Skip to content

Commit

Permalink
more standard and fewer words
Browse files Browse the repository at this point in the history
  • Loading branch information
mlinksva committed Feb 9, 2018
1 parent f4098da commit 7af2e8f
Show file tree
Hide file tree
Showing 2 changed files with 5 additions and 5 deletions.
6 changes: 3 additions & 3 deletions Balanced_Employee_IP_Agreement.md
Original file line number Diff line number Diff line change
Expand Up @@ -12,15 +12,15 @@ The Company also believes that it's important to be clear on what it doesn't own

Cool? Then, by signing this Agreement, and as a condition of your employment, you agree to the following:

1. **What the Company owns.** The Company owns any IP ("Company IP") that you create, or help create during the term of your employment or contract work, _within the scope of your responsibilities as an employee or contractor_. You hereby grant and assign, and will grant and assign, to the Company all rights and interests in all Company IP. All Company IP that you are involved with or create as part of your work for the Company is [work made for hire](http://www.copyright.gov/circs/circ09.pdf) under copyright law and compensated by your regular salary or pay.
1. **What the Company owns.** The Company owns any IP ("Company IP") that you create, or help create during the term of your employment or contract work, _within the scope of your employment or contract_. You hereby grant and assign, and will grant and assign, to the Company all rights and interests in all Company IP. All Company IP that you are involved with or create as part of your work for the Company is [work made for hire](http://www.copyright.gov/circs/circ09.pdf) under copyright law and compensated by your regular salary or pay.

2. **What the Company doesn't own.** If you create IP outside the scope of your responsibilities as an employee or contractor, the Company doesn't own it. In other words, the Company doesn't own concepts, designs, developments, discoveries, ideas, improvements, inventions, trade secrets, trademarks, or works of authorship that you develop, invent, or create that do not meet any of the conditions in Section 1. This is true regardless of the computer you use to develop your IP, including the one furnished to you by the Company.
2. **What the Company doesn't own.** If you create IP outside the scope of your employment or contract, the Company doesn't own it. In other words, the Company doesn't own concepts, designs, developments, discoveries, ideas, improvements, inventions, trade secrets, trademarks, or works of authorship that you develop, invent, or create that do not meet any of the conditions in Section 1. This is true regardless of the computer you use to develop your IP, including the one furnished to you by the Company.

The Company also doesn't own IP excluded by laws such as those listed in Exhibit A. You acknowledge you have reviewed Exhibit A and have read those laws applicable to you.

3. **License to Company for your IP in Company projects.** If you include your own IP – such as IP you created prior to working for the Company – into a Company project, it's still yours, of course, but you grant the Company a non-exclusive, irrevocable, fully paid-up, royalty-free, perpetual, sublicensable, transferable, worldwide license to use it without restriction in any way or implementation, in modified form, or as is, by itself, or incorporated into a product or service ("License"). If you include your name in any project over which the Company would have rights under this Agreement, such as in a copyright notice or a comment in code or documentation, then the License covers the rights associated with that use of your name as well.

The License also covers any IP that you create, or help create during the term of your employment or contract work, _outside the scope of your responsibilities as an employee or contractor_, but only if it meets one or more of these additional conditions: The IP was (i) related to an existing or prospective Company project at the time you developed, invented, or created it, (ii) developed for use by the Company, or (iii) developed or promoted with existing Company IP or with the Company's endorsement.
The License also covers any IP that you create, or help create during the term of your employment or contract work, _outside the scope of your employment or contract_, but only if it meets one or more of these additional conditions: The IP was (i) related to an existing or prospective Company project at the time you developed, invented, or created it, (ii) developed for use by the Company, or (iii) developed or promoted with existing Company IP or with the Company's endorsement.

4. **Check with Legal on using non-Company IP in Company projects.** When the Company relies on a license to use non-Company IP (such as IP you own or that was created by others and submitted to an open source project) in Company projects, Legal needs to be clear that the license is adequate. You agree to follow Company policies and procedures for using non-Company IP in Company projects, and to check with Legal for any situation not clearly and fully addressed by Company policy.

Expand Down
4 changes: 2 additions & 2 deletions README.md
Original file line number Diff line number Diff line change
@@ -1,6 +1,6 @@
# Balanced Employee IP Agreement (BEIPA)

[BEIPA](Balanced_Employee_IP_Agreement.md) takes a balanced approach to assigning control of intellectual property (IP) created by an employee. The company gets exclusive control of IP created in the scope of an employee's responsibilities. The employee maintains exclusive control of IP created outside of their employee responsibilities and not related to the company's business. For IP created outside of an employee's responsibilities but related to the company's business, the employee maintains ownership and the company gets a non-exclusive and unlimited license. A company using BEIPA doesn't try to claim control of an employee's free time knowledge production, nor does it try to extend company control past the period of employment. Think of BEIPA as a commitment to employee autonomy and "work-life balance" – for the mind.
[BEIPA](Balanced_Employee_IP_Agreement.md) takes a balanced approach to assigning control of intellectual property (IP) created by an employee. The company gets exclusive control of IP created in the scope of an employee's job. The employee maintains exclusive control of IP created outside of their job and not related to the company's business. For IP created outside of an employee's job but related to the company's business, the employee maintains ownership and the company gets a non-exclusive and unlimited license. A company using BEIPA doesn't try to claim control of an employee's free time knowledge production, nor does it try to extend company control past the period of employment. Think of BEIPA as a commitment to employee autonomy and "work-life balance" – for the mind.

BEIPA was started as a reusable version of GitHub's employee IP agreement. Your company can use BEIPA too, and modify it as needed. If you'd like to help improve BEIPA for everyone, file an issue or make a pull request. While aiming to maintain the same "balanced" policy, we're keen to see feedback and suggestions for improving BEIPA and associated documentation. Please read our [contributing guidelines and instructions](CONTRIBUTING.md).

Expand All @@ -18,7 +18,7 @@ In the United States, without an express agreement employers usually own [works

Many employee IP agreements are very generous – to employers. To the extent [allowable by law](#in-what-jurisdictions-is-beipa-applicable), employers get control over everything employees create while employed, 24/7, over work created before their employment, and sometimes even to gain control over what former employees create through "non-compete" terms. For an overview, see _[The New Cognitive Property: Human Capital Law and the Reach of Intellectual Property](https://ssrn.com/abstract=2517604)_.

BEIPA only claims _exclusive control_ of what the employee creates during the period of employment and within the scope of their job responsibilities, and _non-exclusive freedom to use_ other creations relating to the company's business. There surely are many other approaches to relatively "balanced" employee IP policy. We encourage progressive companies and workers to share their [agreements and lessons](#what-are-some-other-relatively-balanced-approaches).
BEIPA only claims _exclusive control_ of what the employee creates during the period of employment and within the scope of their job, and _non-exclusive freedom to use_ other creations relating to the company's business. There surely are many other approaches to relatively "balanced" employee IP policy. We encourage progressive companies and workers to share their [agreements and lessons](#what-are-some-other-relatively-balanced-approaches).

### Why would an employer want to use BEIPA?

Expand Down

0 comments on commit 7af2e8f

Please sign in to comment.