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Venture Capital And Private Equity

Convertible Note Purchase Agreement

Drafting convertible note purchase agreements manually requires hours of research across multiple legal resources, careful customization of standard provisions, and meticulous verification of deal terms and legal citations. Startup lawyers juggle template libraries, web searches for best practices, and client-specific details while ensuring compliance with securities regulations and market standards.

Automation ROI

Time savings at a glance

Manual workflow5.5 hoursAverage time your team spends by hand
With CaseMark12 minutesDelivery time with CaseMark automation
EfficiencySave 27.5x time with CaseMark

The Problem

Drafting convertible note purchase agreements manually requires hours of research across multiple legal resources, careful customization of standard provisions, and meticulous verification of deal terms and legal citations. Startup lawyers juggle template libraries, web searches for best practices, and client-specific details while ensuring compliance with securities regulations and market standards.

The CaseMark Solution

CaseMark automates the entire drafting process by intelligently combining your deal terms with web-researched best practices and verified legal sources. The AI generates a complete, market-standard convertible note purchase agreement with proper citations, customized representations, and conversion mechanics—all in minutes, giving you more time for strategic client counseling.

Key benefits

How CaseMark automations transform your workflow

Generate complete 10-section agreements in 12 minutes vs. 5+ hours manually

Automatic web research pulls current best practices from LegalZoom, Practical Law, and bar associations

AI integrates your deal-specific terms (valuation cap, discount, maturity) throughout the document

Built-in legal citations and verification from authoritative sources like ABA and UpCounsel

Market-standard provisions for representations, covenants, and conversion mechanics

What you'll receive

Preamble
Purchase and Sale of Notes
Representations and Warranties of the Company
Representations and Warranties of the Purchaser
Conditions to Closing
Covenants of the Company
Terms of the Notes
Events of Default and Remedies
Indemnification
Miscellaneous

Document requirements

Required

  • Company Information
  • Deal Terms Sheet

Optional

  • Prior Financing Documents
  • Investor Information
  • Due Diligence Materials

Perfect for

Startup Lawyer
Corporate Attorney
Venture Capital Counsel
Solo Practitioner
Legal Operations Manager
In-House Counsel

Also useful for

This workflow is applicable across multiple practice areas and use cases

Loan And Financing92% relevant

Convertible notes are debt instruments that convert to equity, making them directly applicable to loan and financing transactions for startups and growth companies.

The workflow creates financing agreements with debt characteristics (maturity dates, interest) that are core to loan and financing practice, particularly for alternative financing structures.

Corporate Finance90% relevant

Corporate finance attorneys regularly structure convertible note offerings as a capital-raising mechanism for companies seeking flexible financing options.

Convertible notes are fundamental corporate finance instruments used across various company stages and industries, not limited to venture capital contexts.

Convertible notes are securities offerings that must comply with federal and state securities laws, requiring proper documentation for exemptions like Regulation D or Regulation CF.

Securities attorneys need to draft compliant convertible note agreements that satisfy disclosure requirements and regulatory exemptions for private placements and crowdfunding.

Convertible note agreements include governance provisions affecting company decision-making, investor rights, and conversion mechanics that impact corporate control.

The covenants, representations, and conversion terms in convertible notes directly affect corporate governance structures and shareholder relationships.

Frequently asked questions

Q

How does CaseMark ensure the convertible note terms match my deal?

A

CaseMark uses RAG technology to extract deal-specific terms from your uploaded term sheet or deal summary, then intelligently weaves those details (principal amount, valuation cap, discount rate, maturity date) throughout the agreement. The AI ensures consistency across all sections while maintaining market-standard language.

Q

Can I trust the legal accuracy of AI-generated convertible note agreements?

A

CaseMark researches and cites authoritative legal sources including Practical Law, American Bar Association guidelines, and established legal platforms. The AI pulls current best practices and standard provisions, then presents them with proper citations for your review. Always conduct final review as with any legal document.

Q

What investor representations does CaseMark include in the agreement?

A

CaseMark automatically drafts standard purchaser representations covering accredited investor status, investment sophistication, independent evaluation, and investment intent. The AI sources these provisions from startup legal resources like Cooley GO and adapts them to your specific transaction.

Q

How long does it take to generate a complete convertible note purchase agreement?

A

CaseMark generates a comprehensive, market-standard convertible note purchase agreement in approximately 12 minutes. This includes all 10 standard sections with web-researched provisions, legal citations, and your deal-specific terms integrated throughout—compared to 5+ hours of manual drafting and research.

Q

Does CaseMark handle conversion mechanics and valuation caps correctly?

A

Yes, CaseMark drafts detailed conversion provisions including discount rates, valuation caps, qualified financing triggers, and maturity conversion scenarios. The AI references templates from the Angel Capital Association and other startup financing resources to ensure market-standard mechanics that protect both company and investor interests.

Q

Can I customize the representations and warranties for my client's situation?

A

Absolutely. CaseMark generates comprehensive baseline representations covering legal status, authority, capitalization, and compliance based on bar association standards. You can then easily edit and customize these provisions based on your due diligence findings and client-specific circumstances.

Q

What happens if I need to draft multiple convertible notes for a funding round?

A

CaseMark maintains consistency across multiple agreements by using the same deal terms and provisions for each investor. Simply upload your deal terms once, and generate individual agreements with investor-specific details (purchase amounts, accreditation status) while keeping all other terms standardized across the round.