{
  "type": "practice-guide",
  "canonical": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota",
  "links": [
    {
      "rel": "self",
      "href": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota.json",
      "type": "application/json"
    },
    {
      "rel": "alternate",
      "href": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota",
      "type": "text/html"
    },
    {
      "rel": "alternate",
      "href": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota/markdown",
      "type": "text/markdown"
    },
    {
      "rel": "alternate",
      "href": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota/json",
      "type": "application/json"
    }
  ],
  "data": {
    "topic": "invention-assignment",
    "state": "minnesota",
    "frontmatter": {
      "title": "Employee Invention Assignment in Minnesota",
      "description": "Minnesota Statutes section 181.78 voids any clause forcing an employee to assign an invention developed entirely on their own time, without the employer's resources, that is unrelated to the employer's business and does not result from the employee's work; the employer must give written notice of that carve-out; and a post-employment holdover clause now risks being void as a covenant not to compete under section 181.988.",
      "state": "Minnesota",
      "lastReviewed": "2026-06-30",
      "license": "CC BY 4.0",
      "authors": [
        "steven-obiajulu"
      ],
      "summary": {
        "bottomLine": "Minnesota Statutes section 181.78 voids any clause forcing an employee to assign an invention developed entirely on their own time, without the employer's resources, that neither relates directly to the employer's business or R&D nor results from the employee's work; the employer must give written notice of that carve-out; and post-employment \"holdover\" clauses are enforceable only so far as reasonable — and now risk being void as covenants not to compete under section 181.988.",
        "keyLaw": "Minn. Stat. § 181.78; Minn. Stat. § 181.988 (2023 non-compete ban); Eaton Corp. v. Giere, 971 F.2d 136 (8th Cir. 1992); Stanford v. Roche, 563 U.S. 776 (2011)",
        "statutoryCarveOut": "statute",
        "defaultOwnership": "employee",
        "employeeNoticeRequired": "yes",
        "holdoverClauseLimit": "reasonablenessOnly",
        "carveOutScope": "An invention the employee developed entirely on their own time, without the employer's equipment, supplies, facility, or trade-secret information, that neither relates directly to the employer's business or actual/demonstrably anticipated R&D nor results from the employee's work."
      },
      "about": [
        "Minn. Stat. 181.78 invention assignment",
        "Minnesota employee invention ownership",
        "Minnesota invention assignment notice",
        "Minnesota 181.988 non-compete ban",
        "Minnesota holdover trailing assignment",
        "Eaton v. Giere",
        "Minnesota own-time invention carve-out"
      ],
      "translations": [
        {
          "language": "中文",
          "status": "planned"
        },
        {
          "language": "Español",
          "status": "planned"
        },
        {
          "language": "Português",
          "status": "planned"
        },
        {
          "language": "Deutsch",
          "status": "planned"
        }
      ],
      "relatedForm": {
        "slug": "openagreements-confidentiality-invention-assignment-agreement"
      }
    },
    "questions": [
      {
        "slug": "statutory-carve-out",
        "label": "Can the employer require assignment of every invention?",
        "heading": "Can a Minnesota employer require assignment of every invention?",
        "answerText": "No. Minnesota Statutes section 181.78 carves out a category of inventions that an assignment clause simply cannot reach: anything the employee developed entirely on their own time, for which no equipment, supplies, facility, or trade-secret information of the employer was used, that neither relates directly to the employer's business or actual or demonstrably anticipated research or development nor results from the employee's work. To the extent a clause purports to capture those own-time inventions, it is against the public policy of the state and void.",
        "sources": [
          {
            "id": "mn-181-78-carveout",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Minn. Stat. § 181.78",
            "citation": "Minn. Stat. § 181.78, subd. 1.",
            "url": "https://www.revisor.mn.gov/statutes/cite/181.78",
            "proposition": "Minn. Stat. § 181.78, subdivision 1 makes an assignment clause inapplicable to an invention the employee developed entirely on their own time without the employer's equipment, supplies, facility, or trade-secret information, unless the invention relates directly to the employer's business or to its actual or demonstrably anticipated research or development, or results from the employee's work.",
            "verbatimQuote": "Any provision in an employment agreement which provides that an employee shall assign or offer to assign any of the employee's rights in an invention to the employer shall not apply to an invention for which no equipment, supplies, facility or trade secret information of the employer was used and which was developed entirely on the employee's own time, and (1) which does not relate (a) directly to the business of the employer or (b) to the employer's actual or demonstrably anticipated research or development, or (2) which does not result from any work performed by the employee for the employer.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota#src-mn-181-78-carveout"
          },
          {
            "id": "mn-181-78-void",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Minn. Stat. § 181.78",
            "citation": "Minn. Stat. § 181.78, subd. 1.",
            "url": "https://www.revisor.mn.gov/statutes/cite/181.78",
            "proposition": "Minn. Stat. § 181.78, subdivision 1 declares that any provision purporting to apply to an own-time, own-resource invention outside the statute's exceptions is to that extent against the public policy of the state and void and unenforceable.",
