¶¶Òõ¶ÌÊÓÆµ

Convertible Promissory Note Purchase Agreement Template for Canada

Create a bespoke document in minutes,  or upload and review your own.

4.6 / 5
4.8 / 5

Let's create your Convertible Promissory Note Purchase Agreement

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Get your first 2 documents free

Your data doesn't train Genie's AI

You keep IP ownership of your information

Key Requirements PROMPT example:

Convertible Promissory Note Purchase Agreement

"I need a Convertible Promissory Note Purchase Agreement for my Canadian technology startup to raise CAD 500,000 from three angel investors, with a 20% discount rate on conversion and an 8% interest rate, closing by March 2025."

Document background
The Convertible Promissory Note Purchase Agreement is a fundamental financing instrument in the Canadian startup and growth company ecosystem. It is typically used when companies need bridge financing between equity rounds, or when valuation determination is premature or complex. The agreement, structured under Canadian federal and provincial laws, provides a framework for debt that can convert into equity upon triggering events such as qualified financing rounds, acquisition, or IPO. It includes essential provisions for principal amount, interest rate, maturity date, conversion mechanics, and investor rights, while ensuring compliance with Canadian securities regulations. This document type is particularly valuable for companies seeking flexible financing solutions while deferring complex valuation discussions, and it offers investors potential upside through equity conversion features.
Suggested Sections

1. Parties: Identification of the issuing company and the purchaser(s) of the convertible note

2. Background: Recitals explaining the context of the agreement and the company's intention to issue convertible notes

3. Definitions: Key terms used throughout the agreement including 'Maturity Date', 'Conversion Price', 'Qualified Financing', etc.

4. Purchase and Sale of Notes: Core terms of the note purchase including principal amount, purchase price, and closing mechanics

5. Terms of the Notes: Fundamental provisions regarding interest rate, maturity, and repayment obligations

6. Conversion Rights: Detailed mechanics of conversion, including automatic and optional conversion triggers and price calculations

7. Securities Law Compliance: Acknowledgments and provisions ensuring compliance with applicable securities regulations

8. Representations and Warranties of the Company: Company's statements regarding its authority, business, and compliance with laws

9. Representations and Warranties of the Purchaser: Purchaser's statements regarding investment capability and securities law compliance

10. Events of Default: Circumstances constituting default and corresponding remedies

11. Miscellaneous: Standard provisions including notices, amendments, governing law, and counterparts

Optional Sections

1. Security Interest: Include when the notes are to be secured by company assets

2. Subordination: Include when the notes need to be subordinated to other company debt

3. Registration Rights: Include when purchasers are given rights to register converted shares for public trading

4. Board Observation Rights: Include when purchasers are granted rights to observe board meetings

5. Information Rights: Include when purchasers are granted specific rights to company financial information

6. Most Favored Nation Provision: Include when purchasers should have the right to adopt terms of future note issuances

7. Pre-emptive Rights: Include when purchasers are granted rights to participate in future financing rounds

Suggested Schedules

1. Schedule A - Form of Note: The form of the convertible promissory note itself

2. Schedule B - Disclosure Schedule: Exceptions to company representations and warranties

3. Schedule C - Purchaser Questionnaire: Accredited investor questionnaire for securities law compliance

4. Schedule D - Risk Factors: Detailed description of investment risks

5. Schedule E - Capitalization Table: Current capital structure of the company

6. Appendix A - Wire Instructions: Banking details for transfer of funds

7. Appendix B - Company Financial Statements: Recent financial statements of the company

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






















































Clauses


































Relevant Industries

Technology

Biotechnology

Clean Energy

Financial Services

Healthcare

E-commerce

Software

Manufacturing

Consumer Products

Professional Services

Media and Entertainment

Real Estate Technology

Artificial Intelligence

Telecommunications

Relevant Teams

Legal

Finance

Corporate Development

Executive Leadership

Treasury

Investor Relations

Compliance

Business Development

Board of Directors

Corporate Secretary Office

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Corporate Secretary

Investment Director

Venture Capital Associate

Angel Investor

Corporate Lawyer

Investment Banker

Finance Director

Business Development Manager

Startup Founder

Board Member

Chief Legal Officer

Treasury Manager

Industries










Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Note Secured By (Real Estate)

A Canadian legal document establishing a debt obligation secured by real estate property, combining promissory note elements with security features.

find out more

Landlord Tenant Promissory Note For Rent Payment

A Canadian legal document that formalizes a tenant's promise to pay outstanding or future rent payments to their landlord, governed by federal and provincial laws.

find out more

Promissory Note For Funeral

A Canadian legal document establishing a promise to pay for funeral services, governed by federal and provincial regulations.

