GCN2 and PERK kinase inhibitors and methods of use thereof

Abstract

Described herein are compounds that are inhibitors of GCN2 kinase or PERK kinase, and methods of treating diseases, including diseases associated with GCN2 kinase or PERK kinase, with said compounds.

Description

CROSS-REFERENCE

[0001] This application claims priority to U.S. Provisional Application No. 63 / 115,496 filed November 18, 2020 and U.S. Provisional Application No. 63 / 185,846 filed May 7, 2021, each of which is incorporated herein by reference in its entirety. SEQUENCE LISTING

[0002] The instant application contains a Sequence Listing which has been submitted electronically in ASCII format and is hereby incorporated by reference in its entirety. Said ASCII copy, created on October 28, 2021, is named DCP-098WO_SL.txt and is 23,670 bytes in size. BACKGROUND

[0003] Cancer cells need a continuous supply of nutrients to maintain their abnormal growth and rapid division. As part of these nutrients, amino acids are essential to support the high metabolic demands of tumor cells.

[0004] GCN2 is a serine / threonine protein kinase, one of the eukaryotic initiation factor 2D (eIF2a) kinases that are master regulators in the integrated stress response (ISR). The ISR is essential for maintaining cellular homeostasis under a wide range of stressors and is activated when cells adapt to stress conditions such as hypoxia and amino acid deprivation. The ISR is regulated by phosphorylation and activation of eIF2a kinases, including GCN2, that act as early responders to disturbances in cellular homeostasis. In addition to GCN2, there are three other eIF2a kinases family including PKR-like ER kinase (PERK), double-stranded RNA-dependent protein kinase (PKR), and heme-regulated eIF2a kinase (HRI). All four eIF2a kinases share extensive homology in their kinase catalytic domains but possess distinct regulatory domains. Each of the IF2a kinases responds to distinct environmental and physiological stresses, which reflect their unique regulatory mechanisms. PERK kinase is activated under stress conditions including ATP depletion and the unfolded protein response, and like GCN2, PERK kinase activation leads to up-regulation of the key ISR transcription factor ATF4.

[0005] Under conditions of essential amino-acid limitation or other stressors (UV irradiation, redox stress or proteasome inhibition), GCN2 phosphorylates eIF2a, which inhibits the formation of a new ternary complex and hence inhibition of mRNA translation initiation. While decreasing global mRNA translation, in tumor cells eIF2a phosphorylation also increases the translation of the ISR transcription factor ATF4, which increases the expression of many stress response genes including genes dedicated to providing amino acids to the tumor cell: i.e., amino acid synthesis enzymes and transporters that mediate influx of amino acids into the tumor cell. ATF4 is over-expressed in human solid and liquid tumors suggesting an important function in tumor progression.

[0006] Asparagine is an important amino acid involved in several biosynthetic pathways that significantly influence carcinogenesis and tumor biology. All cells need asparagine for their protein synthesis and growth. Normal cells will obtain most of their asparagine requirements through internal synthesis. Compared to normal cells, cancer cells require elevated amounts of asparagine to grow and proliferate, cannot produce that required amount themselves, and must rely on circulating asparagine in order to survive. Asparagine Synthetase (ASNS) catalyzes the synthesis of asparagine from aspartate and glutamine. L-asparaginase (ASNase) removes circulating asparagine, thereby depriving cancer cells of a key nutrient and causing them to die. The use of L-asparaginase, the first example of anti-cancer treatment targeting a tumor-specific metabolic feature, is a well-established treatment in pediatric acute lymphoblastic leukemia (ALL), but toxicity has limited its use beyond this patient population. The particularly low-level expression of ASNS in numerous ALL cell lines, as compared to that of normal cells, makes asparagine depletion an effective method of treatment due to the cells' unusual dependency on circulating serum asparagine as a necessary nutrition for growth. A poor response to asparaginase is associated with increased relapse risk. Other hematological and solid cancers express low levels of ASNS and, therefore, should also be asparagine auxotroph and asparaginase sensitive. Conversely, in some cancer types ASNS is overexpressed, promoting cell proliferation, chemoresistance, and a metastatic behavior. In case of asparaginase resistant cancers, the effect of blood asparagine depletion through L-asparaginase instead leads to significant ASNS overexpression to compensate, effectively nullifying the effect of the chemotherapy drug. Numerous studies have shown that ASNS is at the center of the cell response to amino acid deprivation and other forms of cellular stress. Through transcriptional regulation, the ASNS gene is a target of two signaling pathways aimed at ensuring cell survival. The first, named Amino Acid Response (AAR), is activated by the GCN2 kinase under conditions of imbalanced amino acid availability. The second pathway, named the Unfolded Protein Response (UPR), is activated by the PERK kinase under conditions of increased endoplasmic reticulum stress. The AAR and UPR pathways converge on the phosphorylation of e!F2D, which provokes the attenuation of global protein synthesis and, at the same time, the preferential translation of a selected population of mRNAs, including the transcription factor ATF4. ATF4 is the major factor for ASNS induction, working as a trans-activator through the binding to an enhancer element within ASNS promoter.

[0007] GCN2 sensitizes cancer cells with low basal level expression of ASNS to the antileukemic agent L-asparaginase in vitro and in vivo. Treatment with GCN2 inhibitors rendered acute lymphoblastic leukemia cells sensitive to L-asparaginase by preventing the induction of ASNS. GCN2 inhibitors exhibit synergistic antiproliferative effects with L-asparaginase in ASNS-low / deficient cancers. Therefore, combined treatment with GCN2 inhibitors and L-asparaginase shows promise for achieving improved outcomes in acute lymphoblastic leukemia and other types of cancer. Acute lymphoblastic leukemia, acute myeloid leukemia, and pancreatic cancer cells are particularly sensitive to combined treatment with L-asparaginase and GCN2 inhibitors. Previously reported studies demonstrated robust antitumor activities of combined treatment with ASNase and GCN2 inhibitors in acute lymphoblastic leukemia, acute myeloid leukemia, and pancreatic cancer cells compared with the results of single-agent L-asparaginase or GCN2 inhibitor treatment. Thus, GCN2 inhibitors may represent sensitizing agents to L-asparaginase used for treating these tumors. In summary, GCN2 inhibition enhances the sensitivity to L-asparaginase treatment by preventing ASNS induction in cancer cells with low ASNS expression at basal levels.

[0008] Inhibition of GCN2 may also be an effective strategy for targeting the tumor microenvironment, including the immune system, including tryptophan-dependent immunosurveillance of tumor cells.

[0009] The tumor microenvironment [TME; a series of extracellular components and stromal cells (endothelial cells, cancer-associated fibroblasts, tumor-associated macrophages, tumor-infiltrating T cells) that surround the tumor cells] is characterized by deficiencies in oxygen and key nutrients, such as glucose and amino acids, resulting in an overall immune suppressive environment.

[0010] Many tumors evolved to escape immune surveillance by taking advantage of their metabolic flexibility and redirecting nutrients for their own advantage. Stromal cells and myeloid-derived suppressor cells (MDSC) within the tumor create a nutrient-poor environment that inhibits immune function and supports tumor growth.

[0011] Elevated catabolism of tryptophan, one of the essential amino acids, driven by overexpression of critical enzymes in tryptophan metabolism [Indoleamine-2,3-dioxygenase (IDO) and tryptophan-2,3-dioxygenase (TDO)] is driven by cells of the tumor microenvironment, leading to an immunosuppressive microenvironment in many types of cancer. Local tryptophan depletion is considered to be a crucial T-cell immunosuppressive mechanism. In T cells, the GCN2 kinase has been identified as a molecular sensor of tryptophan deprivation. GCN2 activation by tryptophan depletion induces apoptosis and mitigates T cell proliferation. GCN2 is a key effector signaling component for IDO / TDO and is considered as a metabolic checkpoint of highly tryptophandependent T-cells.

[0012] The GCN2 pathway is not only important for tumoral immune escape but also plays an active role in modulating other aspects of the tumor microenvironment. GCN2 knockdown has been demonstrated to prevent amino acid deprivation (AAD)-induced expression of Vascular Endothelial Growth Factor (VEGF) which tumors use to enhance nutrient supply via increased vascularization. Thus, activation of the GCN2 / ATF4 pathway promotes tumor growth and angiogenesis through AAD-mediated VEGF expression. Abrogation of ATF4 or GCN2 expression significantly inhibited tumor growth in vivo.

[0013] Therefore, selective inhibition of GCN2 can both increase the activity of the immune system and decrease vascularization in the tumor microenvironment. The GCN2-eIF2D-ATF4 pathway is critical for maintaining metabolic homeostasis in tumor cells under conditions of stress, and for maintaining an immunosuppressed immune cell microenvironment. The PERK-ATF4 pathway is also critical for maintaining homeostasis in tumors cells under conditions of stress. It has been reported that there is cross talk regulation of both the GCN2 and PERK signaling pathways, such that inhibition of GCN2 can activate PERK as a compensatory mechanism, and vice versa, that inhibition of PERK an activate GCN2 as a compensatory mechanism.

[0014] There is a need for inhibitors of GCN2 and / or PERK that block the pro-tumoral aspects of GCN2 and / or PERK, both in the tumor cell (tumor cell autonomous) and in the tumor immune cell microenvironment. SUMMARY

[0015] Described herein are compounds which display inhibitory activity of the GCN2 (general control nonderepressible 2) kinase and / or PERK (PKR-like ER kinase) kinase and methods of use thereof for the treatment of disorders, including GCN2 or PERK associated diseases.

[0016] In one embodiment, described herein is a compound represented by Formula I: Formula I or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2, provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2; provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N; X4 is selected from the group consisting of CR3 and N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxy alkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; A is selected from the group consisting of a substituted 5membered heteroaryl, a substituted 6-membered heteroaryl, a pyridone, and a substituted aryl ring; L2 is selected from the group consisting of a direct bond and alkyl, wherein alkyl is optionally substituted with (E21)P; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2; provided that the compound is not:

[0017] In another embodiment, described herein is a pharmaceutical composition comprising a compound described herein (e.g., a compound of Formula I described herein) and a pharmaceutically acceptable carrier or excipient.

[0018] In another embodiment, described herein is a method of treating a disease caused by a dysregulation of an integrated stress response in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0019] In another embodiment, described herein is a method of treating a disease caused by a dysregulation of an integrated stress response and / or an unfolded protein response in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0020] In another embodiment, described herein is a method of modulating the activity of GCN2 kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0021] In another embodiment, described herein is a method of activating GCN2 kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0022] In another embodiment, described herein is a method of modulating the activity of PERK kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0023] In another embodiment, described herein is a method of activating PERK kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0024] In another embodiment, described herein is a method of inhibiting GCN2 kinase and inhibiting PERK kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0025] In another embodiment, described herein is a method of modulating the activity of GCN2 kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0026] In another embodiment, described herein is a method of inhibiting the activity of PERK kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0027] In another embodiment, described herein is a method of treating a disease selected from a GCN2 associated disease and a PERK associated disease, in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0028] In another embodiment, described herein is a method of treating a disease selected from a GCN2 associated disease and a PERK associated disease, in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, and a therapeutically effective amount of one or more therapeutic agents.

[0029] In another embodiment, described herein is a method of treating a cancer in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein (e.g., a compound of Formula I described herein) or a pharmaceutically acceptable salt thereof, or pharmaceutical composition described herein.

[0030] In another embodiment, described herein is a method of treating a disorder selected from the group consisting of melanoma, fibrosarcoma, thyroid cancer, ovarian cancer, colon cancer, pancreatic cancer, lung cancer, bladder cancer, gastrointestinal stromal tumors, solid tumors, bloodborne cancers, acute myelogenous leukemia (AML), acute lymphoblastic leukemia (ALL) and other cancers caused by activation of the GCN2 signaling pathway in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein (e.g., a compound of Formula I described herein) or a pharmaceutically acceptable salt thereof. BRIEF DESCRIPTION OF THE DRAWINGS

[0031] Figure 1 depicts a graph of the stimulation of cellular ATF4 in H929 multiple myeloma cells induced by Compound 16.

[0032] Figure 2 depicts a plot of PERK oligomer stimulation by Compound 16 in an HEK293T NanoBRET based assay.

[0033] Figure 3 depicts stimulation PERK downstream signaling proteins ATF4 and CHOP with actin as a loading control. The figure shows that Compound 16 increases expression of the PERK signaling pathway in H929 multiple myeloma cells as detected Western blot analysis.

[0034] Figure 4 depicts fold increases (compared to DMSO control) in expression of PERK pathway target genes ATF4, CHOP, GADD34, GPT2, and VEGFA by Compound 16 in H929 multiple myeloma cells using qRT-PCR analysis.

[0035] Figure 5 illustrates effects of Compound 16 as a single agent on apoptotic pathway readouts in H929 multiple myeloma cells using Western blot analysis, including cleaved PARP, cleaved Caspase 7, and cleaved Caspase 3.

[0036] Figures 6A, 6B, 6C, and 6D show effects of Compound 16, as a single agent and in combination with standard of care treatment, on cell proliferation of RPMI8226 multiple myeloma cells (Figure 6A), H929 multiple myeloma cells (Figure 6B), GA-10 Burkitts lymphoma cells (Figure 6C), and DOHH-2 follicular lymphoma cells (Figure 6D).

[0037] Figures 7A and 7B show effects of Compound 16 in combination with asparaginase on ATF4 levels, measuring GCN2 activity, in an in vivo PK / PD model using Western blot analysis. Corresponding plasma levels of Compound 16 were determined at the PD time points of 2, 6, and 10 hours post dose. Figure 7A shows data plots of results obtained from the PK / PD model studies and Figure 7B depicts results in tabular form.

[0038] Figure 8 depicts a plot showing the effect of Compound 16 in combination with asparaginase on tumor growth in an MV-4-11 xenograft model. DETAILED DESCRIPTION

[0039] The features and other details of the disclosure are more particularly described below. Certain terms employed in the specification, examples and appended claims are collected here. These definitions should be read in light of the remainder of the disclosure and as understood by a person of skill in the art. Unless defined otherwise, all technical and scientific terms used herein have the same meaning as commonly understood by a person of ordinary skill in the art. Definitions

[0040] The definitions set forth in this application are intended to clarify terms used throughout this application.

[0041] Unless defined otherwise, all technical and scientific terms used herein have the same meaning as is commonly understood by one of skill in the art to which the subject matter herein belongs. As used in the specification and the appended claims, unless specified to the contrary, the following terms have the meaning indicated in order to facilitate the understanding of the present disclosure.

[0042] When a bond to a substituent is shown to cross a bond connecting two atoms in a ring, then such substituent may be bonded to any atom on the ring. When a substituent is listed without indicating the atom via which such substituent is bonded to the rest of the compound of a given formula, then such substituent may be bonded via any atom in such substituent. Combinations of substituents, positions of substituents and / or variables are permissible if such combinations result in stable compounds.

[0043] As used herein, the singular forms "a", "an" and "the" encompass plural references unless the context clearly indicates otherwise.

[0044] As used herein, the term "herein" means the entire application.

[0045] As used herein, “deuterated” mean that at least one hydrogen atom is replaced by deuterium. In any sample of a deuterated compound, some discrete molecules of the compound will likely have hydrogen, rather than deuterium, at the specified position. However, the percent of molecules of the deuterated compound which have deuterium at the specified position will be much greater than would naturally occur. The deuterium at the deuterated position is enriched.

[0046] As used herein, the terms "optional" or "optionally" mean that the subsequently described event or circumstance may occur or may not occur, and that the description includes instances where the event or circumstance occurs as well as instances in which it does not. For example, "optionally substituted alkyl" refers to the alkyl may be substituted as well as where the alkyl is not substituted.

[0047] It is understood that substituents and substitution patterns on the disclosed compounds can be selected by one of ordinary skilled person in the art to result chemically stable compounds which can be readily synthesized by techniques known in the art, as well as those methods set forth below, from readily available starting materials. If a substituent is itself substituted with more than one group, it is understood that these multiple groups may be on the same carbon or on different carbons, so long as a stable structure result.

[0048] As used herein, the term "optionally substituted" refers to the replacement of one to six hydrogen atoms in a given structure with the radical of a specified substituent including, but not limited to: hydroxy, hydroxyalkyl, alkoxy, halogen, alkyl, aryl, cycloalkyl, heterocyclyl, amino, aminoalkyl, cyano, haloalkyl, haloalkoxy, -OC(=O)-CH2-Oalkyl. Preferably, "optionally substituted" refers to the replacement of one to four hydrogen atoms in a given structure with the substituents mentioned above. More preferably, one to three hydrogen atoms are replaced by the substituents as mentioned above. It is understood that the substituent can be further substituted.

