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  "data": {
    "topic": "invention-assignment",
    "state": "virginia",
    "frontmatter": {
      "title": "Employee Invention Assignment in Virginia",
      "description": "Virginia has no employee-invention-assignment statute — no California-style own-time carve-out and no notice requirement — so an assignment clause is bounded by ordinary contract law, the common-law inventor-owns default, and the federal patent and copyright overlay. Absent a written assignment the inventor owns unless hired to invent — the leading authorities are Virginia-forum federal decisions (Avtec, Houghton) rather than state holdings — and a post-employment holdover clause would most likely be tested under Virginia's covenant-reasonableness framework, now layered with Va. Code § 40.1-28.7:8's prohibition regime for covered employees, though no Virginia decision found in our review has addressed a holdover invention assignment.",
      "state": "Virginia",
      "lastReviewed": "2026-07-02",
      "license": "CC BY 4.0",
      "authors": [
        "steven-obiajulu"
      ],
      "summary": {
        "bottomLine": "Virginia has no employee-invention-assignment statute, so there is no own-time carve-out and no notice requirement — an assignment clause is bounded by ordinary contract law, the common-law inventor-owns default (with the hired-to-invent exception and the employer's shop right), and the federal patent and copyright overlay; a post-employment holdover clause would most likely be tested under Virginia's narrowly-drawn/not-unduly-burdensome/public-policy reasonableness rule for restraints on competition, layered with Va. Code § 40.1-28.7:8, which since its 2025 and 2026 amendments prohibits covenants not to compete outright for a large covered class — although no Virginia decision found in our review has applied either framework to a holdover invention-assignment clause.",
        "keyLaw": "No Virginia invention-assignment statute; Avtec Systems, Inc. v. Peiffer, 21 F.3d 568 (4th Cir. 1994); Home Paramount Pest Control Cos. v. Shaffer, 282 Va. 412 (2011); Va. Code § 40.1-28.7:8",
        "statutoryCarveOut": "none",
        "defaultOwnership": "employee",
        "employeeNoticeRequired": "n/a",
        "holdoverClauseLimit": "reasonablenessOnly",
        "carveOutScope": "Virginia 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), the federal patent and copyright overlay, and — where the clause operates as a post-employment restraint — Virginia's covenant-reasonableness rule and Va. Code § 40.1-28.7:8's restrictions on covenants not to compete."
      },
      "about": [
        "Virginia invention assignment",
        "Virginia no invention-assignment statute",
        "Virginia employee invention ownership",
        "Avtec Systems v. Peiffer",
        "Houghton v. United States",
        "Virginia hired to invent",
        "Virginia shop right",
        "Virginia holdover trailing assignment",
        "Va. Code § 40.1-28.7:8 covenants not to compete"
      ],
      "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 Virginia employer require assignment of every invention?",
        "answerText": "There is no statutory ceiling. Unlike California or New York, Virginia 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 by ordinary contract law, the common-law inventor-owns default, and the federal patent and copyright overlay. The one Virginia-specific outer limit is restraint-of-trade law — where an assignment clause operates as a post-employment restraint, Va. Code § 40.1-28.7:8 prohibits covenants not to compete outright for a large covered class of employees.",
        "sources": [
          {
            "id": "va-2-2-2822-state-employees-carveout",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Va. Code § 2.2-2822",
            "citation": "Va. Code § 2.2-2822(A).",
            "url": "https://law.lis.virginia.gov/vacode/2.2-2822/",
            "proposition": "Va. Code § 2.2-2822 makes inventions developed by a state employee on state time, within the scope of employment, or with state facilities the property of the Commonwealth — a public-sector ownership rule that is the closest thing Virginia has to an employment-invention statute and that does not reach private employees.",
            "verbatimQuote": "Patents, copyrights or materials that were potentially patentable or copyrightable developed by a state employee during working hours or within the scope of his employment or when using state-owned or state-controlled facilities shall be the property of the Commonwealth.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-va-2-2-2822-state-employees-carveout"
          },
          {
            "id": "stanford-baseline-carveout",
            "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/virginia#src-stanford-baseline-carveout"
          },
          {
            "id": "va-noncompete-ban-carveout",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Va. Code § 40.1-28.7:8",
