{ "type": "practice-guide", "canonical": "https://openagreements.org/practice-guides/invention-assignment/us/vermont", "links": [ { "rel": "self", "href": "https://openagreements.org/practice-guides/invention-assignment/us/vermont.json", "type": "application/json" }, { "rel": "alternate", "href": "https://openagreements.org/practice-guides/invention-assignment/us/vermont", "type": "text/html" }, { "rel": "alternate", "href": "https://openagreements.org/practice-guides/invention-assignment/us/vermont/markdown", "type": "text/markdown" }, { "rel": "alternate", "href": "https://openagreements.org/practice-guides/invention-assignment/us/vermont/json", "type": "application/json" } ], "data": { "topic": "invention-assignment", "state": "vermont", "frontmatter": { "title": "Employee Invention Assignment in Vermont", "description": "Vermont has no employee-invention-assignment statute — the legislature let a California-style carve-out bill die in 2013 — so an assignment clause is bounded only by ordinary contract law, the common-law default rules, and the federal patent and copyright overlay, not an own-time carve-out or notice requirement. Absent a written assignment the inventor owns unless hired to invent, and a post-employment holdover clause is unsettled; a Vermont court would most likely test one under the state's covenant-reasonableness line, proceeding with caution but enforcing restraints shown to be reasonable.", "state": "Vermont", "lastReviewed": "2026-07-03", "license": "CC BY 4.0", "authors": [ "steven-obiajulu" ], "summary": { "bottomLine": "Vermont has no employee-invention-assignment statute — a California-style carve-out bill (S.113) died in committee in 2013 — so an assignment clause is bounded only by ordinary contract law, the common-law default rules, and the federal patent and copyright overlay, not an own-time carve-out or notice requirement; absent a written assignment the inventor owns unless hired to invent, and the enforceability of a post-employment holdover clause is unsettled — no Vermont decision found in our review addresses one, and a court would most likely test it under the covenant-reasonableness line running from Vermont Electric Supply v. Andrus through Systems and Software v. Barnes.", "keyLaw": "No Vermont invention-assignment statute; Vermont Electric Supply Co. v. Andrus, 132 Vt. 195 (1974); Stanford v. Roche, 563 U.S. 776 (2011)", "statutoryCarveOut": "none", "defaultOwnership": "employee", "employeeNoticeRequired": "n/a", "holdoverClauseLimit": "unsettled", "carveOutScope": "Vermont has no statutory own-time carve-out; the reach of an assignment clause is limited only by ordinary contract law, the common-law inventor-owns default (subject to the hired-to-invent exception and the employer's shop right), and the federal patent and copyright overlay." }, "about": [ "Vermont invention assignment", "Vermont no invention-assignment statute", "Vermont employee invention ownership", "Vermont Electric Supply Co. v. Andrus", "Summits 7 v. Kelly", "Vermont hired to invent", "Vermont shop right", "Vermont holdover trailing assignment" ], "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 Vermont employer require assignment of every invention?", "answerText": "There is no statutory ceiling. Unlike California or New York, Vermont 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 and copyright overlay. Vermont's trade-secrets act expressly leaves contractual remedies untouched, and the baseline the contract operates against is that rights in an invention belong to the inventor.", "sources": [ { "id": "utsa-contractual-remedies", "authorityType": "primary-law", "tier": "primary-source-backed", "title": "Vermont Trade Secrets Act, 9 V.S.A. § 4607(b)(1)", "citation": "9 V.S.A. § 4607(b)(1).", "url": "https://legislature.vermont.gov/statutes/fullchapter/09/143", "proposition": "9 V.S.A. § 4607(b)(1) provides that the Vermont Trade Secrets Act does not affect contractual remedies, so invention-assignment and nondisclosure agreements are governed by ordinary contract law rather than displaced by the statute.", "verbatimQuote": "contractual remedies, whether or not based upon misappropriation of a trade secret", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-utsa-contractual-remedies" }, { "id": "stanford-baseline", "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, the baseline against which any assignment clause is measured.", "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/vermont#src-stanford-baseline" }, { "id": "vermont-microsystems-invention-agreement", "authorityType": "case-law", "tier": "primary-source-backed", "title": "Vermont