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Secured Convertible Promissory Note Purchase Agreement Form

Use a Secured Convertible Promissory Note Purchase Agreement template to make your document workflow more streamlined.

What this financing agreement does

A Secured Convertible Promissory Note Purchase Agreement Form records a financing transaction in which an investor purchases a promissory note that may convert into equity and is supported by specified security rights. The document normally identifies the issuer and investor, principal amount, interest, maturity, conversion events, price or valuation mechanics, collateral, representations, notices, default remedies, governing law, and signatures. Its enforceability depends on accurate drafting, authorized execution, applicable state law, and any required perfection or filing steps for the security interest.

Who uses this financing agreement

Startup financing

Founders and investors use this agreement to document secured financing, conversion terms, collateral rights, maturity provisions, and signatures in one controlled record.

Legal and finance

Business counsel and finance teams use it to coordinate issuer approvals, investor execution, secured obligations, and audit-ready copies for transaction files.

Business types using this agreement

This agreement is most useful where financing terms, collateral rights, and conversion conditions must be documented consistently before execution.

  • Solo startup founders use the agreement to record investor funding, conversion mechanics, collateral descriptions, repayment terms, and signed acknowledgments before closing a financing round.
  • Boutique corporate law firms use it to coordinate issuer and investor signatures while preserving defined security interests, event-of-default terms, and executed transaction records.
  • Growth-stage companies with finance departments use standardized agreements to manage multiple noteholders, approval workflows, version control, and completed records across financing transactions.

These tasks are executed by both individual contributors and centralized administrators depending on organizational policy and required controls.

How the agreement workflow works

The signNow workflow moves this financing agreement from an approved PDF to assigned signatures and an auditable completed record.

  • Upload document: Upload the approved agreement PDF.
  • Check fields: Review auto-detected fields and add missing signature, date, and initials fields.
  • Route signatures: Assign issuer and investor roles, then send the agreement for signing.
  • Store evidence: Download the completed agreement with its signNow audit trail.

Recommended agreement workflow setup

Use controlled authentication, electronic signatures, audit evidence, and secure storage when processing this financing agreement.

SettingRecommendation
Authentication methodEmail verification with SMS authentication
Signature typeElectronic signature with signer intent
Audit trailEnabled with completion certificate
Document retentionSix years where HIPAA applies
EncryptionAES-256 at rest and TLS 1.2/1.3 in transit
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Inside the agreement audit trail

A signNow audit trail connects each issuer and investor action to the completed agreement, supporting review of attribution, timing, and document history.

01

Authenticate signer:

Record the signer’s authentication event.
02

Capture timestamp:

Capture the exact signing date and time.
03

Hash document:

Preserve document integrity through signed-file processing.
04

Seal record:

Bind completion evidence to the executed agreement.
05

Log activity:

Record IP address and signer actions.
06

Export evidence:

Retrieve and export the completed audit trail.

Security for financing records

Data at rest:

AES-256 encryption

Data in transit:

TLS 1.2/1.3 protection

Security reporting:

SOC 2 Type II certified

Security management:

ISO 27001 certified

Electronic signatures:

ESIGN and UETA compliant

Signer verification:

Two-factor authentication

Mobile options for agreement signing

The signNow mobile app supports iOS and Android workflows for reviewing and signing this agreement. Use the camera to capture a paper copy before uploading it, then verify every financing field, collateral description, and signature role before sending.

  • Mobile apps signNow mobile app supports iOS and Android signing workflows.
  • Offline signing Offline signing supports document completion without continuous connectivity.
  • Camera capture Camera capture supports photographing paper financing documents.

Managed mobile deployments should use organization-controlled accounts, device security, and defined signer authentication. Teams can combine mobile signing with audit-trail capture, shared templates, and API or SSO configuration where the selected signNow plan supports those controls.

Integrations for financing workflows

Connect financing agreements to CRM, ERP, collaboration, and cloud-storage systems to route approvals, preserve executed copies, and reduce duplicate data entry.

