Conference hydra::amiga_v1

    
    	I have been throught the whole thing and it is not pretty. I
    have also heard from others that have tried this.
    
    	First there is something called the "Business Conduct Committee".
    They tell you if it is a conflict of interest or not. Two years
    ago when I did it Geoff Sackman in Corporate Personnel was the
    contact person.
    
    1) PD,Shareware,Sell it must all be run through the committee. It
    use to take about 4 months to do this.
    
    2) As for your points 
    
      a) On your own time - If you are a salary employee, there is not
         anything called your own time. You are a DEC employee 24 Hours
    	 a day 7 days a week. You are bound at all times by your
    	 employment agreement. Therefor you must get DEC to release
    	 their rights to any thing you write any time.
    
      b) On your own equipment - Yes, you own the hardware but DEC owns
    	 you ( see above ).
    
      c) PD - Any thing you do computer related falls under a employee
         agreement you signed to work here. DEC has rights to it all.
    
    3) other questions
    
    	Shareware, Sell, PD makes little difference to the procedure
    	but they are happier if it is going to be PD.
    
    4) A RAY of HOPE - I was told there was a short procedure being
    developed to release PD software to DECUS. It may be done by now.
    
    5) If you don't want to go through any of this, all software can
       be released as "DEC internal use only". This allows any DEC
       employee to use it at work or home.
    
    		Steve Peters
    

You could always have your spouse, etc. distribute the stuff.  I would think
(without actually knowing) that that would be a legal loophole.  Of course then
you won't get the public credit.

	Paul

re:	.1

>>    	First there is something called the "Business Conduct Committee".

This was disbanded a while back. They have tried to re-instate it and have
decided that it is a 2 step process:

	1)	Decided if it is "OK" for you to have the rights to the
		software.

	2)	Have someone "in authority" sign it over to you.

Part 1 is pretty much in place... part 2 was on hold (last I heard) because
no one wants to take the responsibility.

**** FLAME ON ****

I have been burned pretty badly (see other notes) on this issue, and you would
think by now that this company would get their act together. I know that
Apple has a more reasonable approach that works something like this:

	1)	You must submit ALL home software for review.
	2)	The company MUST make a decision within a small length of
		time (I believe 1 month).
	3)	If the company doesn't want it, they give you all rights.
	4)	If the company does want it, they MUST market it within
		a specified time (I believe 1 year) and you get a specified
		(small) percentage of the profits (I beleive 1 or 2 percent).
	5)	If the they do NOT market it within the specified time, the
		rights revert to you.

This sounds reasonable and fair. I even know of cases where Apple employees
have been working on projects that got cancelled, and then asked for (and got)
the rights to the software!!

I have not been able to get ANYONE at DEC to listen to this as a reasonable
idea of how to handle the situation.

I hope you have better luck than me.

**** FLAME OFF ****

    I recall something said by the senior living computer programmer
    (Retired Admiral Grace Murray Hopper, now a DEC employee):
    
    	``It is easier to apologize than to ask permission.''
    
    Since DEC has no effective method for giving permission (see .3)
    there are really only two options: don't do it, or be prepared to
    apologize.
    
    I have been distributing software that I created on my own time
    for several years, and I have not asked permission.  I have, however,
    thought about how I would apologize in the unlikely event that someone
    took offense at what I am doing.  My circumstances are different
    from yours, so your apology would not match mine, but here is my
    outline:
    
    1. I created the software on my own time--my Digital work did not
    suffer during its creation.
    
    2. There would be no profit for DEC in making this a product--at
    DEC's prices, nobody would pay for it.  If it were worth a lot more
    DEC might be able to make money from it, but it costs about $200
    to ship a mag tape from the SDC, so we can't set the price less
    than that without losing money on every sale, and that's too high
    a price.
    
    3. The availability of this software makes DEC hardware more useful,
    and therefore increases its sales, or at least customer's satisfaction.
    (This probably won't apply to you.)
    
    4. The cost to DEC of my distribution efforts are minimal: the data
    shares an off-line disk with some archival DEC stuff; I distribute
    on mag tapes I rescue from the trash can; I state clearly to any
    recipient who contacts me through DEC that this is not a DEC
    product--if they have problems or questions they should contact
    me directly, not bother their DEC representative.
    
