Tenant shall not, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed, assign, mortgage, encumber or otherwise transfer this Lease or any interest herein directly or indirectly, by operation of law or otherwise, or sublet the Premises or any part thereof, or permit the use or occupancy of the Premises by any party other than Tenant (any such action, a “ Transfer ”).  If at any time or from time to time during the Term, when no Event of Default has occurred and is continuing,  Tenant desires to effect a Transfer, Tenant shall deliver to Landlord written notice (“ Transfer Notice ”) setting forth the terms of the proposed Transfer and the identity of the proposed assignee, subtenant or other transferee (each a “ Transferee ”).  Tenant shall also deliver to Landlord with the Transfer Notice an acceptable assumption agreement for Tenant’s obligations under this Lease (in the case where the Transfer is a proposed assignment of this Lease) together with all relevant information reasonably requested by Landlord concerning the proposed Transferee to assist Landlord in making an informed judgment regarding the financial responsibility, creditworthiness, reputation, and business experience of the Transferee.  The provisions of this Section 18.1 shall apply to a transfer (by one or more transfers) of a controlling portion of or interest in the stock or partnership or membership interests or other equity interests of Tenant as if such transfer(s) were an assignment of this Lease; provided that if equity interests in Tenant at any time are or become traded on a public stock exchange, neither the transfer of equity interests in Tenant on a public stock exchange nor the issuance of new or additional equity interests in Tenant shall be deemed an assignment or Transfer within the meaning of this Section 18.1 .