Anti-viral compounds

1. A compound of Formula I, or a pharmaceutically acceptable salt thereof,

wherein:

A 1 is C 3 -C 14 carbocyclyl or 3- to 14-membered heterocyclyl, and is substituted with —X 1 —R 7 , wherein said C 3 -C 14 carbocyclyl and 3- to 14-membered heterocyclyl are optionally substituted with one or more R A ;

X 1 is selected from a bond, -L S -, —O—, —S—, or —N(R B )—;

R 7 is selected from C 5 -C 10 carbocyclyl, or 5- to 10-membered heterocyclyl, wherein at each occurrence said C 5 -C 10 carbocyclyl and 5- to 10-membered heterocyclyl are each independently optionally substituted with one or more R A ;

Z 1 is selected from a bond, —C(R C R C′ )—, —O—, —S—, or —N(R B )—;

W 1 and W 2 are each N;

R 1 is selected from hydrogen or R A ;

R 3 and R 4 , taken together with the carbon atoms to which they are attached, form

R 9 , R 10 , and R 11 are each independently selected from hydrogen or R A ;

A 2 is C 3 -C 14 carbocyclyl or 3- to 14-membered heterocyclyl, and is optionally substituted with one or more R A ;

R 2 is —N(R B )C(O)C(R 5 R 6 )N(R 8 )-T-R D ,

or -L K -B;

R 5 is R C ;

R 6 is R C′ , and R 8 is R B ; or R 6 and R 8 , taken together with the atoms to which they are attached, form a 3- to 10-membered heterocyclic ring which is optionally substituted with one or more R A ;

L K is C 1 -C 6 alkylene, C 2 -C 6 alkenylene, or C 2 -C 6 alkynylene, each of which is independently optionally substituted at each occurrence with one or more substituents selected from halogen, R S (except hydrogen), —O—R S , —S—R S , —N(R S R S′ ), —OC(O)R S , —C(O)OR S , nitro, phosphate, oxo, thioxo, formyl or cyano; or —N(R B )C(O)— or —C(O)N(R B )—;

B is C 3 -C 10 carbocycle or 3- to 10-membered heterocycle, and is optionally substituted with one or more R A ;

T is independently selected at each occurrence from a bond, -L S -, -L S -M-L S′ -, -L S -M-L S′ -M′-L S″ -, wherein M and M′ are each independently selected from a bond, —O—, —S—, —N(R B )—, —C(O)—, —S(O) 2 —, —S(O)—, —OS(O)—, —OS(O) 2 —, S(O) 2 O—, —S(O)O—, —C(O)O—, —OC(O)—, —OC(O)O—, —C(O)N(R B )—, N(R B )C(O)—, —N(R B )C(O)O—, —OC(O)N(R B )—, —N(R B )S(O)—, —N(R B )S(O) 2 , —S(O)N(R B )—, —S(O) 2 N(R B )—, —C(O)N(R B )C(O)—, —N(R B )C(O)N(R B′ )—, —N(R B )SO 2 N(R B′ )—, —N(R B )S(O)N(R B′ )—, C 5 -C 10 carbocycle, or 5- to 10-membered heterocycle, and wherein at each occurrence T is independently optionally substituted with one or more R A ;

R A is independently selected at each occurrence from halogen, hydroxy, mercapto, amino, carboxy, nitro, phosphate, oxo, thioxo, formyl, cyano, L A , or -L S -R E ;

R B and R B′ are each independently selected at each occurrence from hydrogen; or C 1 -C 6 alkyl, C 2 -C 6 alkenyl, C 2 -C 6 alkynyl, C 3 -C 6 carbocyclyl, C 3 -C 6 carbocyclylC 1 -C 6 alkyl, 3- to 6-membered heterocyclyl, or (3- or 6-membered heterocyclyl)C 1 -C 6 alkyl, each of which is independently optionally substituted at each occurrence with one or more substituents selected from halogen, hydroxy, mercapto, amino, carboxy, nitro, phosphate, oxo, thioxo, formyl or cyano;

R C and R C′ are each independently selected at each occurrence from hydrogen; halogen; hydroxy; mercapto; amino; carboxy; nitro; phosphate; oxo; thioxo; formyl; cyano; or C 1 -C 6 alkyl, C 2 -C 6 alkenyl, C 2 -C 6 alkynyl, or C 3 -C 6 carbocyclyl, each of which is independently optionally substituted at each occurrence with one or more substituents selected from halogen, hydroxy, mercapto, amino, carboxy, nitro, phosphate, oxo, thioxo, formyl or cyano;

R D , R D′ and R D ″ are each independently selected at each occurrence from hydrogen or R A ;

