SNDA Agreement Template

This SNDA Agreement is made on [Date] by and among:

Landlord: [Full Legal Name]
Address: [Address]

Tenant: [Full Legal Name]
Address: [Address]

Lender: [Full Legal Name]
Address: [Address]

1. Property and Lease Information

Property Address: [Property Address]

Lease Date: [Date]
Lease Parties: [Landlord Name] and [Tenant Name]
Premises Description: [Suite, Unit, Floor, or Leased Area]

2. Mortgage or Security Instrument

This Agreement relates to the following mortgage, deed of trust, or other security instrument affecting the property:

Lender Name: [Lender Name]
Date of Mortgage or Security Instrument: [Date]
Recording Information: [Book / Page / Instrument Number]
Secured Property: [Property Description]

3. Subordination

The Tenant agrees that the Lease and the Tenant’s interest in the Premises shall be subordinate to the lien and priority of the mortgage, deed of trust, or other security instrument described above, together with any renewals, modifications, replacements, amendments, or extensions of that instrument.

This subordination applies unless otherwise stated in writing in this Agreement.

4. Non-Disturbance

So long as the Tenant is not in default under the Lease beyond any applicable notice and cure period, the Lender agrees that if the Lender acquires the property through foreclosure, deed in lieu, assignment, sale, or similar transfer, the Tenant’s possession of the Premises under the Lease shall not be disturbed.

The Tenant’s right to remain in possession shall continue subject to the terms of the Lease and this Agreement.

5. Attornment

If the Lender or any successor acquires the property or succeeds to the Landlord’s interest, the Tenant agrees to attorn to and recognize that party as the new landlord under the Lease.

The Tenant shall continue to perform the Lease in favor of the new landlord after such transfer.

6. Lease Recognition

The Lender agrees that, if it becomes owner of the property or otherwise succeeds to the Landlord’s interest, it will recognize the Lease, subject to the terms of this Agreement.

The Tenant acknowledges that the new landlord shall be entitled to receive rent and enforce the Lease to the extent permitted by law and the Lease terms.

7. Limits on Successor Landlord Obligations

After the Lender or a successor becomes the new landlord, that party shall not be:

liable for any act or omission of a prior landlord, except as expressly assumed;
bound by any prepaid rent for more than the current rental period, unless actually received and credited;
bound by any security deposit unless actually received by that party;
required to complete construction, repairs, or improvements except as otherwise agreed or required by law;
subject to offsets, defenses, or claims arising from prior landlord conduct, except as required by law.

8. Notices

Any notice required under this Agreement shall be sent to the following:

Landlord Notice Address: [Address]
Tenant Notice Address: [Address]
Lender Notice Address: [Address]

Notice may be delivered by:

☐ personal delivery
☐ certified mail
☐ overnight courier
☐ email, if agreed
☐ other: [Describe]

9. Tenant Representations

The Tenant states that, as of the date of this Agreement:

☐ the Lease is in full force and effect
☐ no rent has been prepaid except as stated below
☐ no known landlord default exists except as stated below
☐ the Lease has not been modified except as stated below

Additional details, if any:

[Insert details]

10. Landlord Representations

The Landlord states that the Lease identified in this Agreement is the current lease affecting the Premises and that the Landlord has authority to enter into this Agreement.

Additional details, if any:

[Insert details]

11. Lender Rights

The Tenant agrees that the Lender shall have the right, but not the obligation, to cure certain landlord defaults under the Lease within a reasonable time after receiving notice, subject to the terms of the mortgage documents and applicable law.

The Tenant shall provide the Lender with notice of any claimed landlord default at the same time notice is given to the Landlord, if required by the Lease or this Agreement.

12. Amendments to Lease

The Tenant and Landlord agree that they will not amend, terminate, surrender, cancel, or materially modify the Lease without the Lender’s prior written consent if such consent is required under the loan documents or this Agreement.

13. Governing Law

This Agreement shall be governed by the laws of the state of [State].

14. Entire Agreement

This Agreement contains the full understanding among the parties regarding subordination, non-disturbance, and attornment for the Lease and property described above and replaces prior discussions on the same subject unless otherwise stated in writing.

15. Signatures

Landlord Signature: __________________________
Name: [Full Name]
Title: [Title, if applicable]
Date: [Date]

Tenant Signature: __________________________
Name: [Full Name]
Title: [Title, if applicable]
Date: [Date]

Lender Signature: __________________________
Name: [Full Name]
Title: [Title, if applicable]
Date: [Date]