[0049] As used herein, the term "substituted" refers to moieties having substituents replacing a hydrogen on one or more carbons of the backbone. It will be understood that "substitution" or "substituted with" includes the implicit proviso that such substitution is in accordance with permitted valence of the substituted atom and the substituent, and that the substitution results in a stable compound, e.g., which does not spontaneously undergo transformation such as by rearrangement, cyclization, elimination, etc. As used herein, the term "substituted" is contemplated to include all permissible substituents of organic compounds. In a broad aspect, the permissible substituents include acyclic and cyclic, branched and unbranched, carbocyclic and heterocyclic, aromatic and non-aromatic substituents of organic compounds. The permissible substituents can be one or more and the same or different for appropriate organic compounds. For purposes of this application, the heteroatoms such as nitrogen may have hydrogen substituents and / or any permissible substituents of organic compounds described herein which satisfy the valences of the heteroatoms.

[0050] Substituents can include any substituents described herein, for example, such substituents, if not otherwise specified, can include, for example, a halogen, a hydroxy, a carbonyl (such as a carboxyl, an alkoxycarbonyl, a formyl, or an acyl), an alkoxy, an amino, an amido, an imine, a cyano, a sulfonyl, a heterocyclyl, an aralkyl, a heteroaralkyl, or an aromatic or heteroaromatic moiety. It will be understood by those skilled in the art that substituents can themselves be substituted, if appropriate. For instance, the substituents of a substituted alkyl may include substituted and unsubstituted forms of amino, amido, sulfonyl and as well as ethers, carbonyls (including carboxylates, and esters), -CF3, -CN and the like. Unless specifically stated as "unsubstituted," references to chemical moieties herein are understood to include substituted variants. For example, reference to an "aryl" group or moiety implicitly includes both substituted and unsubstituted variants.

[0051] As used herein, the term "alkyl" refers to a straight chained or branched non-aromatic hydrocarbon which is completely saturated. Typically, a straight chained or branched alkyl group has from 1 to about 20 carbon atoms, preferably from 1 to about 10, e.g., may be Cl-ClOalkyl or e.g., Cl-C6alkyl unless otherwise defined. Examples of straight chained and branched alkyl groups include, but are not limited to, methyl, ethyl, 1-propyl (n-propyl), 2-propyl, n-butyl, sec-butyl, tertbutyl, 1-pentyl, 2-pentyl, 3-pentyl, neo-pentyl, 1-hexyl, 2-hexyl, 3-hexyl, 1-heptyl, 2-heptyl, 3- heptyl, 4-heptyl, 1-octyl, 2-octyl, 3-octyl or 4-octyl and the like. Moreover, the term "alkyl" used throughout the specification, examples, and claims is intended to include both "unsubstituted alkyls" and "substituted alkyls", the latter of which refers to alkyl moi eties having substituents replacing a hydrogen on one or more carbons of the hydrocarbon backbone. The "alkyl" group may be optionally substituted.

[0052] The term “Cx-Cy” when used in conjunction with a chemical moiety, such as, acyl, acyloxy, alkyl, alkenyl, alkynyl, or alkoxy is meant to include groups that contain from x to y carbons in the chain. For example, the term “Cx-Cy” refers to substituted or unsubstituted saturated hydrocarbon groups, including straight-chain alkyl and branched-chain alkyl groups that contain from x to y carbons in the chain, including haloalkyl groups such as trifluoromethyl and 2,2,2-trifluoroethyl, etc. CO alkyl indicates a hydrogen where the group is in a terminal position, a bond if internal.

[0053] As used herein, the term "alkoxy" refers to a straight or branched, saturated aliphatic (alkyl) hydrocarbon radical bonded to an oxygen atom that is attached to a core structure. Preferably, alkoxy groups have one to six carbon atoms, i.e. may be C1-C6 alkoxy. Examples of alkoxy groups include but are not limited to methoxy, ethoxy, propoxy, isopropoxy, butoxy, isobutoxy, tert-butoxy, pentoxy, 3-methyl butoxy and the like.

[0054] As used herein, the term "alkoxyalkyl" refers to an alkyl group (as defined above) substituted with an alkoxy group and may be represented by the general formula alkyl-O-alkyl. Examples of alkoxyalkyl groups include but are not limited to methyl-O-ethylene-, ethyl-O-ethylene-

[0055] As used herein, the term "haloalkyl" refers to alkyl group (as defined above) is substituted with one or more halogens. A monohaloalkyl radical, for example, may have a chlorine, bromine, iodine or fluorine atom. Dihalo and polyhaloalkyl radicals may have two or more of the same or different halogen atoms. Examples of haloalkyl include, but are not limited to, chloromethyl, dichloromethyl, trichloromethyl, dichloroethyl, dichloropropyl, fluoromethyl, difluoromethyl, trifluoromethyl, pentafluoroethyl, heptafluoropropyl, difluorochloromethyl, dichlorofluoromethyl, difluoroethyl, difluoropropyl and the like.

[0056] As used herein, the term "haloalkoxy" refers to radicals wherein one or more of the hydrogen atoms of the alkoxy group are substituted with one or more halogens. Representative examples of "haloalkoxy" groups include, but not limited to, difluoromethoxy (-OCHF2), trifluoromethoxy (-OCF3) or trifluoroethoxy (-OCH2CF3).

[0057] As used herein, the term "aryl" includes substituted or unsubstituted single-ring aromatic groups in which each atom of the ring is carbon. Preferably the ring is a 5- to 7-membered ring, more preferably a 6-membered ring. The term "aryl" also includes polycyclic ring systems having two or more cyclic rings in which two or more carbons are common to two adjoining rings (fused rings) wherein at least one of the rings is aromatic, e.g., the other cyclic rings can be cycloalkyls, cycloalkenyls, cycloalkynyls, aryls, heteroaryls, and / or heterocyclyls. The term "fused" means that the second ring is attached or formed by having two adjacent atoms in common with the first ring. The term "fused" is equivalent to the term "condensed". Examples of aryl groups include but are not limited to phenyl, naphthyl, phenanthryl, phenol, aniline, indanyl, dihydrobenzofuranyl, dihydroisobenzofuranyl, indolinyl, isoindolinyl, and the like. Unless otherwise specified, aryl groups described herein may be optionally substituted.

[0058] As used herein, the terms "polycyclyl", "polycycle", and "polycyclic" refer to two or more rings (e.g., cycloalkyls, cycloalkenyls, cycloalkynyls, aryls, heteroaryls, and / or heterocyclyls) in which one or more atoms are common to two adjoining rings, e.g., the rings are "fused rings". Each of the rings of the poly cycle can be substituted or unsubstituted. In certain embodiments, each ring of the poly cycle contains from 3 to 10 atoms in the ring, preferably from 5 to 7.

[0059] As used herein, the term "acyl" refers to a group -C(=0)-Rw wherein Rw is optionally substituted alkyl. Examples of "acyl" include, but are not limited to, instances where Rw is Cl-ClOalkyl (Cl-ClOacyl) or Cl-C6-alkyl (Cl-C6acyl). In some embodiments, each occurrence of the optionally substituted substituent is independently selected from the group consisting of H, OH, alkoxy, cyano, F, and amino. Additional examples of "acyl" include -C(=O)-CH3, -C(=O)-CH2-CH3, -C(=O)-CH2-CH2-CH3, or -C(=O)-CH(CH3)2.

[0060] As used herein, the terms "amine" and "amino" refer to both unsubstituted and substituted amines and salts thereof, e.g., a moiety that can be represented by: ,     /          s ® / 5—N           N—R6b R6b  or          R6b wherein R6b independently represent a hydrogen, alkyl or a cycloalkyl group, or R6b groups are taken together with the N atom to which they are attached complete a heterocycle having from 4 to 8 atoms in the ring structure.

[0061] As used herein, the terms "amide" and "amido" refers to a group represented by wherein R7 , R8 , and R10 each independently represents a hydrogen or hydrocarbyl group, or R8 and R10 are taken together with the N atom to which they are attached complete a heterocyclyl having from 4 to 8 atoms in the ring structure.

[0062] As used herein, the term "acylamino" refers to an amino group, as defined above, substituted with an acyl group.

[0063] As used herein, the term "aminocarbonyl" refers to a carbonyl group substituted with an amino group.

[0064] As used herein, the term "alkylamino" refers to an amino group, as defined above, substituted with at least one alkyl group.

[0065] As used herein, the term "aminoalkyl" refers to an alkyl group substituted with an amino group.

[0066] As used herein, the term "amidoalkyl" refers to an alkyl group substituted with an amido group.

[0067] As used herein, the term "cyanoalkyl" refers to an alkyl group substituted with a cyano group.

[0068] As used herein, the term "cycloalkoxyalkyl" refers to an alkyl group (as defined above) substituted with a cycloalkoxy group and may be represented by the general formula cycloalkyl-O-alkyl. Examples of cycloalkoxyalkyl groups include but are not limited to cyclopropyl-O-methylene-, cyclopropyl-O-ethylene.

[0069] As used herein, the term "heteroarylalkyl" refers to an alkyl group substituted with heteroaryl group.

[0070] As used herein, the term "heterocyclylalkyl" refers to an alkyl group substituted with a heterocyclyl group.

[0071] As used herein, the term "hydroxyalkyl" refers to an alkyl group substituted with a hydroxy group.

[0072] As used herein, the term "cycloalkyl" alone or in combination with other term(s) refers to a cyclic hydrocarbon which is completely saturated. "Cycloalkyl" includes monocyclic, bicyclic, and tricyclic rings. Typically, a monocyclic cycloalkyl group has from 3 to about 10 carbon atoms, more typically 3 to 8 carbon atoms (e.g., C3-C10cycloalkyl or e.g., C3-C6cycloalkyl unless otherwise defined. Examples of monocyclic cycloalkyls include cyclopropyl, cyclobutyl, cyclopentyl, cyclohexyl, cycloheptyl and the like. The second ring of a bicyclic cycloalkyl or, the second or third rings of a tricyclic cycloalkyl, may be selected from saturated, unsaturated and aromatic rings. Cycloalkyl includes bicyclic and tricyclic molecules in which one, two or three or more atoms are shared between the two rings. Cycloalkyls can be further substituted with alkyls, alkenyls, alkoxys, aminoalkyls, carbonyl-substituted alkyls, -CF3, -CN, and the like.

[0073] As used herein, the term "cycloalkylalkyl" refers to an alkyl group substituted with a cycloalkyl group.

[0074] As used herein, the term "cyano" refers to -CN group.

[0075] As used herein, the term "hydroxy" or "hydroxyl" refers to -OH group.

[0076] As used herein, the term "halo" or "halogen" alone or in combination with other term(s) means chloro, fluoro, bromo, and iodo.

[0077] As used herein, the term "heteroatom" refers an atom of any element other than carbon or hydrogen. Exemplary heteroatoms are nitrogen (N), oxygen (O), sulfur (S), and silicon (Si).

[0078] As used herein, the terms “heterocyclyl”, "heterocycloalkyl", "heterocycle", and "heterocyclic" refer to a non-aromatic, saturated or partially saturated, including monocyclic, polycyclic (e.g., bicyclic, tricyclic) bridged, or fused, ring system of 3 to 15 member having at least one heteroatom or heterogroup selected from O, N, S, S(O), S(O)2, NH or C(O) with the remaining ring atoms being independently selected from the group consisting of carbon, oxygen, nitrogen, and sulfur. Examples of "heterocycloalkyl" include, but are not limited to azetidinyl, oxetanyl, imidazolidinyl, pyrrolidinyl, oxazolidinyl, thiazolidinyl, pyrazolidinyl, tetrahydrofuranyl, piperidinyl, piperazinyl, tetrahydropyranyl, morpholinyl, thiomorpholinyl, 1,4-dioxanyl, dioxidothiomorpholinyl, oxapiperazinyl, oxapiperidinyl, tetrahydrofuryl, tetrahydropyranyl, tetrahydrothiophenyl, dihydropyranyl, indolinyl, indolinylmethyl, 2-azabicyclo[2.2.2]octanyl, azocinyl, chromanyl, xanthenyl and N-oxides thereof. Attachment of a heterocycloalkyl substituent can occur via either a carbon atom or a heteroatom. A heterocycloalkyl group can be optionally substituted with one or more suitable groups by one or more aforesaid groups. Preferably "heterocycloalkyl" refers to 5- to 6-membered ring selected from the group consisting of azetidinyl, oxetanyl, imidazolidinyl, pyrrolidinyl, oxazolidinyl, thiazolidinyl, pyrazolidinyl, tetrahydrofuranyl, piperidinyl, piperazinyl, tetrahydropyranyl, morpholinyl, thiomorpholinyl, 1,4-dioxanyl andN- oxides thereof. More preferably, "heterocycloalkyl" includes azetidinyl, pyrrolidinyl, morpholinyl and piperidinyl. Heterocycloalkyl are optionally substituted by one or more aforesaid groups.

[0079] As used herein, the term "heteroaryl" refers to substituted or unsubstituted aromatic single ring structures, preferably 5- to 7-membered rings, more preferably 5- to 6-membered rings, whose ring structures include at least one heteroatom, preferably one to four heteroatoms, more preferably one or two heteroatoms. The term "heteroaryl" also refers to substituted or unsubstituted aromatic or partly aromatic ring systems containing at least one heteroatom and having two or more cyclic rings (bicyclic, tricyclic, or polycyclic), containing 8 to 20 ring atoms, suitably 5 to 10 ring atoms, which may be linked covalently, or fused in which two or more atoms are common to two adjoining rings wherein at least one of the rings is heteroaromatic, e g., the other cyclic rings can be cycloalkyls, cycloalkenyls, cycloalkynyls, aryls, heteroaryls, and / or heterocyclyls. The rings may contain an N or S atom, wherein the N or S atom is optionally oxidized, or the N atom is optionally quatemized. All heteroaryls are optionally substituted. Any suitable ring position of the heteroaryl moiety may be covalently linked to a defined chemical structure. Examples of heteroaryl include, but are not limited to: furanyl, thienyl, pyrrolyl, pyrazolyl, imidazolyl, oxazolyl, cinnolinyl, isoxazolyl, thiazolyl, isothiazolyl, IH-tetrazolyl, oxadiazolyl, thiadiazolyl, triazolyl, pyridyl, pyrimidinyl, pyrazinyl, pyridazinyl, triazinyl, benzoxazolyl, benzisoxazolyl, benzothiazolyl, benzofuranyl, benzothienyl, benzotriazinyl, phthalazinyl, thianthrene, dibenzofuranyl, dibenzothienyl, benzimidazolyl, indolyl, isoindolyl, indazolyl, quinolinyl, isoquinolinyl, quinazolinyl, quinoxalinyl, purinyl, pteridinyl, 9H-carbazolyl, alpha-carboline, indolizinyl, benzoisothiazolyl, benzoxazolyl, pyrrolopyridyl, furopyridinyl, purinyl, benzothiadiazolyl, benzoxadiazolyl, benzotriazolyl, benzotriadiazolyl, carbazolyl, dibenzothienyl, acridinyl and the like.

[0080] As used herein, the term "sulfonamide" is represented by: wherein R6c, at each occurrence, independently represents a hydrogen, alkyl or cycloalkyl group, or R6c groups taken together with the N atom to which they are attached complete a heterocycle having from 4 to 8 atoms in the ring structure.

[0081] As used herein, the terms “sulfonyl” refers to the group -S(O)2-R6d wherein R6d represents alkyl or cycloalkyl.

[0082] A “combination therapy” is a treatment that includes the administration of two or more therapeutic agents, e.g., a compound of Formula I and the enzyme asparaginase (ASNase) or a derivative thereof, to a patient in need thereof.

[0083] “Disease,” “disorder,” and “condition” are used interchangeably herein.

[0084] “Individual,” “patient,” or “subject” are used interchangeably and include any animal, including mammals, preferably mice, rats, other rodents, rabbits, dogs, cats, swine, cattle, sheep, horses, or primates, and most preferably humans. The compounds described herein can be administered to a mammal, such as a human, but can also be administered to other mammals such as an animal in need of veterinary treatment, e.g., domestic animals (e.g., dogs, cats, and the like), farm animals (e.g., cows, sheep, pigs, horses, and the like) and laboratory animals (e.g., rats, mice, guinea pigs, and the like).

