Can an Indiana employer require assignment of every invention?
There is no statutory ceiling. Unlike California or neighboring Illinois, Indiana has no employee-invention-assignment statute — nothing that voids an assignment of a true own-time, own-resource invention — so an assignment clause's reach is bounded only by ordinary contract law, the common-law inventor-owns default, and the federal patent overlay. What Indiana adds is a strict-construction rule of its own: its courts read an employment agreement against the employer and will not move ownership the contract does not expressly grant. On a touch screen, a tap shows all 2 sources in this group.
Because there is no statute on point, the limits come from general principles rather than a legislative carve-out. Indiana Code Title 22 (Labor and Safety) contains no employee-inventions article — the only assignment regulation anywhere in the title is the assignment-of-wages chapter, Ind. Code § 22-2-6, which governs paychecks, not patents — and Title 24 (Trade Regulation) is no different, its nearest neighbors being the Indiana Uniform Trade Secrets Act, Ind. Code § 24-2-3, and a chapter on bad-faith assertions of patent infringement. The General Assembly plainly regulates restrictive covenants when it chooses to — its physician-noncompete statute, Ind. Code § 25-22.5-5.5, was tightened again by 2025 legislation (SEA 475) barring new physician–hospital noncompetes entered into on or after July 1, 2025 — but it has never enacted a § 2870-style ceiling on what an invention-assignment promise may capture.
The controlling Indiana-specific authority is Michels v. Dyna-Kote Industries, in which the Indiana Court of Appeals, construing an employment agreement strictly against the employer, refused to treat the employer as owner of an employee's coating formulas that the contract never expressly assigned .
“we hold that there was no express contract giving ownership of the formulas in Dyna-Kote”
The substantive default that Indiana contract law operates against is the federal patent premise restated in Stanford v. Roche: absent an effective assignment, rights in an invention belong to the person who conceived it .
The practical consequence is that an Indiana employer can, in principle, contract for assignment more broadly than a California, Illinois, or Washington employer, because no statute carves out own-time inventions from the reach of the clause. But Michels shows the other edge of the same rule — the clause captures what its express terms say, read strictly against the drafter, and no more. The court there also refused to let the trade-secrets statute substitute for an ownership term the employer never bargained for, pushing the dispute back to the contract itself . There is no statutory safe harbor for the employee to invoke, and equally no statute for a sloppy drafter to fall back on.
Sources for this answer
Michels v. Dyna-Kote Industries, construing an employment agreement strictly against the employer, holds that with no express contract giving the employer ownership of the employee's formulas, ownership did not pass — in Indiana the reach of an assignment obligation is set by the contract's express terms, not by any statute, and trade-secret law cannot substitute for an ownership term the employer never bargained for.
we hold that there was no express contract giving ownership of the formulas in Dyna-Kote
See Michels v. Dyna-Kote Industries, Inc., 497 N.E.2d 586 (Ind. Ct. App. 1986).
Stanford v. Roche confirms the long-standing premise of U.S. patent law that rights in an invention belong to the inventor, the baseline against which any assignment clause is measured.
Since 1790, the patent law has operated on the premise that rights in an invention belong to the inventor.
See Bd. of Trustees of the Leland Stanford Junior Univ. v. Roche Molecular Sys., Inc., 563 U.S. 776 (2011).
Must an Indiana employer notify the employee?
Not applicable. Because Indiana has no invention-assignment statute, there is no statutory carve-out to notify the employee about and no notice requirement of the kind California imposes under Labor Code § 2872 or Washington imposes under RCW 49.44.140(3). What Indiana enforces instead is contractual: disclosure and assignment duties exist only to the extent the agreement expressly creates them, and Indiana courts will not imply the missing promise .
There is nothing to give notice of. A notice requirement exists in California and Washington precisely to alert the employee to a statutory own-time carve-out that limits the assignment; Indiana has enacted no such carve-out, so there is no statutory line for a notice to mark. This is why the entry is marked not applicable rather than a bare no — the question presupposes a statutory carve-out that Indiana does not have.
