In real estate, to attorn means to formally acknowledge a new owner as your landlord after the property you occupy has been sold, refinanced, or foreclosed on. The act confirms that you accept the new owner’s authority to collect rent and enforce the lease, and it creates what lawyers call privity of estate: the legal link between landlord and tenant that gives each side enforceable rights against the other. Without that link, a new owner may struggle to collect rent or evict a non-paying tenant, and a tenant may lack standing to demand repairs or enforce the other promises in the lease.
Attornment also keeps lease obligations alive across ownership changes. Covenants that run with the land, such as maintenance duties or use restrictions, bind whoever holds the property and whoever occupies it. When you attorn, the new landlord steps into the original owner’s shoes for every promise written into the lease. You don’t get to renegotiate because the deed changed names, and you don’t lose protections you bargained for either.
When Attornment Comes Up
The most common trigger is a straightforward sale. A building changes hands, and existing tenants need to redirect rent to the new owner. In residential settings this often happens quietly: a letter arrives, the tenant updates their payment method, and the lease continues. Commercial transactions are more formal because lease values are higher and lenders want documented proof that rental income will keep flowing to the new owner.
Refinancing is the other routine trigger. Even without a sale, a lender taking a mortgage on leased property typically wants tenants on record acknowledging the loan and committing in advance to recognize the lender (or any later buyer at foreclosure) as landlord.
Foreclosure
Foreclosure is where attornment gets complicated. When a lender takes back a property or it sells at auction, the new owner’s relationship with existing tenants depends on the priority of the lease relative to the mortgage. If the mortgage was recorded before the lease, the lease is technically junior and a foreclosure could wipe it out entirely. Attornment clauses and the related agreements described below exist to contractually preserve the lease even when priority rules would otherwise end it.
Federal law adds a safety net for residential tenants. The Protecting Tenants at Foreclosure Act requires any new owner who acquires a home through foreclosure to give tenants at least 90 days’ notice before eviction. If the tenant has a legitimate lease signed before the foreclosure notice, the new owner generally must honor it through the end of its term. The exception is a buyer who intends to move into the property as a primary residence, in which case the lease can still be terminated with the same 90-day notice.1Office of the Law Revision Counsel. 12 USC 5220 – Assistance to Homeowners
To qualify, the tenancy has to be bona fide: the tenant can’t be the borrower or a close family member of the borrower, the lease has to have been negotiated at arm’s length, and the rent can’t be significantly below market unless it’s subsidized through a government program.1Office of the Law Revision Counsel. 12 USC 5220 – Assistance to Homeowners State laws that give tenants longer notice or stronger protections override the federal minimum.
Attornment in Commercial Leases: The SNDA
In commercial real estate, attornment is usually handled upfront through a three-party contract called an SNDA, which stands for Subordination, Non-Disturbance, and Attornment. It’s signed by the lender, the landlord, and the tenant. Each piece addresses a different concern.
- Subordination: the tenant agrees that the lender’s mortgage takes priority over the lease. Without this, a lease recorded before the mortgage could actually take priority over the lender’s security interest.
- Non-disturbance: in exchange, the lender promises that foreclosure won’t end the lease. The lender agrees not to evict or disturb the tenant so long as the tenant keeps paying rent and following the lease. This is the tenant’s real bargaining chip.
- Attornment: the tenant agrees in advance to recognize any future owner, including a lender who forecloses, as the new landlord.
By signing an SNDA, the tenant waives the right to treat a change in ownership as grounds to abandon the lease. The clause typically requires the tenant to sign confirming documents the new owner requests within a specified period after transfer. Lenders almost universally require SNDAs before funding a loan secured by leased commercial property.
What a Tenant Should Do When Asked to Attorn
The transition usually starts with a formal notice, sometimes called a Letter of Attornment or a Notice of Transfer. It identifies the new owner, provides updated payment instructions, and confirms that existing lease terms remain in effect. Landlords commonly send these by certified mail so they can prove delivery later.
You aren’t required to accept every stranger’s claim of new ownership. If someone demands rent and you have no reason to believe ownership actually changed, you can ask for proof before redirecting payments: a copy of the recorded deed, a closing statement, or in a foreclosure situation a court order. The duty to attorn kicks in once the ownership change is legitimate and you’ve been properly notified.
Once the notice checks out, update your payment system promptly. In commercial settings, the new owner may ask you for a new W-9 and a short acknowledgment confirming receipt of the notice and the new payment details.
Then there’s the security deposit, which tenants often overlook during an ownership change. In most states, the landlord who sells the property must transfer your deposit to the new owner. Once transferred, the old landlord is generally released from liability and the new owner becomes responsible for returning the deposit at the end of the lease. The new owner typically inherits that obligation whether or not the deposit was actually transferred in practice. Confirm in writing that your deposit moved over; a brief acknowledgment from the new landlord stating the amount protects you if a dispute comes up at move-out.
Keep copies of everything: the notice you received, the acknowledgment you signed, proof of your first payment to the new owner, and any correspondence about the deposit. If the transition is later disputed by the old landlord, the new one, or a lender, that paper trail is what shows you acted in good faith.
What Happens If You Refuse to Attorn
If your lease contains an attornment clause, refusing to recognize the new landlord is a breach, and the new owner can treat it as a default and pursue eviction. Even without a written clause, paying rent to the new owner generally counts as implied attornment in most jurisdictions. The reverse also applies: if you keep sending checks to the old landlord after receiving proper notice of the change, those payments may not count against your rent obligation, and you could face eviction for nonpayment on a lease you thought you were current on.
The practical takeaway is simple. Attornment is a one-time administrative step with real legal weight behind it. Verify the ownership change, follow the new payment instructions, confirm your security deposit transferred, and keep the paperwork. Done properly, your lease carries forward unchanged and the new landlord relationship starts on a clean footing.