    5. I'm not making any money off this venture--I ask for no funds,
    and return any sent to me unsolicited.  I pay the cost of mailing
    out of my own pocket.
    
    So far I haven't been called upon to make this apology, but I've
    got it ready, just in case.
        John Sauter

    Conflicts of Interest are detailed in Section 6 of the Personnel
    Policies & Procedures Manual. Your supervisor can provide you with
    the specifics. Given that Commodore is now in the PC business and
    soon to be in the Ultrix business, the "indirect association with
    a competitor" becomes an issue -- only if it is a business interest.
    
    To quote from the PP&P Manual (Section 6.06):
    
    "An employee is allowed to do outside consulting or to engage in
    outside business activities provided the employee meets ALL the
    following criteria:
    
    A.  The consulting or outside business activity, including preparation,
        is not on Company time nor does the consulting or outside business
        activity in any way impact the employee's job performance at
        Digital.

    [If you are writing some Amiga software, and you arrive late at
     work because you've been up all night debugging -- and you plan
     to sell the software when its done -- then you are probably in
     violation of "A"]
    
    B.  The consulting or outside business activity does not in any
        way utilize any Digital resources; e.g., facilities, materials,
        equipment, telephones, trade secrets, Company proprietary or
        confidential information, etc.

    [If you use VAX/Notes to tell people you are working on software
     for the Amiga that you eventually plan to sell, or you write portions
     of it on your VAX account, or ARC it on DEC-owned equipment -- then
     you are probably in violation of "B"]

    C.  The consulting or outside business activity is not for, with,
        or at any competitor, supplier or customer.

    [If you are working in collaboration with Commodore, or planning
     to sell to Commodore or another competitor, or writing something
     that would compete with something we sell -- then you are probably
     in violation of "C"]

    D.  The consulting or outside business activity does not compete
        with any business activities of, or services currently offered by,
        Digital.
    
    E.  The consulting or outside business activity does not result
        in significant enhancements of competitors' products, involve
        decision-making which could result in recommending competitor's
        products, or result in a significant business advantage for a
        competitor.

    F.  Consulting or outside business activity in the field of or related
        activities is reviewed by the  employee's manager. If situations
        requiring interpretation of this policy, the case will be referred
        the the Business Conduct Committee for final decision.
    
    [BE SURE YOU TALK TO YOUR MANAGER -- or you WILL BE in violation
     of "F"]

    G.  Neither Digital's name not the position of the employee of Digital
        is used in the furtherance of the outside activity.

    [If you identify yourself as a crackerjack Software Developer for
     DEC in your release notes -- then you are probably in violation
     of "G"]

re: .5

>    C.  The consulting or outside business activity is not for, with,
>        or at any competitor, supplier or customer.
>
>    E.  The consulting or outside business activity does not result
>        in significant enhancements of competitors' products, involve
>        decision-making which could result in recommending competitor's
>        products, or result in a significant business advantage for a
>        competitor.

	I can tell you for a fact that Digital views Commodore as a competitor
	and that doing ANY software for the Amiga is an enhancement of the
	competitors' product.

    RE:1269.6
    
    IN THAT CASE, THIS WHOLE NOTES CONFERENCE AND YOUR DIRECTORY ON
    COOKIE ARE IN VIOLATION SINCE THEY ALL ENHANCE THE VALUE OF THE
    AMIGA!!!
    

>    IN THAT CASE, THIS WHOLE NOTES CONFERENCE AND YOUR DIRECTORY ON
>    COOKIE ARE IN VIOLATION SINCE THEY ALL ENHANCE THE VALUE OF THE
>    AMIGA!!!


But I think the issue is that they inhance the Amiga for DEC EMPLOYEES.
                                           
We (DEC employees) can release *any* software we'd like, if we mark
it "Internal Use Only"

John

    re: .8--I don't see anything in the policy quoted in .5 that exempts
    products marked "internal use only".
    
    However, the policy quoted in .5 is clearly obsolete, since it refers
    to a committee that no longer exists.  Until the policy is updated
    it cannot be followed.
        John Sauter

I meant that in some previous reply, someone mentioned that putting
Internal Use Only meant it can't leave DEC, therefore it probably
doesn't help the Amiga as a commercial product. Obviously
software marked as such cannot be a product.

