Question 1

Does Pennsylvania enforce IP assignment clauses?

Accepted Answer

Generally yes, for work-related inventions. Pennsylvania enforces assignments for inventions "made in the course of employment" using company resources. However, inventions created entirely outside work (personal time, personal equipment, unrelated to business) may be employee property. Scope of assignment matters.

Question 2

Can I have side projects in Pennsylvania?

Accepted Answer

Likely yes, if: (1) created outside work hours, (2) using personal equipment, (3) unrelated to company business. However, get explicit carve-out language: "Employee retains ownership of inventions created entirely outside work." This prevents disputes.

Question 3

How does Pennsylvania trade secret law work?

Accepted Answer

Pennsylvania follows the Uniform Trade Secrets Act (UTSA). Company owns trade secrets created during employment. Trade secret = information deriving value from not being public, subject to reasonable secrecy. You cannot disclose or misuse trade secrets. But information not meeting trade secret definition is not company property.

Question 4

What if my IP clause is overly broad?

Accepted Answer

Pennsylvania courts disfavor overly broad clauses that prevent all employee work ownership. A clause saying "we own everything" may be unenforceable. However, litigation is expensive. Better: negotiate: "Company owns work-related inventions. Employee owns other inventions."

Question 5

How should I negotiate IP assignment?

Accepted Answer

Ask for explicit carve-out: "Exclude inventions created entirely outside work, unrelated to company business." Reference reasonableness limits. Most PA companies accept this. Get any agreement in writing.

IP Assignment in Pennsylvania: Invention Ownership

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