
Ask HN: is it wrong to sell a software product you made to your employer? - cushychicken
I&#x27;ve been running up against a few issues within the company I work for that I think could be served well by building software to help manage the issues we face. I&#x27;m introducing a level of vagueness because I don&#x27;t really want people to figure out where I work, but the issue at hand has to do with how my company releases data to our contract manufacturer. (We&#x27;re a hardware company that builds product in China.)&lt;p&gt;On the one hand, I think I have a unique position to help develop the solution, since I&#x27;m one of the ones who has a front-line view of the problem and a modicum of notion how to solve it. On the other hand, I can see this as a problem that other companies would likely have, and would pay to have solved - in other words, a pretty decent business opportunity.&lt;p&gt;Does it represent a conflict of interest to build that software in my spare time and then try to sell it to my existing company as a solution?
======
akg_67
Congratulations! You have a seed for your own Enterprise/B2B startup. This is
how I have seen quite a few such startup sprout. Now, you have to be careful
not to let your employer take control of the IP you develop for addressing
this problem. The key criteria is that you didn't come up with the solution
while you were with your employer.

 _Talk about problem but don 't talk about your solution in the same domain as
your employer while you are with your employer._

Don't discuss the solution with anyone at your workplace or other employees,
you are free to talk about the problem and problem space. Don't try to suggest
or sell to your employer your solution. Don't use company time and equipment
to develop the solution and any associated activities like documentation,
presentation, emails or anything to do with your solution. Don't create
paper/electronic trail that can date that you came up with solution while you
were working with your employer.

Keep developing prototype solution on the side, keep identifying potential
buyers, investors, partners etc. (never discuss your solution, just the
problem). Focus on learning problem space, key players and solutions in the
space. Become expert in problem space inside and outside company. Keep
incorporating in your prototype the key problems and features potential buyers
indicate. Your prototype need to be a reasonably working solution for B2B
buyers to buy.

Once you are reasonably confident about potential of your solution and working
prototype, quit your job. Give the impression of you are traveling and
relaxing while continue working on your solution for however long your signed
agreements, NDA, etc specify (typically 6-12 months is reasonable time after
which anything you do belongs to you). Then start your company and go out sell
to potential buyer. Avoid having your last employer as first buyer.

Good luck!

ed: IANAL.

------
hardwaresofton
Many companies have clauses in your offer/contract for situations like this.
They often own what you do in your spare time as well as while you are on the
clock, as the lines are often blurred.

I think the first step would be to talk to HR (or if you don't want to do
that, take a look at your contract, read it closely, or hire a lawyer) to see
what would happen if worst came to worst (if your company took legal action,
regardless of if you develop it while working for them, or shortly after
quitting).

------
krapp
_Does it represent a conflict of interest to build that software in my spare
time and then try to sell it to my existing company as a solution?_

In my opinion, no. Unless you've cross some proprietary line which would allow
them to try to sue you for it anyway, use whatever leverage you feel you have
for your own benefit.

------
HenryMc
I seems you have identified a problem that is not unique to your employer, and
have a solution to it. Unless some clause in your contract specifically
prohibits you working on this in your own time I don't see a problem.

------
mkuhn
Would your company allow you to develop the software on company time as part
of your regular work?

------
tobylane
>since I'm one of the ones who has a front-line view of the problem

Your contract will trump whatever we say, but you say you require knowledge
you have because of your employment. That's why your company would (without a
contract) be able to claim ownership. The law asks if they gave you the
resources to make something.