Where Indiana does police the employer-employee invention relationship, it does so through the contract itself. Michels v. Dyna-Kote Industries turned entirely on what the agreement said: with no express assignment term, ownership of the employee's formulas stayed with the employee, and the court — construing the agreement strictly against the employer — declined to read in the obligation the employer wished it had drafted .
“we hold that there was no express contract giving ownership of the formulas in Dyna-Kote”
For a multistate employer the takeaway is the inverse of the notice states: an Indiana employer neither has to give a § 2872-style notice nor can rely on one to cure an overbroad clause. Everything turns on the express language of the assignment term, because Indiana construes employment agreements strictly against the employer and enforces only the duties the words actually create.
Sources for this answer
Michels v. Dyna-Kote Industries confirms that in Indiana the only source of an employee's invention-assignment or disclosure duty is the express contract — the court, construing the agreement strictly against the employer, refused to find an ownership transfer the contract did not state, and no statute supplies a notice requirement or a carve-out to give notice of.
we hold that there was no express contract giving ownership of the formulas in Dyna-Kote
See Michels v. Dyna-Kote Industries, Inc., 497 N.E.2d 586 (Ind. Ct. App. 1986).
Who owns an invention by default in Indiana?
The inventor, unless hired to invent. Absent a written assignment, the baseline under federal patent law — which governs who holds title to a patentable invention in Indiana as elsewhere — is that rights belong to the employee who conceived it. The narrow exception is the employee hired to invent, and where the employee merely used the employer's resources, Indiana follows the shop-right rule: the employer acquires at most a license to use the invention, never ownership of it. On a touch screen, a tap shows all 2 sources in this group.
Stanford v. Roche anchors the default. The Supreme Court held that even the Bayh-Dole Act did not displace the long-standing rule that an invention belongs to its inventor, treating that premise as the baseline against which any assignment is measured .
Because ownership starts with the inventor, an employer's title is derivative — it exists only if and to the extent the employee assigned it. Any third-party interest must trace back to that inventor-grantor .
The principal exception is the employee hired to invent. Under United States v. Dubilier Condenser Corp., an employee engaged to make a particular invention who succeeds during the term of service must assign the resulting patent to the employer .
Indiana's own case law runs the same framework, and Michels v. Dyna-Kote Industries applies every piece of it in a single opinion. Where the employee developed his formulas using the employer's resources but never expressly assigned them, the most the employer could claim was a shop right — a license to use, not title .
And the hired-to-invent exception is applied as written, not implied. The employee in Michels had been brought on to run the business as its president, and the court declined to treat him as hired to invent when the contract did not say so .
“Furthermore, the contract does not specifically state that Michels was hired to invent.”
Because ownership therefore starts with the inventor and Indiana has no statute filling the gap, the dependable path for an employer is a written present-assignment (hereby assigns) clause that transfers legal title automatically on conception, rather than a future promise to assign that leaves the employer with a mere equitable claim — and Michels is a standing warning that an Indiana court will hold the drafter to exactly what the clause says.
Sources for this answer
Stanford v. Roche confirms the long-standing premise of U.S. patent law that rights in an invention belong to the inventor.
Since 1790, the patent law has operated on the premise that rights in an invention belong to the inventor.
See Bd. of Trustees of the Leland Stanford Junior Univ. v. Roche Molecular Sys., Inc., 563 U.S. 776 (2011).
Stanford v. Roche holds that although others may acquire an interest in an invention, that interest as a general rule must trace back to the inventor — so an employer takes title only through an assignment from the employee-inventor.
Thus, although others may acquire an interest in an invention, any such interest — as a general rule — must trace back to the inventor.
See Bd. of Trustees of the Leland Stanford Junior Univ. v. Roche Molecular Sys., Inc., 563 U.S. 776 (2011).
United States v. Dubilier Condenser Corp. holds that an employee hired to make an invention who succeeds during the term of service is bound to assign the resulting patent to the employer.
