Awake Convertible Note Preparation Guide
Prepare a counsel-drafted debt financing package and its closing evidence.
- Entity and jurisdiction fit
- US software companies; state-specific adaptation required
- Binding posture
- Non-operative guide; counsel-drafted debt instrument required
- Variants
- Complete the stated selections
- Before use
- Each party’s own counsel must review and approve the document.
Awake Convertible Note Preparation Guide
Commercial Terms
Company, financing owner and counsel: [names]. Proposed principal and dated capitalization: [records].
Terms to settle
[Principal; interest; maturity; repayment; conversion triggers; cap/discount; qualified-financing threshold; security/subordination; change of control; default; amendment thresholds; investor rights]. A note is a debt instrument and must not inherit SAFE assumptions. Select actual terms with counsel; this guide is not a promissory note.
Documents and approvals
Prepare the actual note and any purchase, security, subordination or intercreditor documents required by the transaction. Verify debt authority, existing lender/investor restrictions, affected consents and securities requirements. Reconcile conversion formulas with existing financing and the actual cap table. No universal official model is claimed here.
Closing and ongoing records
Track signed principal, cash received, interest accrual, maturity and conversion/payment events. Calendar obligations and communicate actual notices. Store executed evidence privately in the convertible-note closing folder and update capitalization without counting the note as already-issued stock.
Sources
Companion documents
Data-room records: 09-02-01. See the mapping.