[0085] The compounds described herein are useful for the treatment of diseases driven by GCN2 (sometimes to be abbreviated as "GCN2 associated disease" in the present specification), for example, cancer [e.g., colorectal cancer (e.g., colorectal cancer, rectal cancer, anal cancer, familial colorectal cancer, hereditary nonpolyposis colorectal cancer, gastrointestinal stromal tumor), lung cancer (e.g., non-small cell lung cancer, small cell lung cancer, malignant mesothelioma), mesothelioma, pancreatic cancer (e.g., pancreatic duct cancer, pancreatic endocrine tumor), pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric cancer (e.g, papillary adenocarcinoma, mucinous adenocarcinoma, adenosquamous carcinoma), duodenal cancer, small intestinal cancer, breast cancer (e.g., invasive ductal carcinoma, ductal carcinoma in situ, inflammatory breast cancer), ovarian cancer (e.g., ovarian epithelial carcinoma, extragonadal germ cell tumor, ovarian germ cell tumor, ovarian low malignant potential tumor), testis tumor, prostate cancer (e.g., hormone-dependent prostate cancer, non-hormone dependent prostate cancer, castration-resistant prostate cancer), liver cancer (e.g., hepatoma, primary liver cancer, extrahepatic bile duct cancer), thyroid cancer (e.g., medullary thyroid carcinoma), renal cancer (e.g., renal cell carcinoma (e.g., clear cell renal cell carcinoma), transitional cell carcinoma of renal pelvis and ureter), uterine cancer (e.g., cervical cancer, uterine body cancer, uterus sarcoma), gestational choriocarcinoma, brain tumor (e.g., medulloblastoma, glioma, pineal astrocytoma, pilocytic astrocytoma, diffuse astrocytoma, anaplastic astrocytoma, hypophyseal adenoma), retina blastoma, skin cancer (e.g., basal cell carcinoma, malignant melanoma (melanoma)), sarcoma (e.g., rhabdomyosarcoma, leiomyosarcoma, soft tissue sarcoma, spindle cell sarcoma, osteosarcoma), malignant bone tumor, urinary bladder cancer, hematologic cancer (e.g., multiple myeloma, leukemia (e.g., acute myeloid leukemia, acute lymphocytic leukemia (including blast crisis of chronic leukemia)), malignant lymphoma, Hodgkin's disease, chronic myeloproliferative disease), cancer of unknown primary nucleus], cancer growth inhibitor, cancer metastasis inhibitor, apoptosis promoter, and for the prophylaxis or treatment of precancerous lesion (e.g., bone marrow myelodysplastic syndrome).

[0086] The compounds described herein, e.g., a compound of Formula I as defined herein, may be used in combination with one or more additional therapeutic agents to treat a disorder described herein, such as a cancer described herein. In some embodiments, the compounds described herein may be used in combination with hormonal therapeutic agents, chemotherapeutic agents, immunotherapeutic agents, medicaments inhibiting actions of cell growth factor and receptor thereof, such as PERK inhibitors and autophagy inhibitors, the enzyme asparaginase (ASNase), and the like.

[0087] “Pharmaceutically or pharmacologically acceptable” include molecular entities and compositions that do not produce an adverse, allergic or other untoward reaction when administered to an animal, or a human, as appropriate. For human administration, preparations should meet sterility, pyrogenicity, and general safety and purity standards as required by FDA Office of Biologies standards.

[0088] The term “pharmaceutically acceptable carrier” or “pharmaceutically acceptable excipient” as used herein refers to any and all solvents, dispersion media, coatings, isotonic and absorption delaying agents, and the like, that are compatible with pharmaceutical administration. The use of such media and agents for pharmaceutically active substances is well known in the art. The compositions may also contain other active compounds providing supplemental, additional, or enhanced therapeutic functions.

[0089] The term “pharmaceutical composition” as used herein refers to a composition comprising at least one compound as disclosed herein formulated together with one or more pharmaceutically acceptable carriers.

[0090] The term "pharmaceutically acceptable salt(s)" as used herein refers to salts of acidic or basic groups that may be present in compounds used in the compositions. Compounds included in the present compositions that are basic in nature are capable of forming a wide variety of salts with various inorganic and organic acids. The acids that may be used to prepare pharmaceutically acceptable acid addition salts of such basic compounds are those that form non-toxic acid addition salts, i.e., salts containing pharmacologically acceptable anions, including, but not limited to, malate, oxalate, chloride, bromide, iodide, nitrate, sulfate, bisulfate, phosphate, acid phosphate, isonicotinate, acetate, lactate, salicylate, citrate, tartrate, oleate, tannate, pantothenate, bitartrate, ascorbate, succinate, maleate, gentisate, fumarate, gluconate, glucaronate, saccharate, formate, benzoate, glutamate, methanesulfonate, ethanesulfonate, benzenesulfonate, p-toluenesulfonate and pamoate (i.e., l,l'-methylene-bis-(2- hydroxy-3-naphthoate)) salts. Compounds included in the present compositions that are acidic in nature are capable of forming base salts with various pharmacologically acceptable cations. Examples of such salts include alkali metal or alkaline earth metal salts, particularly calcium, magnesium, sodium, lithium, zinc, potassium, and iron salts. Compounds included in the present compositions that include a basic or acidic moiety may also form pharmaceutically acceptable salts with various amino acids. The compounds of the disclosure may contain both acidic and basic groups; for example, one amino and one carboxylic acid group. In such a case, the compound can exist as an acid addition salt, a zwitterion, or a base salt.

[0091] The compounds of the disclosure may contain one or more chiral centers and, therefore, exist as stereoisomers. The term “stereoisomers” when used herein consist of all enantiomers or diastereomers. These compounds may be designated by the symbol “R” or “S” depending on the configuration of substituents around the stereogenic carbon atom, but the skilled artisan will recognize that a structure may denote a chiral center implicitly. These compounds may also be designated by “(+)” and based on their optical rotation properties. The presently described compounds encompasses various stereoisomers of these compounds and mixtures thereof. Mixtures of enantiomers or diastereomers may be designated by the symbol “(±)” in nomenclature, but the skilled artisan will recognize that a structure may denote a chiral center implicitly.

[0092] In the present specification, the term “therapeutically effective amount” means the amount of the subject compound that will elicit the biological or medical response of a tissue, system or animal, (e.g. mammal or human) that is being sought by the researcher, veterinarian, medical doctor or other clinician. The compounds described herein are administered in therapeutically effective amounts to treat a disorder.

[0093] “Treating” includes any effect, e.g., lessening, reducing, modulating, or eliminating, that results in the improvement of the condition, disease, disorder and the like.

[0094] The disclosure also embraces isotopically labeled compounds which are identical to those recited herein, except that one or more atoms are replaced by an atom having an atomic mass or mass number different from the atomic mass or mass number usually found in nature. Examples of isotopes that can be incorporated into the disclosed compounds include isotopes of hydrogen, carbon, nitrogen, oxygen, phosphorus, sulfur, fluorine and chlorine, such as 2H, 3H, 13C, 14C, 15N, 180, 170, 3 IP, 32P, 35S, 18F, and 36C1, respectively. For example, a compound of the disclosure may have one or more H atom replaced with deuterium.

[0095] Individual enantiomers and diastereomers of the disclosed compounds can be prepared synthetically from commercially available starting materials that contain asymmetric or stereogenic centers, or by preparation of racemic mixtures followed by resolution methods well known to those of ordinary skill in the art. These methods of resolution are exemplified by (1) attachment of a mixture of enantiomers to a chiral auxiliary, separation of the resulting mixture of diastereomers by recrystallization or chromatography and liberation of the optically pure product from the auxiliary, (2) salt formation employing an optically active resolving agent, (3) direct separation of the mixture of optical enantiomers on chiral liquid chromatographic columns or (4) kinetic resolution using stereoselective chemical or enzymatic reagents. Racemic mixtures can also be resolved into their component enantiomers by well-known methods, such as chiral-phase liquid chromatography or crystallizing the compound in a chiral solvent. Stereoselective syntheses, a chemical or enzymatic reaction in which a single reactant forms an unequal mixture of stereoisomers during the creation of a new stereocenter or during the transformation of a pre-existing one, are well known in the art. Stereoselective syntheses encompass both enantio- and diastereoselective transformations and may involve the use of chiral auxiliaries. For examples, see Carreira and Kvaemo, Classics in Stereoselective Synthesis, Wiley-VCH: Weinheim, 2009. Compounds

[0096] In one embodiment, described herein is a compound represented by Formula I: R6 Formula I or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2, provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2; provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N; X4 is selected from the group consisting of CR3 and N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxy alkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; A is selected from the group consisting of a substituted 5membered heteroaryl, a substituted 6-membered heteroaryl, a pyridone, and a substituted aryl ring; L2 is selected from the group consisting of a direct bond and alkyl, wherein alkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2; provided that the compound is not: H2N N

[0097] In some embodiments, the compound is represented by Formula I-A: Formula I-A or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X5 is selected from the group consisting of CR8 and N; X6 is selected from the group consisting of CR9 and N; X7 is selected from the group consisting of CR10 and N; X8 is selected from the group consisting of CR11 and N; X9 is selected from the group consisting of CR8 and N, provided that not more than three of X5, X6, X7, X8, and X9 is N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxy alkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy, and CN; R9, R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxy alkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, haloalkyl, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0098] In some embodiments, the compound is represented by Formula I-B: R6 Formula I-B or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X4 is selected from the group consisting of CR3 and N; X5 is selected from the group consisting of CR8 and N; X6 is selected from the group consisting of CR9 and N; X7 is selected from the group consisting of CR10 and N; X8 is selected from the group consisting of CR11 and N; X9 is selected from the group consisting of CR8 and N, provided that not more than three of X5, X6, X7, X8, and X9 is N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxy, and CN; R9, R10 and R11 are each independently selected from the group consisting of hydroxyalkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, haloalkyl, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxy alkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Csalkyl is optionally substituted with (E21)P; E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0099] In some embodiments, the compound is represented by Formula I-C: R6 Formula I-C or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2, provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2; provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N; X4 is selected from the group consisting of CR3 and N; X5 is selected from the group consisting of CR8 and N; X6 is selected from the group consisting of CR9 and N; X7 is selected from the group consisting of CR10 and N; X8 is selected from the group consisting of CR11 and N; X9 is selected from the group consisting of CR8 and N, provided that not more than three of X5, X6, X7, X8, and X9 is N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxy alkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxy alkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy, and CN; R9, R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, haloalkyl, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0100] In some embodiments, the compound is represented by Formula I-D: R6 Formula I-D or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2, provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2; provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N; X4 is selected from the group consisting of CR3 and N; X5 is selected from the group consisting of CR8 and N; X6 is selected from the group consisting of CR9 and N; X7is selected from the group consisting of CR10 and N; X8 is selected from the group consisting of CR11 and N; X9 is selected from the group consisting of CR8 and N, provided that not more than three of X5, X6, X7, X8, and X9 is N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxy alkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxy alkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxy, and CN; R9, R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, haloalkyl, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0101] In some embodiments, the compound is represented by Formula I-E: R6 Formula I-E or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X2is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X5 is selected from the group consisting of CR8 and N; X6 is selected from the group consisting of CR9 and N; X7 is selected from the group consisting of CR10 and N; X8 is selected from the group consisting of CR11 and N; X9 is selected from the group consisting of CR8 and N, provided that not more than three of X5, X6, X7, X8, and X9 is N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxy alkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaiyl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxy alkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy, and CN; R9, R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, haloalkyl, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0102] In some embodiments, the compound is represented by Formula I-F: R6 Formula I-F or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X2is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X4 is selected from the group consisting of CR3 and N; X5 is selected from the group consisting of CR8 and N; X6 is selected from the group consisting of CR9 and N; X7 is selected from the group consisting of CR10 and N; X8 is selected from the group consisting of CR11 and N; X9 is selected from the group consisting of CR8 and N, provided that not more than three of X5, X6, X7, X8, and X9 is N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy, and CN; R9, R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, haloalkyl, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0103] In some embodiments, the compound is represented by Formula I-G: R6 Formula I-G or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R12 is individually and independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, haloalkyl, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaiyl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; B is selected from the group consisting of a five-membered heteroaryl, a six-membered heteroaryl, and a pyridone, wherein the five- or six-membered heteroaryl ring, or the pyridone is optionally substituted by R12 at each substitutable position; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0104] In some embodiments, the compound is represented by Formula I-H: R6 Formula I-H or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X4 is selected from the group consisting of CR3 and N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxy alkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R12 is individually and independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, haloalkyl, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, and heterocyclylalkyl; R13 is selected from the group consisting ofH, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; B is selected from the group consisting of a five-membered heteroaryl, a six-membered heteroaryl, and a pyridone, wherein the five- or six-membered heteroaryl ring, or the pyridone, is optionally substituted by R12 at each substitutable position; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-C^alkyl is optionally substituted with (E21)p; E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0105] In some embodiments, the compound is represented by Formula I-J: R6 Formula I-J or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2, provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2; provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N; X4 is selected from the group consisting of CR3 and N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R12 is individually and independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, haloalkyl, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, heterocyclyl, and heterocyclylalkyl; R13 is selected from the group consisting ofH, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxy alkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; B is selected from the group consisting of a five-membered heteroaryl, a six-membered heteroaryl, and a pyridone, wherein the five- or six-membered heteroaryl ring, or the pyridone, is optionally substituted by R12 at each substitutable position; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0106] In some embodiments, the compound is represented by Formula I-K: R6 Formula I-K or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2, provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2; provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N; X4 is selected from the group consisting of CR3 and N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R12 is individually and independently selected from the group consisting of hydroxy alkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, haloalkyl, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxy alkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; B is selected from the group consisting of a five-membered heteroaryl, a six-membered heteroaryl, and a pyridone, wherein the five- or six-membered heteroaryl ring, or the pyridone, is optionally substituted by R12 at each substitutable position; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0107] In some embodiments, the compound is represented by Formula I-L: R6 H Formula I-L or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R12 is individually and independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, haloalkyl, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, heterocyclyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; B is selected from the group consisting of a five-membered heteroaryl, a six-membered heteroaryl, and a pyridone, wherein the five- or six-membered heteroaryl ring, or the pyridone, is optionally substituted by R12 at each substitutable position; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0108] In some embodiments, the compound is represented by Formula I-M: Formula I-M or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X4 is selected from the group consisting of CR3 and N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxy alkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxy alkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R12is individually and independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, haloalkyl, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; B is selected from the group consisting of a five-membered heteroaryl, a six-membered heteroaryl, and a pyridone, wherein the five- or six-membered heteroaryl ring, or the pyridone, is optionally substituted by R12 at each substitutable position; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0109] In some embodiments, the compound is represented by Formula I-N: Formula I-N or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN; R10 and R11 are each independently selected from the group consisting of hydroxyalkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0110] In some embodiments, the compound is represented by Formula I-O: R6 Formula 1-0 or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN; R10 and R11 are each independently selected from the group consisting of hydroxyalkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)P; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0111] In some embodiments, the compound is represented by Formula I-P: Formula I-P or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN; R9, R10, and R11 are each independently selected from the group consisting of hydroxyalkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, haloalkyl, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting ofH, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0112] In some embodiments, the compound is represented by Formula I-Q: R6 Formula I-Q or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN; R9, R10, and R11 are each independently selected from the group consisting of hydroxyalkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, haloalkyl, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0113] In some embodiments, the compound is represented by Formula I: R6 Formula I or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2, provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2; provided that X2is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N; X4 is selected from the group consisting of CR3 and N; X4 is selected from the group consisting of CR3 and N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxy alkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; A is selected from the group consisting of a substituted 5-membered heteroaryl, a substituted 6-membered heteroaryl, a pyridone, and a substituted aryl ring; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2; provided that the compound is not: Formula I or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X2 is selected from the group consisting of N, CH, C-O-L2-E2, and C-L2-E2; X3 is C-N(R2)-L2-E2; X4 is selected from the group consisting of CR3 and N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; A is selected from the group consisting of a substituted 5-membered heteroaryl, a substituted 6-membered heteroaryl, a pyridone, and a substituted aryl ring; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0115] In one embodiment, described herein is a compound represented by Formula I: R6 Formula I or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is CH; X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2, provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2; provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N; X4 is selected from the group consisting of CR3 and N; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; A is selected from the group consisting of a substituted 5membered heteroaryl, a substituted 6-membered heteroaryl, a pyridone, and a substituted aryl ring; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; and each p is independently 0, 1 or 2.

[0116] In some embodiments, L2 is a direct bond. In some embodiments, L2 is alkyl. In some embodiments, L2 is Cl-C6alkyl, wherein Cl-C6alkyl is is optionally substituted with (E21)p.

[0117] In some embodiments, X2 is N and X3 is selected from the group consisting from CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2.

[0118] In some embodiments, X2 is CH and X3 is selected from the group consisting from N, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2.

[0119] In some embodiments, X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2, and X3 is N.

[0120] In some embodiments, X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2, and X3 is CH.

[0121] In some embodiments, X2 is selected from the group consisting of N and CH, and X3 is C-N(R2)-L2-E2.

[0122] In some embodiments, X2 is N and X3 is C-N(R2)-L2-E2.

[0123] In some embodiments, X2 is CH and X3 is C-N(R2)-L2-E2.

[0124] In some embodiments, X2 is C-O-L2-E2 and X3 is C-N(R2)-L2-E2.

[0125] In some embodiments, X2 is C-L2-E2 and X3 is C-N(R2)-L2-E2.

[0126] In some embodiments, X3 is C-N(R2)-L2-E2.

[0127] In some embodiments, X2 is N and X3 is CCH3.

[0128] In some embodiments, X2 is N and X3 is CN(H)CH3.

[0129] In some embodiments, X2 is CH and X3 is N.