find out more

Promissory Note For Late Rental Payment

A Canadian legal document formalizing an agreement between landlord and tenant for the repayment of overdue rent, including payment terms and conditions.

find out more

Straight Note (Real Estate)

A Canadian legal document establishing a secured real estate debt obligation, detailing repayment terms and property security arrangements.

find out more

Simple Promissory Note For Family Loan

A Canadian legal document that formalizes and documents the terms of a loan between family members, ensuring clarity and legal compliance while protecting both parties' interests.

find out more

Promissory Note For Real Estate Purchase

A Canadian legal document evidencing a borrower's promise to pay a specified sum for real estate purchase, governed by federal and provincial laws.

find out more

Unconditional Promissory Note

A Canadian legal document containing an unconditional written promise to pay a specified sum of money, governed by federal and provincial laws including the Bills of Exchange Act.

find out more

Cash Promissory Note

A Canadian legal document containing a written, signed, and unconditional promise to pay a specified sum of money to a named party, either on demand or at a defined future date.

find out more

Installment Promissory Note

A Canadian law-governed installment promissory note establishing structured repayment terms for a debt obligation with scheduled payments.

find out more

International Promissory Note

A Canadian-law governed promissory note for international transactions, documenting a formal promise to pay with cross-border considerations.

find out more

Trust Deed And Note

A Canadian legal document establishing a trust structure combined with a debt instrument, setting out trust arrangements and note terms under federal and provincial legislation.

find out more

Promissory Note Letter For Delayed Payment

A Canadian legal document containing a written promise to pay a specified sum of money at a future date, governed by federal and provincial laws.

find out more

Promissory Note For Car

A Canadian legal document combining a promissory note with vehicle security provisions, documenting a borrower's promise to repay a car loan.

find out more

Promissory Note Compound Interest

A Canadian legal document evidencing a debt obligation with compound interest terms, compliant with federal and provincial lending laws.

find out more

Senior Promissory Note

A Canadian-law governed debt instrument documenting a senior-ranking promise to pay a specified sum with defined payment terms and conditions.

find out more

Recourse Promissory Note

A Canadian-law governed financial instrument documenting a borrower's promise to repay a debt, with the lender maintaining recourse rights against the borrower's other assets.

find out more

Promissory Note With Real Estate Mortgage

A Canadian legal document combining a promissory note with real estate mortgage security, subject to federal and provincial laws, used to evidence and secure debt against property.

find out more

Promissory Note With Collateral

A Canadian legal document combining a promise to pay with security interests in collateral, governed by federal and provincial legislation including the Bills of Exchange Act and PPSA.

find out more

Promissory Note Repayment Schedule

A Canadian-law governed document that establishes the detailed repayment schedule and terms for a promissory note, including payment amounts, frequencies, and due dates.

find out more

Promissory Note Cosigner Agreement

Canadian legal agreement establishing a cosigner's guarantee of a promissory note, outlining obligations and responsibilities under federal and provincial law.

find out more

Promissory Note Convertible To Equity

A Canadian-law governed convertible debt instrument that allows for the conversion of a loan into equity shares under specified conditions, commonly used in early-stage financing.

find out more

Promissory Note Secured By A Deed Of Trust

A Canadian legal instrument combining a promissory note with real property security through a trust deed arrangement, establishing loan terms and security rights under Canadian law.

find out more

Generic Promissory Note

A Canadian-law governed document containing a written promise to pay a specified sum of money, including payment terms and conditions.

find out more

Standby Promissory Note

A Canadian law-governed contingent payment instrument that combines features of traditional promissory notes with standby payment obligations, becoming payable upon specific triggering events.

find out more

Refinance Promissory Note

A Canadian legal document evidencing a borrower's promise to repay a refinanced debt under new terms, complying with federal and provincial lending regulations.

find out more

Partial Claim Promissory Note

A Canadian legal document establishing terms for partial debt payment arrangements, governed by federal and provincial legislation.

find out more

Consumer Promissory Note

A legally binding financial document used in Canada that records a consumer's promise to repay a specific sum of money to a lender, subject to federal and provincial consumer protection laws.

find out more

Promissory Note From Corporation To Shareholder

A Canadian law-governed promissory note documenting a corporation's legally binding promise to repay a specified sum to a shareholder, including payment terms and conditions.

find out more

Old Promissory Note

A Canadian-law governed financial instrument documenting an unconditional promise to pay a specific sum of money, structured according to federal and provincial requirements.

find out more

Multiple Advance Promissory Note

A Canadian-law governed financial instrument that establishes terms for multiple loan advances up to a maximum amount, including draw conditions, interest, and repayment terms.