Microsystems, Inc. v. Autodesk, Inc.", "citation": "Vermont Microsystems, Inc. v. Autodesk, Inc., 88 F.3d 142 (2d Cir. 1996).", "url": "https://www.courtlistener.com/opinion/721314/vermont-microsystems-inc-v-autodesk-inc/", "deepLink": "https://www.courtlistener.com/opinion/721314/vermont-microsystems-inc-v-autodesk-inc/#:~:text=As%20a%20full%2Dtime%20employee%2C%20Berkes,benefit%20of%20himself%20or%20others.", "proposition": "Vermont Microsystems v. Autodesk, applying Vermont trade-secret law, rested the employer's trade-secret rights on the employee's Invention and Nondisclosure Agreement — Vermont-law invention agreements are policed by contract and trade-secret law, not by any invention-assignment statute.", "verbatimQuote": "As a full-time employee, Berkes signed an Invention and Nondisclosure Agreement in which he acknowledged that all trade secrets developed on VMI's time were company property and promised not to disclose such trade secrets for the benefit of himself or others.", "date": "1996-07-08", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-vermont-microsystems-invention-agreement" } ] }, { "slug": "employee-notice", "label": "Must the employer give the employee written notice of the carve-out?", "heading": "Must a Vermont employer notify the employee?", "answerText": "Not applicable. Because Vermont 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 matters in Vermont instead is practical notice about confidentiality: trade-secret status under the Vermont Trade Secrets Act depends on efforts that are reasonable under the circumstances to maintain secrecy.", "sources": [ { "id": "utsa-4601-reasonable-efforts", "authorityType": "primary-law", "tier": "primary-source-backed", "title": "Vermont Trade Secrets Act, 9 V.S.A. § 4601(3)", "citation": "9 V.S.A. § 4601(3).", "url": "https://legislature.vermont.gov/statutes/fullchapter/09/143", "proposition": "9 V.S.A. § 4601(3) conditions trade-secret status on efforts that are reasonable under the circumstances to maintain secrecy, which is why written invention and confidentiality agreements matter in Vermont even though no statute requires any employee notice.", "verbatimQuote": "the subject of efforts that are reasonable under the circumstances to maintain its secrecy", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-utsa-4601-reasonable-efforts" }, { "id": "omega-optical-notice", "authorityType": "case-law", "tier": "primary-source-backed", "title": "Omega Optical, Inc. v. Chroma Technology Corp.", "citation": "Omega Optical, Inc. v. Chroma Technology Corp., 174 Vt. 10, 800 A.2d 1064 (2002).", "url": "https://www.courtlistener.com/opinion/1473838/omega-optical-inc-v-chroma-technology-corp/", "deepLink": "https://www.courtlistener.com/opinion/1473838/omega-optical-inc-v-chroma-technology-corp/#:~:text=In%20light%20of%20this%20and,was%20to%20be%20kept%20confidential.", "proposition": "Omega Optical v. Chroma Technology affirms judgment against an employer that failed to put its employees on explicit or implicit notice of confidentiality — telling employees what is confidential matters practically in Vermont even though no statute requires it.", "verbatimQuote": "In light of this and other evidence available to the trial court, we find no error in the court’s finding that Omega failed to take steps to put its employees on explicit or implicit notice that certain information conveyed to them during their employment was to be kept confidential.", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-omega-optical-notice" }, { "id": "vermont-microsystems-reasonable-steps", "authorityType": "case-law", "tier": "primary-source-backed", "title": "Vermont Microsystems, Inc. v. Autodesk, Inc.", "citation": "Vermont Microsystems, Inc. v. Autodesk, Inc., 88 F.3d 142 (2d Cir. 1996).", "url": "https://www.courtlistener.com/opinion/721314/vermont-microsystems-inc-v-autodesk-inc/", "deepLink": "https://www.courtlistener.com/opinion/721314/vermont-microsystems-inc-v-autodesk-inc/#:~:text=To%20enforce%20its%20rights%20under,to%20guard%20its%20trade%20secrets.", "proposition": "Vermont Microsystems v. Autodesk holds that to enforce rights under an employee's Invention and Nondisclosure Agreement, the employer must demonstrate that it took reasonable steps to guard its trade secrets.", "verbatimQuote": "To enforce its rights under the Invention and Nondisclosure Agreement, VMI must demonstrate that it took reasonable steps to guard its trade