            "verbatimQuote": "Any provision which purports to apply to such an invention is to that extent against the public policy of this state and is to that extent void and unenforceable.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota#src-mn-181-78-void"
          },
          {
            "id": "mn-181-78-condition",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Minn. Stat. § 181.78",
            "citation": "Minn. Stat. § 181.78, subd. 2.",
            "url": "https://www.revisor.mn.gov/statutes/cite/181.78",
            "proposition": "Minn. Stat. § 181.78, subdivision 2 bars an employer from requiring a provision made void and unenforceable by subdivision 1 as a condition of employment or continuing employment.",
            "verbatimQuote": "No employer shall require a provision made void and unenforceable by subdivision 1 as a condition of employment or continuing employment.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota#src-mn-181-78-condition"
          }
        ]
      },
      {
        "slug": "employee-notice",
        "label": "Must the employer give the employee written notice of the carve-out?",
        "heading": "Must a Minnesota employer notify the employee?",
        "answerText": "Yes. Minnesota Statutes section 181.78, subdivision 3 requires an employer whose agreement contains an invention-assignment provision to give the employee, at the time the agreement is made, a written notification that the agreement does not apply to a qualifying own-time invention. The notice tracks the subdivision 1 carve-out word for word, and the obligation is mandatory for any agreement entered into after August 1, 1977.",
        "sources": [
          {
            "id": "mn-181-78-notice",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Minn. Stat. § 181.78",
            "citation": "Minn. Stat. § 181.78, subd. 3.",
            "url": "https://www.revisor.mn.gov/statutes/cite/181.78",
            "proposition": "Minn. Stat. § 181.78, subdivision 3 requires an employer whose agreement contains an assignment provision to give the employee, at the time the agreement is made, a written notification that the agreement does not apply to a qualifying own-time, own-resource invention outside the statute's exceptions.",
            "verbatimQuote": "If an employment agreement entered into after August 1, 1977 contains a provision requiring the employee to assign or offer to assign any of the employee's rights in any invention to an employer, the employer must also, at the time the agreement is made, provide a written notification to the employee that the agreement does not apply to an invention for which no equipment, supplies, facility or trade secret information of the employer was used and which was developed entirely on the employee's own time, and (1) which does not relate (a) directly to the business of the employer or (b) to the employer's actual or demonstrably anticipated research or development, or (2) which does not result from any work performed by the employee for the employer.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota#src-mn-181-78-notice"
          }
        ]
      },
      {
        "slug": "default-ownership",
        "label": "Absent a written assignment, who owns the invention?",
        "heading": "Who owns an invention by default in Minnesota?",
        "answerText": "The inventor. Absent a written assignment, the baseline rule under federal patent law — which governs who holds title to a patentable invention in Minnesota as elsewhere — is that rights belong to the employee who conceived it. The U.S. Supreme Court restated that premise in Stanford v. Roche, and although others may acquire an interest, that interest must trace back to the inventor. A Minnesota employer therefore depends on a written present-assignment clause to take title, and Minnesota courts do enforce a valid one — the Eighth Circuit, applying Minnesota law, upheld exactly such an agreement in Eaton Corp. v. Giere.",
        "sources": [
          {
            "id": "stanford-inventor",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Bd. of Trustees of the Leland Stanford Junior Univ. v. Roche Molecular Systems",
            "citation": "Bd. of Trustees of the Leland Stanford Junior Univ. v. Roche Molecular Sys., Inc., 563 U.S. 776 (2011).",
            "url": "https://www.courtlistener.com/opinion/218133/board-of-trustees-of-the-leland-stanford-junior-university-v-roche/",
            "deepLink": "https://www.courtlistener.com/opinion/218133/board-of-trustees-of-the-leland-stanford-junior-university-v-roche/#:~:text=Since%201790%2C%20the%20patent%20law,invention%20belong%20to%20the%20inventor.",
            "proposition": "Stanford v. Roche confirms the long-standing premise of U.S. patent law that rights in an invention belong to the inventor.",
            "verbatimQuote": "Since 1790, the patent law has operated on the premise that rights in an invention belong to the inventor.",
            "date": "2011-06-06",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota#src-stanford-inventor"
          },
          {
            "id": "stanford-traceback",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Bd. of Trustees of the Leland Stanford Junior Univ. v. Roche Molecular Systems",
            "citation": "Bd. of Trustees of the Leland Stanford Junior Univ. v. Roche Molecular Sys., Inc., 563 U.S. 776 (2011).",
            "url": "https://www.courtlistener.com/opinion/218133/board-of-trustees-of-the-leland-stanford-junior-university-v-roche/",
            "deepLink": "https://www.courtlistener.com/opinion/218133/board-of-trustees-of-the-leland-stanford-junior-university-v-roche/#:~:text=Thus%2C%20although%20others%20may%20acquire,trace%20back%20to%20the%20inventor.",
            "proposition": "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.",
            "verbatimQuote": "Thus, although others may acquire an interest in an invention, any such interest — as a general rule — must trace back to the inventor.",
            "date": "2011-06-06",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota#src-stanford-traceback"
          },
          {
