Can an American Samoa employer require assignment of every invention?
There is no statutory ceiling — and, outside two government-procurement regulations, no local invention law of any kind. American Samoa has no employee-invention-assignment statute, so nothing voids an assignment of a true own-time, own-resource invention the way California or Washington law does. The statute that shapes the analysis is A.S.C.A. § 1.0201, the reception statute, which gives effect to so much of the common law of England as is suitable to conditions in American Samoa wherever the territory's written law is silent . An assignment clause is therefore bounded by imported common law and ordinary contract limits, not by a legislative carve-out.
One point of candor frames this entire page. The American Samoa Code Annotated contains no employee-invention, patent, or intellectual-property-assignment provision, and no American Samoa court has decided an employee-invention-ownership or invention-assignment case in our review. This note is therefore openly predictive: it describes the analysis A.S.C.A. § 1.0201 directs a court to run, not an analysis any local court has yet run on inventions. And the anchor is part statute, part judicial habit — the reception statute names only the suitable common law of England, and it is the High Court's own case law that reads the imported law as modern U.S. common law and ordinarily follows the Restatements .
Section 1.0201 is a reception rule, not a carve-out. It tells a court where to find the governing rule when the Constitution of American Samoa, applicable federal law, and the Code are silent; it does not limit what an assignment clause may capture. The High Court explained in Tung v. Ah Sam what the imported common law means in practice .
The only invention-ownership provisions anywhere in American Samoa law point the other way from a carve-out. A.S.A.C. § 4.1014 — an administrative regulation governing government contract specialists, not a statute — assigns the specialist's inventions and work product wholesale to the government , and A.S.A.C. § 4.3015 imposes the same rule for contract specialists at the American Samoa Power Authority . These are pro-employer defaults for specific public-sector positions, with no employee protections, and they do not touch private employment. Their significance is what they show: the territory's lawmakers know how to assign inventions when they want to, and have done so only for particular government roles.
The practical consequence is that an American Samoa employer can, in principle, contract for assignment more broadly than a California or Washington employer, because no statute carves out own-time inventions from the reach of the clause. But that breadth is not unlimited: an assignment clause remains an ordinary contract term, subject to general contract-law defenses and — where it functions as a restraint on the employee — to the imported reasonableness limits discussed in the holdover question below.
Sources for this answer
Primary law
A.1 A.S.C.A. § 1.0201 — Laws applicable in American SamoaA.S.C.A. § 1.0201 receives the common law of England, as suitable to local conditions, as law in American Samoa — a rule about where courts find the governing law when written law is silent, not a carve-out limiting what an invention-assignment clause may reach.
so much of the common law of England as is suitable to conditions in American Samoa and not inconsistent with this section.
See A.S.C.A. § 1.0201.
Case law · 1971-04-05
A.2 Tung v. Ah SamTung v. Ah Sam reads the common law of England received by A.S.C.A. § 1.0201 as the body of jurisprudence applied and modified by the courts of the United States — so the imported law an invention dispute would meet is modern U.S. common law, not eighteenth-century English doctrine.
In this sense the common law of England means that body of jurisprudence as applied and modified by the courts of the United States at the time the statute was adopted and as since construed.
See Tung v. Ah Sam, 4 A.S.R. 764 (Trial Div. 1971).
Regulation · 1981-07-29
A.3 A.S.A.C. § 4.1014 — Work-product ownership (discoveries and documents)A.S.A.C. § 4.1014, an administrative regulation for government contract specialists, assigns any and all inventions and work product relating to the position to the government — a narrow public-sector, pro-employer ownership rule that is the opposite of an employee-protective carve-out and does not reach private employment.
Any and all inventions, improvements, discoveries, documents, reports, memoranda, and data developed by the contract specialist relating to his position with the government will be the sole and absolute property of the government, and the government will be the sole and absolute owner of all patents, copyrights, or other rights in connection therewith.
See A.S.A.C. § 4.1014.
Regulation · 1984-12-19
A.4 A.S.A.C. § 4.3015 — Work-product ownership (discoveries and documents)A.S.A.C. § 4.3015 imposes the same wholesale work-product assignment for contract specialists at the American Samoa Power Authority — confirming that the territory's only invention-ownership provisions are position-specific government regulations, not a general employee-invention statute.
Any and all inventions, improvements, discoveries, documents, reports, memoranda, and data developed by the contract specialist relating to his or her position with ASPA will be the sole and absolute property of ASPA and ASPA will be the sole and absolute owner of all patents, copyrights, or other rights in connection therewith.
See A.S.A.C. § 4.3015.
Must an American Samoa employer notify the employee?