John

    Haha .. wonder what they'll say on the IBM Notesfile!?

    re: .10--Even though a piece of software is prevented from leaving
    DEC, it can still "help the Amiga as a commercial product".  There
    are a lot of people working for DEC, and some of us own Amigas.
    To us, therefore, the availability of this Internal Use Only product
    enhances the value of the Amiga.
    
    It is very easy to interpret the policy in nonsensical ways.  Perhaps
    my interpretation above could be considered such.  Some judgement
    is required for cases in which the employee's efforts do not
    significantly enhance the value of the competitor's product, and
    are really just a minor side effect of work that the employee is
    doing for himself and/or his friends.  
    
    Since the policy is non-operative (due to the lack of the Business
    Conduct Committee) we must make our own policy, based on Digital's
    principles.  In my opinion, as long as an employee's efforts do
    not create the impression that he is being paid by Digital while
    really working for a competitor (which is bad for morale), he should
    be allowed to do what he wishes.  The other issues raised by the
    policy, such as taking so much of his time that he is unable to
    perform his Digital work effectively, or revealing DEC's secrets,
    are already covered adequately by other policies.
        John Sauter

I agree. But to benifit from the DEC stuff, you must be a DEC employee
(or the friend of a dis-honest DEC employee :-)

So the question (as you said) comes down to just how the DEC employee
decides to develop his/her software (i.e. at home on "his" time, at work
on "DEC's" time, using DEC resources... etc)

In any case, I doubt that many employees will decide that Amiga SW development
has more merit than thier job at DEC - provoking them to quit and join CATS !

Again, like you said, without a formal comittee on this stuff, we're pretty
much on our own "honer" system. 

John

    
    
    RE .12 .13
    
    	I think you are missing the point. DEC policy is to keep DEC's
    best interest not the employee. It is also clear that some written
    release from DEC is required. The last I heard only VP and above
    are allowed to release ( and make other legal decisions for DEC).
    I have been working with a number of buyout products for DEC and
    in each case a VP had to sign all contracts.
    
    	It is also true that nobody is out looking for people violating
    the policy. You can "get away with it" for a long time before anybody
    ever does anything about it. But if someone does do something about
    it be ready to take your lumps.
    
    	Steve Peters
    

    Certainly DEC policy is for DEC's best interests, but DEC _is_ its
    employees.  The existing policy is non-operative because (as reported
    earlier in this topic) no VP can be found who is willing to sign
    the releases.  In the resulting vacuum we must do the best we can.
    
    I don't anticipate getting any "lumps" from my activities in this
    area, but if I get any I will accept them, since my alternative
    is to do nothing, a solution that the framers of the original policy
    realized wasn't satisfactory.  If the "lumps" are too severe I'll
    go to some more enlightened place.
        John Sauter

Lets look at this a different way.

Now, Some people say the best MAC is better than the Amiga. Some say
Amiga is better. DEC has just provided support for the MAC in VMS software.

Now, suppose some ambitious DEC employee were to write similar stuff
for the Amiga (which will surely overtake the MAC soon enough! :-).

Wouldn't this be a benifit to both Amiga and DEC?  Sure it would sell
more Amiga's for Commodore, but it would do what the MAC stuff did
all over again for DEC!

John

    ref .16
    	This is a good point but what is in the fine print of the agreement
    with Apple. It may be that part of the fine print states that for
    x timeframe we cannot develop simular products for systems which
    compeat with the MAC. This is something which chould be checked
    out. However I would love to see Amiga systems supported on vax/vms.
    Jeff Filer MAA product Support
    

    
    
    	When talking about the "Conflict of Interest" policy, we should
    observe the fact that it includes not only software development,
    but any form of interaction with a competitor which may be viewed
    as helping to improve their position in the marketplace.
    	This being the case, combined with the fact that CBM is viewed
    as a competitor, then any of us who purchase any product from CBM
    DURING our employment at DEC are in violation of the "Conflict of
    Interest" policy.  We are in fact improving the competitors position
    by increasing their customer base.
    
    	That sounds ridiculous doesn't it!  But if the policy is taken
    literally, it is justified.  Or is it?
    
    	One major point that is not discussed here which perhaps should
    be, is that Digital's policies are interpretive.  It states that
    right in the policy itself.  Interpretive disclaimers are the lawers
    way of saying...
    
