← Back to workflows
Corporate Finance

Promissory Note (Secured)

Drafting secured promissory notes manually requires extensive research into state usury laws, UCC filing requirements, and proper collateral descriptions. Attorneys spend hours cross-referencing templates, ensuring compliance with governing law, and crafting comprehensive default and remedy provisions that protect lender interests.

Automation ROI

Time savings at a glance

Manual workflow4.5 hoursAverage time your team spends by hand
With CaseMark12 minutesDelivery time with CaseMark automation
EfficiencySave 26.3x time with CaseMark

The Problem

Drafting comprehensive secured promissory notes requires meticulous attention to UCC compliance, collateral descriptions, default provisions, and state-specific lending laws. Manual drafting takes 4-5 hours per document, with significant risk of missing critical enforcement provisions or perfection requirements that could jeopardize lender protection.

The CaseMark Solution

CaseMark automates secured promissory note drafting with AI that ensures UCC Article 9 compliance, proper collateral descriptions, and comprehensive default remedies. Generate complete, court-ready notes in 12 minutes with built-in compliance checks for usury laws, perfection requirements, and commercially reasonable terms.

Key benefits

How CaseMark automations transform your workflow

Generate complete secured notes with proper collateral descriptions and UCC compliance in under 10 minutes

Automatically incorporate state-specific usury laws and choice-of-law provisions

Comprehensive default and remedy clauses drawn from current legal best practices

Ensure proper security interest attachment and perfection language

Reduce drafting time by 96% while maintaining accuracy and legal compliance

What you'll receive

Parties Involved
Date and Loan Amount
Interest Rate and Computation
Repayment Terms
Security and Collateral
Events of Default
Remedies Upon Default
Governing Law and Jurisdiction
Miscellaneous Provisions
Signatures and Witnesses

Document requirements

Required

  • Term Sheet or Loan Agreement
  • Borrower Entity Information

Optional

  • Prior Promissory Notes
  • Corporate Resolutions
  • Collateral Documentation
  • Financial Statements

Perfect for

Corporate finance attorneys structuring commercial lending transactions
In-house counsel managing corporate debt obligations and security agreements
Commercial lenders requiring enforceable secured debt instruments
Private equity and venture debt professionals documenting portfolio company loans
Business attorneys handling middle-market financing transactions

Also useful for

This workflow is applicable across multiple practice areas and use cases

Loan And Financing98% relevant

This workflow directly addresses the core documentation needs for commercial lending transactions, enabling attorneys to draft secured promissory notes with proper collateral descriptions and UCC compliance.

Loan and financing is the primary practice area for secured promissory notes, as these documents are fundamental instruments in commercial lending, asset-based financing, and debt structuring transactions.

Private equity and venture debt professionals use secured promissory notes to document portfolio company loans, bridge financing, and mezzanine debt arrangements with appropriate security interests.

The workflow explicitly targets PE and venture debt professionals, and secured notes are commonly used in growth capital transactions, management buyouts, and portfolio company financing structures.

Financial Services82% relevant

Financial services attorneys need to ensure commercial lending documents comply with state-specific usury laws, UCC Article 9 requirements, and regulatory lending standards for financial institutions.

The workflow's emphasis on usury law compliance, UCC Article 9 adherence, and enforceable debt instruments directly addresses regulatory concerns that financial services attorneys must navigate in commercial lending.

Commercial litigators handling loan default disputes, security interest enforcement, and creditor rights cases need to analyze and draft secured promissory notes with proper default and remedy provisions.

Well-drafted secured promissory notes with comprehensive default clauses and remedy provisions are critical in commercial litigation involving debt collection, foreclosure, and UCC Article 9 enforcement actions.

Bankruptcy attorneys representing secured creditors must review and draft promissory notes to establish priority claims, perfect security interests, and protect creditor rights in insolvency proceedings.

Properly documented secured promissory notes with perfected security interests are essential for establishing secured creditor status and priority in bankruptcy cases, making this workflow valuable for bankruptcy practitioners.

Frequently asked questions

Q

How does CaseMark ensure the collateral description is sufficient for UCC perfection?

A

CaseMark analyzes your collateral documentation and generates descriptions that meet UCC Article 9 requirements for creating and perfecting security interests. The system identifies the collateral type and applies the appropriate level of specificity, whether it's equipment with serial numbers, inventory descriptions, accounts receivable, or intellectual property. It also flags which jurisdictions require UCC-1 filings based on borrower location and collateral situs.

Q

Can the system handle variable interest rates and complex payment structures?

A

Yes, CaseMark supports both fixed and variable interest rate structures, including index-based rates with floors and caps. The system drafts precise calculation mechanics specifying the index source, adjustment frequency, day-count conventions, and compounding methods. It can structure interest-only periods, amortizing payments, balloon payments, and custom payment schedules while ensuring mathematical accuracy and usury compliance.

Q

What events of default are included in the generated promissory note?

A

CaseMark includes comprehensive default provisions covering payment defaults, covenant breaches, misrepresentations, insolvency events, cross-defaults, judgment defaults, and material adverse changes. The system distinguishes between monetary and non-monetary defaults with appropriate notice and cure periods. Each default provision is tailored to commercial lending standards while protecting the lender's enforcement rights under applicable state law and the UCC.

Q

How does CaseMark verify compliance with state usury laws?

A

The system incorporates usury limits for all 50 states and automatically checks that your specified interest rate and default rate comply with applicable maximums. CaseMark includes savings clauses that automatically reduce any interest charge to the maximum lawful rate if necessary. It also identifies whether the transaction qualifies for commercial lending exemptions that may exempt it from usury restrictions in certain jurisdictions.

Q

Can I customize the remedies and enforcement provisions?

A

Absolutely. While CaseMark generates comprehensive default remedies including acceleration rights, collateral enforcement under UCC Article 9, and collection cost provisions, you can customize remedy provisions to match your risk tolerance and transaction requirements. The system maintains legally required elements like commercially reasonable notice while allowing flexibility in areas like prepayment penalties, late charges, and remedy election procedures.