Not applicable. A notice requirement of the kind California and Washington impose exists to alert the employee to a statutory own-time carve-out that limits the assignment. American Samoa has no invention-assignment statute at all, so there is no statutory line for a notice to mark. The reception statute, A.S.C.A. § 1.0201, is addressed to courts — it tells them what law applies in the territory — and imposes no employer notice or disclosure duty .
There is nothing to give notice of. The entry is marked not applicable rather than a bare no because the question presupposes a statutory carve-out that the territory has not enacted. Even the only invention-ownership provisions on the books — the government work-product regulations — run entirely in the employer's favor and impose no notice, disclosure, or acknowledgment duty on anyone .
For a multistate employer the takeaway is the inverse of the notice states: an American Samoa employer neither has to give a statutory carve-out notice nor can rely on one to cure an overbroad clause. Any disclosure or assignment duty arises from the terms of the agreement itself, and — predictively, since no American Samoa court has addressed the point in our review — the enforceability of those terms would be judged under the common law that A.S.C.A. § 1.0201 imports .
Sources for this answer
Primary law
B.1 A.S.C.A. § 1.0201 — Laws applicable in American SamoaA.S.C.A. § 1.0201, the reception statute, is addressed to courts and imposes no employer notice or disclosure duty; with no invention-assignment statute anywhere in the territorial code, there is no carve-out for a notice to mark.
so much of the common law of England as is suitable to conditions in American Samoa and not inconsistent with this section.
See A.S.C.A. § 1.0201.
Regulation · 1981-07-29
B.2 A.S.A.C. § 4.1014 — Work-product ownership (discoveries and documents)A.S.A.C. § 4.1014, the closest thing to local invention-ownership law, assigns the contract specialist's work product to the government without any notice, disclosure, or acknowledgment requirement — confirming that no American Samoa provision imposes an employee-notice duty.
Any and all inventions, improvements, discoveries, documents, reports, memoranda, and data developed by the contract specialist relating to his position with the government will be the sole and absolute property of the government, and the government will be the sole and absolute owner of all patents, copyrights, or other rights in connection therewith.
See A.S.A.C. § 4.1014.
Who owns an invention by default in American Samoa?
The inventor, unless hired to invent — as a prediction of the A.S.C.A. § 1.0201 cascade, not a local holding. No American Samoa decision addresses employee-invention ownership in our review. The federal patent baseline — which applies in the territory of its own force — is that rights in an invention belong to the person who conceived it, with a narrow exception for the employee hired to invent , and the common law that § 1.0201 imports carries the same default . The local and federal layers point the same way.
The route to the local default runs through a cascade. Section 1.0201 gives effect first to written law — the Constitution of American Samoa, the federal law that operates in the territory by its own force, and the Code itself — and then, where those are silent, to the suitable common law of England. No written or customary American Samoa law addresses employee inventions, so an invention dispute lands in the imported common law. The High Court has confirmed that imported contract doctrine governs ordinary contract disputes .
Where the court reaches for the content of that common law, its stated practice is to follow the Restatements — a practice announced in Tung v. Ah Sam as a matter of the court's own discretion, not a statutory command, which leaves the final step of the prediction softer than the first two .
The federal layer removes much of the residual doubt for patents, because the Patent Act does not wait for the cascade — it applies in American Samoa directly. Title 35 defines the United States to include the territories and possessions .
The substance of that baseline is the one the U.S. Supreme Court has long described. Stanford v. Roche anchors the premise that ownership starts with the inventor .
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 .
Short of hired-to-invent, an employee who was not bound by a written assignment but used the employer's time, tools, and materials leaves the employer with only an equitable shop right — a non-exclusive, royalty-free license to use the invention, not ownership of it. For American Samoa this convergence is drafting-friendly: whether a court reasons from the imported common law under § 1.0201 or from the federal patent baseline, the employer owns nothing by default, so its rights are only as good as a written present-assignment (hereby assigns) clause that transfers title automatically on conception rather than promising a future assignment.
Open statutory question — copyright. One federal layer cannot be taken for granted. The Copyright Act's geographic definition of the United States extends to the organized territories, and American Samoa is an unorganized territory, textually outside that definition .
How Title 17's geographically-bounded provisions operate in an unorganized territory is a genuinely open question — this note does not assert that federal copyright law is inapplicable in American Samoa, and the definition should not be read as settling non-application. The drafting consequence is the same either way: do not rest copyright ownership on work-made-for-hire boilerplate alone; take an express assignment of all copyrights, whether arising under statute or common law, alongside the patent assignment .
Sources for this answer
Case law · 1987-07-02
C.3 Development Bank of American Samoa v. IlalioDevelopment Bank v. Ilalio confirms that the common law of contracts applies in American Samoa unless a territorial statute conflicts or local conditions make it unsuitable — the channel through which the common-law employee-inventor default would reach an invention dispute.
