NOTE

10 definitions found across Law Mind sources

NOTEAuthored
The Law Mind • 1539 words
Definition
A note is a written instrument in which one party (the maker) acknowledges a debt and promises to pay a specified sum of money to another party (the payee) at a stated time or on demand. In legal usage, "note" almost always means a promissory note — a negotiable or non-negotiable written promise to pay. The term carries several distinct but related meanings across legal contexts: 1. Promissory note. The core legal meaning. A signed, written promise by one person to pay a definite sum to another, either on demand or at a fixed future date. When it meets the formal requirements of negotiability — unconditional promise, fixed amount, payable to order or bearer — it becomes a negotiable instrument governed by Article 3 of the Uniform Commercial Code. 2. Debt security (commercial/corporate). In corporate finance and securities law, a note is a debt obligation issued by a corporation or government entity, typically with a shorter maturity than a bond. Notes evidence the issuer's promise to repay principal with interest. 3. Mortgage note. In real property transactions, the promissory note signed alongside a deed of trust or mortgage instrument. The note embodies the personal obligation to repay; the mortgage or deed of trust provides the security interest in the property. These are distinct instruments that travel together but serve different legal functions. 4. Notarial act / notation (historical). In older civil law usage and early European practice, the word denoted shorthand characters or marks of contraction used by secretaries to record dictation — a usage now entirely obsolete in legal practice.
Common Language
Modern common usage (Wiktionary): To notice with care; to observe; to remark; to record in writing; to make a memorandum; to annotate. Historical common usage (Webster's 1913): The verb "note" also carried the sense of butting or pushing with horns (dialectal English), and more broadly, to mark or observe. The gap matters for researchers. In ordinary English, "note" most naturally functions as a verb meaning to observe or record. In legal documents, contracts, and commercial instruments, "note" is almost always a noun denoting a specific written financial obligation. A researcher encountering "note" in a deed, loan agreement, or commercial transaction should assume the financial instrument meaning unless context clearly indicates otherwise. The verb senses are legally relevant only in narrow contexts — most notably, the notarial act of noting a dishonored bill (recording refusal of acceptance on the instrument's reverse as the basis for protest).
Common Confusion
Note vs. bond vs. debenture. In general usage these terms blur together, but in securities law they carry distinct meanings tied to maturity, security, and form. Notes typically mature in the short-to-medium term; bonds in the long term. Debentures are unsecured. Researchers working in corporate finance sources should not treat these as interchangeable. Note vs. mortgage. The note is the borrower's personal promise to repay. The mortgage (or deed of trust) is the security instrument pledging property as collateral. Foreclosure proceeds against the mortgage; personal liability runs on the note. Historical sources frequently discuss them as a unit, which can obscure that they are legally separable — the note can exist without the mortgage, and in some transactions they are held by different parties.
Recognized Forms
/SUBTYPES Promissory note. The foundational form. Maker promises to pay payee. Negotiable promissory note. Meets UCC Article 3 requirements: unconditional, fixed amount, payable to order or bearer, signed by maker. Demand note. Payable whenever the holder demands payment; no fixed maturity date. Time note. Payable at a specified future date or after a specified period. Installment note. Principal repaid in scheduled payments over the life of the instrument. Mortgage note / deed of trust note. Promissory note secured by real property. Corporate note / medium-term note. Debt security issued by a corporation, often in a series under a shelf registration. Collateral note. Secured by personal property pledged as collateral. Joint and several note. Multiple makers, each individually liable for the full amount.
Why It Matters in Research
The word "note" is a trap for the underprepared researcher because its legal weight is enormous while its appearance is deceptively simple. Several navigational points deserve attention: First, the negotiability question is critical and historically contested. Pre-UCC sources — particularly 19th-century treatises and cases applying the Law Merchant — use "negotiable note" and "promissory note" with varying precision. A note that was "negotiable" under the Law Merchant might not satisfy modern UCC Article 3 requirements, and vice versa. When reading historical materials on note enforcement, check which legal regime governed at the time. Second, the note/mortgage relationship generates persistent confusion in property research. Many historical deeds, mortgage instruments, and foreclosure records refer to "the note" as a shorthand for the entire loan transaction. Researchers must identify whether a source is addressing the personal obligation, the security instrument, or both. This matters acutely when researching deficiency judgments, assumption of mortgage, and non-recourse lending. Third, in corporate finance research, the classification of an instrument as a "note" versus a "bond" or "security" has regulatory consequences under federal securities law. Whether a particular note constitutes a "security" under the Securities Act of 1933 is a fact-intensive inquiry with its own body of case law — the label "note" does not automatically determine the answer. Fourth, Bouvier's entry — terse as it is — points researchers toward state negotiable instruments law as it existed before UCC adoption. Pre-UCC state NIL (Negotiable Instruments Law) statutes varied in their treatment of notes, and researchers working with early-to-mid 20th-century commercial materials should identify the applicable state statute rather than assuming uniform rules. Fifth, in law review and academic legal writing, "note" means something entirely different: a student-authored piece in a law journal. Context will almost always disambiguate, but the collision is worth flagging.
