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In Malaysian commercial property transactions, a Non Disturbance Agreement serves as a crucial instrument when property owners seek financing while having existing tenants in place. This agreement becomes particularly relevant when a property owner uses their leased property as collateral for a loan, as it ensures that the tenant's rights under their lease agreement remain protected even if the landlord defaults on their loan and the lender initiates foreclosure proceedings. The document typically includes detailed provisions about the rights and obligations of all parties, acknowledgment of the existing lease and security arrangements, and specific procedures for various scenarios under Malaysian law. It's essential for maintaining stability in commercial leasing arrangements and facilitating property financing transactions.

1. Parties: Identifies and defines the three main parties: Landlord, Tenant, and Lender

2. Background: Recitals explaining the existing lease arrangement, loan facility, and purpose of the agreement

3. Definitions: Defines key terms used throughout the agreement including Property, Lease, Loan Agreement, and Security Documents

4. Acknowledgment of Lease: Confirmation of the existing lease arrangement and its terms

5. Acknowledgment of Security: Recognition of the lender's security interest in the property

6. Non-Disturbance Provisions: Core provisions ensuring tenant's continued occupation rights in event of foreclosure

7. Lender's Rights and Remedies: Outlines the lender's rights regarding the property and enforcement of security

8. Tenant's Obligations: Specifies tenant's continuing obligations under the lease

9. Term and Termination: Duration of the agreement and circumstances for termination

10. Governing Law and Jurisdiction: Specifies Malaysian law as governing law and jurisdiction for disputes

11. Notices: Procedure for serving notices between parties

12. Execution: Formal execution blocks for all three parties