TREATMENT REQUESTED UNDER RULE 24B-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED
MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION.
Agreement (the “Agreement”) is made and entered into effective as of December 11, 2018 (the “Execution
Date”) by and between AC Immune SA, a Swiss company (“ACI”) and Eli Lilly and Company, an
Indiana corporation (“Lilly”). ACI and Lilly are sometimes referred to herein individually as a “Party”
and collectively as the “Parties.”
ACI owns and controls certain intellectual property rights with respect to the Licensed Compounds (as defined herein) and Licensed
Products (as defined herein) in the Territory (as defined herein); and
ACI wishes to grant to Lilly, and Lilly wishes to take, an exclusive license under such intellectual property rights to develop
and commercialize Licensed Products in the Territory, in each case in accordance with the terms and conditions set forth below.
in consideration of the premises and the mutual promises and conditions set forth herein and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the Parties, intending to be legally bound, do hereby agree as follows:
specifically provided herein, the following terms shall have the following meanings:
Know-How” means all Information Controlled by ACI or any of its Affiliates as of the Effective Date or at any time during
the Term that claim or cover or otherwise relate to any Licensed Compound or Licensed Product or the Exploitation of any of the
foregoing, including all Information within the ACI Program IP, but excluding any Joint Know-How or any Information to the extent
covered or claimed by any published ACI Patents or Joint Patents.
Patents” means all of the Patents Controlled by ACI or any of its Affiliates as of the Effective Date or at any time
during the Term that claim or cover or otherwise relate to any Licensed Compound or Licensed Product or the Exploitation of any
of the foregoing, including the Existing Patents and all Patents within the ACI Program IP and Tau Patents, but excluding any