[0130] In some embodiments, X3 is selected from the group consisting of wherein R14is independently selected from the group consisting of H, alkyl, alkoxy alkyl, haloalkyl, 5 hydroxyalkyl, and cyanoalkyl.

[0131] In some embodiments, RI is H.

[0132] In some embodiments, RI is methyl.

[0133] In some embodiments, RI is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, and heterocyclylalkyl. 10

[0134] In some embodiments, the RI is selected from the group consisting of: wherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

[0135] In some embodiments, RI is selected from the group consisting of aryl and heteroaryl, 15 wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl.

[0136] In some embodiments, the RI is selected from the group consisting of:

[0137] In some embodiments, RI is selected from the group consisting of (C=O)R13, wherein R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxy alkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl wherein each of 5 aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, 10 aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxy alkyl, oxo, cyano, cyanoalkyl, and sulfonyl.

[0138] In some embodiments, the RI is selected from the group consisting of: wherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

[0139] In some embodiments, XI is N.

[0140] In some embodiments, XI is CH. 5

[0141] In some embodiments, X2 is selected from the group consisting of: c ch3 ch3 c"n'ch U UH3 wherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl. 10

[0142] In some embodiments, X3 is selected from the group consisting of: C ^^OH, c O , and wherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

[0143] In some embodiments X4 is selected from the group consisting of N and CR3.

[0144] In some embodiments X10 is selected from the group consisting of N and CR5.

[0145] In some embodiments XI1 is selected from the group consisting of N and CR7.

[0146] In some embodiments, R3 is selected from the group consisting of H, alkyl, and halogen.

[0147] In some embodiments, R3 is selected from the group consisting of H, C1-C3 alkyl, and halogen. In some embodiments, R3 is Cl-C3alkyl.

[0148] In some embodiments, R3 is selected from the group consisting of H, methyl, and F. In some embodiments, R3 is H. In some embodiments, R3 is F. In some embodiments, R3 is Cl. In some embodiments, R3 is methyl.

[0149] In some embodiments, X4 is CH.

[0150] In some embodiments, R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, and CN.

[0151] In some embodiments, R4 is F, and R5, R6 and R7 are each H.

[0152] In some embodiments, R6 is F, and R4, R5 and R7 are each H.

[0153] In some embodiments, R4 and R5 are each F, and R6 and R7 are each H.

[0154] In some embodiments, R5 and R6 are each F, and R4 and R7 are each H.

[0155] In some embodiments, R4 and R6 are each F, and R5 and R7 are each H.

[0156] In some embodiments, R4 and R6 are each H, and R5 and R7 are each F.

[0157] In some embodiments, A or B is selected from the group consisting of:

[0158] In some embodiments, A or B is selected from the group consisting of:

[0159] In some embodiments, A is selected from the group consisting of:

[0160] In some embodiments, A is selected from the group consisting of: wherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl. 5

[0161] In some embodiments, A or B is selected from the group consisting of:

[0162] In some embodiments, A is an optionally substituted pyridone.

[0163] In some embodiments, A is selected from the group consisting of:

[0164] wherein X3 is 5 selected from the group consisting of CH, C-L2-E2, C-O- L2-E2, and C-N(R2)- L2-E2.

[0165] In some embodiments, selected from the group consisting of CH, C-L2-E2, C-O- L2-E2, and C-N(R2)- L2-E2wherein X4 is N or CR3.

[0166] In some embodiments, H                is 10 selected from the group consisting of CH, C-L2-E2, C-O- L2-E2, and C-N(R2)- L2-E2, wherein X4 is N or CR3.

[0167] In some embodiments, H                is h wherein X2 is selected from the group consisting of CH, C-L2-E2, C-O- L2-E2, and C-N(R2)- L2-E2.

[0168] In some embodiments, H               is H wherein X3 is 15 selected from the group consisting of CH, C-L2-E2, C-O-L2-E2, and C-N(R2)-L2-E2.

[0169] In some embodiments, CH, C-L2-E2, C-O-L2-E2, and C-N(R2)-L2-E2, wherein E2 is not F.

[0170] In some embodiments. CH, C-L2-E2, C-O-L2-E2, and C-N(R2)-L2-E2, wherein E2 is not F.

[0171] In some embodiments, CH, C-L2-E2, C-O-L2-E2, and C-N(R2)-L2-E2. 5    

[0172] In some embodiments, CH, C-L2-E2, C-O-L2-E2, and C-N(R2)-L2-E2. CH, C-L2-E2, C-O-L2-E2, and C-N(R2)-L2-E2. 10

[0174] In one embodiment, described herein is a compound represented by Formula I-R: R6 Formula I-R or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2- 15   E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxy alkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Csalkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0175] In one embodiment, described herein is a compound represented by Formula I-S: R6 Formula 1-S or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxy alkyl, cycloalkoxy alkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0176] In one embodiment, described herein is a compound represented by Formula I-T: R6 Formula 1-T or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R10 and R11 are each independently selected from the group consisting of hydroxyalkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0177] In one embodiment, described herein is a compound represented by Formula I-U: Formula 1-U or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R11 is selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxy alkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)P; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0178] In one embodiment, described herein is a compound represented by Formula I-V: R6 R15 Formula I-V or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R11 is selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0179] In one embodiment, described herein is a compound represented by Formula I-W: Formula l-W or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R11 is selected from the group consisting of hydroxyalkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0180] In one embodiment, described herein is a compound represented by Formula I-X: Formula 1-X or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R5 is independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R11 is selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxy alkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0181] In one embodiment, described herein is a represented by Formula I-Y: R6 R15 Formula I-Y or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R5 is independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R11 is selected from the group consisting of hydroxyalkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)P; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0182] In one embodiment, described herein is a compound represented by Formula I-Z: R6 Formula I-Z or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN; R10 and R11 are each independently selected from the group consisting of hydroxyalkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl; R13 is selected from the group consisting ofH, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)P; E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0183] In one embodiment, described herein is a compound represented by Formula I-AA: Formula I or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2- E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxycycloalkyl, hydroxy, and CN; R10 and R11 are each independently selected from the group consisting of hydroxyalkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0184] In one embodiment, described herein is a compound represented by Formula I-AB: R6 Formula I-AB or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxycycloalkyl, hydroxy, and CN; R11 is selected from the group consisting of hydroxyalkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl; R13 is selected from the group consisting ofH, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0,1 or 2.

[0185] In one embodiment, described herein is a compound represented by Formula I-AC: R6 Formula 1-AC or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN; R11 is selected from the group consisting of hydroxyalkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxy alkyl, cycloalkoxy alkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0186] In one embodiment, described herein is a compound represented by Formula I-AD: R6 Formula 1-AD or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X10 is selected from the group consisting of CR5 and N; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxycycloalkyl, hydroxy, and CN; R11 is selected from the group consisting of hydroxyalkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl; R13 is selected from the group consisting ofH, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0187] In one embodiment, described herein is a compound represented by Formula I-AE: R6 Formula 1-AE or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; X11 is selected from the group consisting of CR7 and N; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN; R11 is selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl; R13 is selected from the group consisting ofH, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Csalkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0188] In one embodiment, described herein is a compound represented by Formula I-AF: Formula 1-AF or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 is selected from the group consisting of halogen, H, and alkyl; R7 is selected from the group consisting of H and F; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN; R11 is selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0189] In one embodiment, described herein is a compound represented by Formula I-AG: Formula 1-AG or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N; X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2; R1 is selected from the group consisting of alkyl, (C -O)R1\ cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; R2is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen; R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN; R6 is selected from the group consisting of halogen, H, and alkyl; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxycycloalkyl, hydroxy, and CN; Rnis selected from the group consisting of hydroxyalkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, and wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl; L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p; E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl; E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, and each p is independently 0, 1 or 2.

[0190] In some embodiments, R1 is selected from the group consisting of wherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

[0191] In some embodiments, R1 is selected from the group consisting of

[0193] In some embodiments, R1 is selected from the group consisting of

[0194] In some embodiments, R1 is selected from the group consisting of 5   wherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

[0195] In some embodiments, X1 is N. In some embodiments, X1 is CH. In some embodiments, X3 is C-N(R2)-L2-E2. In some embodiments, X3 is CN(H)CHs. In some embodiments, X3 is CCH3.

[0196] In some embodiments, X3 is selected from the group consisting of: C' "CH3 , ^^OH, C O 3 ch3 , and wherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

[0197] In some embodiments, X3 is selected from the group consisting of wherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

[0198] In some embodiments, X10 is N and X11 is CR7. In some embodiments, X10 and X11 are N. In some embodiments, X10 is CR5 and X11 is N. In some embodiments, R3 is H, Ci-Ce alkyl, and halogen. In some embodiments, R3 is H. In some embodiments, R3 is Me. In some embodiments, R3 is F. In some embodiments, R3 is Cl. In some embodiments, R4 is selected from the group consisting of H, F, Cl, Me, OMe, CF3, and CN. In some embodiments, R5 is selected from the group consisting of H, F, Cl, Me, OMe, CFs, and CN. In some embodiments, R6 and R7 are each independently selected from the group consisting of H, F, Cl, Me. In some embodiments, R4, R5, R6, and R7 are each independently H or F, and wherein at least one of R4, R5, R6, and R7 is F. In some embodiments, R6 is F; and R4, R5, and R7 are each H. In some embodiments, R4 is F; and R5, R6, and R7 are each H. In some embodiments, R4 and R6 are each F; and R5 and R7 are each H. In some embodiments, R4 and R5 are each F; and R6 and R7 are each H. In some embodiments, R5 and R6 are each F; and R4 and R7 are each H. In some embodiments, R15 is selected from the group consisting of Ci-Ce alkyl, C3-C6 cycloalkyl, and C3-C6 heterocyclyl. In some embodiments, R15 is cyclopropyl. In some embodiments, R15 is Me. In some embodiments, R15 is oxetanyl. In some embodiments, R15 is oxetan-2-yl. In some embodiments, R15 is oxetan-3-yl.