secrets.", "date": "1996-07-08", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-vermont-microsystems-reasonable-steps" } ] }, { "slug": "default-ownership", "label": "Absent a written assignment, who owns the invention?", "heading": "Who owns an invention by default in Vermont?", "answerText": "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 Vermont as elsewhere — is that rights belong to the employee who conceived it. The narrow exception is the employee hired to invent, whose resulting invention the employer may claim.", "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/vermont#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/vermont#src-stanford-traceback" }, { "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,his%20employer%20any%20patent%20obtained.", "proposition": "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.", "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.", "date": "1933-05-08", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#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 Vermont?", "answerText": "Unsettled. No Vermont decision found in our review addresses a trailing clause that reaches inventions first conceived after employment ends, and there is no statutory framework to supply a cap — Vermont has no invention-assignment statute and no employment noncompete statute either. Because a holdover clause operates as a restraint on the former employee's work, a Vermont court would most likely test it under the state's covenant-reasonableness line, proceeding with caution but enforcing a restraint the employer shows to be reasonable.", "sources": [ { "id": "roys-proceed-with-caution", "authorityType": "case-law", "tier": "primary-source-backed", "title": "Roy's Orthopedic, Inc. v. Lavigne", "citation": "Roy's Orthopedic, Inc. v. Lavigne, 142 Vt. 347, 454 A.2d 1242 (1982).", "url": "https://www.courtlistener.com/opinion/2367186/roys-orthopedic-inc-v-lavigne/", "deepLink": "https://www.courtlistener.com/opinion/2367186/roys-orthopedic-inc-v-lavigne/#:~:text=When%20this%20Court%20is%20asked,engage%20in%20desirable%20commercial%20activity.%E2%80%9D", "proposition": "Roy's Orthopedic v. Lavigne states Vermont's threshold posture — courts proceed with caution when asked to enforce restraints on competitive employment — the frame a holdover invention-assignment clause would most likely be tested under.", "verbatimQuote": "When this Court is asked to enforce restrictive covenants against competitive employment, we will proceed with caution, since such restraints “run counter to that public policy favoring the right of individuals to freely engage in desirable commercial activity.”", "date": "1982-12-14", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-roys-proceed-with-caution" }, { "id": "andrus-enforcement-test", "authorityType": "case-law", "tier": "primary-source-backed", "title": "Vermont Electric Supply Co. v. Andrus", "citation": "Vermont Electric Supply Co. v. Andrus, 132 Vt. 195, 315 A.2d 456 (1974).", "url": "https://www.courtlistener.com/opinion/1972913/vermont-electric-supply-company-inc-v-andrus/", "deepLink": "https://www.courtlistener.com/opinion/1972913/vermont-electric-supply-company-inc-v-andrus/#:~:text=enforcement%20will%20be%20ordered%20unless,facts%20is%20on%20the%20employee.", "proposition": "Vermont Electric Supply v. Andrus, restating the Dyar Sales tests, holds that a restraint will be enforced unless it is contrary to public policy, unnecessary for the employer's protection, or unnecessarily restrictive of the employee's rights — and places the burden of establishing those facts on the employee.", "verbatimQuote": "enforcement will be ordered unless the agreement is found to be contrary to public policy, unnecessary for protection of the employer, or unnecessarily restrictive of the rights of the employee, with due regard being given to the subject matter of the contract and the circumstances and conditions under which it is to be performed. The burden of establishing such facts is on the employee.", "date": "1974-02-05", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-andrus-enforcement-test" }, { "id": "barnes-restatement-test", "authorityType": "case-law", "tier": "primary-source-backed", "title": "Systems and Software, Inc. v. Barnes", "citation": "Systems & Software, Inc. v. Barnes, 2005 VT 95, 178 Vt. 389, 886 A.2d 762.", "url": "https://www.courtlistener.com/opinion/2264199/systems-and-software-inc-v-barnes/", "deepLink": "https://www.courtlistener.com/opinion/2264199/systems-and-software-inc-v-barnes/#:~:text=is%20unreasonably%20in%20restraint%20of,likely%20injury%20to%20the%20public.", "proposition": "Systems