The common law of contracts applies in American Samoa unless it conflicts with a territorial statute or is unsuitable to local conditions.
See Development Bank of American Samoa v. Ilalio, 5 A.S.R.2d 1 (Trial Div. 1987).
Case law · 1971-04-05
C.4 Tung v. Ah SamTung v. Ah Sam holds that, where not bound by prior decision, the High Court should ordinarily follow the Restatement of the Law in construing the common law — a judge-made practice, not a statutory command, and the route by which the Restatement-expressed employee-inventor default would become the local rule.
In defining the common law, and where not bound otherwise by prior decision of this Court, it is ordinarily appropriate that the Restatement of the Law be followed in order to more nearly effect uniformity of decision.
See Tung v. Ah Sam, 4 A.S.R. 764 (Trial Div. 1971).
Primary law
C.5 35 U.S.C. § 100(c) — Definitions35 U.S.C. § 100(c) defines the United States for patent purposes to include the territories and possessions, so the Patent Act — including its inventor-first ownership baseline and written-assignment mechanics — applies in American Samoa of its own force.
The terms "United States" and "this country" mean the United States of America, its territories and possessions.
See 35 U.S.C. § 100(c).
Case law · 2011-06-06
C.1 Bd. of Trustees of the Leland Stanford Junior Univ. v. Roche Molecular SystemsStanford 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).
Case law · 1933-05-08
C.2 United States v. Dubilier Condenser Corp.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).
Primary law
C.6 17 U.S.C. § 101 — Definitions17 U.S.C. § 101 defines the geographic United States as the several States, the District of Columbia, the Commonwealth of Puerto Rico, and the organized territories — a definition that textually excludes unorganized American Samoa and makes the operation of Title 17's geographically-bounded provisions there an open question, without establishing that federal copyright law is inapplicable.
The "United States", when used in a geographical sense, comprises the several States, the District of Columbia and the Commonwealth of Puerto Rico, and the organized territories under the jurisdiction of the United States Government.
See 17 U.S.C. § 101.
Are trailing-assignment (holdover) clauses enforceable in American Samoa?
Unsettled. No American Samoa statute addresses trailing or holdover invention-assignment clauses — there is no duration cap because there is no invention-assignment statute at all — and no local decision on any post-employment employment restraint, holdover or otherwise, was found in our review. The best-supported prediction is that the High Court would treat a holdover clause as a restraint tested under the imported common-law reasonableness principles, but the local anchors are a lease covenant and a contract-reformation dictum, so the honest answer stays unsettled rather than resting on a reasonableness holding.
The prediction rests on thin local authority, and its limits should be stated plainly. The nearest local statement of how courts treat restrictive covenants is Lindgren v. Betham — an Appellate Division decision, but one about a residential-lease covenant, not employment. It is enforcement-friendly for covenants as a category, with an equity and public-policy override .
The only place a non-compete authority appears anywhere in the local corpus is a see-cite. In American Samoa Gov't v. Samoa Aviation, Inc. — a reconsideration order in a defective-lease dispute — the High Court endorsed a broad power to sever or modify unlawful contract terms, citing a federal covenant-not-to-compete case as its authority . That dictum suggests an overbroad holdover clause might be reformed rather than voided outright, but no employment restraint has ever tested the point.
Two more local doctrines would shape any holdover fight. The High Court refuses to enforce a contract where both its substance and the bargaining process are unconscionable — the screen a one-sided clause imposed on a low-bargaining-power worker would face . And the employment baseline is at will, with no local case blessing continued employment as consideration for a restraint signed mid-employment .
Geography sharpens all of it. American Samoa is a small, remote island economy — roughly 76 square miles — so a clause that keeps an ex-employee assigning inventions long after departure operates on a worker with few local alternatives, and the hardship and public-policy arguments Lindgren preserves are correspondingly strong .
Forum shapes the enforcement picture too. The territory has no federal district court, and Congress has expressly closed its local courts to federal infringement claims: 28 U.S.C. § 1338(a) reserves patent and copyright claims to the federal courts and lists American Samoa among the State courts its bar reaches .
The practical split is that ownership and assignment fights — contract and fiduciary claims — belong in the High Court, while an infringement suit means filing in a mainland district court, with the personal-jurisdiction and logistics hurdles that implies. Trade secrets sit in a genuine gap: the § 1338(a) bar covers patents, plant-variety protection, and copyrights — not trade secrets — so that bar does not itself keep a federal trade-secret claim out of the High Court, but no court has tested whether the High Court could entertain one, and with no local district court the alternative is a mainland filing. Treat the forum for a territorial trade-secret suit as an open question.