One employed to make an invention, who succeeds, during his term of service, in accomplishing that task, is bound to assign to his employer any patent obtained.
See United States v. Dubilier Condenser Corp., 289 U.S. 178 (1933).
Michels v. Dyna-Kote Industries recognizes the shop-right rule in Indiana — an employer whose time, tools, and materials the employee used in developing an invention acquires at most a license or shop right to use it, not ownership of it.
it is true that an employer may acquire a license or shop right in the use of an employee invention when it is shown the employee expended his employer's time, tools, and materials.
See Michels v. Dyna-Kote Industries, Inc., 497 N.E.2d 586 (Ind. Ct. App. 1986).
Michels v. Dyna-Kote Industries declines to apply the hired-to-invent exception where the contract did not state that the employee — hired to serve as the company's president — was hired to invent, confirming that in Indiana the exception is applied as written rather than implied.
Furthermore, the contract does not specifically state that Michels was hired to invent.
See Michels v. Dyna-Kote Industries, Inc., 497 N.E.2d 586 (Ind. Ct. App. 1986).
Are trailing-assignment (holdover) clauses enforceable in Indiana?
Reasonableness is the only limit — and by analogy, not by holding. Indiana has no statute capping a post-employment trailing assignment, and no Indiana decision found in our review squarely decides whether a clause reaching inventions first conceived after employment ends is enforceable. Indiana treats restraints arising from employment as disfavored, construes them strictly against the employer, and enforces them only if reasonable, so a court would most likely test an aggressive holdover clause under that doctrine rather than any invention-specific rule .
Two gaps define the Indiana picture. First, there is no statute: nothing caps the duration of a post-employment trailing assignment or otherwise limits what such a clause may reach. Second, our review found no Indiana appellate decision applying the restrictive-covenant principles specifically to an invention-holdover clause, so the invention-specific application of the doctrine is a prediction rather than settled law.
What Indiana supplies is a mature restrictive-covenant doctrine. In Central Indiana Podiatry v. Krueger the Indiana Supreme Court restated its long-held rule that noncompetition covenants arising out of employment are restraints of trade and disfavored by the law , and stated the operative standard plainly .
A trailing assignment clause functions as exactly such a restraint: to the extent it sweeps in inventions a former employee first conceives after leaving, it burdens that employee's ability to work and invent in the field. Measured under the Krueger line, an Indiana court would most likely ask whether the clause protects a legitimate employer interest — confidential information carried out the door, work begun during employment — and whether its time and subject-matter reach is reasonable. Indiana's blue-pencil rule sharpens the risk: a court may strike severable unreasonable terms but will not rewrite them, so an overbroad trailer is more likely to be excised entirely than trimmed to a reasonable core .
The most instructive invention-specific precedent is regional and persuasive only. In Guth v. Minnesota Mining, decided in 1934, the Seventh Circuit held that the provisions of an employee's invention-assignment contract that were limitless in time and in subject matter of invention were contrary to public policy , but that the contract's other provisions were valid and that the two discoveries in suit fell within them . The decision predates Erie , which required federal courts sitting in diversity to apply state law. Guth is a federal common-law holding, not Indiana law, but it remains the leading nearby treatment of exactly this clause .
“Assignments in gross of future inventions are not favored.”
Sources for this answer
Central Indiana Podiatry v. Krueger states the operative Indiana standard for employment restraints of trade — the covenant is construed strictly against the employer, an unreasonable restriction will not be enforced, and Indiana's blue-pencil doctrine permits only excision of severable unreasonable terms, not judicial rewriting.
We construe these covenants strictly against the employer and will not enforce an unreasonable restriction.
See Central Indiana Podiatry, P.C. v. Krueger, 882 N.E.2d 723 (Ind. 2008).