and Software v. Barnes states Vermont's current reasonableness framework, applying the Restatement (Second) of Contracts § 188(1) formulation for when a restraint is unreasonably in restraint of trade.", "verbatimQuote": "is unreasonably in restraint of trade if (a) the restraint is greater than is needed to protect the promisee’s legitimate interest, or (b) the promisee’s need is outweighed by the hardship to the promisor and the likely injury to the public.", "date": "2005-08-19", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-barnes-restatement-test" }, { "id": "barnes-protectable-interest", "authorityType": "case-law", "tier": "primary-source-backed", "title": "Systems and Software, Inc. v. Barnes", "citation": "Systems & Software, Inc. v. Barnes, 2005 VT 95, 178 Vt. 389, 886 A.2d 762.", "url": "https://www.courtlistener.com/opinion/2264199/systems-and-software-inc-v-barnes/", "deepLink": "https://www.courtlistener.com/opinion/2264199/systems-and-software-inc-v-barnes/#:~:text=This%20argument%20fails%20because%20it,secrets%20or%20confidential%20customer%20information.", "proposition": "Systems and Software v. Barnes rejects the premise that restraints may be enforced only to protect trade secrets or confidential customer information — Vermont recognizes a broader band of legitimate interests, which frames what a holdover assignment clause could permissibly protect.", "verbatimQuote": "This argument fails because it is based on a faulty premise — that noncompetition agreements may be enforced to protect only trade secrets or confidential customer information.", "date": "2005-08-19", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-barnes-protectable-interest" }, { "id": "deringer-partial-enforcement", "authorityType": "case-law", "tier": "primary-source-backed", "title": "A.N. Deringer, Inc. v. Strough", "citation": "A.N. Deringer, Inc. v. Strough, 103 F.3d 243 (2d Cir. 1996).", "url": "https://www.courtlistener.com/opinion/732308/an-deringer-inc-v-john-m-strough-and-fritz-companies-inc/", "deepLink": "https://www.courtlistener.com/opinion/732308/an-deringer-inc-v-john-m-strough-and-fritz-companies-inc/#:~:text=Thus%2C%20we%20conclude%20that%20Vermont,the%20limit%20of%20its%20validity.", "proposition": "A.N. Deringer v. Strough is the Second Circuit's prediction, applying Vermont law, that Vermont would enforce a defective restrictive covenant to the limit of its validity — a prediction, not a Vermont Supreme Court holding.", "verbatimQuote": "Thus, we conclude that Vermont would permit enforcement of a defective restrictive covenant to the limit of its validity.", "date": "1996-12-31", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-deringer-partial-enforcement" }, { "id": "summits7-partial-enforcement", "authorityType": "case-law", "tier": "primary-source-backed", "title": "Summits 7, Inc. v. Kelly", "citation": "Summits 7, Inc. v. Kelly, 2005 VT 97, 178 Vt. 396, 886 A.2d 365.", "url": "https://www.courtlistener.com/opinion/8209851/summits-7-inc-v-kelly/", "deepLink": "https://www.courtlistener.com/opinion/8209851/summits-7-inc-v-kelly/#:~:text=the%20court%20may%20enforce%20the,extent%20that%20it%20is%20reasonable.", "proposition": "Summits 7 v. Kelly signals that a Vermont court may enforce a restrictive agreement to the extent that it is reasonable — the strongest Vermont Supreme Court support for trimming rather than voiding an overbroad restraint, though the point was not necessary to the judgment.", "verbatimQuote": "the court may enforce the agreement to the extent that it is reasonable.", "date": "2005-08-19", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-summits7-partial-enforcement" }, { "id": "summits7-consideration", "authorityType": "case-law", "tier": "primary-source-backed", "title": "Summits 7, Inc. v. Kelly", "citation": "Summits 7, Inc. v. Kelly, 2005 VT 97, 178 Vt. 396, 886 A.2d 365.", "url": "https://www.courtlistener.com/opinion/8209851/summits-7-inc-v-kelly/", "deepLink": "https://www.courtlistener.com/opinion/8209851/summits-7-inc-v-kelly/#:~:text=we%20agree%20with%20the%20superior%20court%2C,during%20an%20at%2Dwill%20employment%20relationship.", "proposition": "Summits 7 v. Kelly holds that continued at-will employment alone is sufficient consideration for a restrictive covenant signed during employment, which supports rolling out invention-assignment agreements to existing Vermont employees without fresh consideration.", "verbatimQuote": "we agree with the superior court, the majority of other courts, and the recent Restatement draft that