Legal Definitions - attornment

Attornment refers to an agreement or acknowledgment that formally recognizes a change in legal relationship, particularly concerning property or goods held by a third party.

It is most commonly understood in two main contexts:

• In landlord-tenant law, attornment occurs when a tenant formally agrees to recognize a new owner of the property as their landlord. This often happens when the property where the tenant resides or operates is sold or transferred to a new owner. Instead of the lease being terminated or renegotiated, the tenant simply acknowledges the new owner and agrees to continue their tenancy under the existing lease terms, but with the new landlord.

  • Example 1: Sarah rents an apartment in a building owned by ABC Properties. ABC Properties sells the entire building to XYZ Investments. Sarah receives a notice from XYZ Investments asking her to sign an attornment agreement, confirming that she will now pay her rent to XYZ Investments and recognize them as her new landlord, while all other terms of her lease remain the same.

    Explanation: Sarah's agreement to pay rent to XYZ Investments and acknowledge them as her landlord constitutes attornment, formalizing the change in the landlord-tenant relationship without altering the lease itself.

  • Example 2: A commercial tenant, "Tech Solutions Inc.," leases office space from Mr. Henderson. Mr. Henderson decides to transfer his ownership interest in the property to his daughter, Ms. Henderson. Tech Solutions Inc. signs a document stating they will now recognize Ms. Henderson as their landlord and direct all future rent payments and communications to her.

    Explanation: By signing the document, Tech Solutions Inc. performs an act of attornment, formally agreeing to the change in ownership and accepting Ms. Henderson as their new landlord.

• In the context of property or goods, attornment is a form of "constructive delivery." This happens when a third party (a "bailee") is already holding goods or property for someone (the "bailor"), and the bailor sells or transfers those goods to a new owner. Instead of physically moving the goods, the bailee agrees to hold them for the new owner. This agreement effectively transfers ownership and possession in a legal sense, even though the physical location of the goods hasn't changed.

  • Example 1: David stores his classic car at "Secure Storage Solutions" while he is abroad. David decides to sell the car to Emily. Instead of retrieving the car and physically delivering it to Emily, David instructs Secure Storage Solutions to hold the car for Emily. Secure Storage Solutions agrees to this arrangement and updates their records, acknowledging Emily as the new owner for whom they are holding the car.

    Explanation: Secure Storage Solutions' agreement to hold the car for Emily, rather than David, is an attornment. It legally transfers possession to Emily without the car ever leaving the storage facility.

  • Example 2: A rare coin collection is on consignment at "Antique Treasures Gallery" for display and potential sale. The original owner, Ms. Chen, sells the entire collection to Mr. Lee. Ms. Chen notifies the gallery of the sale, and the gallery, in turn, acknowledges to Mr. Lee that they will now hold the coin collection on his behalf until he arranges for its pickup.

    Explanation: The gallery's acknowledgment that they are now holding the collection for Mr. Lee, the new owner, constitutes attornment, completing the transfer of ownership and possession constructively.