Can my employer legally claim ownership of a side project I built on my own time without company equipment?

Generally, no. If you developed the project entirely on your own time, without using company resources, and it is unrelated to your employer's business or actual or anticipated research, your employer likely has no legal claim to your intellectual property, provided your employment contract does not contain overly broad assignment clauses.

The Three Pillars of IP Ownership

To determine if you own your side project, you must evaluate three specific factors. If you fail any of these, your employer may have a legal basis to claim ownership.

• Time and Resources: You must use zero company equipment, software, office space, or proprietary data. Even using a company-issued laptop for a few hours can create a legal "nexus" that employers exploit.
• Scope of Business: The project must not relate to your employer's current business or their "demonstrably anticipated" research or development.
• Contractual Language: Your Proprietary Information and Inventions Agreement (PIIA) must not contain an "assignment of inventions" clause that is so broad it captures all work created during your employment term, regardless of relevance.

Key takeaway: If your side project is a direct competitor or a tool that automates your current job duties, you are in the high-risk zone for an ownership dispute.

State-Specific Protections

Several U.S. states have enacted statutes that override overly broad employment contracts. These laws provide a "safe harbor" for employees.

Action Item: Check if your state has an "Invention Assignment Statute." If it does, your contract cannot legally force you to assign rights to inventions that fall within the statutory protections.

Red Flags in Your Employment Agreement

Review your contract for these specific phrases that signal potential trouble:

• "All work created during the term of employment": This is a massive red flag. It ignores the "own time" distinction.
• "Relating to the business of the Company": This is often interpreted broadly. If you work for a tech company, almost any software project could be argued to "relate" to their business.
• "Inventions conceived or reduced to practice": This legal standard means that even if you only thought about the idea while on the clock, they might claim it.

Action Item: If you find these clauses, do not assume they are unenforceable. Consult with an attorney or use a contract analysis tool to assess the specific risk level of your agreement.

How to Protect Your Side Project

1. Document Everything: Keep a detailed log of development hours and use of personal hardware.
2. Strict Separation: Never use company email, Slack, or cloud storage (like company-managed Google Drive) for any part of your side project.
3. Disclose (If Necessary): If you are unsure, disclose the project to your employer in writing and request a written waiver.
4. Use Personal Infrastructure: Host your code on a personal GitHub account, not a company-managed repository.

Key takeaway: Documentation is your best defense. If a dispute arises, you need a clear, timestamped audit trail proving the project was built independently.

The Role of TermScore

Navigating the fine print of employment contracts is complex, but you don't have to do it alone. TermScore uses AI to instantly scan your employment agreements, flagging aggressive IP assignment clauses and identifying where your contract might conflict with state-specific labor protections. Upload your contract today to get a clear, plain-English assessment of your ownership rights.