Promissory Note - Simple

PROMISSORY NOTE — JURISDICTION-CUSTOMIZATION DRAFT

Not ready for signature. Counsel must select the governing jurisdiction, review the transaction and parties, determine the intended instrument status, and approve every interest, fee, remedy, signature, and notice term before execution.

1. Preparation Record

Draft date: [__/__/____]

Proposed governing-law state: [________________________________]

Proposed forum and county: [________________________________]

Transaction purpose: [________________________________]

Maker / Borrower: [________________________________]

Payee / Lender: [________________________________]

Original principal amount: $[________________________________]

Counsel review status:

• ☐ Governing law and forum confirmed
• ☐ Parties' names, entity status, authority, and addresses confirmed
• ☐ Consumer, business-purpose, licensing, disclosure, and lending-law classifications reviewed
• ☐ Interest, default interest, fees, and collection charges reviewed together
• ☐ Payment dates, amounts, and calculation method checked for internal consistency
• ☐ Intended negotiable or non-negotiable status selected and approved
• ☐ Collateral and guaranty documents, if any, separately reviewed
• ☐ Signature, counterpart, electronic-execution, witness, and notarization requirements confirmed

2. Core Terms

3. Promise to Pay

For value received, [MAKER / BORROWER LEGAL NAME] ("Maker") promises to pay [PAYEE / LENDER LEGAL NAME] ("Payee") the principal amount stated above, together with interest and only those charges expressly completed and approved in this Note.

Payments shall be made in United States dollars using the approved payment method stated above.

4. Interest and Charges

Interest shall accrue according to the completed rate or formula, start date, day-count method, and compounding method in Section 2.

No default rate, late charge, origination charge, prepayment charge, collection expense, or other amount is owed unless it is separately described below and approved after governing-law review.

If a row is not completed and approved, it is intentionally omitted from this Note.

5. Payment Schedule

Maker shall pay the following amounts on the following fixed dates:

Additional schedule, if attached: [________________________________].

Unless counsel inserts a different approved application method here, Payee shall apply a payment first to accrued interest, then to approved charges, and then to principal: [________________________________].

6. Prepayment

Select one reviewed option:

• ☐ Maker may prepay all or part of the unpaid principal without a premium or penalty.
• ☐ Maker may prepay subject only to the approved charge described in Section 4 and these notice terms: [________________________________].
• ☐ Other reviewed prepayment terms: [________________________________].

7. Payment Default and Acceleration

A payment default occurs if Maker fails to pay a completed scheduled amount when due and the failure continues for [____] days after [written notice / other reviewed trigger: ________________________________].

After an uncured payment default, Payee may declare the unpaid principal, accrued interest, and approved charges immediately due by giving this notice: [________________________________].

This draft includes no cross-default, insolvency default, financial covenant, merger restriction, lien restriction, distribution restriction, setoff right, blanket indemnity, liability cap, force-majeure clause, arbitration clause, jury-trial waiver, or automatic equitable remedy. Counsel may add a separately reviewed term or document if the transaction requires one.

8. Collateral and Guaranty

Select one:

• ☐ Unsecured. No collateral secures this Note.
• ☐ Secured. The collateral and secured-party rights are addressed in this separately reviewed security agreement: [________________________________].

Guaranty, if any: [________________________________].

No reference to a separate document changes the payment terms written in this Note.

9. Governing Law, Forum, and Instrument Status

After counsel review, insert the selected governing-law clause: [________________________________].

After counsel review, insert any selected forum clause: [________________________________].

Instrument-status instruction:

• ☐ Counsel has approved this Note for the intended negotiable-instrument treatment under the selected law.
• ☐ Counsel has inserted an approved conspicuous non-negotiable statement here: [________________________________].
• ☐ No instrument-status representation is made; transfer and enforcement consequences require separate review.

10. General Terms

1. Amendments. An amendment must be in a writing signed by Maker and Payee that identifies this Note and the changed term.
2. No implied waiver. A delay or a waiver of one default does not waive another or later default.
3. Transfer. Any transfer restriction or consent requirement must be inserted after review: [________________________________].
4. Notices. Notices must be sent to the addresses below by this approved method: [________________________________].
5. Execution method. Insert reviewed counterpart or electronic-execution language, if any: [________________________________].
6. Severability. If approved for the selected jurisdiction, insert a severability clause here: [________________________________].

11. Notice Addresses

Maker:

[________________________________]

[________________________________]

Payee:

[________________________________]

[________________________________]

12. Signatures

Do not sign until the Preparation Record is complete and counsel has approved the final text.

Maker

[MAKER LEGAL NAME]

By: [________________________________]

Name: [________________________________]

Title: [________________________________]

Date: [__/__/____]

Payee Acknowledgment of Agreed Terms

[PAYEE LEGAL NAME]

By: [________________________________]

Name: [________________________________]

Title: [________________________________]

Date: [__/__/____]

Completion Note

Witness or notary block, if required or selected after jurisdiction review: [________________________________].