Salesforce
Procore
Zapier
Microsoft Teams
Hub spot
Box
Microsoft

Challenges when preparing this agreement

  • Leaving investor identity, principal amount, interest rate, maturity date, or conversion triggers incomplete can create disagreement about the parties’ actual bargain.
  • Including collateral language without confirming the collateral description, attachment, and applicable perfection steps can weaken priority analysis under the applicable state law.
  • Sending the wrong agreement version can mismatch board approvals, investor economics, conversion calculations, or security provisions already discussed during negotiations.
  • Sharing signed copies through uncontrolled channels can expose financial terms, personal information, tax data, or sensitive capitalization details to unauthorized recipients.

Risks from incomplete execution

Unclear collateral

Collateral ambiguity

Missing mechanics

Conversion dispute

Weak attribution

Signature challenge

Unperfected security

Priority conflict

Recordkeeping practices for signed notes

Preserve the executed agreement, audit evidence, approvals, and supporting schedules according to the transaction’s legal and operational requirements.

Set a documented retention schedule

Retain the executed agreement and supporting financing records according to the applicable transaction, tax, corporate, and state-law requirements. Federal IRS retention rules vary by record and should not be assumed to govern every note.

Export the audit trail

Export the signNow audit trail with the completed agreement, including signer actions, timestamps, and completion evidence. Store both files together so the execution history remains connected to the specific financing document.

Archive sensitive financing records

Use encrypted, access-controlled storage for principal amounts, investor identities, collateral schedules, and conversion terms. Restrict downloads and maintain an access log for the final executed agreement.

Reconcile the final agreement

Compare the signed copy against approved financing terms before archival. Verify the issuer, investor, amount, maturity, interest, conversion mechanics, collateral, notices, and every required signature.

Retention periods for signed agreements

Retention depends on the agreement’s use, related records, applicable industry rules, and the issuer’s governing state law.

01

Three years from filing

IRS rules may require longer retention for tax-related records; IRC §6501(a) generally allows assessment for three years from filing.
02

Six years for understatement

A 25% or greater income understatement extends the IRS assessment period to six years under IRC §6501(e).
03

Indefinite for fraud

Fraud or no return filed can require indefinite retention under IRC §6501(c).
04

Six years for PHI

HIPAA-covered records require six years from creation or last effective date under 45 CFR §164.530(j).
05

State period if longer

State corporate and financing record rules may exceed federal periods; verify the issuer’s governing state requirements.

Managing agreement users and permissions

  • Finance administrators use shared signNow templates to standardize issuer and investor fields, while delegated senders route each approved agreement without changing locked transaction terms. Administrators can monitor completion and preserve the signed record with its audit trail.
  • Corporate counsel or authorized finance leads control access to templates, signer roles, and completed records. Role-based delegation helps separate drafting, approval, sending, and execution responsibilities for agreements containing confidential financing and collateral information.

Troubleshooting agreement workflows

Resolve field, signer, authentication, and recordkeeping issues before releasing a secured financing agreement for execution.

Upload the final PDF again and inspect every detected field before sending. signNow Business includes templates and audit trails, while document-specific conversion terms still require legal review for accuracy.

Use signNow role assignments to identify the issuer, investor, guarantor, or witness where applicable. Confirm each email address and signing order before delivery so attribution evidence matches the agreement parties.

Business includes audit trails and legally binding eSignatures. ESIGN and UETA recognize electronic signatures when intent, consent, attribution, and record retention are established; state law may impose additional requirements.

Business Premium includes bulk send, but each secured convertible note still requires transaction-specific review. Do not bulk-send agreements containing different principal amounts, collateral, conversion prices, or investor rights.

Export the completed agreement and its audit trail after all parties sign. Preserve the final document, completion certificate, and related approvals in a controlled repository with access limited to authorized personnel.

The Business plan is listed at $8 per user per month when billed annually, with a seven-day free trial. Enterprise is listed at $30 per user per month annually and adds advanced signer authentication.

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