Historical Dictionary Support
The historical dictionaries present a surprisingly thin record for a term of enormous commercial importance. Black's and Burrill converge on the civil law meaning of shorthand secretarial notation — a usage traceable to Spelman and Calvin's Lexicon — but neither source develops the promissory note meaning at length. This is partly an artifact of organization: both dictionaries address promissory notes at greater length under that full phrase rather than under the standalone entry "note." Bouvier offers the most direct and practically useful historical entry, stating simply that "'Note' means negotiable promissory note" and citing Kentucky negotiable instruments law. This reflects the dominant commercial usage by the time of Bouvier's later editions and aligns with the uniform understanding that had crystallized through the spread of state NIL statutes in the early 20th century. Anderson and Rapalje & Lawrence provide no substantive entry for "note" as a financial instrument — a notable gap given the term's commercial importance. Anderson's entry appears to address noscitur a sociis, suggesting the source material returned a near-miss. Rapalje similarly returns peripheral content. Researchers relying solely on these dictionaries for historical note law would need to supplement with treatises on bills and notes (Chitty, Story, Daniel) and state court records. What the historical dictionaries collectively miss is any treatment of the note's role in secured lending, the mechanics of negotiation and indorsement, or the distinction between the note and its collateral instrument. These are covered in treatises rather than dictionaries, and Law Mind researchers should follow the encyclopedia cross-references below for that doctrinal framework.
Jurisdictional Note
Before UCC Article 3 was adopted, note law varied significantly by state under individual Negotiable Instruments Law statutes. Even after widespread UCC adoption, states have enacted non-uniform amendments, and some provisions — particularly around electronic notes and mortgage notes — remain unsettled or vary by jurisdiction. For real property secured notes, state law governs both the instrument's enforceability and the lender's recourse remedies, making jurisdiction identification essential.
Encyclopedia Cross-Reference
contracts_151: Negotiable Instruments — Types (Notes, Drafts, Checks, Certificates of Deposit) — The Law Mind Contracts & Commercial Law Encyclopedia property_55: Mortgages — Promissory Note and Deed of Trust — The Law Mind Property Law Encyclopedia business_72: Corporate Finance — Debt Securities (Bonds, Debentures, Notes) — The Law Mind Business Organizations & Corporate Law Encyclopedia
Related Terms
Promissory note — parent/specific form Negotiable instrument — governing legal category Bill of exchange — parallel instrument; maker promises vs. drawer orders Draft — compare: order instrument vs. promise instrument Indorsement — transfer mechanism for negotiable notes Holder in due course — status affecting note enforceability Mortgage — companion security instrument in real property lending Deed of trust — alternative to mortgage; same relationship to the note Bond — compare: corporate debt securitytypically longer maturity Maker — the party who signs and is bound by the note Payee — the party to whom the note is made payable Maturity — when the note's obligation becomes due Default — failure to perform under the note's terms Negotiability — the formal legal quality that makes a note freely transferable Notary / Notarius — historical connection via the civil law notation meaning Protest — notarial act of noting dishonor on a bill or note
NOTEmain
Black's Law Dictionary • 1891
In civil and old European law. Short-hand characters or marks of contrac- tion, in which the emperors' secretaries took down what they dictated. Spelman; Calvin.
NOTEmain
Rapalje & Lawrence • 1883
(879) NOSCITUR A SOCIIS, (applied). 124 Mass. insert in the margin of the plea the words 418; 126 Id. 46. Noscitur ex socio, qui non cognoscitur ex se (Moore 817): He who cannot be known from himself may be known from his associate. NOSOCOMI.-In the civil law, managers of pauper hospitals. NOT ACCOUNTABLE FOR DEPRECIATION, (in a will). 9 Ch. D. 95. NOT EXCEEDING EIGHT DAYS, (equivalent to "within eight days"). 15 Serg. & R. (Pa.) 44. NOT EXCEEDING EIGHTY ACRES, (in homestead law). 56 Ala. 50.