            "citation": "Va. Code § 40.1-28.7:8(B).",
            "url": "https://law.lis.virginia.gov/vacode/40.1-28.7:8/",
            "proposition": "Va. Code § 40.1-28.7:8(B) prohibits employers from entering into, enforcing, or threatening to enforce a covenant not to compete with any low-wage employee or health care professional — the general restraint-of-trade bound an aggressive assignment clause would face in Virginia if it operates as a post-employment restraint.",
            "verbatimQuote": "No employer shall enter into, enforce, or threaten to enforce a covenant not to compete with any low-wage employee or health care professional.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-va-noncompete-ban-carveout"
          }
        ]
      },
      {
        "slug": "employee-notice",
        "label": "Must the employer give the employee written notice of the carve-out?",
        "heading": "Must a Virginia employer notify the employee?",
        "answerText": "Not applicable. Because Virginia 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). The one nearby posting duty — Va. Code § 40.1-28.7:8(G) — is a generic workplace poster about the noncompete statute itself, not an invention-assignment notice, and it does not condition the validity of any assignment clause.",
        "sources": [
          {
            "id": "va-noncompete-poster-notice",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Va. Code § 40.1-28.7:8",
            "citation": "Va. Code § 40.1-28.7:8(G).",
            "url": "https://law.lis.virginia.gov/vacode/40.1-28.7:8/",
            "proposition": "Va. Code § 40.1-28.7:8(G) imposes a generic workplace-posting duty — every employer must post a copy of the covenant-not-to-compete statute or an approved summary with other required employee notices — which is not an invention-assignment notice, is not triggered by any contract clause, and does not condition the validity of an assignment provision.",
            "verbatimQuote": "Every employer shall post a copy of this section or a summary approved by the Department in the same location where other employee notices required by state or federal law are posted.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-va-noncompete-poster-notice"
          }
        ]
      },
      {
        "slug": "default-ownership",
        "label": "Absent a written assignment, who owns the invention?",
        "heading": "Who owns an invention by default in Virginia?",
        "answerText": "The inventor, unless hired to invent. Absent a written assignment, the baseline under federal patent law is that rights in an invention belong to the employee who conceived it; the narrow exception is the employee hired to invent, whose resulting invention the employer may claim. No decision of Virginia's state appellate courts on private employee-invention ownership was found in our review — the operative authorities are the federal baseline and the federal courts sitting in Virginia that apply it.",
        "sources": [
          {
            "id": "stanford-inventor-default",
            "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/virginia#src-stanford-inventor-default"
          },
          {
            "id": "stanford-traceback-default",
            "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/virginia#src-stanford-traceback-default"
          },
          {
            "id": "dubilier-hired-to-invent-default",
            "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/virginia#src-dubilier-hired-to-invent-default"
          },
          {
            "id": "houghton-employed-to-invent-default",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Houghton v. United States",
            "citation": "Houghton v. United States, 23 F.2d 386 (4th Cir. 1928).",
            "url": "https://www.courtlistener.com/opinion/1545138/houghton-v-united-states/",
            "deepLink": "https://www.courtlistener.com/opinion/1545138/houghton-v-united-states/#:~:text=During%20the%20period%20that%20he,efforts%20in%20any%20other%20direction.",
            "proposition": "Houghton v. United States — a Fourth Circuit decision on appeal from the District of Maryland, so binding circuit doctrine applied by Virginia's federal courts rather than a holding of Virginia law — holds that while an employee is engaged on work directed at making an invention, he is employed to invent, and the results of his efforts at invention belong to the employer.",
            "verbatimQuote": "During the period that he is so engaged, he is “employed to invent,” and the results of his efforts at invention belong to his employer in the same way as would the product of his efforts in any other direction.",
            "date": "1928-01-10",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-houghton-employed-to-invent-default"
          },
          {
            "id": "avtec-scope-of-employment-default",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Avtec Systems, Inc. v. Peiffer",
