SNDA (Subordination, Non-Disturbance, and Attornment)
Published 2026-08-11
An SNDA — a subordination, non-disturbance, and attornment agreement — is a three-way agreement among a commercial tenant, its landlord, and the landlord's lender. The tenant subordinates its lease to the lender's mortgage, the lender agrees not to disturb the tenant's occupancy after a foreclosure so long as the tenant is performing, and the tenant agrees to attorn to — that is, recognize as landlord — whoever acquires the property.
The three promises, unpacked
- Subordination: the lease ranks behind the mortgage. Without more, foreclosure of a senior mortgage can extinguish a junior lease.
- Non-disturbance: the lender's counter-promise — if the tenant is not in default, its lease and possession survive a foreclosure on the same terms.
- Attornment: the tenant's promise to accept the foreclosure purchaser as its new landlord, keeping the lease alive rather than treating the change in ownership as an exit.
The document exists because subordination alone is one-sided. A tenant that has invested in its build-out wants assurance it cannot be evicted by a lender it never negotiated with; the lender wants a rent-paying tenant in place if it ever ends up owning the building.
Who asks for one, and when
Lenders typically require SNDAs from major tenants as a condition of financing, and sophisticated tenants require the right to one in the lease itself — often making subordination to future mortgages conditional on receiving non-disturbance in return. The negotiation usually turns on carve-outs: which landlord obligations the lender will honor after foreclosure (tenant improvement allowances and offset rights are common sticking points), and whether the lender is bound by rent paid materially in advance.
What varies in the wild
Forms range from short lender templates to heavily negotiated agreements. Watch for whether the lease subordinates automatically or only upon delivery of a non-disturbance agreement, whether the SNDA was actually executed and returned rather than left in draft, and whether later refinancings were papered with new SNDAs — each new mortgage generally needs its own.
In your documents
SNDAs are classic satellite documents: executed once, referenced for decades, and easy to lose track of across refinancings. Filing them against the lease they modify — the approach behind tenant documents in Sevrel — keeps the question “do we hold a non-disturbance agreement for this tenant, and with which lender?” answerable with source-linked evidence rather than a folder hunt.