Sources for this answer
Case law · 1992-03-13
D.1 Lindgren v. BethamLindgren v. Betham, enforcing a restrictive covenant in a lease, states the nearest local rule for covenants generally — courts enforce unless enforcement would be inequitable or contrary to public policy — the framework a post-employment invention-holdover clause would most likely meet, with its equity override supplying the small-island hardship argument.
When presented with a violation of a restrictive covenant, courts are obligated to enforce the covenant unless the complaining party can show that enforcement would be inequitable or contrary to public policy.
See Lindgren v. Betham, 20 A.S.R.2d 98 (App. Div. 1992).
Case law · 1989-12-07
D.2 American Samoa Gov't v. Samoa Aviation, Inc.American Samoa Gov't v. Samoa Aviation holds, on reconsideration of a defective-lease dispute, that a court can excise illegal portions of a contract and enforce the remainder or modify an illegal term to conform to law — citing a covenant-not-to-compete case (Alston Studios) as authority, the only appearance of a non-compete authority in the local corpus and the basis for predicting reformation rather than wholesale voiding of an overbroad holdover clause.
Finally, it is well settled that a court can excise the illegal portions of a contract and enforce the remainder, with or without other compensating adjustments in the contractual obligations of the parties; or may modify an illegal term to make it conform to the law.
See American Samoa Gov't v. Samoa Aviation, Inc., 13 A.S.R.2d 65 (Trial Div. 1989) (on motions for new trial and modification).
Case law · 1987-07-02
D.3 Development Bank of American Samoa v. IlalioDevelopment Bank v. Ilalio holds a contract unenforceable for unconscionability only when both its substance and the bargaining process are unconscionable — the screen a one-sided holdover clause imposed on a low-bargaining-power worker would face in the High Court.
A contract is ordinarily rendered unenforceable on the ground of unconscionability only when both its substance and the bargaining process leading up to it are unconscionable.
See Development Bank of American Samoa v. Ilalio, 5 A.S.R.2d 1 (Trial Div. 1987).
Case law · 1987-09-23
D.4 Palelei v. Star-Kist Samoa, Inc.Palelei v. Star-Kist establishes American Samoa's at-will employment baseline — the backdrop against which a mid-employment assignment agreement would be signed, with no local case blessing continued at-will employment as consideration for a restraint.
If the parties to an employment contract have neither fixed a definite term of employment nor created any contractual obstacle to the right of discretionary discharge, then the contract is for employment at will and the employer may discharge the employee without incurring liability.
See Palelei v. Star-Kist Samoa, Inc., 5 A.S.R.2d 162 (Trial Div. 1987).
Primary law
D.5 28 U.S.C. § 1338(a) — Patents, plant variety protection, copyrights, mask works, designs, trademarks, and unfair competition28 U.S.C. § 1338(a) bars State courts — a term the statute defines to include American Samoa — from hearing federal patent and copyright infringement claims, so the High Court can decide contract-ownership disputes but not infringement, and the bar's coverage of patents, plant-variety protection, and copyrights (not trade secrets) leaves the forum for a federal trade-secret claim in the territory untested.
No State court shall have jurisdiction over any claim for relief arising under any Act of Congress relating to patents, plant variety protection, or copyrights. For purposes of this subsection, the term "State" includes any State of the United States, the District of Columbia, the Commonwealth of Puerto Rico, the United States Virgin Islands, American Samoa, Guam, and the Northern Mariana Islands.
See 28 U.S.C. § 1338(a).
Primary law
D.6 A.S.C.A. § 1.0201 — Laws applicable in American SamoaA.S.C.A. § 1.0201 supplies only a reception rule importing the suitable common law; no American Samoa statute or decision creates invention-specific carve-outs, notice safe harbors, or duration caps, so drafting must assume imported common-law reasonableness review rather than any local safe harbor.
so much of the common law of England as is suitable to conditions in American Samoa and not inconsistent with this section.
See A.S.C.A. § 1.0201.
Draft for American Samoa as if no invention-specific law exists, because none does outside the government work-product regulations: A.S.C.A. § 1.0201 points a court to imported common law, and no territorial statute or decision supplies a carve-out, a notice safe harbor, or a duration cap for the clause to lean on . Do not rest a mid-employment assignment agreement on continued at-will employment alone — no American Samoa case blesses continued employment as consideration, and a one-sided clause imposed without new value is the fact pattern most exposed to the High Court's unconscionability screen, which examines both the substance of the bargain and the process that produced it. And keep any trailing clause short, narrow, and tied to work actually rooted in the employment: the nearest local covenant rule enforces restrictive covenants subject to an equity and public-policy override, and in a small island economy hardship and public-injury arguments against a long post-employment reach are unusually strong .