[0199] In some embodiments, the compound is selected from the group consisting of: F aXl " XT O^N H                                  | F A o o xx xx AA Xz-xxCi n^Y^c^^n YiV Y J J      H J| 1 XN^^^N^^   CI^Y H                     L Sh XX / xXXV / X Cl N^YrnT^^^^ Ain / x aA A h A J N ^^ N ^-      0 N H                                    | Y^ii RxzO / zx. xx AA oCzx ai n^AAAA^  N Yin / x A A A  H A N N N NH     O N H                           |                  | / x / xXjLV> Cl n'YY^'h^yV01 x a A JI H A J NNN    O N H                                  | XA VAxci Y J J     H J^ J XN N N^^     9 N H                                  1 / . "TAyA / ci Y J d h A 'X’N N N N'X'      9 N H                H          1 F XX HVzx Cl nAYA|Z\z^^ 'Xx'-^jX x a A A / H A ¢1 NNNN  O N H                H          | F FxJx \     11 CL zP xx xx AA XzxAi nz^yya\zY' yy / Y J J h JI \ ^N N N N^        N H                 H           | F ril oszo nYyV.?Yz=' x a A A / H AJ NNNN  CO H                 H                 1 Sh y^jOLVY. Cl X A 1 J F H 1 J N NZX;Z       0 N H                                  | fl     ci H2N N               O N A|| °* z° / X ZX AsxxA   zx Al PnY / Y Y J 1 H JI \ HN^N^^^     O^N^ A             । OVzOxAA Xy^A N II        l^ N T Y JJ J J । H J|   \ ''N  N^^      HN N H                                  | F n %° x a AJ h A J N N               O N H                                  | [A n-yAAn'Wj Y Y J f H Y J N— N^    O N H                                    1 'Y^il RxzO ^x A .A zSC / x Ai Y 1 Y H Y J ^n               0 Ax H                                    I r^Yi ^zO Y Y J f H Y J O^N^ H                                  1 Fx Z\ 9 / il / ° z^ / xA-A -sC .ci N YTYr    N Y V Y ]     1           H     l| 1 H                                  | aYAa Sh Fx x^x. Jz T °w° XX XX    A / Xx^^AI n aaya^a^n ><Y Y X JL H Y J HnA^nA   o^n^ 1                                                                                                         1 yq^YX ^N^A^N^   CI^^Y Yh Brx xx F Ar II O O xx / ^xYA ?stx^x ,CI N Yf      N Y V Y 1  1      h j| J YAA / x    N^ H                                | yo^Yy1 ^N^^N^   CI^Y N^^YO^'Aryc' ^nAAnY HaYA ^OH X_^xxF Y II ov zo zxzxAA 'sC / ¾. Al n Yr         n Ai Y / x a A A H A JI NNN      N H F ZX^AVzX Cl n yty^  n" W x A A A h A JI NNN      N H F Al 0^ z0 ZJkZX AA / SC ZX Al n A / n^^ N Y / y^ x A A A / H A J NNNN    N H            H \-^^F \ r oxzo x->x x^x. A / A / SC ^x ai n^YAYA^A-z'Y Yi^Y Y J J H Y J ^N^N^N^N^   O^N^ H                H          | F ril ovzo zxzx AA / S / / X Al n Yr        n YiY / Y Y Y   H Y J ^N^N^N^N^   O^N^ H                H          | Yzx / \   || ON ZO x^x   A A AC x^x ai x A A A H A JI NNN    O N H                                  | R / xA r T ox zo Xtx Xx xAx Ax Ax X^x Al NAAyO>zxnx Xy^ x Y Y A x H 1 J NNNN  O N H                 H           | f’ll A zP x->x AA AC x^x ai x a A A / H A J NNNN   O' ‘N H                 H           | ril 0. z0 X^x X^x AA / SC / x Al NAzA / n / ^N Ain / Y Y Y f H Y J ^N N N^nh    O^N H                                    | l^jl %° n^yy^n^Stv0' x a AA H A J N N                  O' ‘N H                                | F / || ^zP h^AMyY x aA JI H A JI Y^^^N      0 N H                                    | xx xx Ax A ?sf xx Ai n<yzAz / \zzx|.j yYyy x aJI J H A n Ax^'xm^        o n H                                    | iTY ap XSxXSxJLzY zSx X^JxXCI n^yy^^^n Y / A a A J H A A HN N N          O N A        1 N-N / F ril V x a A A H A J N N N NH2     0 N lYYlfy1 ^N^N^N^N^  O^N^ H                       2         | Fxz<s. r il Ox zo zk / ^AA   x?x ai N^YrYr^T^^ Yc^ Y Y Y V H I J ^N N N NH     O N H                           |                  | y^XlV^ Cl n^YYyt N'sy<V L Y Y f H Y J N^^^N^^    HN N H                                  | A ^,0 zX x>x / Ax Ax 'sC X^X / Cl o           n V^r A YY Y f H Y J H                               | z_zG°A Cl nYzVAayY Y J J । h JI J H2N'X^!:!^N^       Ah / F ^YXaVz^ci HN nAA      O N 1                                                                                                         1 aYX^^IY01 HN N N^    O^N 1                                                                                                         1 jCIji K XT 1                                                                                                         1 ^^AAvx a n^AAy ^^n' ax a A A H A J HN N N           O N 1                                                                                                         1 ;:xx 111 o, ,o ^x / x / xA AC XX / Cl a A J   H A d HN  N ^^       O N 1                                                                                                         1 A A A f H A J ^N^N^N^O    O^N^ H                               | 0 o / x^AJL. JsC^CI a JxX H 1 j N N N           O N H                                  | F ,^ / AXvp a aAA h AC? HN N N           O N 1                                                                                                         1 F X^XIVY Cl NYyX'n-Sx^a A A A H A J N   N N           O N H                                  | XX / 'F r ii oxzo XX XX xA / X xSC / X / CI N^x^xA ^x^N x A A A H A J N   N N           0 N H                                  | fin °s z° nox-vow-1 / U A^J Cl H A J HN N              O N 1                                                                                                         1 111 °KZ° nxyWyy a A ci h A i HN  N N          O N 1                                                                                                         1 Cl^^. <^JUL5yF. Ol N^XrfxYxY^N tV a A A H A HN N N          0^ N 1                                                                                                         1 ^ / JAvA / ci nA|TV / ^N CiV a AJ H A J HN N              Q N 1                                                                                                         1 Cl yxAa. cf3 .xAMJ F CF3^^. ^OQlv^i jOCy^ TX HN^N^^     0 N 1                                                                                                         1 °* 4-° / x / x / x-x^ 'sCxx / Ci N^qrinrTr^N TioT^ X 1J cf H A J HN                3 O N 1                                                                                                         1 CF3x^-11 O 0.,0 ^WCy aAA h aj HN N N ^-       O N 1                                                                                                         1 1 °x^X. / xxxXX°V°xx Cl n^x_-xy><xY-nX a AJ H A J HN N              O N 1                                                                                                         1 1 0^^, II 1 0.,0 XX / X / X / X. CsC / X / Cl N^Yx^XX^^n^xXXx^ AAA H A J ^N N N^^     O N H                                  | / X^nx1 A AOCvx a ^aAA h A J N  N  N X      O N H                                  | -xAO- a° N XT           N \__ 1 A A f H Aa xnAnAA f    >CI H               '   N= / Tn °"--° .^^ka^sYv01 A A J  H A J H2N ^xxxx      o^n 0 O x xx Tx Jk xC zx ,ci aAJ H IJ F [fl °\ / ° X / xAA AC / X / CI N X X ^ N YO X A A A H A J HN N N          O N 1                                           1 v7 N-N \ li^ o,p XX / X JLJL ?s' / X XI N’YxYXxX'^ CiY a A A f H A J HN N N           O N A        1 N-N \ if^l 0,0 ^41 m^^X^XzAA^m^XzXxxCI n nr Yr         n ti or A A A f H A J N  N N"^     HN N H                               | 1^1 %° N<-r^rXXN-sVvci a A A. o. H A / N N N           O N H                                  | F rh A / 0 / x zx xx. / x xsC / ¾. xi N^Xx^XX^X^N' xXXx a A A H A J H2N N N NH2     O N Cl III Q\P XX XX A A AC XX / Cl N^XX^YxX^n Al o-^ AAA H A J ^N^N^N^NH   O^N^ H                           |                  | i^ii a p •X / xAA Cs' / X / CI N yxX X^ N Y V Ji J J । H J| I XN^N^N^NlA   O^NX H                                  | ci n'XX / X'n'^VX' A A A f H A J H2N       N           O N F fTl °\ / ° XX XX A A ?sC / x / Cl nAXXYjXX^X\n Yy a A J H A J H2N N N           O N \zO / F nr it °x / 0 z^ / ^A>A CsC zx xi N Xf    N W A A A H II J N N N                N H X / X / F \ H o. zo / x xx AsA AC xx N xr or     N YY x A A A  H O N N N                N H F rh xxxx / A / X xCxX / Cl N V^^ N YiY a A A H A J N   N N           O N H                                  | F °w° xxxxxAA ?sCxX / Cl N Y^oZXx ^N Al O^ A A A H A J H2N N N NH     0^ N 1                                                  1 l^il o, p / . / ^AA CsC^^ / CI N^ TiYTT N Ai O^ 1 1 2 F H 1 J ^N^N^N^N!- /   0^ N^ " k ^Jl °\ / ° XX XX Ax / X AC XX / Cl N<iiorT^N Vn L A A f H A J ^N N N NH     O N " 0 owo XX XX xA / X ?sCxX / CI N<irNrTr^N L A A f H A J ^N N N NH     0 N H         A-o 1 Ao yjl 0^0 XXXXX^ / X Xxx / Cl l A A f H A J N   N N NH     O N H S     1 A °w° N'^Yy%^N^YYcl A A A f H A J ^N^N^N^NH   0^ N H S 1 HNX F rii °^° XXXXxAxx ACXX / CI N'XXxX^x^n Yo AAA h A J h2n n n o       o n 1                                        1 ff^ 0. / 0 . aXaj "Ay N N N NH     CI Y^ H       1      Aoh ^XlTt^ / C, A A A f H A J ^N^N^N^O   0^N^ H                           |                  | III 0^0 / xxA-A AC / Ci nYzYZyT Yo A A A f H A J ^N N N^^     O N H                                  | Sh xx^^F \ II °s ^P xxxX / Asxk 'sCxxx Nxxxx / XiX^N- X^sY AAA H A J ^N  N N^     O N H                                     1 F Ml o.x zx / X / yA zSC z'xAl N Y Y^ N xaXA H A J N   N N NH      0 N H 1 °\ F ril o. zp z<xz^AA zSC z^zCi N yY / Y / Y Y Y x A A A H A J N   N N NH     O N H V  1 °\ Cll °w° zx / x AA JsC z^x .Cl Ji J J X h II J H2N N N NH      O N iCl °v° zx / xAA zY z-x xi A A A f H A J HN N N NH    O^N H 1 N-N / rMi °\P Zx z^x   Jk X ZX zCI N"ii^T?r^N AiY L II J । h JI \ HN N N NH     O N A 1       1 C*i °^° z\zxAzk XC. zx ,CI N^ir^r?r^N XiYT X A 1 1 F H A zJ N N N NH    CI^Y< H        ।       X o^nh2 ril AzO zx zx As A AC zx zCi '.jAzAAY^hr yy^ \ zAAL A ci h A JI N ^^ N NH    O N H                           |                  | zxzxJCLYzx Cl nYYYA / ^nZ Yy x zAAx -X f H A A N — ^N NH     O N H                           |                   | M o o ___JI zL 'sz zx Cl UMM' M L II J । h JI A Y N N NH H                          |                  | zxzUOlm^p AYYj " XX X'Y'Y'Yh   O^Y^ H                            |                   | F IM ^N N N NH   CI^Y H       1      4oh ril o. jd zcx ZX As Jk AC Z<lx zCi jCXXA XT h2n^^^n^    o n Ml] Ox ,0 zx z^x zXX zSC / XzF K 1 1 J. F H 1 J N  N N NH     O N H                         |                 | °<P z^ zx A zJx Y zx Cl X JA X X F H JAA Z N N N NH     0      0 H                          |                  | C^ii °w° zi>X Z>x Z-kxzA. AC zX zCI k JI J । H J| \ HN  N N NH     O N / [x          1        1 Cil kA z<xzxYA zSC^xzCi n / tx / t / xn AiY x A A A f H A J N N N NH     O N " 1   c Fl o„ ,O r J J 1 h 1J > H2N N N O Lil °w° n^YYWyY1 x A AI H A J C< N H                                   I Cl °^° ^N'X*'s^S^N^NH2    o^n^ H                        2          | z^xz-^CyzX %Cy,XCI n y^y^t n Yr Yr aJxA f h A J HN       N 0       0 N 1                                                              1                                           1 -^zUOuu^ x A A I H XX N N N NH       0         Cl H                          1                 1 r il °s z° ZXz^xAsA zSC ZX N V^r Y N >< Y x a A A J H JU N N N NH    CF:<N H                       1 z^z^zOkVM ci n Yr Yr     n" t a xaAAI H AAz N N N NH     Cr      0 H                    1 aYtC'^^jcA ^n^n^n^nhF ci'AA H                        1 rH Ox z°    1 z AA Xz^MC N Y Yr xA1A f H XJ N N N NH      0 H                             1                  1 Cl Z^Xz^ / AA zA Z^XZC N X X  N Y Y aAA J H AJ H2N N N 0        0 N 1                                  1 Ail ZXZ^XZ^ZX .S.z^.Z1 N X? XZ xz   XZ^Z xAAA J H AJ N N N 0       0 N H                           1                  1 r II o. x z^xxMAA Xz^zCi N Y Y   N Yyf x a A A J H A J N   N N NH     HN N H 1     A IM °»P ZX z^X zY Xx zSx / X .C if Yr       N Ti Yr LI A   H JI J c 1 1 Cil °* a Z?X Z^X zAxzA zSC z<Sx zCI n^yt Yr    n Yr aAA J H AJ HN N N NH      0 N J 1       1 ox6W H                       |               1 aY^C^JA ^N^N^N^NH   CI'^^CN H                      1 ^MXvkx IJCj k jcx ^n'^n'^n'^nh    O'Yui H                         1                1 F F'^fsil ow p ZX / ^zAA / A Z^ zCI n Y^Y^    n Yi Y^ Ji 1 1 H JI J H                                    1 Ci zXzxAsA zSx z"SXzCI n Yr Y^    n Ar Yr Ji J J । H A J O'JX>J"'’^N'''O'JH       0'X^N'^ H                           1                  1 r II °x ,o ^yyYXzyc- x A A A J H 1J n n n NH       o   H                          1                 1 yaa Ci °^° z<Xz^xzAA z A Z^zCI N Yr        N T T x a A A J H A J N N N O       O N H S     1 0^ zXzxAsA zSx Z^xzzd n Yr xr      n Ar Yr A A A ' H A J H                           1                  1 li^Y owo zxzxAA JC / x .a N V Y I V YY*^ A A A f H A J HN^'N^'N^'NFf    O^N^ J                1          1 0~J r il A / O aYxV" N N N NH    CK Y H      1      Az 0^0 n-^ya^Xn''A^ jJxJ ^OH AJl 9x / 0 N’";A A. A A F H 1 J U  N N NH    O N H                             |                    | amCxC Y N N NH    O N H                             |                   | Mil °x / ° ZX. Xx zkxjk. YC / X zCI lYzY / yr Yy Ji J J । h JI \ Y N N NH   O^Y H 1 A C'm ®\P ZX / xAA zVxZ^xzCI N^YrYr^r^N Yi^A A A A I H A J H2N N N NH     O N 1                                        1 r A oszo z<x z<x zAxzA AC zx N     y^n ya x A A A f H 1 J N N N NH     O N H                           1                   I XXzd'Y nYzyzy'N / Yi< A A A f H AA Y N N NH   o^^^ H                          |                  | Cl w o n^YYtA^y^ aaIIj h XJ N N N NH      0 N H                            1                   1 °vP <SYz^YszAxA. zSjzXzC n^Y< Yr    n Y y saIA T H AJ n^                      o n H                           1                  1 Ci °**0 xaXat k'sXA ^N'X^NX^N'^NH    O^^N^ H                 |                 H zxzAlvCzx n Y^Y^ T^ n Yi) xAAAI H AA N N N NH       0        Cl H                           1                  1 Cl     H zX ZX zkA zSk / XzN. ir Y x t n Yy x I II 1 । H JI J HNYz-\Y, F 1                                                                                                     1 zxzxjd°V°zx Cl aoYAo' H                                    1 F ril 0.,° A Hu SMCI 'N N N' 'NH       0' 'N H                         1                 1 Cii °^z° X^xZ^xzAszJk zSC zXz n Yr Yr    n Y y aAA I H AA H2N N N 0        O N 1                                         1 and pharmaceutically acceptable salts, enantiomers, stereoisomers, and tautomers thereof. Methods of Treatment

[0200] Compounds described herein, e.g., compounds of Formula I as defined herein, can act as therapeutic agents for diseases driven by GCN2 or PERK kinase, and are useful in the treatment of diseases and disorders in patients in need thereof, such as cancer. Exemplary cancers include, but are not limited to, colorectal cancer, rectal cancer, anal cancer, familial colorectal cancer, hereditary nonpolyposis colorectal cancer, gastrointestinal stromal tumor, lung cancer (e g., non-small cell lung cancer, small cell lung cancer, malignant mesothelioma), mesothelioma, pancreatic cancer (e g., pancreatic duct cancer, pancreatic endocrine tumor), pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric cancer (e.g., papillary adenocarcinoma, mucinous adenocarcinoma, adenosquamous carcinoma), duodenal cancer, small intestinal cancer, breast cancer (e g., invasive ductal carcinoma, ductal carcinoma in situ, inflammatory breast cancer), ovarian cancer (e.g., ovarian epithelial carcinoma, extragonadal germ cell tumor, ovarian germ cell tumor, ovarian low malignant potential tumor), testis tumor, prostate cancer (e.g., hormone-dependent prostate cancer, non-hormone dependent prostate cancer, castration-resistant prostate cancer), liver cancer (e g., hepatoma, primary liver cancer, extrahepatic bile duct cancer), thyroid cancer (e.g., medullary thyroid carcinoma), renal cancer (e.g., renal cell carcinoma (e.g., clear cell renal cell carcinoma), transitional cell carcinoma of renal pelvis and ureter), uterine cancer (e g., cervical cancer, uterine body cancer, uterus sarcoma), gestational choriocarcinoma, brain tumor (e.g., medulloblastoma, glioma, pineal astrocytoma, pilocytic astrocytoma, diffuse astrocytoma, anaplastic astrocytoma, hypophyseal adenoma), retinoblastoma, skin cancer (e.g., basal cell carcinoma, malignant melanoma, melanoma), sarcoma (e.g., rhabdomyosarcoma, leiomyosarcoma, soft tissue sarcoma, spindle cell sarcoma, osteosarcoma), fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer (e.g., multiple myeloma, leukemia, acute myeloid leukemia (AML), acute lymphoblastic leukemia (ALL), including blast crisis of chronic leukemia), malignant lymphoma, Hodgkin's disease, chronic myeloproliferative disease), cancer of unknown primary nucleus], cancer growth inhibitor, cancer metastasis inhibitor, apoptosis promoter, and for the prophylaxis or treatment of precancerous lesion (e.g., bone marrow myelodysplastic syndrome).

[0201] Also described herein, in one embodiment, is a method of treating a disease caused by a dysregulation of an integrated stress response in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein (e.g., a compound of Formula I described herein), or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein. In some embodiments, the dysregulation of the integrated stress response and / or the unfolded protein response is caused by GCN2 kinase. In some embodiments, the dysregulation of the integrated stress response and / or the unfolded protein response is caused by PERK kinase. In some embodiments, the dysregulation of the integrated stress response is caused by GCN2 kinase. In some embodiments, the dysregulation of the unfolded protein response is caused by PERK kinase. In some embodiments, the dysregulation of the integrated stress response is caused by activation of a kinase selected from the group consisting of PERK kinase and GCN2 kinase. In some embodiments, the dysregulation of the integrated stress response is caused by activation of GCN2 kinase. In some embodiments, the dysregulation of the integrated stress response is caused by activation of PERK kinase.

[0202] Also described herein, in one embodiment, is a method of treating a disease caused by a dysregulation of an integrated stress response and / or an unfolded protein response in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein (e.g., a compound of Formula I described herein), or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein. In some embodiments, the dysregulation of the integrated stress response and / or the unfolded protein response is caused by activation of a kinase selected from the group consisting of PERK kinase and GCN2 kinase. In some embodiments, the dysregulation of the integrated stress response is caused by activation of GCN2 kinase. In some embodiments, the dysregulation of the unfolded protein response is caused by activation of PERK kinase.

[0203] In another embodiment, described herein is a method of modulating the activity of GCN2 kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0204] In another embodiment, described herein is a method of activating GCN2 kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0205] In another embodiment, described herein is a method of modulating the activity of PERK kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0206] In another embodiment, described herein is a method of activating PERK kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0207] In another embodiment, described herein is a method of inhibiting GCN2 kinase and inhibiting PERK kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0208] In another embodiment, described herein is a method of modulating the activity of GCN2 kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0209] In another embodiment, described herein is a method of inhibiting the activity of PERK kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein, or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein.

[0210] In another embodiment, described herein is a method of treating a cancer in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein (e.g., a compound of Formula I described herein), or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein. In some embodiments, the cancer is selected from the group consisting of colorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, and malignant lymphoma. In some embodiments, the cancer is selected from the group consisting of colorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, chronic myeloid leukemia, multiple myeloma, B-cell lymphoma, Follicular lymphoma, mantle cell lymphoma, diffuse large B cell lymphoma, T-cell lymphoma, erythroleukemia, histocyctic lymphoma, Waldenstrom macroglobulinemia, and malignant lymphoma. In some embodiments, the cancer is leukemia. In some embodiments, the cancer is acute myeloid leukemia. In some embodiments, the cancer is acute lymphoblastic leukemia. In some embodiments, the cancer is fibrosarcoma. In some embodiments, the cancer is multiple myeloma. In some embodiments, the cancer is lymphoma. In some embodiments, the cancer is B-cell lymphoma. In some embodiments, the cancer is T cell lymphoma.

[0211] In an embodiment, described herein is a method of treating amyloidosis in a patient in need thereof, comprising administering to the patient a compound described herein, or pharmaceutically acceptable salt thereof, or pharmaceutical composition described herein. In an embodiment, described herein is a method of treating light chain amyloidosis in a patient in need thereof, comprising administering to the patient a compound described herein, or pharmaceutically acceptable salt thereof, or pharmaceutical composition described herein.

[0212] In another embodiment, described herein is a method of treating a disease selected from a GCN2 associated disease and a PERK associated disease, in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein (e g., a compound of Formula I described herein), or a pharmaceutically acceptable salt thereof, or of a pharmaceutical composition described herein. In some embodiments, the disease is a GCN2 associated disease. In some embodiments, the disease is a PERK associated disease. In some embodiments, the disease is a cancer. In some embodiments, the cancer is selected from the group consisting of colorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, and malignant lymphoma. In some embodiments, the cancer is selected from the group consisting of colorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, chronic myeloid leukemia, multiple myeloma, B-cell lymphoma, Follicular lymphoma, mantle cell lymphoma, diffuse large B cell lymphoma, T-cell lymphoma, erythroleukemia, histocyctic lymphoma, Waldenstrom macroglobulinemia, and malignant lymphoma. In some embodiments, the cancer is leukemia. In some embodiments, the cancer is acute myeloid leukemia. In some embodiments, the cancer is acute lymphoblastic leukemia. In some embodiments, the cancer is fibrosarcoma. In some embodiments, the cancer is multiple myeloma. In some embodiments, the cancer is lymphoma. In some embodiments, the cancer is B-cell lymphoma. In some embodiments, the cancer is T cell lymphoma. In some embodiments, the disease is amyloidosis. In some embodiments, the disease is light chain amyloidosis.