            "id": "eaton-enforce",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Eaton Corp. v. Giere",
            "citation": "Eaton Corp. v. Giere, 971 F.2d 136 (8th Cir. 1992).",
            "url": "https://www.courtlistener.com/opinion/587670/eaton-corporation-v-david-w-giere-dikon-manufacturing-company/",
            "deepLink": "https://www.courtlistener.com/opinion/587670/eaton-corporation-v-david-w-giere-dikon-manufacturing-company/#:~:text=We%20find%20the%20district%20court%E2%80%99s,III%20(violation%20of%20fiduciary%20duty).",
            "proposition": "Eaton Corp. v. Giere, applying Minnesota law, affirmed summary judgment for the employer on its breach-of-employee-agreement claim (Count II), enforcing the invention-assignment agreement against a former engineer whose competing device related to and resulted from his work at the employer.",
            "verbatimQuote": "We find the district court’s decision should be affirmed on both Count II (breach of employment agreement) and on Count III (violation of fiduciary duty).",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota#src-eaton-enforce"
          },
          {
            "id": "dubilier-hired-to-invent",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "United States v. Dubilier Condenser Corp.",
            "citation": "United States v. Dubilier Condenser Corp., 289 U.S. 178 (1933).",
            "url": "https://www.courtlistener.com/opinion/1087847/united-states-v-dubilier-condenser-corp/",
            "deepLink": "https://www.courtlistener.com/opinion/1087847/united-states-v-dubilier-condenser-corp/#:~:text=One%20employed%20to%20make%20an,to%20the%20contract%20of%20employment.",
            "proposition": "United States v. Dubilier Condenser Corp. states the hired-to-invent rule: an employee engaged to make an invention who succeeds in that task is bound to assign the resulting patent to the employer, because the employee produced only what he was employed to invent.",
            "verbatimQuote": "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. The reason is that he has only produced that which he was employed to invent. His invention is the precise subject to the contract of employment.",
            "date": "1933-05-08",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota#src-dubilier-hired-to-invent"
          }
        ]
      },
      {
        "slug": "holdover-clause-limit",
        "label": "Are post-employment trailing-assignment clauses enforceable?",
        "heading": "Are trailing-assignment (holdover) clauses enforceable in Minnesota?",
        "answerText": "Only so far as reasonable — and a 2023 statute now shadows them. Minnesota has no statute that caps a post-employment trailing-assignment clause, so a court would judge an overbroad holdover under ordinary restrictive-covenant reasonableness. But since 2023, section 181.988 has voided covenants not to compete outright, excepting agreements designed to protect trade secrets, so a trailing clause that operates as a de facto non-compete risks being struck as a void non-compete, while one tightly tethered to trade-secret protection can survive.",
        "sources": [
          {
            "id": "mn-181-988-void",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Minn. Stat. § 181.988",
            "citation": "Minn. Stat. § 181.988, subd. 2(a).",
            "url": "https://www.revisor.mn.gov/statutes/cite/181.988",
            "proposition": "Minn. Stat. § 181.988, subdivision 2 makes any covenant not to compete contained in a contract or agreement void and unenforceable, subject only to narrow sale-of-business and dissolution exceptions.",
            "verbatimQuote": "Any covenant not to compete contained in a contract or agreement is void and unenforceable.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota#src-mn-181-988-void"
          },
          {
            "id": "mn-181-988-tradesecret",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Minn. Stat. § 181.988",
            "citation": "Minn. Stat. § 181.988, subd. 1(a).",
            "url": "https://www.revisor.mn.gov/statutes/cite/181.988",
            "proposition": "Minn. Stat. § 181.988, subdivision 1 excludes from the definition of a covenant not to compete a nondisclosure agreement or an agreement designed to protect trade secrets or confidential information, so a narrowly trade-secret-tethered restraint is not caught by the ban.",
            "verbatimQuote": "A covenant not to compete does not include a nondisclosure agreement, or agreement designed to protect trade secrets or confidential information.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota#src-mn-181-988-tradesecret"
          },
          {
            "id": "mn-181-78-notice-practice",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Minn. Stat. § 181.78",
            "citation": "Minn. Stat. § 181.78, subd. 3.",
            "url": "https://www.revisor.mn.gov/statutes/cite/181.78",
            "proposition": "Minn. Stat. § 181.78, subdivision 3 requires an employer whose agreement contains an assignment provision to give the employee, at the time the agreement is made, a written notification that the agreement does not apply to a qualifying own-time, own-resource invention outside the statute's exceptions.",
            "verbatimQuote": "If an employment agreement entered into after August 1, 1977 contains a provision requiring the employee to assign or offer to assign any of the employee's rights in any invention to an employer, the employer must also, at the time the agreement is made, provide a written notification to the employee that the agreement does not apply to an invention for which no equipment, supplies, facility or trade secret information of the employer was used and which was developed entirely on the employee's own time, and (1) which does not relate (a) directly to the business of the employer or (b) to the employer's actual or demonstrably anticipated research or development, or (2) which does not result from any work performed by the employee for the employer.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/minnesota#src-mn-181-78-notice-practice"
          }
        ]
      }
    ]
  }
}