You are buying work you’re not allowed to read
Ask a B2B writer for their best 3 pieces. Often you get 2.
The third one ran under a client’s byline, on a client’s domain, under an agreement that says nobody talks about it. That’s not evasion. It’s the ordinary shape of this trade, and the better the client list, the more of the shelf is closed.
So the usual advice fails. “Look at their portfolio” assumes a portfolio exists. You need a way to judge a supplier whose strongest evidence you’ll never see.
Usually you do that alone. A B2B content function is 1 person, or a team small enough to sit at 1 table. That’s who reviews the shortlist: a small team, in the gaps between everything else.
Two things make that possible. One is knowing what these agreements actually forbid, which is narrower than most people assume. The other is knowing what a redacted sample still proves.
We are on the buyer’s side of this more often than we look, because we sit under the same agreements. So the questions below are the ones we expect to be asked.
What an NDA stops, in the words of two real ones
We can’t show you ours, and client NDAs are rarely published by either side. Universities publish theirs, and they’re ordinary two-party templates.
Northwestern’s mutual NDA covers anything the discloser “identifies as confidential upon disclosure, or that Recipient should reasonably understand to be confidential under the circumstances”. No label required.
The UW–Madison template works the other way. Information counts only when it’s designated in writing at the moment it’s handed over. Anything said out loud has 15 days to be confirmed in writing, or it isn’t covered.
Two templates, two opposite defaults. That difference decides whether an unlabelled draft is protected.
Both agree on the part that closes portfolios. Northwestern binds the recipient to “use Discloser’s Confidential Information solely for the Purpose”. UW–Madison says confidential information “will be used only to evaluate the Project and/or Purpose”. Showing your article to the next prospect is a different purpose. The word “portfolio” never has to appear anywhere in the document.
Subcontractors are allowed, and that surprises people
Here’s the worry we hear most: if a supplier has an editor and a fact-checker, hasn’t the material already left the building.
Both templates say no. Northwestern defines a Representative as “Recipient’s employees, affiliates, and/or contractors who have a need-to-know”, naming contractors outright. UW–Madison draws its circle slightly differently: “employees, agents, or representatives who have been determined to have a need to know”. It attaches one condition. They have to be “advised of their obligation to comply with the terms of this Agreement”.
Need to know, bound by the same terms. That’s the test, and it’s a question about how a supplier runs rather than how many people it has. Our answer is short, because one person takes a job from brief to delivery here, and that person does the research and the final read.
The two dates in an NDA are different dates
Northwestern’s agreement runs for 1 year. The duties run longer: the parties comply with confidentiality obligations “for a period of four (4) years after this Agreement’s expiration or termination”.
UW–Madison also runs a year, and its obligations “shall continue for a period of three (3) years from the date of termination of this Agreement”.
3 years in one document, 4 in the other. Those are two drafting choices, not a market range. Anyone quoting you “the standard three to four years” is describing something nobody measured.
Confidentiality says nothing about who owns the article
This is the expensive confusion. An NDA governs secrets. It doesn’t move copyright.
The UW–Madison template says so itself. Signing it “shall not be construed to grant the receiving party any patent, know-how, copyright, trade secret, trademark, or other intellectual property rights”. Rights, if they’re granted at all, need “a separate written instrument”.
Two papers, then. Most buyers check one.
“Work made for hire” is four conditions, not a phrase in a contract
Commissioned writing doesn’t become a work made for hire because somebody typed the words into an agreement. Circular 30 from the US Copyright Office lists 4 criteria for commissioned work. Then it shuts the door: “If a work fails to satisfy any of these requirements, it is not a work made for hire.”
The first criterion is a category test: the status reaches only nine named kinds of commissioned work, and an article for a company website is not among the names. Two of the other criteria are paperwork you can check before signing.
There has to be an agreement with the author. The circular is exact about the other party to it: “individual(s) who actually created the work”. Read that against a supplier who subcontracts. Your contract with the agency isn’t automatically a contract with the person writing.
And the agreement has to say the thing: “In the written agreement, the parties must expressly agree that the work is to be considered a work made for hire.”
Miss either one and you don’t have a work made for hire. That isn’t fatal, because rights can still be transferred. It just has to be on paper. Section 204(a) of the Copyright Act says a transfer, “other than by operation of law”, “is not valid” unless the conveyance or a note of it is “in writing and signed by the owner of the rights conveyed”.
The status changes the clock too. A work made for hire runs “95 years from the date of publication or 120 years from the date of creation, whichever expires first”. And the termination provisions that let authors take rights back later “do not apply to works made for hire”.
