|Convertible Note Agreement | AC Immune SA, 11 December 2018||16/23|
correspond to the economic intent and purpose of such partly or entirely invalid or impractical provision and are valid and enforceable.
waiver by a Party of a failure of any other Party to perform any provision of this Note Agreement shall operate or be construed
as a waiver with respect of any other or further failure.
Company shall not transfer the Loan or assign any of its rights or obligations under the Loan or under this Note Agreement to
any third party without the prior written consent of the Lender.
Lender shall not transfer the Loan or the Note or assign any of its rights or obligations under the Loan, the Note or under this
Note Agreement to any third party without the prior written consent of the Company.
Note Agreement and any questions related thereto shall be subject to the laws of Switzerland excluding its conflict of law rules.
dispute, controversy or claim arising under, out of or relating to this Note Agreement (and subsequent amendments thereof), its
valid conclusion, binding effect, interpretation, performance, breach or termination, including tort claims, shall be referred
to and finally determined by arbitration in accordance with the rules set out in Section 13.5 (Dispute Resolution) of the License
Note Agreement will automatically and immediately terminate in the event that the License Agreement is terminated prior to the
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