Promissory Note Template Philippines Word

PROMISSORY NOTE (NEGOTIABLE INSTRUMENT)

Document ID: PN-PH-[YYYY]-[SEQ] Effective Date: [Date of Execution] Version: 1.0 Governing Jurisdiction: Republic of the Philippines

LEGAL DISCLAIMER: CLINICAL NOTICE

This template is drafted in accordance with the Negotiable Instruments Law of the Philippines (Act No. 2031). It is intended for general guidance and serves as a foundational instrument. It does not constitute specific legal advice. Use of this document should be reviewed by licensed Philippine counsel to ensure alignment with specific commercial contexts, tax implications (e.g., Documentary Stamp Tax), and the Civil Code of the Philippines.

1. PARTIES

MAKER (Borrower): [Full Legal Name of Borrower], with principal address at [Complete Registered Address]. PAYEE (Lender): [Full Legal Name of Lender], with principal address at [Complete Registered Address].

2. PROMISE TO PAY

For value received, the MAKER unconditionally promises to pay to the order of the PAYEE the principal sum of [Amount in Words] (PHP/USD [Numeric Amount]), together with interest on the unpaid principal balance at the rate of [Percentage]% per annum, calculated on a [360/365]-day year basis.

3. PAYMENT TERMS

Payments shall be made in lawful currency of the Republic of the Philippines via [Bank Transfer/Check/Wire] to the account designated by the PAYEE.

• Installment Schedule: Principal and interest shall be payable in [Number] equal consecutive [Monthly/Quarterly] installments beginning on [Start Date] and ending on [Maturity Date].
• Late Charges: Any payment not received within [Number] days of the due date shall incur a late penalty fee of [Percentage]% of the overdue amount per month, compounded monthly until fully satisfied.
• Prepayment: The MAKER reserves the right to prepay the principal amount in whole or in part at any time without penalty.

4. DEFAULT AND ACCELERATION

The occurrence of any of the following shall constitute an "Event of Default": (a) failure to pay any installment when due; (b) insolvency, bankruptcy, or liquidation of the MAKER; (c) breach of any material representation herein. Upon the occurrence of an Event of Default, the PAYEE may, at its sole discretion, declare the entire unpaid principal balance and all accrued interest immediately due and payable without notice or demand.

5. WAIVERS

The MAKER hereby waives presentment, notice of dishonor, protest, and notice of protest. No delay or omission on the part of the PAYEE in exercising any right hereunder shall operate as a waiver of such right or of any other right of the PAYEE.

6. COLLECTION COSTS

In the event this Note is placed in the hands of an attorney for collection, or if collected through court proceedings, the MAKER agrees to pay, in addition to the principal and interest, all reasonable attorney’s fees (not less than [Percentage]% of the total amount due) and all costs of collection and litigation.

7. GOVERNING LAW AND VENUE

This Note shall be governed by and construed in accordance with the laws of the Republic of the Philippines. Any legal action or proceeding arising out of or relating to this Note shall be instituted exclusively in the proper courts of [City/Municipality], Philippines, to the exclusion of all other venues.

8. ENTIRE AGREEMENT

This Note constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior agreements, oral or written. No amendment or modification shall be valid unless in writing and signed by both parties.

9. EXECUTION AND SIGNATURE BLOCKS

FOR THE MAKER (BORROWER): Signature: _____________________________________ Printed Name: [Authorized Signatory Name] Title: [Title / Role] Date: [Date]

FOR THE PAYEE (LENDER): Signature: _____________________________________ Printed Name: [Authorized Signatory Name] Title: [Title / Role] Date: [Date]

10. STEP-BY-STEP EXECUTION AND FILING GUIDE

1. Drafting: Copy the text into Microsoft Word. Use the "Find and Replace" function (Ctrl+H) to systematically replace all bracketed items (e.g., [Amount in USD]) with actual data. Ensure numeric values match the written words exactly.
2. Documentary Stamp Tax (DST): Under Philippine tax laws, Promissory Notes are subject to Documentary Stamp Tax (typically under Section 179 of the National Internal Revenue Code). Consult your accountant to calculate the tax due and ensure it is paid to the Bureau of Internal Revenue (BIR). Failure to pay DST may render the document inadmissible in court.
3. Verification of Authority: If the MAKER is a corporation, ensure the signatory provides a Secretary’s Certificate confirming they are authorized by the Board of Directors to bind the company to this debt.
4. Execution: Use a reputable digital signature platform (DocuSign, Adobe Sign) for remote execution. If wet-ink is required, ensure all signatures are witnessed and, if necessary for institutional enforcement, notarized by a commissioned Notary Public in the Philippines to create a "Public Document."
5. Retention: Maintain the original signed copy in a secure fireproof physical cabinet or a protected digital document management system. Provide a copy to the MAKER for their records.