NOTEmain
Anderson's Dictionary of Law • 1890
. T from D P ercial How 4);1 agraph is to be read in the light of its context or surroundings. A word is best understood by the meaning of associated words.1 Where "printed matter" was named in a list with engravings, maps, charts, and illustrated papers, it was held that printed pictures (lithographs) were aturally associated with those articles.2 When several particulars are enumerated, followed by a general provision, the latter will be limited to things of like kind.3 In a penal act, "things," in the expression "obscene books, pamphlets, ballads, printed paper or other things," means other things of like kind.4 The principle extends to the interpretation of every species of writing, as, letters, libels, contracts, wills, as well as statutes. It is analogous to the principle of circumstantial evidence. 1. A brief statement in writing; a memorandum,4 q. v. See also REFRESH. Bought note; sold note. Where a broker is employed to buy and sell goods he gives the buyer a note of the sale called a "sold note," and the seller a like note called a "bought note," in his own name, as the agent of each, and thereby they are respectively bound, if he has not exceeded his authority.5 "What he delivers to the seller is called the sold note: to the buyer the bought note.” 6 Judge's notes. Memoranda taken by the judge who tries a cause, of the testimony of witnesses, of documents admitted in evidence, of offers of evidence, etc. They are no part of the record, and he is not required to take them." 2. A written promise to pay money; a "promissory note." Judgment note. A promissory note with a power of attorney authorizing entry of judgment by confession, in default of payment. Not generally negotiable, but transferable by formal assignment under seal. See further ATTORNEY, Warrant of. Promissory note. A plain and direct engagement, in writing, to pay a sum specified at the time therein limited to a person therein named, or, sometimes, to his order, or often to the bearer at large.8 1 Rowley v. Berrian, 12 III. 200 (1850). 2 Pierce v. Indseth, 106 U. S. 548-49 (1882), cases, * Harwood v. City of Lowell, 4 Cush. 313 (1849). Commonwealth v. Dejardin, 126 Mass. 47 (1878); Field, J.; The Gallego, 30 F. R. 274 (1887); Story, Bills, 105 id. 433. 1 Bl. Com. 60. 1 Greenl. Ev. § 11. See also 31 F. R. 187; 54 Conn. 467; 3 Dak. 102; 35 Ohio St. 563; 61 Wis. 582; 62 id. 38. 'L. notarius, one who makes notes, a scrivener: nota, a note. Byles, Bills, 262. Kirksey Chief Justice Bates, 7 Port. 531 (Ala., 1838), Collier, 10 United States v. Bixby, 10 Biss. 523 (1881). § 277; 1 Greenl. Ev. § 5. 3 Muncie Nat. Bank v. Brown, Ind. Sup. Ct. (1887): 37 Alb. Law J. 68. 4 See Clason v. Bailey, 14 Johns. 492 (1817). [Story, Agency, § 28, 9 ed., text and note. 1 Benj. Sales, § 275; ib. §§ 294-302, cases. See also Butler v. Thomson, 92 U. S. 416-17 (1875), cases; 1 Whart. Ev. § 75, cases. 1 Greenl. Εν. § 166. 82 Bl. Com. 467.
NOTEv.
Websters Unabridged Dictionary (1913) • 1913
To butt; to push with the horns. [Prov. Eng.]
NOTEn.
Websters Unabridged Dictionary (1913) • 1913
Know not; knows not. [Obs.]
NOTEn.
Websters Unabridged Dictionary (1913) • 1913
Nut. [Obs.] Chaucer.
Notename
Wiktionary (English) • 2026
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The St. Louis Blues hockey team.
noteverb
Wiktionary (English) • 2026
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To notice with care; to observe; to remark; to heed. | To record in writing; to make a memorandum of. | To denote; to designate. | To annotate. | To set down in musical characters. | To record on the back of (a bill, draft, etc.) a refusal of acceptance, as the ground of a protest, which is done officially by a notary.
notenoun
Wiktionary (English) • 2026
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A symbol or annotation. | A symbol or annotation. | A mark or token by which a thing may be known; a visible sign; a character; a distinctive mark or feature; a characteristic quality. | A symbol or annotation. | A mark, or sign, made to call attention, to point out something to notice, or the like; a sign, or token, proving or giving evidence. | A symbol or annotation. | A brief remark; a marginal comment or explanation; hence, an annotation on a text or author; a comment; a critical, explanatory, or illustrative observation. | A written or printed communication or commitment. | A brief piece of writing intended to assist the memory; a memorandum; a minute. | A written or printed communication or commitment. | A short informal letter; a billet. | A written or printed communication or commitment. | An academic treatise (often without regard to length); a treatment; a discussion paper; (loosely) any contribution to an academic discourse. | A written or printed communication or commitment. | A diplomatic missive or written communication. | A written or printed communication or commitment. | A written or printed paper (or digital equivalent) acknowledging a debt, and promising payment. | A written or printed communication or commitment. | A list of items or of charges; an account. | A written or printed communication or commitment. | A piece of paper or polymer money; a banknote. | A written or printed communication or commitment. | A small size of paper used for writing letters or notes. | A sound. | A character, variously formed, to indicate the length of a tone, and variously placed upon the staff to indicate its pitch. | A sound. | A musical sound; a tone; an utterance; a tune; a beat of a drum. | A sound. | A key of the piano or organ. | A sound. | A call or song of a bird. | A sound. | An indication which players have to click, type, hit, tap or do other actions if it appears | An element of a scent, fragrance, or perfume, especially as a descriptor or category. | Observation; notice; heed. | Reputation; distinction. | A critical comment. | Notification; information; intelligence. | Mark of disgrace.

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