            "citation": "Avtec Sys., Inc. v. Peiffer, 21 F.3d 568 (4th Cir. 1994) (quoting Restatement (Second) of Agency § 228 (1958)).",
            "url": "https://www.courtlistener.com/opinion/667588/avtec-systems-incorporated-v-jeffrey-g-peiffer-kisak-kisak-incorporated/",
            "deepLink": "https://www.courtlistener.com/opinion/667588/avtec-systems-incorporated-v-jeffrey-g-peiffer-kisak-kisak-incorporated/#:~:text=conduct%20is%20within%20the%20scope,purpose%20to%20serve%20the%20master.%22",
            "proposition": "Avtec Systems, Inc. v. Peiffer — the leading Virginia-forum fight over an employee's off-hours software creation — makes the employer's work-made-for-hire claim turn on the Restatement (Second) of Agency § 228 scope-of-employment test, which the Fourth Circuit quotes as the governing standard.",
            "verbatimQuote": "conduct is within the scope of employment \"only if: (a) it is of the kind he is employed to perform; (b) it occurs substantially within the authorized time and space limits; [and] (c) it is actuated, at least in part, by a purpose to serve the master.\"",
            "date": "1994-04-06",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-avtec-scope-of-employment-default"
          },
          {
            "id": "avtec-shop-right-gould-default",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Avtec Systems, Inc. v. Peiffer (E.D. Va.)",
            "citation": "Avtec Sys., Inc. v. Peiffer, 805 F. Supp. 1312 (E.D. Va. 1992) (quoting Cal. E. Labs., Inc. v. Gould, 896 F.2d 400, 402 (9th Cir. 1990)).",
            "url": "https://www.courtlistener.com/opinion/2593185/avtec-systems-inc-v-peiffer/",
            "deepLink": "https://www.courtlistener.com/opinion/2593185/avtec-systems-inc-v-peiffer/#:~:text=A%20shop%20right%20is%20an,through%20materials%2C%20time%2C%20and%20equipment.",
            "proposition": "Avtec Systems, Inc. v. Peiffer (E.D. Va.), quoting the Ninth Circuit's definition in California Eastern Laboratories, Inc. v. Gould, states the shop-right doctrine as applied in a Virginia forum — a nonexclusive right to use an employee's invention developed on the employer's time, based on the employer's presumed contribution of materials, time, and equipment, not ownership of it.",
            "verbatimQuote": "A shop right is an employer’s nonexclusive right to use an employee’s patented process or invention that was developed during the employee’s hours of employment. The right is based on the employer’s presumed contribution to the invention through materials, time, and equipment.",
            "date": "1992-11-04",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-avtec-shop-right-gould-default"
          }
        ]
      },
      {
        "slug": "holdover-clause-limit",
        "label": "Are post-employment trailing-assignment clauses enforceable?",
        "heading": "Are trailing-assignment (holdover) clauses enforceable in Virginia?",
        "answerText": "Most likely tested for reasonableness, but the invention-specific application is undecided — and for a large statutorily covered class the risk is outright prohibition, not a trim. No Virginia decision found in our review has addressed a post-employment holdover invention-assignment clause. What Virginia has is a mature reasonableness framework for provisions that restrain post-employment competition — narrowly drawn, not unduly burdensome, not against public policy — plus Va. Code § 40.1-28.7:8, whose functional definition of a covenant not to compete could plausibly reach an aggressive trailing clause; if it does, the consequence for covered employees is statutory prohibition backed by a civil penalty, not reasonableness balancing.",
        "sources": [
          {
            "id": "hp-three-part-test-holdover",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Home Paramount Pest Control Cos. v. Shaffer",
            "citation": "Home Paramount Pest Control Cos. v. Shaffer, 282 Va. 412, 718 S.E.2d 762 (2011) (quoting Omniplex World Servs. Corp. v. US Investigations Servs., Inc., 270 Va. 246, 618 S.E.2d 340 (2005)).",
            "url": "https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/",
            "deepLink": "https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/#:~:text=It%20is%20enforceable%20if%20it,is%20not%20against%20public%20policy.%E2%80%9D",
            "proposition": "Home Paramount Pest Control Cos. v. Shaffer, restating the test from Omniplex World Services Corp. v. US Investigations Services, Inc., gives Virginia's operative three-part standard for restraints on competition — narrowly drawn to protect a legitimate business interest, not unduly burdensome on the ability to earn a living, and not against public policy — the framework a holdover assignment clause would most likely be measured against.",
            "verbatimQuote": "It is enforceable if it “is narrowly drawn to protect the employer’s legitimate business interest, is not unduly burdensome on the employee’s ability to earn a living, and is not against public policy.”",
