Legal Due Diligence: Protecting Returns in Alternative Investing

Legal due diligence isn’t just paperwork — it’s profit protection. In this episode, attorney Javier Aranda of FBFK Law joins hosts Sarah Florer and Roland Wiederaenders to explain how early legal strategy can prevent costly mistakes, protect investor capital, and strengthen deal structures. From NDAs to IP rights and procurement contracts, Javier shares how to think like a business-minded lawyer — so every investor can make smarter, safer decisions in the alternative investing world.

About Our Guest: Javier Aranda, Technology and IP Transactions Attorney at FBFK Law

An experienced transactional and technology attorney, Javier Aranda’s practice centers on deep knowledge and immersion in the technology industry, handling software and technology licensing agreements, intellectual property, data privacy, and other transactional matters. He’s served in senior corporate counsel positions for several major tech companies, and as a transactional attorney for video gaming companies, financial institutions, and a restaurant corporate headquarters – from USAA and Frost Bank to Whataburger.

Javier is particularly adept at negotiating complex commercial transactions, including SaaS, Software Licensing, Intellectual Property, Game Development, Marketing, Ad-Tech, e-Commerce, Non-Disclosure Agreements, Consulting Services, IT Services, and Privacy Matters.

Connect with Javier Aranda on LinkedIn: https://www.linkedin.com/in/javier-aranda-aa6a3973/

Top Takeaways

1. Legal is a profit lever. Good counsel reduces hidden costs, protects assets, and strengthens investor confidence.
2. Contracts carry capital risk. Auto-renewals, vague T&Cs, and unreviewed clauses can quietly drain investor returns.
3. IP ownership matters. Ensure employees and contractors assign intellectual property rights to the company — or risk losing core value.
4. Due diligence drives deal success. Investors must review assignability, licensing, and online terms before capital deployment.
5. NDAs aren’t optional. Even two-page documents protect ideas, data, and technology during early partnership discussions.
6. Fractional counsel = full-time insight. Outsourced legal experts deliver in-house thinking without the overhead.
7. AI assists, not replaces, judgment. Automated tools flag risk fast — but human legal context still determines deal quality.

Notable Quotes

• “Good legal work isn’t just about compliance — it’s about protecting profits and preventing risk before it costs you.”
• “The same redlines that apply to one deal may not apply to the next. You only know the difference if you understand the business.”
• “You might think you negotiated a great deal, but if the online terms supersede your contract, you’ve already lost leverage.”
• “If you’re trying to raise money, someone will do due diligence on you. Make sure your contracts say what you think they say.”
• “I tell my clients: focus, achieve, success — but also get over yourself. Stay humble, stay teachable, and keep solving problems.”

Chapters with Timestamps

00:00 – Welcome & Guest Introduction: Sarah and Roland introduce attorney Javier Aranda, highlighting his background at EA, Zynga, and FBFK Law.

01:20 – From In-House to Outside Counsel: Javier shares his transition from corporate counsel to serving as a fractional general counsel for tech-driven companies.

04:30 – The Hidden Risks in Procurement: How everyday contracts, renewals, and vendor terms can quietly erode margins and investor returns.

07:00 – The Business Partner Mindset: Why great attorneys think like operators — collaborating early to protect both growth and compliance.

11:30 – Hub-and-Spoke Legal Strategy: Coordinating contracts across departments to uncover leverage, reduce redundancy, and save money.

13:40 – Real-World Legal Traps: The overlooked clauses that can kill a deal — from hidden T&Cs to unenforceable indemnities.

22:00 – NDAs & Confidentiality Essentials: When and how to use non-disclosure agreements to safeguard intellectual property and deal flow.

27:30 – IP Ownership & Assignability: Protecting proprietary technology and ensuring contracts support fundraising and exits.

32:00 – Legal Due Diligence for Investors: Why proactive document management and clear contract terms directly impact valuation and liquidity.

37:20 – Personal Mission & Mindset: Javier’s personal mottos — “Focus, Achieve, Success” and “Get over yourself” — and how humility drives leadership and discipline.

39:20 – Closing Thoughts: Hosts reflect on how legal due diligence shapes stronger, smarter alternative investing decisions.

Credits

Sponsored by Real Advisers Capital, Austin, Texas

If you are interested in being a guest, please email us.

Podcast Production by Red Sun Creative, Austin, Texas: https://redsuncreative.studio/

Disclaimers

“This production is for educational purposes only and is not intended as investment or legal advice.”

“The hosts of this podcast practice law with the law firm, Ferguson Braswell Fraser Kubasta PC; however, the views expressed on this podcast are solely those of the hosts and their guests, and not those of Ferguson Braswell Fraser Kubasta PC.”

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