Attornment Agreement Template
This Attornment Agreement (“Agreement”) is entered into as of [Effective Date], by and among:
Landlord: [Landlord Full Legal Name], of [Address]
Tenant: [Tenant Full Legal Name], of [Address]
Successor Party: [Lender / Purchaser / Successor Owner Full Legal Name], of [Address]
Together, the parties are referred to as the “Parties.”
1. Property and Lease Information
This Agreement relates to the following property:
Property Address: [Property Address]
City, State, ZIP Code: [City, State, ZIP Code]
Legal Description, if applicable:
[Insert legal description]
The lease affected by this Agreement is described as follows:
Lease Date: [Lease Date]
Landlord: [Landlord Name]
Tenant: [Tenant Name]
Premises: [Description of Leased Premises]
Lease Term: [Start Date] to [End Date]
Any amendment, renewal, extension, guaranty, or related lease document covered by this Agreement is described below:
[Describe related lease documents or write “None”]
2. Successor Interest
The Parties acknowledge that the Successor Party may acquire or succeed to the Landlord’s interest in the property and lease by one or more of the following events:
☐ Sale of the property
☐ Assignment of landlord’s interest
☐ Foreclosure
☐ Deed in lieu of foreclosure
☐ Transfer by operation of law
☐ Other event: [Describe]
3. Purpose of Agreement
The purpose of this Agreement is to confirm that if the Successor Party acquires the Landlord’s interest in the property or the lease, the Tenant will recognize the Successor Party as the new landlord and continue to perform the lease according to its terms, subject to the provisions of this Agreement.
4. Attornment by Tenant
If the Successor Party acquires the Landlord’s interest in the property, the lease, or the right to enforce the lease, the Tenant agrees to attorn to and recognize the Successor Party as the new landlord under the lease.
After attornment, the lease shall continue in full force and effect according to its existing terms, except as otherwise stated in this Agreement or required by law.
The Tenant agrees to pay rent and perform all tenant obligations under the lease in favor of the Successor Party from and after the effective date of the transfer or succession.
5. Recognition of Successor Landlord
Upon written notice or other evidence reasonably showing that the Successor Party has become entitled to the Landlord’s interest, the Tenant shall treat the Successor Party as the landlord for all purposes under the lease.
From that point forward, the Successor Party will have the rights of the landlord under the lease to the extent acquired by law, assignment, foreclosure, sale, or other valid transfer.
6. Limits on Successor Liability
Unless the Successor Party expressly agrees otherwise in writing, the Successor Party shall not be:
liable for acts or omissions of any prior landlord, except as required by law;
bound by any prepaid rent for more than [number] month(s) in advance unless actually received and expressly recognized;
bound by any security deposit except to the extent actually received by the Successor Party;
subject to offsets, defenses, claims, or credits arising from the acts of a prior landlord, except as required by law or expressly assumed; or
required to complete prior landlord obligations not yet performed, except to the extent expressly assumed in writing.
Any additional limits or exceptions are as follows:
[Describe or write “None”]
7. Tenant Representations
The Tenant states, to the best of the Tenant’s knowledge, that:
the lease is currently in effect;
the Tenant is in possession of the premises, if applicable;
no material tenant default exists under the lease except as disclosed below;
the Tenant has not assigned the lease or sublet the premises except as disclosed below; and
the lease documents provided in connection with this Agreement are accurate to the best of the Tenant’s knowledge.
Disclosures or exceptions:
[Insert details or write “None”]
8. Landlord Representations
The Landlord states, to the best of the Landlord’s knowledge, that:
the Landlord is the current landlord under the lease;
the lease identified in this Agreement is true and complete, including all disclosed amendments;
the Landlord has authority to enter into this Agreement; and
no material landlord default exists under the lease except as disclosed below.
Disclosures or exceptions:
[Insert details or write “None”]
9. Optional Related Provisions
The Parties may also agree to the following related terms:
☐ No additional related provision applies
☐ Subordination applies as follows: [Describe]
☐ Non-disturbance protection applies as follows: [Describe]
☐ Notice of default to successor applies as follows: [Describe]
☐ Other related term: [Describe]
10. Notice Requirements
Any notice required under this Agreement must be in writing and sent to the addresses below, or to any updated address later provided in writing.
For Landlord:
Name: [Name]
Address: [Address]
Email: [Email Address]
For Tenant:
Name: [Name]
Address: [Address]
Email: [Email Address]
For Successor Party:
Name: [Name]
Address: [Address]
Email: [Email Address]
Notice is effective upon:
☐ Personal delivery
☐ Confirmed email delivery
☐ Certified mail
☐ Recognized courier
☐ Other: [Describe]
11. No Amendment of Lease Except as Stated
Except as expressly stated in this Agreement, the lease remains unchanged and in full force and effect.
Nothing in this Agreement is intended to modify the lease except to confirm the tenant’s attornment obligations and any additional terms expressly stated here.
12. Governing Law
This Agreement shall be governed by the laws of [State/Country], except to the extent mandatory real estate, foreclosure, financing, or landlord-tenant law applies.
13. Entire Agreement
This Agreement contains the complete understanding of the Parties regarding attornment of the lease to the Successor Party and supersedes prior oral and written discussions on that subject.
Any amendment to this Agreement must be in writing and signed by the Parties.
14. Counterparts and Recording
This Agreement may be signed in counterparts, each of which will be treated as an original and all of which together will form one agreement.
The Parties may record this Agreement, or a memorandum of it, if permitted or required.
15. Signatures
Landlord:
Signature: __________________________
Name: [Full Name]
Title: [Title]
Company: [Landlord Name, if applicable]
Date: [Date]
Tenant:
Signature: __________________________
Name: [Full Name]
Title: [Title]
Company: [Tenant Name, if applicable]
Date: [Date]
Successor Party:
Signature: __________________________
Name: [Full Name]
Title: [Title]
Company: [Successor Party Name, if applicable]
Date: [Date]
16. Optional Notary Acknowledgment
State of [State]
County of [County]
On this [Day] day of [Month], [Year], before me, the undersigned notary public, personally appeared [Name of Signer], known to me or satisfactorily proven to be the person whose name is subscribed to this document, and acknowledged that they executed it for the purposes stated herein.
Notary Public Signature: __________________________
Printed Name: [Notary Name]
My Commission Expires: [Date]
Notary Seal: __________________________