find out more

Simple Note Payable

A Canadian-compliant legal document evidencing a promise to pay a specified sum of money with defined interest rates and payment terms.

find out more

Credit Card Promissory Note

A Canadian legal document that converts credit card debt into a formal promise to pay, establishing repayment terms and conditions under Canadian federal and provincial laws.

find out more

6 Month Promissory Note

A Canadian law-governed financial instrument documenting a six-month promise to pay a specified sum with defined interest and payment terms.

find out more

Promissory Note With Balloon Payment

A Canadian-law governed financial instrument documenting a debt obligation with regular payments and a larger final balloon payment, including interest terms and security provisions.

find out more

Personal Promissory Note

A Canadian legal document establishing a promise to pay a specific sum of money under defined terms, governed by federal and provincial legislation.

find out more

Secured Demand Promissory Note

A Canadian legal document combining a demand promissory note with security interests in collateral, governed by federal and provincial laws.

find out more

Renewal Promissory Note

A Canadian legal document that renews and potentially modifies an existing promissory note, establishing new payment terms while maintaining the original debt obligation.

find out more

Interest Only Promissory Note With Balloon Payment

A Canadian promissory note structure where the borrower makes interest-only payments with a final balloon payment of the principal at maturity.

find out more

Business Promissory Note

A Canadian legal document containing a business's written promise to pay a specified sum of money to another party under defined terms and conditions.

find out more

Bridge Loan Promissory Note

A Canadian-law governed document evidencing a short-term bridge loan, detailing loan terms, repayment obligations, and security arrangements between lender and borrower.

find out more

Time Note Loan

Canadian-law governed Time Note Loan agreement establishing terms for a fixed-term loan with specified repayment schedule and interest rates.

find out more

Replacement Promissory Note

A Canadian legal document that replaces an existing promissory note with new terms while maintaining the underlying debt obligation.

find out more

Promissory Note For Land Purchase

A Canadian legal document where a purchaser formally promises to pay for land in specified terms, governed by federal and provincial laws.

find out more

Personal Loan Note Agreement

A Canadian-compliant agreement establishing terms and conditions for a personal loan, including loan amount, interest, repayment schedule, and party obligations.

find out more

Joint Promissory Note

A Canadian legal document where multiple parties jointly promise to repay a specified sum of money to a lender, creating joint and several liability among the makers.

find out more

Earnest Money Promissory Note

A Canadian legal document establishing a promise to pay earnest money, typically in real estate transactions, outlining payment terms and conditions.

find out more

Promissory Note For Lending Money To Friend

A Canadian-compliant legal document that formalizes a personal loan agreement between friends, including repayment terms and conditions.

find out more

Home Loan Promissory Note

A Canadian legal document evidencing a borrower's promise to repay a home loan, subject to federal and provincial lending laws.

find out more

Forgivable Promissory Note

A Canadian law-governed financial instrument that combines a traditional promissory note with specific conditions for debt forgiveness, establishing terms for loan repayment and forgiveness criteria.

find out more

Undertaking Promissory Note

A Canadian legal document containing a written promise to pay a specified sum of money, governed by federal and provincial legislation.

find out more

Standard Promissory Note Unsecured

A Canadian legal document containing an unconditional promise to pay a specified sum of money, governed by federal and provincial legislation.

find out more

Pledge Note

A Canadian law-governed financial instrument combining a promissory note with a security agreement, creating both a debt obligation and security interest in pledged collateral.

find out more

Secured Convertible Promissory Note

A Canadian law-governed debt instrument that is secured by company assets and convertible to equity, combining elements of a secured loan and potential equity investment.

find out more

Promissory Note Deed

A Canadian legal instrument combining a promissory note with deed formalities, providing an unconditional promise to pay with enhanced enforceability under federal and provincial law.

find out more

Lump Sum Promissory Note

A Canadian-compliant financial instrument documenting a promise to pay a fixed sum of money at a future date, governed by federal and provincial laws.

find out more

Contingent Promissory Note

A Canadian legal document establishing a conditional promise to pay a specified sum upon the occurrence of defined future events, governed by federal and provincial legislation.

find out more

Cash Advance Promissory Note

A Canadian-compliant legal document evidencing a borrower's promise to repay a cash advance with interest under specified terms and conditions.

find out more

Interest Only Promissory Note

A Canadian law-governed Interest Only Promissory Note establishing terms for interest-only loan payments with principal due at maturity.

find out more

Short Term Promissory Note

A Canadian-law governed financial instrument documenting a written promise to pay a specific sum of money within a short term, typically under one year.

