What is the difference between a promissory note and a loan agreement?

Asked by: Matilde Weissnat  |  Last update: February 23, 2026
Score: 4.1/5 (26 votes)

Key takeaways A loan agreement is a contract between a borrower and a lender that specifies what each party has agreed to. A promissory note is where one party promises, in writing, to pay a set amount to the other according to their agreement.

What is the difference between a loan note and a loan agreement?

Key Takeaways

For startups, loans are typically borrowing arrangements between a startup and a single bank lender. In contrast, loan notes function like shares issued to multiple investors but are structured like any debt arrangement, with interest payments throughout its life.

Are loan agreements legally binding?

A personal loan agreement is a legally binding contract that defines the expectations for both a borrower and a lender. It can be drawn up with an official lender, like a bank or credit union, or used in a more informal situation, such as with a friend who's lending you an amount of money.

How legally binding is a promissory note?

Promissory notes are legally binding whether the note is secured by collateral or based only on the promise of repayment. If you lend money to someone who defaults on a promissory note and does not repay, you can legally possess any property that individual promised as collateral.

What are the disadvantages of a promissory note?

Disadvantages include:
  • An unsecured note will typically have greater risk than many other investments.
  • If the borrower fails to pay, you will need to file a lawsuit to collect. Collecting on an unsecured promissory note is a two-step process. ...
  • Selling an unsecured promissory note is not as easy as selling a secured note.

What is a Loan Agreement EXPLAINED

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What voids a promissory note?

A promissory note could become invalid if: It isn't signed by both parties. The note violates laws. One party tries to change the terms of the agreement without notifying the other party.

Who holds the promissory note while it's being repaid?

A lender holds the promissory note until the mortgage loan is paid off.

Will a notarized promissory note hold up in court?

Notarization provides added legitimacy and security, making enforcing the promissory note in court easier. It also helps verify the authenticity of signatures, reducing the risk of disputes.

What happens if the maker of a promissory note fails to pay?

If the maker fails to pay according to the terms of the promissory note, the holder can foreclose on the property that secured the note, thereby recovering the unpaid principal of the note, interest, fees and expenses. An unsecured promissory note is one that is not secured by any collateral.

Can you go to jail for a promissory note?

In some circumstances, however, a promissory note is fraudulent and a promissory note scam is operated in order to improperly obtain investor funds. Promissory note fraud is a crime and those involved in a scam can face a lengthy prison sentence if convicted of fraud offenses.

Does a personal loan agreement need to be notarized?

First and foremost, understand that personal loan agreements fall into the classification of contracts. Technically, you don't have to notarize these documents. But if you want to make this document legally binding, then notarization is the best course of action.

What makes a loan agreement void?

Lack of legal capacity

For a contract to be legally binding, the parties signing the agreement should be of legal capacity. Meaning the individual should be capable of understanding what they are agreeing to. Lack of legal capacity makes a contract null and void.

How to write a simple loan agreement?

What Should Be Included in a Personal Loan Agreement?
  1. Identification. Those involved in the contract should share their full names and addresses. ...
  2. Date. ...
  3. Loan amount. ...
  4. Collateral. ...
  5. Interest rate. ...
  6. Repayment schedule. ...
  7. Penalties. ...
  8. Jurisdiction.

Which is better promissory note or loan agreement?

Promissory notes are less detailed than loan agreements and typically used for smaller sums of money and shorter terms. They are a good choice if you are lending money to family and friends where there is a level of trust between the parties.

Is a promissory note a loan contract or agreement?

A promissory note agreement is a written promise from a borrower to repay a specific sum of money to a lender. These agreements outline the loan terms, including the repayment terms and the consequences of late payment.

What is another name for a loan agreement?

A loan agreement may be called a number of different things, including a loan contract, a credit agreement, a financing agreement, and in some cases, a promissory note.

What makes a promissory note illegal?

A promissory note can become invalid if it excludes A) the total sum of money the borrower owes the lender (aka the amount of the note) or B) the number of payments due and the date each increment is due.

Who is primarily liable on a promissory note?

It is the maker who is primarily liable on a promissory note. The issuer of a note or the maker is one of the parties who, by means of a written promise, pay another party (the note's payee) a definite sum of money, either on demand or at a specified future date.

How do I get out of paying a promissory note?

The debt owed on a promissory note either can be paid off, or the noteholder can forgive the debt even if it has not been fully paid. In either case, a release of promissory note needs to be signed by the noteholder.

Do I need a lawyer for a promissory note?

While a lawyer isn't mandatory for drafting a promissory note, it is a good idea to seek legal advice if you plan on lending or borrowing money.

Who keeps the original promissory note?

The lender keeps the original promissory note until you have fulfilled all obligations, i.e., paid off, your mortgage. A promissory note will generally contain the following information: The total amount of money borrowed; Your interest rate (either fixed or adjustable);

What makes a loan agreement invalid?

Payment Amount Missed

The promissory note could be declared invalid if it doesn't reveal the amount that the borrower owes the lender, or what installments are due. If there are multiple installments, then include each installment's due date.

Can you buy a house with a promissory note?

Promissory notes are ideal for individuals who do not qualify for traditional mortgages because they allow them to purchase a home by using the seller as the source of the loan and the purchased home as the source of the collateral.

Does a promissory note make the borrower personally liable for the debt?

Signing a promissory note means you're liable for repaying the loan. It contains the terms for repayment.

Does a promissory note create a lien?

While they are very similar, the unsecured promissory note only represents the borrower's promise to pay the full amount plus interest, while a mortgage puts a lien on the real estate that allows the lender to foreclose on it in the case of nonpayment.