continued employment alone is sufficient consideration to support a covenant not to compete entered into during an at-will employment relationship.", "date": "2005-08-19", "pullQuoteLocator": "we agree with the superior court,|during an at-will employment relationship.", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-summits7-consideration" }, { "id": "smith-bell-personal-covenant", "authorityType": "case-law", "tier": "primary-source-backed", "title": "Smith, Bell & Hauck, Inc. v. Cullins", "citation": "Smith, Bell & Hauck, Inc. v. Cullins, 123 Vt. 96, 183 A.2d 528 (1962).", "url": "https://www.courtlistener.com/opinion/2336709/smith-bell-hauck-inc-v-cullins/", "deepLink": "https://www.courtlistener.com/opinion/2336709/smith-bell-hauck-inc-v-cullins/#:~:text=Since%20the%20beneficial%20interest%20in,the%20employee%E2%80%99s%20consent%20or%20ratification.", "proposition": "Smith, Bell & Hauck v. Cullins holds that an employee's restrictive covenant is personal to the contracting employer and incapable of effective assignment without the employee's consent or ratification — a successor-enforcement trap for invention-assignment agreements bundled with restrictive covenants in an acquisition.", "verbatimQuote": "Since the beneficial interest in Cullins’ agreement not to engage in the insurance business was personal to Smith, Bell & Company, Inc., it was incapable of effective assignment without the employee’s consent or ratification.", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-smith-bell-personal-covenant" }, { "id": "utsa-4601-reasonable-efforts-practice", "authorityType": "primary-law", "tier": "primary-source-backed", "title": "Vermont Trade Secrets Act, 9 V.S.A. § 4601(3)", "citation": "9 V.S.A. § 4601(3).", "url": "https://legislature.vermont.gov/statutes/fullchapter/09/143", "proposition": "9 V.S.A. § 4601(3) conditions trade-secret status on efforts that are reasonable under the circumstances to maintain secrecy, which is why written invention and confidentiality agreements matter in Vermont even though no statute requires any employee notice.", "verbatimQuote": "the subject of efforts that are reasonable under the circumstances to maintain its secrecy", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-utsa-4601-reasonable-efforts-practice" }, { "id": "omega-optical-notice-practice", "authorityType": "case-law", "tier": "primary-source-backed", "title": "Omega Optical, Inc. v. Chroma Technology Corp.", "citation": "Omega Optical, Inc. v. Chroma Technology Corp., 174 Vt. 10, 800 A.2d 1064 (2002).", "url": "https://www.courtlistener.com/opinion/1473838/omega-optical-inc-v-chroma-technology-corp/", "deepLink": "https://www.courtlistener.com/opinion/1473838/omega-optical-inc-v-chroma-technology-corp/#:~:text=In%20light%20of%20this%20and,was%20to%20be%20kept%20confidential.", "proposition": "Omega Optical v. Chroma Technology affirms judgment against an employer that failed to put its employees on explicit or implicit notice of confidentiality — telling employees what is confidential matters practically in Vermont even though no statute requires it.", "verbatimQuote": "In light of this and other evidence available to the trial court, we find no error in the court’s finding that Omega failed to take steps to put its employees on explicit or implicit notice that certain information conveyed to them during their employment was to be kept confidential.", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-omega-optical-notice-practice" }, { "id": "vermont-microsystems-reasonable-steps-practice", "authorityType": "case-law", "tier": "primary-source-backed", "title": "Vermont Microsystems, Inc. v. Autodesk, Inc.", "citation": "Vermont Microsystems, Inc. v. Autodesk, Inc., 88 F.3d 142 (2d Cir. 1996).", "url": "https://www.courtlistener.com/opinion/721314/vermont-microsystems-inc-v-autodesk-inc/", "deepLink": "https://www.courtlistener.com/opinion/721314/vermont-microsystems-inc-v-autodesk-inc/#:~:text=To%20enforce%20its%20rights%20under,to%20guard%20its%20trade%20secrets.", "proposition": "Vermont Microsystems v. Autodesk holds that to enforce rights under an employee's Invention and Nondisclosure Agreement, the employer must demonstrate that it took reasonable steps to guard its trade secrets.", "verbatimQuote": "To enforce its rights under the Invention and Nondisclosure Agreement, VMI must demonstrate that it took reasonable steps to guard its trade secrets.", "date": "1996-07-08", "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/vermont#src-vermont-microsystems-reasonable-steps-practice" } ] } ] } }