Can an employer claim my side project if I used their laptop?

Yes. Using company hardware, software licenses, or proprietary data significantly increases the risk that your employer can claim ownership of your project under the 'work-made-for-hire' doctrine or breach of contract.

How can I protect my side projects from my employer?

Ensure you work entirely on personal equipment, outside of business hours, and avoid using any company-provided tools or trade secrets. Review your employment agreement for 'Invention Assignment' clauses and seek a written carve-out if necessary.

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Does an employment NDA cover personal side projects developed on my own hardware and outside of working hours?

Q: Does an employment NDA cover personal side projects developed on my own hardware?

Generally, an NDA only protects confidential information; it does not automatically grant your employer ownership of your side projects. However, separate 'Invention Assignment' clauses often found in the same contract may claim ownership of work created on your own time.

Does an employment NDA cover personal side projects?

An employment Non-Disclosure Agreement (NDA) typically does not grant your employer ownership of your side projects. NDAs are designed to protect trade secrets and confidential information. However, most employment contracts include an 'Invention Assignment' clause, which is distinct from an NDA and may legally claim ownership of your personal work.

Understanding the Difference: NDA vs. Invention Assignment

It is a common mistake to conflate an NDA with an Invention Assignment Agreement (IAA). While they often appear in the same document, they serve different legal functions.

NDA: Restricts you from sharing the company's proprietary data, client lists, or internal processes. It does not inherently claim ownership of your creative output.
Invention Assignment (IAA): Explicitly transfers ownership of any intellectual property (IP) you create during your employment to the company. These clauses are often broad and can encompass work done on your own time.

Key takeaway: Never assume that because you signed an 'NDA,' you are free to build products on the side. Always check for an 'Invention Assignment' or 'Proprietary Information' section in your contract.

Action Item: Locate your employment agreement and search specifically for the terms 'Inventions,' 'Developments,' or 'Intellectual Property.' If you find these, your side project may be at risk.

The Role of Hardware and Time

Courts generally look at three factors to determine if an employer owns your side project: the use of company resources, the timing of the work, and the relevance to the employer's business.

Factor	Risk Level	Impact
Company Hardware	High	Provides a clear nexus for ownership claims.
Company Software/Licenses	High	Implies use of company assets to create value.
Business Hours	Medium	Suggests the work was done while being paid by the employer.
Relevance to Business	Critical	If the project competes with your employer, they have a strong legal claim.

Why Hardware Matters

Using a company-issued laptop is the fastest way to lose ownership of your side project. Most IT policies state that any data created on company hardware is company property. If you store your code on a company machine, you are effectively creating a digital paper trail that links your project to your employer's assets.

Action Item: If you are working on a side project, purchase your own hardware and use personal software licenses. Never sync your personal project repositories to a company-managed cloud account.

Jurisdictional Protections

Some states provide statutory protections for employees. For example, California Labor Code Section 2870 prevents employers from claiming ownership of inventions developed entirely on your own time without using the employer's equipment or trade secrets, provided the invention does not relate to the employer's business.

California (Section 2870): Strong protection for employee-developed IP.
Washington (RCW 49.44.140): Similar protections for inventions made on personal time.
Other States: Many states have no such statutes, meaning the contract language governs entirely.

Action Item: Research the labor laws in your specific state to see if there are statutory carve-outs for employee inventions.

How to Protect Your Side Projects

If you are planning to launch a side project, follow these steps to minimize legal exposure:

Review your contract: Identify if you have signed an Invention Assignment agreement.
Use personal assets: Use your own computer, your own internet connection, and your own software licenses.
Maintain strict boundaries: Do not work on your project during your 9-to-5 hours.
Avoid competition: Do not build a product that directly competes with your employer's current or anticipated business.
Get a carve-out: If your project is significant, ask your employer for a written waiver or 'carve-out' that explicitly excludes your project from the scope of your employment agreement.

Key takeaway: If your side project is a potential startup, consult with an attorney before signing any new employment contracts or accepting a promotion that might trigger a new, more restrictive agreement.

Action Item: If you are unsure about the language in your contract, use TermScore to automatically analyze your employment agreement. TermScore highlights risky 'Invention Assignment' clauses and identifies potential ownership traps, allowing you to understand your legal standing in seconds without needing a law degree.