<PAGE>

                                                                 EXHIBIT 10.10
                                PROMISSORY NOTE
                                ---------------

$100,000.00                                               Burlingame, California
                                                               February 14, 2000

     For value received, the undersigned promises to pay CrossWorlds Software,
Inc., a Delaware corporation (the "Company"), at its principal office the
                                   -------
principal sum of $100,000.00 with interest from the date hereof at a rate of
6.20% per annum, compounded annually, on the unpaid balance of such principal
sum.

     Principal and interest shall be due and payable on February 14, 2002.  So
long as the undersigned remains an employee of the Company, the Company shall
forgive the loan over the course of two (2) years, according to the following
schedule: 1/24 of the principal and accrued interest on the first day of each
month, commencing February 1, 2000.  In the event of a Change of Control of the
Company (as defined below) prior to February 1, 2002, the Company shall
accelerate the forgiveness of the then remaining unpaid balance owing on this
Note so that this Note is forgiven in full as of the effective date of the
transaction.  For purposes of this Note, a Change of Control shall mean a sale
of all or substantially all of the Company's assets, or a merger, consolidation
or other capital reorganization of the Company with or into another corporation,
or any other transaction or series of related transactions in which the
Company's stockholders immediately prior thereto own less than 50% of the voting
stock of the Company (or its successor or parent) immediately thereafter.

     In the event of any voluntary or involuntary termination of the
undersigned's employment by the Company for any or no reason, this Note, shall,
at the option of the Company, be accelerated, and the whole unpaid balance on
this Note (to the extent not forgiven) of principal and accrued interest shall
be immediately due and payable.  The Company shall have the right to deduct the
amount due and payable to the Company under this Note at the time of such
termination from any amounts, including accrued salary and vacation benefits,
then due to the undersigned.  The undersigned shall execute the documentation
provided by the Company at the time of any such deduction.

     Principal and interest are payable in lawful money of the United States of
America.  AMOUNTS DUE UNDER THIS NOTE MAY BE PREPAID AT ANY TIME WITHOUT PREMIUM
OR PENALTY.

     Should any action be instituted for the collection of this Note, the
reasonable costs and attorneys' fees therein of the holder shall be paid by the
undersigned  The makers and endorsers have severally waived presentment for
payment, protest, notice of protest and notice of nonpayment of this Note.

     This Note is not secured.

     The holder of this Note shall have full recourse against the undersigned.
In case of an event of default the Company may proceed against the undersigned
as permitted by applicable law.


                                               /s/ James Rowley
                                              --------------------
                                                   James Rowley