Central Indiana Podiatry v. Krueger restates the Indiana Supreme Court's long-held rule that noncompetition covenants in employment contracts are restraints of trade and disfavored by the law.
contracts are in restraint of trade and disfavored by the law
See Central Indiana Podiatry, P.C. v. Krueger, 882 N.E.2d 723 (Ind. 2008).
Guth v. Minnesota Mining, a pre-Erie Seventh Circuit decision that is persuasive rather than Indiana authority, struck limitless post-employment invention-assignment provisions as contrary to public policy while enforcing the reasonable during-employment portions, and described assignments in gross of future inventions as disfavored.
Assignments in gross of future inventions are not favored.
See Guth v. Minnesota Mining & Mfg. Co., 72 F.2d 385 (7th Cir. 1934).
Guth v. Minnesota Mining holds that the provisions of the employee's invention-assignment contract that were limitless in extent of time and in subject matter of invention were contrary to public policy.
Upon the facts peculiar to this ease we are convinced that those provisions of the contract which were limitless in extent of time and in subject matter of invention were contrary to public policy.
See Guth v. Minnesota Mining & Mfg. Co., 72 F.2d 385 (7th Cir. 1934).
Guth v. Minnesota Mining holds that some covenants of the employee's contract were contrary to public policy and unenforceable while others were valid, and that the two discoveries in suit fell within the valid provisions.
Some of the covenants are contrary to public policy and non-enforceable. Others are valid and enforceable in a court of equity (although courts are not required in all cases to grant the specific performance of such contracts). The two discoveries which are the subject matter of this litigation fell within the valid provisions of the agreement.
See Guth v. Minnesota Mining & Mfg. Co., 72 F.2d 385 (7th Cir. 1934).
Erie Railroad Co. v. Tompkins holds that, except in matters governed by the Federal Constitution or Acts of Congress, the law applied in any case is the law of the State, and that there is no federal general common law.
Except in matters governed by the Federal Constitution or by Acts of Congress, the law to be applied in any case is the law of the State. And whether the law of the State shall be declared by its Legislature in a statute or by its highest court in a decision is not a matter of federal concern. There is no federal general common law.
See Erie R.R. Co. v. Tompkins, 304 U.S. 64 (1938).
Do not read the absence of an Indiana holdover case as a green light. No Indiana decision found in our review addresses a trailing invention-assignment clause, so the analysis here is an extrapolation from Indiana's noncompete doctrine — a doctrine under which restraints arising from employment are disfavored, construed strictly against the employer, and unenforceable if unreasonable, with blue-pencil excision rather than judicial rewriting, so an overbroad trailer risks being struck entirely rather than saved in part . Keep any holdover assignment short, and tie it to the employer's confidential information or to work actually begun during employment; a clause without limits in time or subject matter is the profile the leading regional precedent struck as contrary to public policy, in a decision that treats wholesale assignments of future inventions as disfavored .
What does federal law require a confidentiality and invention assignment agreement in Indiana to say about whistleblowers and pay?
An employee confidentiality, non-compete, or invention assignment agreement signed or updated now that governs trade secrets or other confidential information must give the Defend Trade Secrets Act whistleblower-immunity notice, and for employees the National Labor Relations Act covers, Section 7 of that Act protects concerted activity, including joining together over pay and working conditions, that a broad confidentiality clause can restrict. The employer may satisfy the notice duty by cross-referencing a qualifying policy document provided to the employee, but an employer that omits the notice may not be awarded exemplary damages or attorney fees under the Defend Trade Secrets Act in an action against an employee who was not given notice.
The notice describes a federal immunity: an individual cannot be held liable under federal or state trade-secret law for disclosing a trade secret in confidence to a government official or an attorney solely to report or investigate a suspected violation of law, or in a court filing made under seal. For an agreement signed or updated now, the duty to give that notice reaches any agreement with an employee that governs trade secrets or other confidential information, whatever else the agreement does.
