UCB SA - BNP Paribas Fortis

Some of the former sites of the UCB Group are currently subject to remediation and other sites will be
subject to remediation as a consequence of forthcoming legislation. Even though some of the former
sites of the UCB Group currently do not raise any environmental concerns, it cannot be excluded that
future investigations will discover contamination and result in remediation obligations for the UCB
Group.
It is difficult for the UCB Group to estimate the future costs of environmental protection and
remediation because of uncertainties associated with the status of regulations and their future
developments. Taking into consideration its experience, currently known facts and its existing
provisions which were made in light of potential remedial obligations, the UCB Group believes that the
capital expenditures and remedial actions necessary to comply with environmental regulations will not
have a material adverse effect on its financial position, results of operations or cash flows.
The UCB Group believes that it is in substantial compliance with applicable health, safety and
environmental laws and regulations. The UCB Group is concerned about the health and safety of its
employees and the protection of the public health and environment. While its compliance to health,
safety and environmental laws and regulations has not adversely affected the competitive position or
business of the UCB Group, it cannot predict the impact of possible future regulations. Although the
UCB Group has taken measures to conform to the stricter regulations, such as increasing the efficiency
of its internal research and development process in order to reduce the impact of extended testing on
time-to-market, stricter regulatory regimes could delay product development or restrict marketing and
sales.
15. KEY CONTRACTS
(a) License and Distribution Agreements
Astra Zeneca do Brasil Ltd
In September 2009, the UCB Group and Astra Zeneca do Brasil Ltd entered into a partnership relating
to the registration and commercialization of Cimzia® in Brazil, which allows Astra Zeneca do Brasil
Ltd to be the exclusive distributor of Cimzia® in Brazil, with UCB retaining the right to co-promotion
of Cimzia® and any future line extensions.
Chiesi Farmaceutici S.p.A
In March 2007, UCB Pharma S.A. and Chiesi Farmaceutici S.p.A. entered into a license and
distribution agreement for Chiesi’s pMDI product containing beclometasone diproprionate and
formoterol fumarate (most common brand names: Innovair®/Foster®) for the treatment of asthma.
This license is exclusive in Sweden, Denmark, Norway, Finland and Switzerland (including
Lichtenstein), and sole in Belgium, Luxemburg, Greece (including Cyprus) and Turkey. The agreement
will terminate 15 years after the first commercial sale on a country-by-country basis or the last date on
which the sale of the licensed product in the territory would infringe a licensed patent in the territory,
whichever occurs last.
GlaxoSmithKline K.K.
In July 2005, UCB Japan Co., Limited and GlaxoSmithKline K.K. entered into an agreement whereby
UCB Japan Co., Limited appointed GlaxoSmithKline K.K. as its new co-distributor for Zyrtec® on the
Japanese market. The agreement expires at the later of the end of a ten year term or the end of a eight
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