe not if I just do new stuff.

I have no idea where I'll get a job, so keeping options open?

I'll think more...

George H.

Ultimately it is what a court thinks is relevant, but that is jumping ahead several stages!

First it is what your ex-boss thinks. If he thinks something is included he can start to make your life tedious, and cause you to spend money on your lawyers to see if he has any case.

Second, /if/ he can convince his lawyers, they can start to invoke legal procedures, and cause you to spend money defending them.

If the validity of thoughts and claims was relevant, patent trolls wouldn't exist.

Probably; I wouldn't like to defend it in court.

Property includes "intellectual property". What's enforceable is a local decision, so I can't comment!

If generated as part of your employment, possibly. Best to have a look at your contract of employment and to understand local laws.

IANAL, but I would expect that they could come after you if you adversely affected their business. Classic examples are taking and "reusing" client contact lists, or duplicating one of their products.

If you don't do that, then I expect you don't have anything to worry about, but IANAL.

Do you lose anything if you don't sign?

Here the company has to pay for your independent legal advice about redundancy terms and conditions. Is that true where you are?

Can you get legal advice from any professional organisation? Any such advice ought to be pretty standard.

Over here, it is quite difficult to sign away fundamental rights guaranteed by other statutes. Attempts to do that are struck down by the court; even though lawyers know that they can try to bluff you.

On Sep 28, 2019, George Herold wrote (in article):

Hmm. What happened?

As many have said, do not sign any such thing.

required to sign a NDA as a condition of employment. They cannot impose it retrospectively, unless they can convince you to sign. Depending on local law, they may or may not be able to deny severance. You probably should have a local lawyer advising you.

The classic counter maneuver is to reply in writing to this proposed agreement saying that you would really like to do the right thing, but cannot figure out what that might be, and ask for a list of specific things to be legally protected. Then, nitpick the list - I bet that most of it will be an attempt to hold standard practice as trade secret. Like stuff you got from S.E.D., which is a public forum, and does not belong to Teachspin.

.

The max is something like five years, and three years is more common. After that, the Court will just laugh.

If necessary, I would suggest proposing one year, on the theory that things in electronics change so fast that any longer a period is pointless anyway, and only serves to sharply limit your ability to make a living.

Joe Gwinn

I really do not want to get involved with lawyers. Easier not to sign it.

$25k would be nice, but I don't need the money.

George H.

George h.

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Oh, well the news was buried on some other SED thread. Teachspin is looking to hire another PhD. I just told the prospective hire that I'm unhappy at my current job. I told my boss first... so that I wouldn't sandbag him.

I could see how the domino's would fall, but I didn't feel right 'not' telling the prospective hire about my situation. And here I am.

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We're still selling the first instrument I did ~20 years ago. (It is getting a bit long in the tooth.)

Thanks Joe, I do know a decent lawyer, maybe he can recommend someone. The other option is to leave the $25k on the table and move on. That looks a lot simpler.

George H.

On Sep 28, 2019, George Herold wrote (in article):

It does not matter how long that unit has sold.

That $25K will buy a lot of lawyerly advice, so you have nothing to lose by asking that lawyer.

Joe Gwinn

Might be worth trying to negotiate.

Work out that what they are trying to achieve is Y.

Simply say "that's unacceptable and unenforceable (maybe illegal?). If you change it to standard clauses X then it gives you Y and I'm content too".

Get clauses X from a legal advice centre or professional body.

My daughter has successfully used that kind tactic several times with silly tenancy agreements.

A sensible perspective.

You should tell him the document is unacceptable, because in its excessive broadness, he could destroy your future, so you can't sign. Can you suggest changes to the agreement?

Does he really want to fire a loyal 20-year employee who has contributed so much to his wealth, without any severance pay? Tell him that you certainly won't reveal company schematics, but that your own engineering expertise cannot be enjoined.

As for your notes, hopefully you have copies at home.** These are your thought processes, not his. But you can assure him that you won't design copies any of his products. Although its unlikely you will do so, it's your right to think up new, better designs. If he contests that basic right, take a walk.

**I kept copies of my notes when I left Harvard's Electronics Design Center, to start my oceanographic instrument company. This created a firestorm with my boss, although it should not have. Sadly, I somehow misplaced those notes, but that did not have much effect on my subsequent career. It just meant that some really good design ideas were lost. (I know this, because I came across two high-performance current-source amplifiers that I had designed, along with a portion of their documentation, and the schematic portions I saw blew me away. They were clearly very advanced, but I didn't understand them and could only guess at the missing pieces. The performance of the instruments was amazing, but that could have been in part due to an extraordinary transistor Fairchild made for a few years, with thousands of distributed emitter resistors. And no datasheet for those special parts now exists.)

--
 Thanks, 
    - Win

On Sep 28, 2019, Joseph Gwinn wrote (in article):

And a lawyer letter can be very effective.

Joe Gwinn