    	"We are not sure of what it is we want to enforce, so we will
    say everything, and any exceptions to that rule can be covered in
    the interpretaion disclaimer.  That way decisions can be overidden
    all the way up to an officer of the company."
    
    	By doing this they are protected from lower, middle, and upper
    level managers from giving their employees an incorrect interpretation.
    The reason this disclaimer cannot work with a VP or above, is that
    the word or agreement of an officer of the company, is both legal
    and binding on the company.  So if an officer makes a wrong decision,
    the company has the option of taking legal action against the officer.
    But that does not remove their obligation to fulfill the agreement
    the officer made.
    
    	The policy is made to protect Digital (by the way Digital is
    a legal entity, and the employees are NOT considered _DEC_) from
    employees who damage the company's position (intentionaly or not) by
    promoting the interest of themselves or a competitor unjustly.
    
    	So please do not flame!  I am not giving any advice to anyone
    to do anything.  I am just passing on my interpretation. (theres
    that nasty word again)  If it were myself (which it has been in
    the past), I can tell you that I do the following...
    
    	1) First I see a lawer, before anything else!
        2) Then I follow his advice. (Last time it was...)
    		1. Tell my manager (in writing by registered mail) that
    		   I am going to develope a particular product and that
    		   I have plans to market it.
    		2. Then I went ahead and did it.
    
    	( My lawyer made sure of what it was I had to do to prevent
    any conflict of interest on my part, according to MY legal position
    with Digital.)
    
    	Interestingly enough, even DEC makes mistakes in their policies
    which allow you to do a lot more than you initially think you can.
    I will not elaborate any more than to say that there MAY be some
    policies which YOU MAY NOT be bound to according to YOUR contract
    with DEC.
    
    David J.  (ONE WHO CARES TO HELP DIGITAL BE THE BEST) 
    
    

    
    re. 18
    
    	Thank you for your insightful view point.  I remember how upset
    I was when this topic first came up.  My dream, that my midnight
    project would someday make me rich beyond my wildest dreams, was
    shattered!  I enjoy programming for fun, I think in some ways it
    benifits the company.  For one, it helps me maintain my enthusiasm
    and interest.  Not everyone is motivated by just money.   
    
    	It's good to hear the DEC will probably let me own my work,
    assuming it's within the guidelines.  
    
    	How much it would cost to consult a laywer on this issue?  I
    imagine it's pretty outrageous.  Am I wrong?   

    Lawyers are always outrageous, but they are not always expensive.
    
    There are things you can do to reduce the amount you pay them.
    They charge by the hour, so in general anything you can do to save
    them time will save you money.  You should gather together any
    documents that are relavent to your problem (for example, your
    employment contract and the policies & procedures manual) before
    going to the lawyer's office for the first time.  If the relavent
    policies raise obvious questions, get answers to those questions,
    in writing, also, before your first visit.
    
    It sometimes happens that when you've gathered all of the information
    that a lawyer would need to advise you, the answer to your question
    is obvious.  In that case you won't need a lawyer at all.  Don't
    count on that happening, though.
        John Sauter

    
    Re: .20
    
    	First, I would like to mention that I would never stand in front
    of a person holding a gun (even if it wasn't loaded) and let him
    point it at me and pull the trigger.
    
    	Second, I would never trust my own "legal" instincts enough
    to be able to make decisions about what is and and is not "legal"
    when it comes to contracts. 
    
    	Laywers have to get 'good' grades in undergrad work in order
    to be accepted into a law school, and the the ones that don't usually
    end up chasing ambulances.  When they get to law school they spend
    the next few years (sometimes more) learning all the ways the words
    'liability' or 'obligated' can be defined.  After they get 'passing
    grades' they then are still not trusted by the courts to practice
    law.  If it wasn't enough that they spent the last 8 years of their
    lives eating cold spaghettios and drinking flat coke and trying
    to see if they could actually write at 100 words a minute while
    holding the pages down with their noses, they are now subjected
    to a brutal test by their peers to see if they actually learned
    something.  Even the bar is not a sure thing, because even if you
    got good grades you may have to take it a couple times before you
    pass it.  Then on top of everything else, they are made to practice
    in a form of 'apprenticeship' for a period of time before they can
    reasonably be expected to survive in the litagory jungle.
    