Section 7 gives employees the National Labor Relations Act covers a statutory right to engage in concerted activity for mutual aid or protection, including joining together to improve pay and working conditions. For employees the Act covers, the Board's work-rule standard adopted in 2023 makes a rule presumptively unlawful if it has a reasonable tendency to chill employees from exercising their Section 7 rights; an employer can rebut that presumption only by showing a legitimate and substantial business interest it cannot serve with a more narrowly tailored rule. The 2023 standard may change, but the Section 7 right it enforces is statutory. State law may add its own requirements for the same clauses.
A form carried over without the immunity notice, or a cross-reference to a reporting policy the employee never received, leaves the confidentiality clause without a valid notice, so the Act's exemplary damages and attorney fees are unavailable against that employee. A Confidential Information definition that sweeps in pay and working conditions with no carve-out exposes the employer to an unfair-labor-practice finding for employees the Act covers.
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An individual is immune from criminal and civil liability under federal and state trade-secret law for disclosing a trade secret in confidence to a government official or an attorney solely to report or investigate a suspected violation of law, or in a court filing made under seal.
An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that— (A) is made— (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.
See 18 U.S.C. § 1833(b)(1).
An employer must give notice of the trade-secret whistleblower immunity in any contract or agreement with an employee that governs the use of a trade secret or other confidential information.
An employer shall provide notice of the immunity set forth in this subsection in any contract or agreement with an employee that governs the use of a trade secret or other confidential information.
See 18 U.S.C. § 1833(b)(3)(A).
An employer complies with the notice requirement by cross-referencing a policy document, provided to the employee, that sets out the employer's reporting policy for a suspected violation of law.
An employer shall be considered to be in compliance with the notice requirement in subparagraph (A) if the employer provides a cross-reference to a policy document provided to the employee that sets forth the employer's reporting policy for a suspected violation of law.
See 18 U.S.C. § 1833(b)(3)(B).
An employer that does not give the required notice may not be awarded exemplary damages or attorney fees in a trade-secret action against an employee who did not receive it.
If an employer does not comply with the notice requirement in subparagraph (A), the employer may not be awarded exemplary damages or attorney fees under subparagraph (C) or (D) of section 1836(b)(3) in an action against an employee to whom notice was not provided.
See 18 U.S.C. § 1833(b)(3)(C).
Section 7 gives employees the right to engage in concerted activities for mutual aid or protection, the statutory basis for keeping discussion of pay and working conditions outside confidentiality restrictions.
Employees shall have the right to self-organization, to form, join, or assist labor organizations, to bargain collectively through representatives of their own choosing, and to engage in other concerted activities for the purpose of collective bargaining or other mutual aid or protection, and shall also have the right to refrain from any or all of such activities except to the extent that such right may be affected by an agreement requiring membership in a labor organization as a condition of employment as authorized in section 158(a)(3) of this title.
See 29 U.S.C. § 157 (NLRA § 7).
The National Labor Relations Board protects the right of private-sector employees, with or without a union, to join together to improve wages, benefits, and working conditions.
Established in 1935, the National Labor Relations Board is an independent federal agency that protects employees from unfair labor practices and protects the right of private sector employees to join together, with or without a union, to improve wages, benefits and working conditions.
See NLRB Office of Public Affairs, news release of Feb. 21, 2023 (agency mission statement).
Under the work-rule standard the Board adopted in 2023, a rule with a reasonable tendency to chill employees from exercising their Section 7 rights is presumptively unlawful unless the employer proves a legitimate and substantial business interest it cannot advance with a more narrowly tailored rule.
Under the new standard adopted in Stericycle, the General Counsel must prove that a challenged rule has a reasonable tendency to chill employees from exercising their rights. If the General Counsel does so, then the rule is presumptively unlawful. However, the employer may rebut the presumption by proving that the rule advances a legitimate and substantial business interest and that the employer is unable to advance that interest with a more narrowly tailored rule.
See Stericycle, Inc., 372 NLRB No. 113 (2023); NLRB Office of Public Affairs, Board Adopts New Standard for Assessing Lawfulness of Work Rules (Aug. 2, 2023).