One line settles whose problem this is. “When you apply to register a work, you, not the Copyright Office, must determine whether the work is a work made for hire.”
A marketplace is not a legal regime
If your last writer came through a platform, the rules you experienced were the platform’s.
Upwork tells freelancers that “even if your clients do not request an NDA, the Upwork Terms of Service contain default non-disclosure terms for you and your client”. Confidentiality arrives without anyone signing anything extra.
It also tells clients that “any NDA is strictly between you and your freelancer — Upwork does not review, enforce, or become a party to these agreements”.
Rights move on payment there, with two conditions attached. Once the freelancer is “paid in full”, they “retain no rights to use the work”, except for “any background technology that you specifically identified upfront”. And the transfer itself sits in the Optional Service Contract Terms, which apply only where the parties have not agreed something else in advance.
That’s a marketplace contract term, not the work-made-for-hire test above. Same destination, different machinery, and it stops applying the day the relationship moves off the platform.
What a redacted sample still proves
Anonymising is real work, and it starts with asking. The script we’d use is specific on 3 points: which 2 or 3 pieces the writer wants to show, how each will be explained and what will be blacked out, and exactly who will see them and why. A vague request gets a vague no.
A supplier who has done that will tell you so in one sentence. A supplier who never has will offer you a testimonial instead.
In a sanitised piece the product names and the figures are gone. Four things survive, and they’re the ones you were trying to judge anyway:
- Whether claims carry sources. Redaction removes the client. It doesn’t remove the citations.
- Whether numbers point to a document you can open. A blanked-out customer name doesn’t blank out the industry report underneath it.
- The shape of the argument. What the piece assumes about its reader, and what it asks them to do next.
- Whether the writer understood the subject or reworded a press release. Two paragraphs settle that.
What we do about it, since we’re on the same side of the problem
We sign an NDA and we don’t publish or reuse drafts or delivered work. Our terms go further: client work appears in the portfolio only with your written agreement. That has an obvious consequence for anyone assessing us: our strongest client work is not ours to show you.
So the portfolio is built the other way round. It carries 3 full texts written for ourselves, an article, a case study and an email sequence, published whole rather than as thumbnails. Nobody had to redact them, and they can be read against every test in this article.
One person takes a job from brief to delivery here. Copyright in what we deliver transfers to you on payment, and that sits in our terms rather than in a sales conversation.
The other half of our answer is what we turn down. When a subject needs expertise we don’t have and can’t buy quickly, we say so at the quote stage rather than after the draft. That sits on the same page as the NDA promise, and it is easier to check than any assurance about quality.
Four things to ask before you sign
None of them requires anyone to break an agreement.
- Which of these can I show my legal team, and in what form. The answer tells you whether the supplier knows the difference between an unlabelled draft and a designated document.
- Name the individual who’ll write this, and say where they sit in the paperwork. Circular 30 makes that a question about documents rather than trust.
- Point to the clause that transfers the rights, and say when the transfer happens. Payment-triggered, delivery-triggered and signature-triggered are three answers with three different failure modes.
- Tell me whose byline goes on it. Google’s guidance asks publishers one question about authorship: “Is it self-evident to your visitors who authored your content?” It asks a second about machine help: “Is the use of automation, including AI-generation, self-evident to visitors through disclosures or in other ways?” The article runs on your domain. Both answers end up being ours to give together.
If the brief itself is still open, how to brief a B2B writer sets out the 5 things a writer has to be given. What goes into a white paper does the same job for the longer format. Our own scope and prices sit on the rates page, so we’re easy to put through the four questions above.
Sources
- US Copyright Office, Circular 30: Works Made for Hire, revised 08/2024. The four criteria for commissioned work, the term of protection, and the line about who decides.
- 17 U.S.C. §204. Transfers of ownership have to be written and signed.
- Northwestern INVO, mutual non-disclosure agreement template, a PDF form. Confidentiality without labels, need-to-know representatives, four years of surviving obligations.
- University of Wisconsin–Madison, non-disclosure agreement template, revised August 2022. The opposite default on labelling, three years of surviving obligations, and the clause that grants no IP rights. Both are university forms rather than agency contracts.
- Upwork, non-disclosure agreements and how Upwork handles confidentiality and NDAs. Platform policy. It binds users of that platform and nobody else.
- Google Search Central, creating helpful, reliable, people-first content. The self-assessment questions on authorship and disclosure.
Send us the format, the topic and the deadline. Within one working day you have a price and a date, and the four questions above are ours to answer as readily as anyone else’s.