L A is independently selected at each occurrence from C 1 -C 6 alkyl, C 2 -C 6 alkenyl, or C 2 -C 6 alkynyl, each of which is independently optionally substituted at each occurrence with one or more substituents selected from halogen, —O—R S , —S—R S , —N(R S R S′ ), —OC(O)R S , —C(O)OR S , nitro, phosphate, oxo, thioxo, formyl or cyano;

L S , L S′ and L S″ are each independently selected at each occurrence from a bond; or C 1 -C 6 alkylene, C 2 -C 6 alkenylene, or C 2 -C 6 alkynylene, each of which is independently optionally substituted at each occurrence with one or more substituents selected from halogen, —O—R S , —S—R S , —N(R S R S′ ), —OC(O)R S , —C(O)OR S , nitro, phosphate, thioxo, formyl or cyano;

R E is independently selected at each occurrence from —O—R S , —S—R S , —C(O)R S , —OC(O)R S , —C(O)OR S , —N(R S R S′ ), —S(O)R S , —SO 2 R S , —C(O)N(R S R S′ ), —N(R S )C(O)R S′ , —N(R S )C(O)N(R S′ R S″ ), —N(R S )SO 2 R S′ , —SO 2 N(R S R S′ ), —N(R S )SO 2 N(R S′ R S″ ), —N(R S )S(O)N(R S′ R S″ ), —OS(O)—R S , —OS(O) 2 —R S , —S(O) 2 OR S , —S(O)OR S , —OC(O)OR S , —N(R S )C(O)OR S′ , —OC(O)N(R S R S′ ), —N(R S )S(O)—R S′ , —S(O)N(R S R S′ ), —C(O)N(R S )C(O)—R S′ , C 3 -C 10 carbocyclyl, or 3- to 10-membered heterocyclyl, wherein said C 3 -C 10 carbocyclyl and 3- to 10-membered heterocyclyl are each independently optionally substituted at each occurrence with one or more substituents selected from C 1 -C 6 alkyl, C 2 -C 6 alkenyl, C 2 -C 6 alkynyl, R S (except hydrogen), halogen, —O—R B , —S—R B , —N(R B R B′ ), —OC(O)R B , —C(O)OR B , nitro, phosphate, oxo, thioxo, formyl or cyano; and

R S , R S′ and R S″ are each independently selected at each occurrence from hydrogen; or C 1 -C 6 alkyl, C 2 -C 6 alkenyl, C 2 -C 6 alkynyl, C 3 -C 6 carbocyclyl, C 3 -C 6 carbocyclylC 1 -C 6 alkyl, 3- to 6-membered heterocyclyl, or (3- or 6-membered heterocyclyl)C 1 -C 6 alkyl, each of which is independently optionally substituted at each occurrence with one or more substituents selected from halogen, —O—R B , —S—R B , —N(R B R B′ ), —OC(O)R B , —C(O)OR B , nitro, phosphate, oxo, thioxo, formyl or cyano.

2. The compound or salt of claim 1 , wherein:

A 1 is C 5 -C 6 carbocyclyl or 5- to 6-membered heterocyclyl, which is optionally substituted with one or more R A , and A 1 is substituted with —X 1 —R 7 ;

R 7 is C 5 -C 6 carbocyclyl or 5- to 6-membered heterocyclyl, and is optionally substituted with one or more R A ; and

A 2 is C 5 -C 10 carbocyclyl or 5- to 10-membered heterocyclyl, and is optionally substituted with one or more R A .

3. The compound or salt of claim 2 , wherein A 2 is C 5 -C 6 carbocyclyl or 5- to 6-membered heterocyclyl, and is optionally substituted with one or more R A .

4. The compound or salt of claim 2 , wherein R 7 is phenyl, and is optionally substituted with one or more R A .

5. The compound or salt of claim 2 , wherein A 1 is phenyl, and is optionally substituted with one or more R A .

6. The compound or salt of claim 2 , wherein A 2 is phenyl, and is optionally substituted with one or more R A .

7. The compound or salt of claim 2 , wherein A 1 , A 2 and R 7 are phenyl, and are each independently optionally substituted with one or more R A .

8. The compound or salt of claim 2 , wherein Z 1 is —N(R B )—.

9. The compound or salt of claim 2 , wherein:

Z 1 is —N(R B )—; and

X 1 is —CH 2 —, —O—, or —S—.

