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Say you're a software engineer, what does the company actually own of your work? Do they own the source code, the binary, both? What about code you do outside of the workplace? Do they have any claim to that?

I was just wondering from a legal standpoint how that all works.

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closed as off topic by Joel Etherton, Jarrod Roberson, JeffO, Walter, David Thornley Aug 2 '11 at 15:01

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Contact a lawyer. The Internet is not the place to question the specifics of copyright law and intellectual property ownership. –  Joel Etherton Aug 1 '11 at 14:59
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I disagree, it is a fine source for it. Especially on a programming site where I'm sure countless people have probably experienced it. Im not really looking for specifics about citing certain laws, but a general idea of how it works. –  AngryBird Aug 1 '11 at 15:00
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May in large depend on your contract and where you live. They most likely own the code you write and the binaries. Some companies will let you sign contracts that ensure they own even things you do outside of work, though this is often a legal issue to make sure there are later no discussions about what code was written at your workplace and what at home. But there is no real answer to this question. –  thorsten müller Aug 1 '11 at 15:02
    
I suppose that is sort of an answer for it. I can understand if you signed a contract saying you give them ownership of the code or if you smack a copyright in your source. But what if you didnt? I was under the impression they were just buying your time and while they certainly will use your code and binaries, can you take them with you after you leave. –  AngryBird Aug 1 '11 at 15:05
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Joel answered this better than I ever could. answers.onstartups.com/questions/19422/… –  Paul Aug 1 '11 at 15:50

7 Answers 7

up vote 8 down vote accepted

It depends on your terms and contracts. I had to sign a legal agreement on my first day saying what does and does not belong to me. If you signed something like this, it should be on file in legal or HR. If you didn't, you should consult with your HR and/or legal departments to get something drawn up. You probably also want to consult a lawyer (especially one who specializes in intellectual property or technology-related law) to make sure that everything is good, especially if you currently don't have a legally binding document that covers this, or if you want to try to change the document that you previously signed (if that's possible).

For me, everything that I produce on company-owned hardware belongs to the company. Also, any projects (even on my own time and hardware) that are inspired by or derived from work products belong to the company, although it's possible for me to present project overviews and get them signed off and over to me if the company is not interested in the product (and it's not a restricted, controlled, or in direct competition with company products).

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I am not a lawyer and the following is not legal advice. For proper legal advice, including interpreting the terms of your employment contract, you should consult a real lawyer.

Although it is probably true that in the majority of cases the company owns what you do on their time and/or with their equipment, and you own what you do on yours, the actual details will almost certainly vary wildly from company to company.

You should have a documented employment contract and/or handbook that spells our your rights and the company's expectations of you. Ask your HR or legal department for a copy if you don't have one, and consult a lawyer if you need help interpreting the any legalese found in said document or if you have questions about what it means if a particular subject (such as the one you are asking about) isn't covered fully or at all.

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Generally this is defined by the paperwork you sign when you are hired. There is some variation across companies, types of positions and countries. It's not unusual to sign an agreement where all the work you do for the company is owned by the company - in other words, you can't take source code, design work, tests, etc. and sell them to a second company. Same thing for the binary. It's called "work for hire".

For salaried employees, I'd say that was the norm. There are circumstances where a programmer may get hired to develop a tool or a solution for a company where this is not the case - for example, I believe a few of the folks I know working on contract for building websites are not obligated to give away the source code - the company wants to own the finished website, but if the employee reuses components of the website in subsequent work for other companies, that's fine.

Also, in most companies both salaried and contract employees sign a Non-Disclosure Agreement (NDA) which covers ideas, proposals and other ephemeral work that relates to the business and it's strategy.

Ownership of code outside the work place is more variable. I can say I have worked in companies where they claimed to own any code I created, even if I did it on my own time for an outside project. But my impression is that this more the norm in huge American companies, and not so typical for smaller, more startup-like companies.

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Definitely depends on the contract. I know in academia, if you work for a college they even own what you do in your off-time if it can relate to your courses...

For example:

Say for a course you design some courseware to make your job easier. The college may have a legal right to this. This can apply to programming. Do examine your contract for employment.

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This only applies if there is a work for hire provision in your contract(there probably was). –  Chad Aug 1 '11 at 19:29
    
@Chad -1? The clause you mentioned is why I say "may have a legal right" and "Do examine your contract". I don't see where this answer was incorrect. If you can express how I was unclear, I'll delete it. –  hbdgaf Aug 3 '11 at 12:29
    
"I know in academia, if you work for a college they even own what you do in your off-time if it can relate to your courses... " That is not true in all cases in academia. And it sounds like you are infering that it does. There are projects that happen at MIT that the research is funded by taxpayers but the fruits of that research are able to be used by the students the University does not own them. –  Chad Aug 3 '11 at 12:51

Any written work is automatically copyright to the creator - this covers any source code that you write. As such, the source code is copyright to you. This is obviously not terribly useful for your employer, and as such all most all employers will include a cause in your contract which transfers ownership over to them. this may cover any work produced during work, but sometimes may also cover ANY work produced by yourself, even if it is produced in your own time using your own machine. It is all dependent on the wording in the contract.

Where no written contract exists, the ownership is a little less clear. In general though, if you have been paid to produce a piece of work, whoever paid you takes ownership - this is known as Work For Hire.

In general though, always make sure a written contract is in place to fully clarify the issue.

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@David - Actually it is very similar in the US. If you work as and independant contractor unless the contract states otherwise the work is yours. That said most contract work includes a work for hire provision. –  Chad Aug 1 '11 at 19:27

I am not a lawyer, you should hire your own for a professional answer. That said, here is my (non-professional) understanding of Software Copyright law as pertains to employees.

Without a contract specifically stating otherwise (usually in the form of a "Work for Hire" clause), by default a developer owns the copyright to all code he writes. Many employers require you to sign a work for hire clause as a condition of employment. The wording varies from contract to contract (and the limits of what is valid in the contract varies from state to state).

Some employers limit the work for hire to any code written on company time and/or using company resources. So for example if you use your company issued laptop on the weekend to write a Facebook game, they have legal claim to it. Likewise, using your own machine to write that same game during working hours is not only unethical but also gives them legal claim to your work.

Some contracts state that any work that you do while employed by the company is their property. I would personally shy away from signing a contract containing that language.

The gist of it is that companies don't want employees walking out with the rights to the software they hired them to build. Most employers won't pursue legal action unless the work competes with theirs. (See the recent victory Mattel had over the Bratz brand which was created by a former employee in the Barbie division.

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I guess this question popped in your mind because you have extended some code that you developed for the company.

If that's the case, then you are under the line for copyright and intellectual theft. You cannot use the source code of your company, even if developed and extended by you.

But, if the work is done outside the office and is entirely yours own. Then no company in the world can sue you.

Moral :- Don't use any source code from company and develop entirely at your end; at home or somewhere else, it doesn't matter

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