            "date": "2011-11-04",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-hp-three-part-test-holdover"
          },
          {
            "id": "hp-function-scope-duration-holdover",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Home Paramount Pest Control Cos. v. Shaffer",
            "citation": "Home Paramount Pest Control Cos. v. Shaffer, 282 Va. 412, 718 S.E.2d 762 (2011) (quoting Simmons v. Miller, 261 Va. 561, 544 S.E.2d 666 (2001)).",
            "url": "https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/",
            "deepLink": "https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/#:~:text=When%20evaluating%20whether%20the%20employer,duration%E2%80%9D%20elements%20of%20the%20restriction.",
            "proposition": "Home Paramount Pest Control Cos. v. Shaffer, quoting Simmons v. Miller, holds that Virginia courts evaluate a restraint by weighing its function, geographic scope, and duration — a substance-over-label inquiry into what the provision actually restricts.",
            "verbatimQuote": "When evaluating whether the employer has met that burden, we consider the “function, geographic scope, and duration” elements of the restriction.",
            "date": "2011-11-04",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-hp-function-scope-duration-holdover"
          },
          {
            "id": "omniplex-disfavored-holdover",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Omniplex World Services Corp. v. US Investigations Services, Inc.",
            "citation": "Omniplex World Servs. Corp. v. US Investigations Servs., Inc., 270 Va. 246, 618 S.E.2d 340 (2005).",
            "url": "https://www.courtlistener.com/opinion/1058921/omniplex-world-services-v-us-inv/",
            "deepLink": "https://www.courtlistener.com/opinion/1058921/omniplex-world-services-v-us-inv/#:~:text=Because%20such%20restrictive%20covenants%20are,in%20favor%20of%20the%20employee.",
            "proposition": "Omniplex World Services Corp. v. US Investigations Services, Inc. holds that restrictive covenants are disfavored restraints on trade in Virginia, that the employer bears the burden of proof, and that contractual ambiguities are construed in favor of the employee.",
            "verbatimQuote": "Because such restrictive covenants are disfavored restraints on trade, the employer bears the burden of proof and any ambiguities in the contract will be construed in favor of the employee.",
            "date": "2005-09-16",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-omniplex-disfavored-holdover"
          },
          {
            "id": "hp-overruled-paramount-holdover",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Home Paramount Pest Control Cos. v. Shaffer",
            "citation": "Home Paramount Pest Control Cos. v. Shaffer, 282 Va. 412, 718 S.E.2d 762 (2011).",
            "url": "https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/",
            "deepLink": "https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/#:~:text=Therefore%2C%20to%20the%20extent%20that,today%2C%20Paramount%20Termite%20is%20overruled.",
            "proposition": "Home Paramount Pest Control Cos. v. Shaffer struck a functionally overbroad restraint identical to one the Supreme Court of Virginia had upheld in 1989 and overruled that earlier decision — the clearest marker that Virginia's scrutiny of restraints on competition has tightened over time.",
            "verbatimQuote": "Therefore, to the extent that Paramount Termite conflicts with any portion of our holding today, Paramount Termite is overruled.",
            "date": "2011-11-04",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-hp-overruled-paramount-holdover"
          },
          {
            "id": "va-noncompete-definition-holdover",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Va. Code § 40.1-28.7:8",
            "citation": "Va. Code § 40.1-28.7:8(A).",
            "url": "https://law.lis.virginia.gov/vacode/40.1-28.7:8/",
            "proposition": "Va. Code § 40.1-28.7:8(A) defines a covenant not to compete functionally — any agreement that restrains, prohibits, or otherwise restricts post-termination competition — a label-blind definition that could plausibly reach an aggressive trailing invention-assignment clause, though no Virginia court has decided that question.",
            "verbatimQuote": "\"Covenant not to compete\" means a covenant or agreement, including a provision of a contract of employment, between an employer and employee that restrains, prohibits, or otherwise restricts an individual's ability, following the termination of the individual's employment, to compete with his former employer.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-va-noncompete-definition-holdover"
          },
          {
            "id": "va-noncompete-ban-penalty-holdover",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Va. Code § 40.1-28.7:8",
            "citation": "Va. Code § 40.1-28.7:8(B), (E).",