[0213] In another embodiment, described herein is a method of treating a disease selected from a GCN2 associated disease and a PERK associated disease, in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound described herein (e g., a compound of Formula I described herein), or a pharmaceutically acceptable salt thereof, and a therapeutically effective amount of one or more therapeutic agents. In some embodiments, the disease is a GCN2 associated disease. In some embodiments, the disease is a PERK associated disease. In some embodiments, the disease is a cancer. In some embodiments, the cancer is selected from the group consisting of colorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, and malignant lymphoma. In some embodiments, the cancer is selected from the group consisting of colorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, chronic myeloid leukemia, multiple myeloma, B-cell lymphoma, Follicular lymphoma, mantle cell lymphoma, diffuse large B cell lymphoma, T-cell lymphoma, erythroleukemia, histocyctic lymphoma, Waldenstrom macroglobulinemia, and malignant lymphoma. In some embodiments, the cancer is leukemia. In some embodiments, leukemia is acute myeloid leukemia. In some embodiments, leukemia is acute lymphoblastic leukemia. In some embodiments, the cancer is fibrosarcoma. In some embodiments, the cancer is multiple myeloma. In some embodiments, the cancer is lymphoma. In some embodiments, the cancer is B-cell lymphoma. In some embodiments, the cancer is T cell lymphoma. In some embodiments, the disease is amyloidosis. In some embodiments, the disease is light chain amyloidosis. In some embodiments, the one or more therapeutic agents is selected from the group consisting of L-asparaginase, pegylated asparaginase, a PERK inhibitor, a mTOR inhibitor, an immunomodulatory agent, a MAPK pathway inhibitor, a MEK inhibitor, an ERK inhibitor, and a Ras inhibitor. In some embodiments, the one or more therapeutic agents is selected from the group consisting of an IMiD agent, a proteasome inhibitor, a steroid, an anti-CD38 agent, an anti-CD20 agent, a Bcl-2 inhibitor, a PI3K inhibitor, a Bi-specific antibody, a nucleoside analog, a BTK inhibitor, a DNA alkylating agent, an EZH2 inhibitor, an anthracycline, a topoisomerase inhibitor, a platin, a tyrosine kinase inhibitor, an HD AC inhibitor, a nuclear export inhibitor, an anti-microtubule agent L-asparaginase, pegylated asparaginase, a PERK inhibitor, a mTOR inhibitor, an immunomodulatory agent, a MAPK pathway inhibitor, a MEK inhibitor, an ERK inhibitor, and a Ras inhibitor. In some embodiments, the one or more therapeutic agents is selected from the group consisting of L-asparaginase, pegaspargase, calaspargase pegol - mnkl, bortezomib, carfilzomib, ixazomib, thalidomide, pomalidomide, lenalidomide, dexamethasone, prednisone, daratumumab, daratumumab / hyaluronidase, isatuximab, rituximab, obinutuzumab, venetoclax, idelalisib, copanlisib, duvelisib, umbralisib, gemcitabine, cytarabine, ibrutinib, acalabrutinib, zanubrutinib, bendamustine, cyclophosphamide, tazemetostat, doxorubicin, daunorubicin, etoposide, oxaloplatin, carboplatin, cisplatinbosutinib, dasatinib, imatinib, nilotinib, ponatinib, panobinostat, selinexor, vincristine, JZP-458, eryaspase, PF745 (JZP-341), asparaginase Erwinia chrysanthemi (crisantaspase), Escherichia coli asparaginase (colaspase), an anti-PDl agent, an anti-PDLl agent, and an anti-CTLA4 agent.

[0214] In an embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in treating a disease caused by a dysregulation of an integrated stress response and / or the unfolded protein response in a patient in need thereof. In some embodiments, the dysregulation of the integrated stress response and / or the unfolded protein response is caused by a kinase selected from the group consisting of PERK kinase and GCN2 kinase. In some embodiments, the dysregulation of the integrated stress response and / or the unfolded protein response is caused by GCN2 kinase. In some embodiments, the dysregulation of the integrated stress response and / or the unfolded protein response is caused by PERK kinase. In some embodiments, the dysregulation of the integrated stress response is caused by GCN2 kinase. In some embodiments, the dysregulation of the unfolded protein response is caused by PERK kinase. In some embodiments, the dysregulation of the integrated stress response is caused by activation of a kinase selected from the group consisting of PERK kinase and GCN2 kinase. In some embodiments, the dysregulation of the integrated stress response is caused by activation of GCN2 kinase. In some embodiments, the dysregulation of the integrated stress response is caused by activation of PERK kinase.In an embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in modulating the activity of GCN2 kinase in a patient in need thereof. In an embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in activating GCN2 kinase in a patient in need thereof. In an embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in modulating the activity of PERK kinase in a patient in need thereof. In an embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in activating PERK kinase in a patient in need thereof.

[0215] In an embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in inhibiting GCN2 kinase and inhibiting PERK kinase in a patient in need thereof. In an embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in modulating the activity of GCN2 kinase in a patient in need thereof. In another embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in inhibiting the activity of PERK kinase in a patient in need thereof.

[0216] In an embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in treating a cancer in a patient in need thereof. In some embodiments, the cancer is selected from the group consisting of colorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, chronic myeloid leukemia, multiple myeloma, B-cell lymphoma, follicular lymphoma, mantle cell lymphoma, diffuse large B cell lymphoma, T-cell lymphoma, erythroleukemia, histocyctic lymphoma, Waldenstrom macroglobulinemia, and malignant lymphoma. In some embodiments, the cancer is leukemia. In some embodiments, the cancer is acute myeloid leukemia. In some embodiments, the cancer is acute lymphoblastic leukemia. In some embodiments, the cancer is fibrosarcoma. In some embodiments, the cancer is multiple myeloma. In some embodiments, the cancer is lymphoma. In some embodiments, the cancer is B-cell lymphoma. In some embodiments, the cancer is T cell lymphoma.

[0217] In an embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in treating amyloidosis in a patient in need thereof. In an embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in treating light chain amyloidosis in a patient in need thereof.

[0218] In an embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in treating a disease selected from a GCN2 associated disease and a PERK associated disease, in a patient in need thereof. In some embodiments, the disease is a GCN2 associated disease. In some embodiments, the disease is a PERK associated disease. In some embodiments, the disease is a cancer. In some embodiments, the cancer is selected from the group consisting of colorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, chronic myeloid leukemia, multiple myeloma, B-cell lymphoma, follicular lymphoma, mantle cell lymphoma, diffuse large B cell lymphoma, T-cell lymphoma, erythroleukemia, histocyctic lymphoma, Waldenstrom macroglobulinemia, and malignant lymphoma. In some embodiments, the cancer is leukemia. In some embodiments, the cancer is acute myeloid leukemia. In some embodiments, the cancer is acute lymphoblastic leukemia. In some embodiments, the cancer is fibrosarcoma. In some embodiments, the cancer is multiple myeloma. In some embodiments, the cancer is lymphoma. In some embodiments, the cancer is B-cell lymphoma. In some embodiments, the cancer is T cell lymphoma. In some embodiments, the disease is amyloidosis. In some embodiments, the disease is light chain amyloidosis.

[0219] In an embodiment, described herein is a compound described herein, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition described herein, for use in treating a disease selected from a GCN2 associated disease and a PERK associated disease, in a patient in need thereof. In some embodiments, the disease is a GCN2 associated disease. In some embodiments, the disease is a PERK associated disease. In some embodiments, the disease is a cancer. In some embodiments, the cancer is selected from the group consisting of colorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, chronic myeloid leukemia, multiple myeloma, B-cell lymphoma, follicular lymphoma, mantle cell lymphoma, diffuse large B cell lymphoma, T-cell lymphoma, erythroleukemia, histocyctic lymphoma, Waldenstrom macroglobulinemia, and malignant lymphoma. In some embodiments, the cancer is leukemia. In some embodiments, leukemia is acute myeloid leukemia. In some embodiments, leukemia is acute lymphoblastic leukemia. In some embodiments, the cancer is fibrosarcoma. In some embodiments, the cancer is multiple myeloma. In some embodiments, the cancer is lymphoma. In some embodiments, the cancer is B-cell lymphoma. In some embodiments, the cancer is T cell lymphoma. In some embodiments, the disease is amyloidosis. In some embodiments, the disease is light chain amyloidosis. In some embodiments, the one or more therapeutic agents is selected from the group consisting of an IMiD agent, a proteasome inhibitor, a steroid, an anti-CD38 agent, an anti-CD20 agent, a Bcl-2 inhibitor, a PI3K inhibitor, a Bi-specific antibody, a nucleoside analog, a BTK inhibitor, a DNA alkylating agent, an EZH2 inhibitor, an an th racy cline, a topoisomerase inhibitor, a platin, a tyrosine kinase inhibitor, an HD AC inhibitor, a nuclear export inhibitor, an anti-microtubule agent, L-asparaginase, pegylated asparaginase, a PERK inhibitor, a mTOR inhibitor, an immunomodulatory agent, a MAPK pathway inhibitor, a MEK inhibitor, an ERK inhibitor, and a Ras inhibitor. In some embodiments, the one or more therapeutic agents is selected from the group consisting of bortezomib, carfilzomib, ixazomib, thalidomide, pomalidomide, lenalidomide, dexamethasone, prednisone, daratumumab, daratumumab I hyaluronidase, isatuximab, rituximab, obinutuzumab, venetoclax, idelalisib, copanlisib, duvelisib, umbralisib, gemcitabine, cytarabine, ibrutinib, acalabrutinib, zanubrutinib, bendamustine, cyclophosphamide, tazemetostat, doxorubicin, daunorubicin, etoposide, oxaloplatin, carboplatin, cisplatinbosutinib, dasatinib, imatinib, nilotinib, ponatinib, panobinostat, selinexor, vincristine, L-asparaginase, pegaspargase, calaspargase pegol-mnkl, JZP-458, eryaspase, PF745 (JZP-341), asparaginase Erwinia chrysanthemi (crisantaspase), Escherichia coli asparaginase (colaspase), anti-PD l, anti-PDLl, and anti-CTLA4..

[0220] The compounds provided herein may be administered to patients (animals and humans) in need of such treatment in dosages that will provide optimal pharmaceutical efficacy. It will be appreciated that the dose required for use in any particular application will vary from patient to patient, not only with the particular compound or composition selected, but also with the route of administration, the nature of the condition being treated, the age and condition of the patient, concurrent medication or special diets then being followed by the patient, and other factors which those skilled in the art will recognize, with the appropriate dosage ultimately being at the discretion of the attendant physician. For treating clinical conditions and diseases noted above, a compound provided herein may be administered orally, subcutaneously, topically, parenterally, by inhalation spray or rectally in dosage unit formulations containing conventional non-toxic pharmaceutically acceptable carriers, adjuvants and vehicles. Parenteral administration may include subcutaneous injections, intravenous or intramuscular injections or infusion techniques.

[0221] Treatment can be continued for as long or as short a period as desired. The compositions may be administered on a regimen of, for example, one to four or more times per day. A suitable treatment period can be, for example, at least about one week, at least about two weeks, at least about one month, at least about six months, at least about 1 year, or indefinitely. A treatment period can terminate when a desired result is achieved. Combination Therapy

[0222] Compounds described herein, e.g., a compound of Formula I as defined herein, can be administered in combination with one or more additional therapeutic agents to treat a disorder described herein, such as a cancer described herein. For example, provided in the present disclosure is a pharmaceutical composition comprising a compound described herein, e.g., a compound of Formula I as defined herein, one or more additional therapeutic agents, and a pharmaceutically acceptable excipient. In some embodiments, a compound of Formula I as defined herein, and one additional therapeutic agent is administered. In some embodiments, a compound of Formula I as defined herein, and two additional therapeutic agents are administered. In some embodiments, a compound of Formula I as defined herein, and three additional therapeutic agents are administered. Combination therapy can be achieved by administering two or more therapeutic agents, each of which is formulated and administered separately. For example, a compound of Formula I as defined herein, and an additional therapeutic agent can be formulated and administered separately. Combination therapy can also be achieved by administering two or more therapeutic agents in a single formulation, for example a pharmaceutical composition comprising a compound of Formula I as one therapeutic agent and one or more additional therapeutic agents such as a chemotherapeutic agent. For example, a compound of Formula I as defined herein, and an additional therapeutic agent can be administered in a single formulation. Other combinations are also encompassed by combination therapy. While the two or more agents in the combination therapy can be administered simultaneously, they need not be. For example, administration of a first agent (or combination of agents) can precede administration of a second agent (or combination of agents) by minutes, hours, days, or weeks. Thus, the two or more agents can be administered within minutes of each other or within 1, 2, 3, 6, 9, 12, 15, 18, or 24 hours of each other or within 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 12, 14 days of each other or within 2, 3, 4, 5, 6, 7, 8, 9, or weeks of each other. In some cases, even longer intervals are possible. While in many cases it is desirable that the two or more agents used in a combination therapy be present in within the patient's body at the same time, this need not be so.

[0223] Combination therapy can also include two or more administrations of one or more of the agents used in the combination using different sequencing of the component agents. For example, if agent X and agent Y are used in a combination, one could administer them sequentially in any combination one or more times, e.g., in the order X-Y-X, X-X-Y, Y-X-Y, Y-Y-X, X-X-Y-Y, etc.

[0224] Combination therapy can also include two or more administrations of one or more of the agents used in the combination using different routes of administration. Each of the one or more of the agents may be independently administered orally, subcutaneously, topically, parenterally, by inhalation spray or rectally in dosage unit formulations containing conventional non-toxic pharmaceutically acceptable carriers, adjuvants and vehicles. Parenteral administration may include subcutaneous injections, intravenous or intramuscular injections or infusion techniques.

[0225] In some embodiments, the compounds of Formula I as described herein, are combined with asparaginase (ASNase, L-asparaginase) or its derivatives. In some embodiments, asparaginase is obtained from Erwinia chrysanthemi and is known as crisantaspase or asparaginase Erwinia chrysanthemi. Asparaginase Erwinia chrysanthemi is sold under the trademarks Erwinaze® or Erwinase®. In some embodiments, asparaginase is obtained from Escherichia coli and is known as colaspase. Colaspase is sold under the trademarks Elspar®, Leunase®, Kidrolase®, or Spectrila® (recombinant E. coli aparaginase). Pegylated derivatives of colaspase are pegaspargase, sold under the trademark Oncaspar®, and calaspargase pegol - mnkl, sold under the trademark Asparlas®. Other asparaginase products currently in preclinical or clinical development include JZP-458 (recombinant Erwinia asparaginase), PF745 (JZP-341), eryaspase (GRASPA®), and Xoncane.

[0226] In some embodiments, the compounds of Formula I as defined herein, are combined with an immunomodulatory agent. In some embodiments, the immunomodulatory enhances the adaptive immune response. In some embodiments, the immunomodulatory enhances the activity of antigenpresenting cells. In some embodiments, the immunomodulatory agent enhances the anti-tumor activity of myeloid cells including macrophages. In some embodiments, the immunomodulatory enhances the anti-tumor activity of Natural Killer cells. In some embodiments, the immunomodulatory agent enhances the activity of effector T Cells, including cytotoxic T Cells.

[0227] In some embodiments, the one or more additional therapeutic agents that may be administered in combination with a compound provided herein can be a MAPK pathway inhibitor. Such MAPK pathway inhibitors include, for example, MEK inhibitors, ERK inhibitors, and Ras inhibitors.

[0228] Exemplary MEK inhibitors include, but are not limited to, trametinib, selumetinib, cobimetinib, binimetinib, and pharmaceutically acceptable salts thereof. Exemplary ERK inhibitors include, but are not limited to, include, but are not limited to, ulixertinib, SCH772984, LY3214996, ravoxertinib, VX-lle, ASN-007, GDC-0994, MK-8353, ASTX-029, LTT462, KO-947, and pharmaceutically acceptable salts thereof. Exemplary Ras inhibitors include, but are not limited to, AMG-510, MRTX849, ARS-1620, ARS-3248, LY3499446, and pharmaceutically acceptable salts thereof.