find out more

Registered Promissory Note

A Canadian debt instrument combining a promissory note with registered security interest, governed by federal and provincial laws.

find out more

Promissory Note Payable

A Canadian-law governed financial instrument documenting a written promise to pay a specified sum of money, establishing repayment terms and obligations between parties.

find out more

Promissory Note For Shares

A Canadian legal document combining a promise to pay with share issuance, governed by federal and provincial laws, used for corporate financing and investment purposes.

find out more

Owner Financing Promissory Note

A Canadian legal document establishing terms for seller-provided property financing, including payment obligations and security arrangements, compliant with federal and provincial regulations.

find out more

Rental Promissory Note

A Canadian legal document that formalizes a tenant's promise to pay specified rental amounts to their landlord, combining elements of a promissory note with rental agreement references.

find out more

Simple Interest Promissory Note

A Canadian-compliant financial document that establishes the terms of a loan using simple interest calculation, documenting the debt obligation between lender and borrower.

find out more

Non Interest Bearing Promissory Note

A Canadian legal document establishing a promise to pay a specified sum without interest, either on demand or at a future date.

find out more

Intercompany Promissory Note

A Canadian-law governed promissory note documenting a debt obligation between related corporate entities, establishing payment terms and compliance with relevant corporate and tax regulations.

find out more

Employee Promissory Note

A Canadian legal document establishing terms and conditions for a loan from employer to employee, including repayment terms and obligations under Canadian law.

find out more

Equity Promissory Note

A Canadian law-governed instrument establishing a debt obligation convertible into equity shares, combining features of a promissory note with equity conversion rights.

find out more

Convertible Promissory Note Purchase Agreement

A Canadian-law agreement governing the issuance of convertible notes, which are debt instruments that can convert into equity, typically used for bridge financing in startups and growth companies.

find out more

Subordinated Promissory Note

A Canadian law-governed financial instrument documenting a subordinated debt obligation, including payment terms and subordination provisions.

find out more

Purchase Promissory Note

A Canadian law-governed financial instrument documenting a buyer's promise to pay a seller a specific sum in connection with a purchase transaction.

find out more

Guarantee Promissory Note

A Canadian legal document combining a promissory note with a guarantee agreement, where a third party guarantees the maker's payment obligation to the payee.

find out more

Demand Note Payable

A Canadian legal document evidencing a debt payable on demand, creating an unconditional promise to pay a specified sum when requested by the note holder.

find out more

Letter Of Credit Promissory Note

A Canadian-law governed hybrid financial instrument combining a promissory note with letter of credit features, used for secured commercial transactions.

find out more

Revolving Line Of Credit Promissory Note

A Canadian law-governed legal document establishing a renewable credit facility with terms for borrowing, repayment, and re-borrowing up to a specified credit limit.

find out more

Secured Loan Note

A Canadian law-governed document evidencing a loan secured by collateral, detailing repayment terms and security arrangements.

find out more

Line Of Credit Promissory Note

A Canadian-compliant financial instrument documenting a revolving credit arrangement, establishing terms for borrowing and repayment of funds up to an approved credit limit.

find out more

Promissory Note For Personal Loan

A Canadian legal document evidencing a borrower's promise to repay a personal loan under specified terms and conditions, compliant with federal and provincial lending laws.

find out more

Discount Promissory Note

A Canadian-law governed financial instrument where the borrower promises to repay a specified sum while receiving a discounted amount upfront.

find out more

Demand Promissory Note

A Canadian legal document representing an unconditional promise to pay a specified sum of money upon demand, governed by the Bills of Exchange Act.

find out more

Bond Promissory Note

A Canadian-law governed hybrid financial instrument combining features of bonds and promissory notes, documenting a promise to pay a specified sum with interest under defined terms.

find out more

Promissory Agreement

A Canadian-law governed financial agreement documenting a promise to pay a specific sum of money under defined terms and conditions.

find out more

Download our whitepaper on the future of AI in Legal

By providing your email address you are consenting to our Privacy Notice.
Thank you for downloading our whitepaper. This should arrive in your inbox shortly. In the meantime, why not jump straight to a section that interests you here: /our-research
Oops! Something went wrong while submitting the form.

³Ò±ð²Ô¾±±ð’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ³Ò±ð²Ô¾±±ð’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

Our bank-grade security infrastructure undergoes regular external audits

We are ISO27001 certified, so your data is secure

Organizational security

You retain IP ownership of your documents

You have full control over your data and who gets to see it

Innovation in privacy:

Genie partnered with the Computational Privacy Department at Imperial College London

Together, we ran a £1 million research project on privacy and anonymity in legal contracts

Want to know more?

Visit our for more details and real-time security updates.