            "url": "https://law.lis.virginia.gov/vacode/40.1-28.7:8/",
            "proposition": "Va. Code § 40.1-28.7:8(B) prohibits entering into, enforcing, or threatening to enforce a covenant not to compete with any low-wage employee or health care professional, and subsection E backs violations of the prohibition with a civil penalty of $10,000 per violation — a voidness-plus-penalty regime, not a reasonableness test.",
            "verbatimQuote": "No employer shall enter into, enforce, or threaten to enforce a covenant not to compete with any low-wage employee or health care professional.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-va-noncompete-ban-penalty-holdover"
          },
          {
            "id": "va-noncompete-flsa-expansion-holdover",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Va. Code § 40.1-28.7:8",
            "citation": "Va. Code § 40.1-28.7:8(A) (as amended by 2025 Va. Acts c. 585).",
            "url": "https://law.lis.virginia.gov/vacode/40.1-28.7:8/",
            "proposition": "Va. Code § 40.1-28.7:8(A), as amended in 2025 by c. 585, extends the definition of low-wage employee to any employee entitled to overtime compensation under 29 U.S.C. § 207 regardless of earnings — bringing all FLSA non-exempt employees into the covered class.",
            "verbatimQuote": "who, regardless of his average weekly earnings, is entitled to overtime compensation under the provisions of 29 U.S.C. § 207",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-va-noncompete-flsa-expansion-holdover"
          },
          {
            "id": "va-noncompete-severance-holdover",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Va. Code § 40.1-28.7:8",
            "citation": "Va. Code § 40.1-28.7:8(C) (as amended by 2026 Va. Acts cc. 883, 1113, 1114).",
            "url": "https://law.lis.virginia.gov/vacode/40.1-28.7:8/",
            "proposition": "Va. Code § 40.1-28.7:8(C), added by the 2026 amendments (cc. 883, 1113, 1114), makes a covenant not to compete unenforceable against any employee discharged without cause unless severance or another monetary payment is provided, and requires that severance to have been disclosed when the covenant was executed.",
            "verbatimQuote": "No covenant not to compete between an employer and an employee is enforceable if such employer discharges such employee from employment without providing severance benefits or other monetary payment to such employee, unless such employer discharges such employee for cause. Such severance benefits or other monetary payment shall be disclosed upon execution of the covenant not to compete.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-va-noncompete-severance-holdover"
          },
          {
            "id": "va-noncompete-nda-safe-harbor-holdover",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Va. Code § 40.1-28.7:8",
            "citation": "Va. Code § 40.1-28.7:8(H)(1).",
            "url": "https://law.lis.virginia.gov/vacode/40.1-28.7:8/",
            "proposition": "Va. Code § 40.1-28.7:8(H)(1) safe-harbors nondisclosure agreements protecting trade secrets, as defined in Va. Code § 59.1-336, and proprietary or confidential information — but says nothing about invention-assignment clauses, an omission relevant to whether a trailing assignment could be characterized as a covered covenant not to compete.",
            "verbatimQuote": "Nondisclosure agreements intended to prohibit the taking, misappropriating, threatening to misappropriate, or sharing of certain information to which an employee has access, including trade secrets, as defined in § 59.1-336, and proprietary or confidential information",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-va-noncompete-nda-safe-harbor-holdover"
          },
          {
            "id": "roto-die-no-blue-pencil-holdover",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Roto-Die Co. v. Lesser",
            "citation": "Roto-Die Co. v. Lesser, 899 F. Supp. 1515 (W.D. Va. 1995).",
            "url": "https://www.courtlistener.com/opinion/1670822/roto-die-co-inc-v-lesser/",
            "deepLink": "https://www.courtlistener.com/opinion/1670822/roto-die-co-inc-v-lesser/#:~:text=While%20I%20believe%20paragraphs%207(a),the%20so%2Dcalled%20%E2%80%9Cblue%20pencil%E2%80%9D%20rule.",
            "proposition": "Roto-Die Co. v. Lesser, a federal court predicting Virginia law, declined to adopt the blue-pencil rule — refusing to rewrite an overbroad restraint to save it — while severing genuinely independent covenant subparts and enforcing the valid ones, so an overbroad clause falls entirely but a structurally independent clause in the same agreement may survive.",
            "verbatimQuote": "While I believe paragraphs 7(a) and 7(b) are severable from paragraphs 7(c) and 7(d), I decline to adopt the so-called “blue pencil” rule.",
            "date": "1995-04-17",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-roto-die-no-blue-pencil-holdover"
          },
          {
