ownership of code

[hessodreamy]

From a general industry point of view, who owns code we write while we are employed by a company? Say if we write code in and out of work time? Is there any agreement on this?

There's a couple of neat things I want to work on. Basically it'll be of use to the company, but I want to be free to distribute it (free, of course) and don't want any legal wrangles. It being a not very tech-savvy company, there's no mention in the contract.

 

[sleipnir214]

Basically, U.S. law says:

If you work on it on company time, the company owns it.

If you work on it on your own time, you own it.



If you work on it both on and off, it's probably joint ownership. But documenting when you worked is critical.

You're going to have to talk about this with your employer. If they aren't tech savvy, you'll probably need to educate them. But before you start trying to distribute the code, you must come to an agreement with your employer. They own at least part of that code.



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[hessodreamy]

ok. That seems fairly common sense.

Anybody offer anything different from UK law?

 

[jpadie]

i'm a uk copyright lawyer, specialising in technology licensing. so i can give you pretty definitive advice.

the uk does not (unlike the US) have a "work for hire" rule. i.e unless you are genuinely EMPLOYED (not contracted not consulting not seconded etc) then YOU own the copyright as the original author. in an employment situation the default is that your employer is the owner but YOU still have the moral rights to be identified as the author of the work.

so the question then is "what does in the course of employment" really mean. there is certainly an aspect of on whose time you do the work but it's much more to do with the quality of your employment. If you are a janitor then the company would not own the rights to a novel you wrote. If you were the CEO the same would probably be true as there are few jobs that has as their purpose the writing of novels.

if you are employed as an IT person and you write code that you have not been asked to write and could not reasonably be expected of you to create off your own bat then it is more likely than not that a court would decide in your favour. but you say that it "might be of use to the company". that swings it the other way by a fair margin. in this kind of case it really is not a matter of on whose time you do the work.

best advice here (and having been head of legal for a group with more than 3000 tech guys in the UK alone i saw this a lot), is to approach the HR team and your dept head with your idea in abstract, tell them you're going to work on it offline and perhaps offer them the use of the code (for free/reasonable licence terms) and get their written consent and agreement that it is outside the scope of your employment. It was my practice always to agree to these requests with the rider that it must not affect the day job. so if we suspected a coder was staying up all night to write a game he wanted to market, we'd be putting him on a written warning pretty quickly.

 

[hessodreamy]

Yeah, that's some pretty good advice there.

I discussed it with my MD today, on the assumption that UK terms were similar to US, and he wanted to steer clear of any grey 'joint ownership' area to the point that he forbid any in/out of hours project. He's liable to knee-jerk like that...

I did put forward terms of joint ownership to the effect that no party could restrict the other party's use of the software, and no financial value was to be ascribed to the code (in the event of sale of the company etc), but it ended up that I could do what I wanted out of hours, and could use external libraries in work time (ie my own) but could not mix development.

We're looking at clarifying these things in my contract, but I'll follow your advice of logging an abstract of a project I will be working on (out of hours, but while in employment, and concievably to the benefit of the employer), and stating my ownership of that project.

Man, I don't want to make any money from it, I just want other people to find it useful.

Anyway, thanks for the free legal stuff

 

[BlindPete]

I would think it would also matter who owns the EQP you wrote the code on. Say a company laptop used for valueable code written on your own time and given away - might cause you trouble. Safeest course... buy your own computer and never ever work on it at work.

-Pete