[0229] In some embodiments, the additional therapeutic agents can be immunomodulatory agents including but not limited to anti-PD-1 or anti-PDL-1 therapeutics including pembrolizumab, nivolumab, pidilizumab, cemiplimab, atezolizumab, durvalumab, BMS-936559, or avelumab. In some embodiments, the additional therapeutic agents can be anti-TIM3 (anti-HAVcr2) therapeutics including but not limited to TSR-022 or MBG453, anti-LAG3 therapeutics including but not limited to relatlimab, LAG525, or TSR-033, anti-4-lBB (anti-CD37, anti-TNFRSF9), CD40 agonist therapeutics including but not limited to SGN-40, CP-870,893 or RO7009789, anti-CD47 therapeutics including but not limited to Hu5F9-G4, anti-CD20 therapeutics, anti-CD38 therapeutics, STING agonists including but not limited to ADU-S100, MK-1454, ASA404, or amidobenzimidazoles. In some embodiments, the additional therapeutic agents can be anti-CTLA4 agents including ipilimumab, tremelimumab. In some embodiments, the additional therapeutic agents can be hypomethylating agents including but not limited to azacytidine or decitabine, other immunomodulatory therapeutics including but not limited to epidermal growth factor inhibitors, statins, metformin, angiotensin receptor blockers, thalidomide, lenalidomide, pomalidomide, prednisone, or dexamethasone. In some embodiments, the additional therapeutic agents can be immunotherapeutic agents including targeted therapeutic agents, cancer vaccines, and CAR-T cell therapy.

[0230] The compounds of Formula I as described herein may be administered in combination with other therapeutic agents known to treat cancers. Such other therapeutic agents include radiation therapy, anti-tubulin agents, DNA alkylating agents, DNA synthesis-inhibiting agents, DNA intercalating agents, anti-estrogen agents, anti-androgens, steroids, anti-EGFR agents, kinase inhibitors, mTOR inhibitors, PI3 kinase inhibitors, cyclin-dependent kinase inhibitors, CD4 / CD6 kinase inhibitors, topoisomerase inhibitors, Histone Deacetylase (HDAC) inhibitors, DNA methylation inhibitors, anti-HER2 agents, anti-angiogenic agents, proteasome inhibitors, PARP (poly ADP ribose polymerase) inhibitors, cell cycle regulating kinase inhibitors, thalidomide, lenalidomide, pomalidomide, bortezomib, carfilzomib, ixazomib, daratumumab, daratumumab I hyaluronidase, isatuximab, dexamethasone, and antibody-drug-conjugates (ADCs).

[0231] In an embodiment, the additional therapeutic agents can be chemotherapeutic agents including but not limited to an anti-tubulin agents (for example, paclitaxel, paclitaxel protein-bound particles for injectable suspension including nab-paclitaxel, eribulin, docetaxel, ixabepilone, vincristine, auristatins, or maytansinoids), vinorelbine, DNA-alkylating agents (including cisplatin, carboplatin, oxaliplatin, cyclophosphamide, ifosfamide, temozolomide), DNA intercalating agents or DNA topoisomerase inhibitors (including anthracy clines such as doxorubicin, pegylated liposomal doxorubicin, daunorubicin, idarubicin, mitoxantrone, or epirubicin, camptothecins such as topotecan, irinotecan, or exatecan), 5-fluorouracil, capecitabine, cytarabine, decitabine, 5-aza cytadine, gemcitabine and methotrexate.

[0232] In some embodiments, the additional therapeutic agents can be kinase inhibitors including but not limited to erlotinib, gefitinib, neratinib, afatinib, osimertinib, lapatanib, crizotinib, brigatinib, ceritinib, alectinib, lorlatinib, everolimus, temsirolimus, abemaciclib, LEE011, palbociclib, cabozantinib, ripretinib, sunitinib, pazopanib, sorafenib, regorafenib, sunitinib, axitinib, dasatinib, imatinib, nilotinib, idelalisib, ibrutinib, BLU-667, Loxo 292, larotrectinib, and quizartinib,

[0233] In some embodiments, the additional therapeutic agents can be anti-estrogen agents including but not limited to tamoxifen, fulvestrant, anastrozole, letrozole, and exemestane, antiandrogen agents including but not limited to abiraterone acetate, enzalutamide, nilutamide, bicalutamide, flutamide, cyproterone acetate, steroid agents including but not limited to prednisone and dexamethasone, PARP inhibitors including but not limited to neraparib, olaparib, talazoparib, and rucaparib, topoisomerase I inhibitors including but not limited to irinotecan, camptothecin, exatecan, and topotecan, topoisomerase II inhibitors including but not limited to anthracyclines, etoposide, etoposide phosphate, and mitoxantrone, Histone Deacetylase (HDAC) inhibitors including but not limited to vorinostat, romidepsin, panobinostat, valproic acid, and belinostat, DNA methylation inhibitors including but not limited to DZNep and 5-aza-2'-deoxycytidine, proteasome inhibitors including but not limited to bortezomib and carfilzomib, biological agents including but not limited to trastuzumab, ado-trastuzumab, pertuzumab, cetuximab, and panitumumab.

[0234] In some embodiments, the additional therapeutic agents can be anti-angiogenic agents including bevacizumab, aflibercept, and AMG386.

[0235] In some embodiments, the additional therapeutic agents can be antibody-drug-conjugates (ADCs) including DM1, DM4, MMAE, MMAF, or camptothecin payloads, brentuximab vedotin and trastuzumab emtansine, radiotherapy, therapeutic vaccines including but not limited to sipuleucel-T.

[0236] In some embodiments, the additional therapeutic agent can be an autophagy inhibitor including ULK inhibitors, VPS34 inhibitors, PIKfyve inhibitors, PPT1 inhibitors, or lysosomal blocking agents. In some embodiments, the additional therapeutic agent can be DCC-3116, SAR405, SB02024, hydroxychloroquinine, chloroquine, apilimod, MRT403, and LYS05.

[0237] In some embodiments, the additional therapeutic agent is selected from a luteinizing hormone-releasing hormone (LHRH) analog, including goserelin and leuprolide.

[0238] In some embodiments, the additional therapeutic agent is selected from the group consisting of selected from the group consisting of everolimus, trabectedin, abraxane, TLK 286, AV-299, DN-101, pazopanib, GSK690693, RTA 744, ON O91O.Na, AZD 6244 (ARRY-142886), AMN-107, TKI-258, GSK461364, AZD 1152, enzastaurin, vandetanib, ARQ-197, MK-0457, MLN8054, PHA-739358, R-763, AT-9263, pemetrexed, erlotinib, dasatanib, nilotinib, decatanib, panitumumab, amrubicin, oregovomab, Lep-etu, nolatrexed, AZD 2171, batabulin, of atumtunab, zanolimumab, edotecarin, tetrandrine, rubitecan, tesmilifene, oblimersen, ticilimumab, ipilimumab, gossypol, Bio 111, 131-I-TM-601, ALT-110, BIO 140, CC 8490, cilengitide, gimatecan, IL13-PE38QQR, INO 1001, IPdRl KRX-0402, lucanthone, LY 317615, neuradiab, vitespan, Rta 744, alanosine (Sdx 102), talampanel, atrasentan, XR 311, romidepsin, ADS-100380, sunitinib, 5-fluorouracil, vorinostat, etoposide, gemcitabine, doxorubicin, irinotecan, liposomal doxorubicin, 5'-deoxy-5-fluorouridine, vincristine, temozolomide, ZK-304709, seliciclib; PD0325901, AZD-6244, capecitabine, L-Glutamic acid, N-[4-[2-(2-amino-4,7-dihydro-4-oxo-lH-pyrrolo[2,3-d]pyrimidin-5-yl)- ethyl]benzoyl]-, disodium salt, heptahydrate, camptothecin, PEG-labeled irinotecan, tamoxifen, toremifene citrate, anastrazole, exemestane, letrozole, DES(diethylstilbestrol), estradiol, estrogen, conjugated estrogen, bevacizumab, IMC-1C11, CHIR-258, 3-[5-(methylsulfonylpiperadinemethyl)-indolylj-quinolone, vatalanib, AG-013736, AVE-0005, the acetate salt of [D-Ser(tBu) 6, Azgly 10] (pyro-Glu-His-Trp-Ser-Tyr-D-Ser(tBu)-Leu-Arg-Pro-Azgly-NH2 acetate [C59H84N18O14-(C2H4O2)x where x=l to 2.4], goserelin acetate, leuprolide acetate, triptorelin pamoate, medroxyprogesterone acetate, hydroxyprogesterone caproate, megestrol acetate, raloxifene, bicalutamide, flutanide, nilutamide, megestrol acetate, CP-724714; TAK-165, HKI-272, erlotinib, lapatanib, canertinib, ABX-EGF antibody, erbitux, EKB-569, PKI-166, GW-572016, ionafamib, BMS-214662, tipifamib; amifostine, NVP-LAQ824, suberoyl analide hydroxamic acid, valproic acid, trichostatin A, FK-228, SUI 1248, sorafenib, KRN951, aminoglutethimide, amsacrine, anagrelide, L-asparaginase, Bacillus Calmette-Guerin (BCG) vaccine, bleomycin, buserelin, busulfan, carboplatin, carmustine, chlorambucil, cisplatin, cladribine, clodronate, cyproterone, cytarabine, dacarbazine, dactinomycin, daunorubicin, diethylstilbestrol, epirubicin, fludarabine, fludrocortisone, fluoxymesterone, flutamide, gemcitabine, gleevac, hydroxyurea, idarubicin, ifosfamide, imatinib, leuprolide, levamisole, lomustine, mechlorethamine, melphalan, 6-mercaptopurine, mesna, methotrexate, mitomycin, mitotane, mitoxantrone, nilutamide, octreotide, oxaliplatin, pamidronate, pentostatin, plicamycin, porfimer, procarbazine, raltitrexed, rituximab, streptozocin, teniposide, testosterone, thalidomide, thioguanine, thiotepa, tretinoin, vindesine, 13-cis-retinoic acid, phenylalanine mustard, uracil mustard, estramustine, altretamine, floxuridine, 5-deooxyuridine, cytosine arabinoside, 6-mecaptopurine, deoxycoformycin, calcitriol, valrubicin, mithramycin, vinblastine, vinorelbine, topotecan, razoxin, marimastat, COL-3, neovastat, BMS-275291, squalamine, endostatin, SU5416, SU6668, EMD121974, interleukin-12, IM862, angiostatin, vitaxin, droloxifene, idoxyfene, spironolactone, finasteride, cimitidine, trastuzumab, denileukin diftitox, gefitinib, bortezimib, irinotecan, topotecan, doxorubicin, docetaxel, vinorelbine, bevacizumab (monoclonal antibody) and erbitux, cremophor-free paclitaxel, epithilone B, BMS-247550, BMS-310705, droloxifene, 4-hydroxytamoxifen, pipendoxifene, ERA-923, arzoxifene, fulvestrant, acolbifene, lasofoxifene, idoxifene, TSE-424, HMR-3339, ZK186619, PTK787 / ZK 222584, VX-745, PD 184352, rapamycin, 40-0-(2-hydroxyethyl)-rapamycin, temsirolimus, AP-23573, RAD001, ABT-578, BC-210, LY294002, LY292223, LY292696, LY293684, LY293646, wortmannin, ZM336372, L-779450, PEG-filgrastim, darbepoetin, erythropoietin, granulocyte colony-stimulating factor, zolendronate, prednisone, cetuximab, granulocyte macrophage colony-stimulating factor, histrelin, pegylated interferon alfa-2a, interferon alfa-2a, pegylated interferon alfa-2b, interferon alfa-2b, azacitidine, PEG-L-asparaginase, lenalidomide, gemtuzumab, hydrocortisone, interleukin-11, dexrazoxane, alemtuzumab, all-transretinoic acid, ketoconazole, interleukin-2, megestrol, immune globulin, nitrogen mustard, methylprednisolone, ibritgumomab tiuxetan, androgens, decitabine, hexamethylmelamine, bexarotene, tositumomab, arsenic trioxide, cortisone, editronate, mitotane, cyclosporine, liposomal daunorubicin, Edwina-asparaginase, strontium 89, casopitant, netupitant, an NK-1 receptor antagonist, palonosetron, aprepitant, diphenhydramine, hydroxyzine, metoclopramide, lorazepam, alprazolam, haloperidol, droperidol, dronabinol, dexamethasone, methylprednisolone, prochlorperazine, granisetron, ondansetron, dolasetron, tropisetron, pegfilgrastim, erythropoietin, epoetin alfa and darbepoetin alfa, ipilumumab, and mixtures thereof. Pharmaceutical Compositions and Kits

[0239] Another aspect of this disclosure provides pharmaceutical compositions comprising compounds as disclosed herein formulated together with a pharmaceutically acceptable carrier. In particular, the present disclosure provides pharmaceutical compositions comprising compounds as disclosed herein formulated together with one or more pharmaceutically acceptable carriers. These formulations include those suitable for oral, rectal, topical, buccal, parenteral (e.g., subcutaneous, intramuscular, intradermal, or intravenous) rectal, vaginal, or aerosol administration, although the most suitable form of administration in any given case will depend on the degree and severity of the condition being treated and on the nature of the particular compound being used. For example, disclosed compositions may be formulated as a unit dose, and / or may be formulated for oral or subcutaneous administration.

[0240] Exemplary pharmaceutical compositions may be used in the form of a pharmaceutical preparation, for example, in solid, semisolid or liquid form, which contains one or more of the compounds described herein, as an active ingredient, in admixture with an organic or inorganic carrier or excipient suitable for external, enteral or parenteral applications. The active ingredient may be compounded, for example, with the usual non-toxic, pharmaceutically acceptable carriers for tablets, pellets, capsules, suppositories, solutions, emulsions, suspensions, and any other form suitable for use. The active object compound is included in the pharmaceutical composition in an amount sufficient to produce the desired effect upon the process or condition of the disease.

[0241] For preparing solid compositions such as tablets, the principal active ingredient may be mixed with a pharmaceutical carrier, e.g., conventional tableting ingredients such as com starch, lactose, sucrose, sorbitol, talc, stearic acid, magnesium stearate, dicalcium phosphate or gums, and other pharmaceutical diluents, e.g., water, to form a solid preformulation composition containing a homogeneous mixture of a compound provided herein, or a non-toxic pharmaceutically acceptable salt thereof. When referring to these preformulation compositions as homogeneous, it is meant that the active ingredient is dispersed evenly throughout the composition so that the composition may be readily subdivided into equally effective unit dosage forms such as tablets, pills and capsules.

[0242] In solid dosage forms for oral administration (capsules, tablets, pills, dragees, powders, granules and the like), the subject composition is mixed with one or more pharmaceutically acceptable carriers, such as sodium citrate or dicalcium phosphate, and / or any of the following: (1) fillers or extenders, such as starches, lactose, sucrose, glucose, mannitol, and / or silicic acid; (2) binders, such as, for example, carboxymethylcellulose, alginates, gelatin, polyvinyl pyrrolidone, sucrose and / or acacia; (3) humectants, such as glycerol; (4) disintegrating agents, such as agar-agar, calcium carbonate, potato or tapioca starch, alginic acid, certain silicates, and sodium carbonate; (5) solution retarding agents, such as paraffin; (6) absorption accelerators, such as quaternary ammonium compounds; (7) wetting agents, such as, for example, acetyl alcohol and glycerol monostearate; (8) absorbents, such as kaolin and bentonite clay; (9) lubricants, such a talc, calcium stearate, magnesium stearate, solid polyethylene glycols, sodium lauryl sulfate, and mixtures thereof; and (10) coloring agents. In the case of capsules, tablets and pills, the compositions may also comprise buffering agents. Solid compositions of a similar type may also be employed as fillers in soft and hard-filled gelatin capsules using such excipients as lactose or milk sugars, as well as high molecular weight polyethylene glycols and the like.

[0243] A tablet may be made by compression or molding, optionally with one or more accessory ingredients. Compressed tablets may be prepared using binder (for example, gelatin or hydroxypropylmethyl cellulose), lubricant, inert diluent, preservative, disintegrant (for example, sodium starch glycolate or cross-linked sodium carboxymethyl cellulose), surface-active or dispersing agent. Molded tablets may be made by molding in a suitable machine a mixture of the subject composition moistened with an inert liquid diluent. Tablets, and other solid dosage forms, such as dragees, capsules, pills and granules, may optionally be scored or prepared with coatings and shells, such as enteric coatings and other coatings well known in the pharmaceutical-formulating art.

[0244] Compositions for inhalation or insufflation include solutions and suspensions in pharmaceutically acceptable, aqueous or organic solvents, or mixtures thereof, and powders. Liquid dosage forms for oral administration include pharmaceutically acceptable emulsions, microemulsions, solutions, suspensions, syrups and elixirs. In addition to the subject composition, the liquid dosage forms may contain inert diluents commonly used in the art, such as, for example, water or other solvents, solubilizing agents and emulsifiers, such as ethyl alcohol, isopropyl alcohol, ethyl carbonate, ethyl acetate, benzyl alcohol, benzyl benzoate, propylene glycol, 1,3-butylene glycol, oils (in particular, cottonseed, groundnut, com, germ, olive, castor and sesame oils), glycerol, tetrahydrofuryl alcohol, polyethylene glycols and fatty acid esters of sorbitan, cyclodextrins and mixtures thereof.

[0245] Suspensions, in addition to the subject composition, may contain suspending agents as, for example, ethoxylated isostearyl alcohols, polyoxyethylene sorbitol and sorbitan esters, microcrystalline cellulose, aluminum metahydroxide, bentonite, agar-agar and tragacanth, and mixtures thereof.