            "id": "assurance-data-demurrer-holdover",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Assurance Data, Inc. v. Malyevac",
            "citation": "Assurance Data, Inc. v. Malyevac, 286 Va. 137, 747 S.E.2d 804 (2013).",
            "url": "https://www.courtlistener.com/opinion/1057728/assurance-data-inc-v-malyevac/",
            "deepLink": "https://www.courtlistener.com/opinion/1057728/assurance-data-inc-v-malyevac/#:~:text=Because%20a%20demurrer%20cannot%20be,reverse%20the%20circuit%20court's%20judgment.",
            "proposition": "Assurance Data, Inc. v. Malyevac holds that whether a restraint on competition is enforceable cannot be decided on a demurrer — reasonableness is evidence-dependent, so a challenge to an assignment or holdover clause would be litigated on a factual record.",
            "verbatimQuote": "Because a demurrer cannot be used to decide on the merits whether a restraint on competition is enforceable, we will reverse the circuit court's judgment.",
            "date": "2013-09-12",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-assurance-data-demurrer-holdover"
          },
          {
            "id": "va-noncompete-definition-practice",
            "authorityType": "primary-law",
            "tier": "primary-source-backed",
            "title": "Va. Code § 40.1-28.7:8",
            "citation": "Va. Code § 40.1-28.7:8(A).",
            "url": "https://law.lis.virginia.gov/vacode/40.1-28.7:8/",
            "proposition": "Va. Code § 40.1-28.7:8(A) defines a covenant not to compete functionally — any agreement that restrains, prohibits, or otherwise restricts post-termination competition — a label-blind definition that could plausibly reach an aggressive trailing invention-assignment clause, though no Virginia court has decided that question.",
            "verbatimQuote": "\"Covenant not to compete\" means a covenant or agreement, including a provision of a contract of employment, between an employer and employee that restrains, prohibits, or otherwise restricts an individual's ability, following the termination of the individual's employment, to compete with his former employer.",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-va-noncompete-definition-practice"
          },
          {
            "id": "roto-die-no-blue-pencil-practice",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Roto-Die Co. v. Lesser",
            "citation": "Roto-Die Co. v. Lesser, 899 F. Supp. 1515 (W.D. Va. 1995).",
            "url": "https://www.courtlistener.com/opinion/1670822/roto-die-co-inc-v-lesser/",
            "deepLink": "https://www.courtlistener.com/opinion/1670822/roto-die-co-inc-v-lesser/#:~:text=While%20I%20believe%20paragraphs%207(a),the%20so%2Dcalled%20%E2%80%9Cblue%20pencil%E2%80%9D%20rule.",
            "proposition": "Roto-Die Co. v. Lesser, a federal court predicting Virginia law, declined to adopt the blue-pencil rule — refusing to rewrite an overbroad restraint to save it — while severing genuinely independent covenant subparts and enforcing the valid ones, so an overbroad clause falls entirely but a structurally independent clause in the same agreement may survive.",
            "verbatimQuote": "While I believe paragraphs 7(a) and 7(b) are severable from paragraphs 7(c) and 7(d), I decline to adopt the so-called “blue pencil” rule.",
            "date": "1995-04-17",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-roto-die-no-blue-pencil-practice"
          },
          {
            "id": "hp-three-part-test-practice",
            "authorityType": "case-law",
            "tier": "primary-source-backed",
            "title": "Home Paramount Pest Control Cos. v. Shaffer",
            "citation": "Home Paramount Pest Control Cos. v. Shaffer, 282 Va. 412, 718 S.E.2d 762 (2011) (quoting Omniplex World Servs. Corp. v. US Investigations Servs., Inc., 270 Va. 246, 618 S.E.2d 340 (2005)).",
            "url": "https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/",
            "deepLink": "https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/#:~:text=It%20is%20enforceable%20if%20it,is%20not%20against%20public%20policy.%E2%80%9D",
            "proposition": "Home Paramount Pest Control Cos. v. Shaffer, restating the test from Omniplex World Services Corp. v. US Investigations Services, Inc., gives Virginia's operative three-part standard for restraints on competition — narrowly drawn to protect a legitimate business interest, not unduly burdensome on the ability to earn a living, and not against public policy — the framework a holdover assignment clause would most likely be measured against.",
            "verbatimQuote": "It is enforceable if it “is narrowly drawn to protect the employer’s legitimate business interest, is not unduly burdensome on the employee’s ability to earn a living, and is not against public policy.”",
            "date": "2011-11-04",
            "anchor": "https://openagreements.org/practice-guides/invention-assignment/us/virginia#src-hp-three-part-test-practice"
          }
        ]
      }
    ]
  }
}