Attornment
The act of a tenant or subordinate party agreeing to recognize a new landlord or superior party's rights over property.
While straightforward in theory, many businesses fail to actively track obligations tied to this concept - often resulting in missed deadlines, unintended renewals, penalties, or loss of contractual rights.
US Law · For business owners and foundersWhat is a Attornment?
Attornment is an agreement by a tenant or subordinate party to recognize and accept a new superior party (usually a new landlord or mortgagee) after property transfer.
Typically, when property with an existing lease is sold, the lease terminates (old landlord could not convey rights they no longer own). Attornment keeps the lease in place: the tenant agrees to pay the new owner instead of the original landlord.
Attornment clauses protect both the new property owner (they want stable tenancy) and the original landlord (if a lender forecloses, the tenant agrees to recognize the lender as new landlord).
In practice, many teams rely on a contract expiry tracking system to stay on top of dates and obligations tied to clauses like this.
Key Elements
Recognition of New Superior Party
The tenant explicitly agrees that a new landlord or mortgagee has superior rights to the property. This is a binding acknowledgment.Lease Remains in Effect
By attorning, the tenant agrees the lease continues under new ownership. The tenant remains bound by lease terms.Attornment Agreement
Attornment is typically documented in a separate agreement signed by tenant and new superior party. It confirms the lease is subordinate to new ownership rights.No Consent Required from Original Landlord
Attornment does not require the original landlord's permission. Once the tenant attorns to a new superior party, the original landlord's interest is superseded.Real-World Example
You lease a building. Your landlord sells the building to a new owner. Under your lease's attornment clause, you agree to "attorn to the new owner" and pay rent to them. Your lease survives the property sale.
Without attornment, the lease might terminate when the original landlord sold. Attornment keeps it alive and protects both you (your lease remains) and the new owner (they have a stable tenant).
This is why many businesses adopt automated deadline tracking to ensure no critical dates are missed before they pass.
Sample Clause Language
Attornment ClauseWatch Out For
Attornment subordinates lease rights
By attorning, the tenant accepts that the landlord's obligations are secondary to the new superior party's (lender's) rights. If the lender forecloses, the lease may be terminated at the lender's option.Silent attornment
Some leases have implicit attornment (by occupying the property with new ownership, you attorn). This is not always clear. Include explicit attornment language.Conditions on attornment
Tenants may insist on conditions: "I will attorn only if the new owner recognizes my lease and my right to quiet enjoyment." These conditions should be documented.Lender foreclosure risk
If the property lender forecloses, the new owner may terminate the lease (depending on whether the lease is subordinate to the lender). Attornment does not guarantee lease survival.Don't let attornment deadlines catch you off guard
Key dates tied to attornments - renewal windows, expiry cutoffs, notice periods - can easily slip through the cracks when tracked manually. Missing them triggers automatic extensions, penalties, or lost rights. ExpiryEdge tracks every critical deadline and sends automated reminders before they're due - so nothing slips.
Instead of relying on spreadsheets or manual follow-ups, a centralized renewal reminder system ensures every deadline is visible, tracked, and actioned automatically.
How to Use This in Your Favor
If you are the tenant, negotiate attornment limits
Tenants should insist that attornment does not allow the new owner to materially modify lease terms. Preserve your lease rights despite ownership changes.If you are the new owner, require attornment
When acquiring property with an existing lease, require the tenant to execute an attornment agreement. This ensures the lease survives and the tenant recognizes you as landlord.Document attornment explicitly
Include clear attornment language in leases and property transfer documents. Do not rely on implied attornment or course of dealing.Understand subordination implications
Attornment subordinates the lease to new ownership. Understand the implications for your lease security if property is foreclosed.Related Terms
Frequently Asked Questions
What is the purpose of attornment?
Attornment ensures that when property with an existing lease is sold or encumbered, the lease survives and the new owner has certainty about the tenant. Without attornment, leases might terminate upon property transfer.
Can a tenant refuse to attorn?
If the lease includes an attornment clause, the tenant typically must attorn when required. However, tenants can negotiate conditions on attornment (e.g., only if lease terms are not modified).
Does attornment guarantee my lease will survive foreclosure?
No. Attornment subordinates your lease to the lender's rights. If the lender forecloses and sells the property, the new owner may terminate the lease, depending on local law and the lease terms.