A non-disturbance clause is a promise by the landlord's lender that, in the event of foreclosure on the property, the lender will not disturb the tenant's possession and will allow the lease to remain in force — provided the tenant is not in default. It is typically contained in a Subordination, Non-Disturbance, and Attornment Agreement (SNDA) executed by the landlord, tenant, and lender.
By Angel Campa, Founder · Updated March 2026
Non-disturbance protection is essential for any commercial tenant making a significant investment in leased premises. Without it, a foreclosing lender can theoretically terminate the lease and demand that the tenant vacate, even if the tenant has paid every dollar of rent on time and fulfilled all lease obligations. Non-disturbance agreements are often required by institutional tenants as a condition of signing, and any sophisticated tenant with a lease term exceeding five years or a build-out investment exceeding $100,000 should demand one as a matter of course.
Request the non-disturbance agreement directly from all existing lenders before lease execution, not merely a landlord promise to obtain one. Ensure the SNDA is recorded in the county real estate records to provide constructive notice to future lenders and purchasers. Negotiate that the non-disturbance right survives ownership transfers, so that any buyer at a foreclosure sale is also bound by its terms. Include language requiring the new owner to assume and perform all landlord obligations under the lease, not just to refrain from disturbing possession.
Lender-form SNDAs (most common, often heavily lender-favorable), negotiated tri-party SNDAs, self-operating non-disturbance language embedded in the lease itself, and non-disturbance provisions tied to tenant performance thresholds.
Lextract extracts these fields directly from your lease PDF when this clause is present:
Subordination Clause
A subordination clause provides that the tenant's leasehold interest is subordinate — lower in priority — to the rights of the landlord's lender.
Attornment Clause
An attornment clause requires the tenant to recognize and "attorn to" a new owner of the property — typically a lender who has foreclosed on the landlord's mortgage — as the new landlord under the existing lease.
Assignment and Consent Clause
An assignment and consent clause governs the tenant's ability to transfer its entire leasehold interest to a third party (assignee) who then becomes the new tenant under the lease.
What SNDA agreements are, how subordination, non-disturbance, and attornment each work, when SNDAs are required, and how to negotiate non-disturbance protection.
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