10. The compound or salt of claim 9 , wherein

A 1 is phenyl, and is optionally substituted with one or more R A ;

R 7 is phenyl, and is optionally substituted with one or more R A ;

R 1 is hydrogen;

R 9 , R 10 , and R 11 are each independently selected from hydrogen; halogen; or C 1 -C 6 alkyl, C 2 -C 6 alkenyl, C 2 -C 6 alkynyl, C 3 -C 6 carbocyclyl, or C 3 -C 6 carbocyclyC 1 -C 6 alkyl, each of which is independently optionally substituted at each occurrence with one or more substituents selected from halogen, hydroxy, mercapto, amino, carboxy, nitro, phosphate, oxo, thioxo, formyl or cyano.

11. The compound or salt of claim 1 , wherein R 2 is —N(R B )C(O)C(R 5 R 6 )N(R 8 )-T-R D .

12. The compound or salt of claim 11 , wherein R 5 is R C , and R 6 and R 8 taken together with the atoms to which they are attached form a 5- to 6-membered heterocyclic ring which is optionally substituted with one or more R A .

13. The compound or salt of claim 11 , wherein:

R 5 is H;

R 6 and R 8 , taken together with the atoms to which they are attached, form

each of which is independently optionally substituted with one or more R A ;

n is 0, 1 or 2; and

m is 1 or 2.

14. The compound or salt of claim 13 , wherein:

-T-R D is —C(O)-L S′ -R 12 or —C(O)-L S′ -M′-L S″ -R 12 ; and

R 12 is hydrogen; C 1 -C 6 alkyl, C 2 -C 6 alkenyl or C 2 -C 6 alkynyl, each of which is independently optionally substituted at each occurrence with one or more substituents selected from halogen, —O—R S , —S—R S , —N(R S R S′ ), —OC(O)R S , —C(O)OR S , nitro, phosphate, oxo, thioxo, formyl or cyano; or C 3 -C 10 carbocyclyl or 3- to 10-membered heterocyclyl, each of which is independently optionally substituted at each occurrence with one or more substituents selected from C 1 -C 6 alkyl, C 2 -C 6 alkenyl, C 2 -C 6 alkynyl, halogen, -D-R B , —S—R B , —N(R B R B′ ), OC(O)R B , —C(O)OR B , nitro, phosphate, oxo, thioxo, formyl or cyano.

15. The compound or salt of claim 1 , wherein R 2 is

16. The compound or salt of claim 15 , wherein R 5 is R C , and R 6 and R 8 , taken together with the atoms to which they are attached, form a 5- to 6-membered heterocyclic ring which is optionally substituted with one or more R A .

17. The compound or salt of claim 15 , wherein:

R 5 is H;

R 6 and R 8 , taken together with the atoms to which they are attached, form

which is optionally substituted with one or more R A ;

n is 0, 1 or 2; and

m is 1 or 2.

18. The compound or salt of claim 17 , wherein:

-T-R D″ is —C(O)-L S′ -R 12 or —C(O)-L S′ -M′-L S″ -R 12 ; and

R 12 is hydrogen; C 1 -C 6 alkyl, C 2 -C 6 alkenyl or C 2 -C 6 alkynyl, each of which is independently optionally substituted at each occurrence with one or more substituents selected from halogen, —O—R S , —S—R S , —N(R S R S′ ), —OC(O)R S , —C(O)OR S , nitro, phosphate, oxo, thioxo, formyl or cyano; or C 3 -C 10 carbocyclyl or 3- to 10-membered heterocyclyl, each of which is independently optionally substituted at each occurrence with one or more substituents selected from C 1 -C 6 alkyl, C 2 -C 6 alkenyl, C 2 -C 6 alkynyl, halogen, —O—R B , —S—R B , —N(R B R B′ ), OC(O)R B , —C(O)OR B , nitro, phosphate, oxo, thioxo, formyl or cyano.

19. The compound or salt of claim 1 , wherein R 2 is

20. The compound or salt of claim 1 , wherein R 2 is -L K -B.

21. The compound or salt of claim 20 , wherein B is C 3 -C 10 carbocycle or 3- to 10-membered heterocycle and is optionally substituted with one or more R A .

22. The compound or salt of claim 20 wherein B is

and is optionally substituted with one or more R A .

23. The compound or salt of claim 20 , wherein:

n is 0, 1, 2, 3, or 4;

m is 0, 1, 2, or 3;

V is —C(O)— or —S(O) 2 —;

R 12 is —R S , —OR S , or —N(R S R S′ ).

24. A pharmaceutical composition comprising a compound or salt according to claim 1 .

25. A process of making a compound according to claim 1 , comprising the step of:

coupling a compound of Formula IV

to a compound of Formula V

wherein T 1 is a carboxylic acid, an activated derivative, or an activated ester, T 2 is an amine or a substituted amine, and A 1 , A 2 , Z 1 , W 1 , W 2 , R 1 , R 2 , R 3 , and R 4 are as defined in claim 1 .