    	Sorry.....   I don't even want to think what I could
    do to myself by making legal decisions without proper training.
    
    	But... we can always take advantage of the service industry
    known as legal counseling.  Yes it may cost some money, but you
    are protected (to a point).
    
    	I don't mean to flame, but a lot of cases have been lost by
    someone having to tell a judge...
    
    	"but... I talked to (insert name here) and he said (insert bad
    advise here)..."
    
    	or
    
    	"but... I thought (insert all legal misconceptions) here..."
    
    Flame off...
    
    Re. .19
    
    	If you find a good laywer, (a real good one), he won't charge
    you anything for advise.  The reason he does not do this, is because
    he expects you to come back when you need a laywer to write up
    contracts, or file for copywrights, or review a contract, or to
    do a patent search, or to file suits, etc..  Good laywers are people
    you become attached to.  The become friends of the family.  They
    get phone calls in the middle of the night because your son needs
    to be bailed out of jail for getting in a fight.  They get invited
    to dinner, they stay on your christmas card list for no apparent
    reason at all.  You take them golfing, to the show, to dinner, the
    theater, fishing.  You bring them gifts from your vacations.
    
    	And why you may ask.
    
    	Because you build a bond of loyalty with them.
    
    So, look around, ask your friends and relatives, call a few from
    a little distance and ask for references for a good laywer in your area
    which works in the area of interest you need.  Call him up, and
    ask him if he would charge you to meet with him to discuss some
    questions you may have.  See him and see what he says you should
    do.  He probably won't look at your papers without charging you,
    but he will tell you if he should and if he does charge for it.
    
    The reason I flame is because I was in the same situation as described
    above, where I developed some software and didn't understand the fine
    print enough to know I had signed away all my rights to it.  I thought
    I did, but found out I was wrong.
    
    I found a lawyer, and with his help I got it back.  And believe
    me it was my stupidity for losing it in the first place.  He got
    it back for me by finding that I had first publishing proof, which
    had happened entirely by accident, but was enough to show that I
    had full rights to it.  I have since 'legally' sold the package,
    and I have seen exactly how much it was I would have lost had we
    not gotten the rights back.
    
    
    To sum up...
    
    It was worth seeing the laywer!
    
    David.
    
    

Re: .21

Jeeze, what a wet blanket.  He probably wouldn't even perform home
heart surgery.  :-)

I think his point is well taken: if you are serious about doing a
project for money, see a lawyer.

    Since .21 started re: .20, and I wrote .20, I think I had better
    respond.
    
    I was not recommending that you not see a lawyer, just describing
    a technique for minimizing the costs of doing so.  I did say that
    after gathering the information you might find that you didn't need
    a lawyer.  That's never happened to me, but I nevertheless think
    it is possible.  For example, suppose you find that the action you
    are contemplating is a crime?  If you decide not to do it, you wouldn't
    need a lawyer.
    
    re: .21--I guess I move in different circles than you do.  I've
    never met or heard of a lawyer that doesn't charge for advice. 
    I also don't become attached to lawyers in the sense of sending
    Christmas cards, giving gifts, etc.  I treat lawyers like plumbers--
    I hire them when I need them, and ignore them otherwise.  Purely
    a business relationship.  (Maybe that's why I am always charged
    for advice.)
        John Sauter

    re: .21
    
    There is something wrong...somewhere...when the laws are written
    in such a form that the citizen, who is supposed to abide by them
    is forced to hire a 'specialist' to interpret(sp?) them.
    
    What ever became of the simple: "Thou shalt not....."  Very plain,
    straightforward and to the point.
    
    Bob.

    
>    What ever became of the simple: "Thou shalt not....."  Very plain,
>    straightforward and to the point.

Thou did anyway

So we had to come up with more intensive and "all encompassing" laws. 
Unfortuneatly this makes them open to interpretation...

John

    < Note 1269.25 by WJG::GUINEAU >

>So we had to come up with more intensive and "all encompassing" laws. 
>Unfortuneatly this makes them open to interpretation...
>
>John
Actually, the full law in the books of Moses are pretty intricate, for
    all kinds of suits and civil matter that a shepharding wandering
    tribe in the desert can have.  The ten commandments (which are more
    than that if you count) are just the beginning.
I didn't become a lawyer because I didn't want to study hard.
    Tom