[0246] Formulations for rectal or vaginal administration may be presented as a suppository, which may be prepared by mixing a subject composition with one or more suitable non-irritating excipients or carriers comprising, for example, cocoa butter, polyethylene glycol, a suppository wax or a salicylate, and which is solid at room temperature, but liquid at body temperature and, therefore, will melt in the body cavity and release the active agent.

[0247] Dosage forms for transdermal administration of a subject composition include powders, sprays, ointments, pastes, creams, lotions, gels, solutions, patches and inhalants. The active component may be mixed under sterile conditions with a pharmaceutically acceptable carrier, and with any preservatives, buffers, or propellants which may be required.

[0248] The ointments, pastes, creams and gels may contain, in addition to a subject composition, excipients, such as animal and vegetable fats, oils, waxes, paraffins, starch, tragacanth, cellulose derivatives, polyethylene glycols, silicones, bentonites, silicic acid, talc and zinc oxide, or mixtures thereof.

[0249] Powders and sprays may contain, in addition to a subject composition, excipients such as lactose, talc, silicic acid, aluminum hydroxide, calcium silicates and polyamide powder, or mixtures of these substances. Sprays may additionally contain customary propellants, such as chlorofluorohydrocarbons and volatile unsubstituted hydrocarbons, such as butane and propane.

[0250] Compositions and compounds of the present disclosure may alternatively be administered by aerosol. This is accomplished by preparing an aqueous aerosol, liposomal preparation or solid particles containing the compound. A non-aqueous (e.g., fluorocarbon propellant) suspension could be used. Sonic nebulizers may be used because they minimize exposing the agent to shear, which may result in degradation of the compounds contained in the subject compositions. Ordinarily, an aqueous aerosol is made by formulating an aqueous solution or suspension of a subject composition together with conventional pharmaceutically acceptable carriers and stabilizers. The carriers and stabilizers vary with the requirements of the particular subject composition, but typically include non-ionic surfactants (Tweens, Pluronics, or polyethylene glycol), innocuous proteins like serum albumin, sorbitan esters, oleic acid, lecithin, amino acids such as glycine, buffers, salts, sugars or sugar alcohols. Aerosols generally are prepared from isotonic solutions.

[0251] Pharmaceutical compositions of the present disclosure suitable for parenteral administration comprise a subject composition in combination with one or more pharmaceutically-acceptable sterile isotonic aqueous or non-aqueous solutions, dispersions, suspensions or emulsions, or sterile powders which may be reconstituted into sterile injectable solutions or dispersions just prior to use, which may contain antioxidants, buffers, bacteriostats, solutes which render the formulation isotonic with the blood of the intended recipient or suspending or thickening agents.

[0252] Examples of suitable aqueous and non-aqueous carriers which may be employed in the pharmaceutical compositions provided herein include water, ethanol, polyols (such as glycerol, propylene glycol, polyethylene glycol, and the like), and suitable mixtures thereof, vegetable oils, such as olive oil, and injectable organic esters, such as ethyl oleate and cyclodextrins. Proper fluidity may be maintained, for example, by the use of coating materials, such as lecithin, by the maintenance of the required particle size in the case of dispersions, and by the use of surfactants.

[0253] In another embodiment, provided are enteral pharmaceutical formulations including a disclosed compound and an enteric material; and a pharmaceutically acceptable carrier or excipient thereof. Enteric materials refer to polymers that are substantially insoluble in the acidic environment of the stomach, and that are predominantly soluble in intestinal fluids at specific pHs. The small intestine is the part of the gastrointestinal tract (gut) between the stomach and the large intestine, and includes the duodenum, jejunum, and ileum. The pH of the duodenum is about 5.5, the pH of the jejunum is about 6.5 and the pH of the distal ileum is about 7.5.

[0254] Accordingly, enteric materials are not soluble, for example, until a pH of about 5.0, of about 5.2, of about 5.4, of about 5.6, of about 5.8, of about 6.0, of about 6.2, of about 6.4, of about 6.6, of about 6.8, of about 7.0, of about 7.2, of about 7.4, of about 7.6, of about 7.8, of about 8.0, of about 8.2, of about 8.4, of about 8.6, of about 8.8, of about 9.0, of about 9.2, of about 9.4, of about 9.6, of about 9.8, or of about 10.0. Exemplary enteric materials include cellulose acetate phthalate (CAP), hydroxypropyl methylcellulose phthalate (HPMCP), polyvinyl acetate phthalate (PVAP), hydroxypropyl methylcellulose acetate succinate (HPMCAS), cellulose acetate trimellitate, hydroxypropyl methylcellulose succinate, cellulose acetate succinate, cellulose acetate hexahydrophthalate, cellulose propionate phthalate, cellulose acetate maleate, cellulose acetate butyrate, cellulose acetate propionate, copolymer of methylmethacrylic acid and methyl methacrylate, copolymer of methyl acrylate, methylmethacrylate and methacrylic acid, copolymer of methylvinyl ether and maleic anhydride (Gantrez ES series), ethyl methyacrylate-methylmethacrylate-chlorotrimethylammonium ethyl acrylate copolymer, natural resins such as zein, shellac and copal collophorium, and several commercially available enteric dispersion systems (e g., Eudragit L30D55, Eudragit FS30D, Eudragit L100, Eudragit SI00, Kollicoat EMM30D, Estacryl 30D, Coateric, and Aquateric). The solubility of each of the above materials is either known or is readily determinable in vitro. The foregoing is a list of possible materials, but one of skill in the art with the benefit of the disclosure would recognize that it is not comprehensive and that there are other enteric materials that would meet the objectives described herein.

[0255] Advantageously, provided herein are kits for use by a e.g., a consumer in need of treatment of cancer. Such kits include a suitable dosage form such as those described above and instructions describing the method of using such dosage form to mediate, reduce or prevent inflammation. The instructions would direct the consumer or medical personnel to administer the dosage form according to administration modes known to those skilled in the art. Such kits could advantageously be packaged and sold in single or multiple kit units. An example of such a kit is a so-called blister pack. Blister packs are well known in the packaging industry and are being widely used for the packaging of pharmaceutical unit dosage forms (tablets, capsules, and the like). Blister packs generally consist of a sheet of relatively stiff material covered with a foil of a preferably transparent plastic material. During the packaging process recesses are formed in the plastic foil. The recesses have the size and shape of the tablets or capsules to be packed. Next, the tablets or capsules are placed in the recesses and the sheet of relatively stiff material is sealed against the plastic foil at the face of the foil which is opposite from the direction in which the recesses were formed. As a result, the tablets or capsules are sealed in the recesses between the plastic foil and the sheet. Preferably the strength of the sheet is such that the tablets or capsules can be removed from the blister pack by manually applying pressure on the recesses whereby an opening is formed in the sheet at the place of the recess. The tablet or capsule can then be removed via said opening.

[0256] It may be desirable to provide a memory aid on the kit, e g., in the form of numbers next to the tablets or capsules whereby the numbers correspond with the days of the regimen which the tablets or capsules so specified should be ingested. Another example of such a memory aid is a calendar printed on the card, e.g., as follows "First Week, Monday, Tuesday,. . . etc. . . . Second Week, Monday, Tuesday,..." etc. Other variations of memory aids will be readily apparent. A "daily dose" can be a single tablet or capsule or several pills or capsules to be taken on a given day. Also, a daily dose of a first compound can consist of one tablet or capsule while a daily dose of the second compound can consist of several tablets or capsules and vice versa. The memory aid should reflect this. EXAMPLES

[0257] The compounds described herein can be prepared in a number of ways based on the teachings contained herein and disclosures of synthetic procedures in the art. In the description of the synthetic methods described below, it is to be understood that all proposed reaction conditions, including choice of solvent, reaction atmosphere, reaction temperature, duration of the experiment and workup procedures, can be chosen to be the conditions standard for that reaction, unless otherwise indicated. It is understood by one skilled in the art of organic synthesis that the functionality present on various portions of the molecule should be compatible with the reagents and reactions proposed. Substituents not compatible with the reaction conditions will be apparent to one skilled in the art, and alternate methods are therefore indicated. The starting materials for the examples are either commercially available or are readily prepared by standard methods from known materials.

[0258] The following abbreviation are used in this disclosure and have the following definitions: “AcOH’ is acetic acid, “ADP” is adenosine diphosphate, “AgNOs” is silver nitrate, “ASNase” is Asparaginase, “Boc” is t-butylcarbonate, “CDI” is carbodiimidazole, “cone.” is concentrated, “CS2CO3” is cesium carbonate, “Cui” is copper (I) iodide, “DBU” is l,8-diazabicyclo[5.4.0]undec-7-ene, “DCC” is N,N'-Dicyclohexylcarbodiimide, “DCE” is dichloroethane, “DCM” is dichloromethane, “DIAD” is diisopropyl azodicarboxylate, “DIEA” is A^A-diisopropylethylamine, “DMA” is A,A-dimethylacetamide, “DMAP” is 4-(dimethylamino)pyridine, “DMF” is N,N-dimethylformamide, “dppf’ is l,l'-bis(diphenylphosphino)ferrocene, “DMSO” is dimethylsulfoxide, “EDTA” is ethylenediaminetetraacetic acid, “ESI” is electrospray ionization, “EtOAc” is ethyl acetate, “EtOH” is ethanol, “GST” is glutathione S-transferase, “h” is hour or hours, “HBTU” is (2-(7#-benzotriazol-l-yl)-l,l,3,3-tetramethyluronium hexafluorophosphate, “H2” is hydrogen gas, “HC1” is hydrochloric acid, “Hex” is hexane, “H2O” is water, “HOBt” is Hydroxybenzotriazole “IC50” is half maximal inhibitory concentration, “K2CO3” is potassium carbonate, “ KO Ac” is potassium acetate, “K3PO4” is potassium phosphate, “NaBH4” is sodium borohydride, “LAH” is lithium aluminum hydride, “LiOH” is lithium hydroxide, “MeCN” is acetonitrile, “MeOH” is methanol, “Me4tBuXPhos” is di-tert-butyl(2',4',6'-triisopropyl-3,4,5,6-tetramethyl-[ 1,1 '-biphenyl]-2-yl)phosphine, “MgSO4” is magnesium sulfate, “MHz” is megahertz, “min” is minute or minutes, “Mn02” is manganese (IV) oxide, “MS” is mass spectrometry, “NADH” is nicotinamide adenine dinucleotide, “Na” is sodium, “NaH” is sodium hydride, “NaHCOs” is sodium bicarbonate, “NaNO2” is sodium nitrite, “NaOMe” is sodium methoxide, “Na2SO4” is sodium sulfate, “NBS” is V-bromosuccinimide, “NCS” is V-chlorosuccinimide, “NH4CI” is ammonium chloride, “NH2OH” is hydroxylamine, “NMP” is 7V-methyl-2-pyrrolidone, “NMR” is nuclear magnetic resonance, “PBS” is phosphate buffered saline, “Pd / C” is palladium on carbon, “Pd2(dba)3” is tris(dibenzylideneacetone)dipalladium(0), “Pd(OAc)2” is palladium (II) acetate, “Pd(PPh3)4” is tetrakis(triphenylphosphine)palladium (0), “Pd(dppf)C12” is l,l-bis(diphenylphosphino)ferrocene-palladium(II)dichloride, “prep-HPLC” is preparative high performance liquid chromatography, “PCh” is phosphorus trichloride, "PhsP” is triphenylphosphine, “PhPOCh” is phenylphosphonic dichloride, “PMB” is / wramethoxybenzyl, “POCh” is phosphorus oxychloride, “PyBOP” is benzotriazol-1-yl-oxytripyrrolidinophosphonium hexafluorophosphate, “rt” is room temperature which is also known as “ambient temp,” which will be understood to consist of a range of normal laboratory temperatures ranging from 15-25 °C, “satd.” is saturated, “SDS” is sodium dodecyl sulfate, “SFC” is supercritical fluid chromatography, “SnAt” is nucleophilic aromatic substitution, “SOCI2” is thionyl chloride, “TsP” is n-propanephosphonic acid anhydride, “TEA” is triethylamine, “TFA” is trifluoroacetic acid, “THF” is tetrahydrofuran, “Xantphos” is 4,5-bis(diphenylphosphino)- 9,9-dimethylxanthene, “X-Phos” is 2-dicyclohexylphosphino-2',4',6'-triisopropylbiphenyl and “ZnCb” is zinc chloride.

[0259] In the Examples below and corresponding Figures, “Compound 16” refers to the compound depicted as Example 16 in Table I below. General Chemistry

[0260] Exemplary compounds described herein are available by the general synthetic methods illustrated in the Schemes below, intermediate preparations, and the accompanying Examples. Synthetic Schemes

[0261] Scheme 1 illustrates an exemplary preparation of boronates 1.4. Compounds 1.1 (commercially available, synthesized as described in WO2013134298 or synthesized by those skilled in the art) react with bis(pinacolato)diboron by borylation reaction known to those skilled in the art (palladium-mediated reaction conducted using palladium catalysts such as Pd(dppf)Ch, a suitable base such as KO Ac in a suitable solvent such as 1,4-dioxane at elevated temperature) to obtain compounds 1.2 which are reacted with sulfonyl chlorides 2.3 (see scheme 2) to give compounds 1.4. Alternatively, compounds 1.1 react with sulfonyl chlorides 2.3 to afford the sulfonamides 1.3 which are converted to the boronates 1.4 under the borylation reaction conditions known to those skilled in the art. Scheme 2 Pd coupling NaNO2 H2O / HCI

[0262] Scheme 2 illustrates an exemplary preparation of sulfonyl chlorides 2.3. Bromides 2.1a (ring A: substituted aryl, five or six-membered heteroaryl, commercially available or synthesized by those skilled in the art) are converted to thio-ethers 2.2a by a Pd catalyzed coupling reaction (for example, using Pd2(dba)3, XantPhos, phenylmethanthiol in the presence of a base, such as DIEA in a solvent such as toluene, and at elevated temperature). A smooth oxidation of thio-ethers 2.2a (eg., by combination ofNCS and dilute HC1, l,3-dichloro-5,5-dimethylhydantoin) affords the corresponding sulfonyl chlorides 2.3 according to general reaction conditions reported in Synthesis, 2006, 24, 4131-4134 and Bioorg. Med. Chem., 2017, 25, 3447-3460. Alternatively, sulfonyl chlorides 2.3 can be prepared from amines 2.1b (ring A: substituted aryl, five or six-membered heteroaiyl, commercially available or synthesized by those skilled in the art) by diazotization, followed by Cu-mediated chlorination of the resulting intermediate (according to general reaction conditions reported in Org. Proc. Res. Dev., 2009, 5, 875-879). Scheme 3 R1NHP P = protecting group or H POCI3 1)POCI3 2) R1NH2 p3 I        1)mCPBA N J|           2) R1NHP^ XS N N X21 p = protecting 3.8 l-E2 9rouPor H P = H X21-L2-E2 = NHR1 E2-L2-OH / Na or E2-L2-NHR2 X21 = O, NR2 E2-L2-OH / Na or e2-l2-nhr2 X21 = O, NR2 3.7 5

[0263] Scheme 3 illustrates an exemplary preparation of intermediates 3.9 (X21 = O, NR2). Compounds 3.1 (commercially available or synthesized by those skilled in the art) react with ethyl 2-bromoacetate in the presence of a base such as piperidine to afford the pyridopyrimidinones 3.2. Compounds 3.2 react with amines R'NHP (P = protecting group or H) in the presence of base such as DIEA in a polar aprotic solvent such NMP at elevated temperature to afford 3.3. Compounds 3.3 10 react with POCh to afford 3.4 which are converted to the intermediates 3.9 (X21 = O, NR2) by reaction with either alkoxides (E2-L2-OH / Na) or amines (E2-L2-NHR2). In another embodiment, pyridopyrimidinones 3.2 react with POCh, followed by substitution reaction of the resulting intermediate with amines (R1NH2) to provide intermediates 3.9 (X21-L2-E2 = NHR1). Alternatively, intermediates 3.9 can be prepared from compounds 3.5 according to general reaction conditions 15 reported in WO2018153373, CN105481858, and CN105968108. Bromination of 3.5 with bromine in AcOH affords bromides 3.6 which are converted to the chlorides 3.7 by treatment with POCh. Intermediates 3.7 are then converted to compounds 3.8 (X21 = O, NR2) by reaction with alkoxides (E2-L2-OH / Na) or amines (E2-L2-NHR2). Conversion of compounds 3.8 to the intermediates 3.9 is conducted in a two-step process including: (i) Thioether oxidation in the presence of an oxidant such as mCPBA in a suitable solvent such as DCM at rt to obtain the corresponding sulfoxides and (ii) condensation of the sulfoxides with amines R'NHP (P = protecting group or H). Scheme 4

[0264] Scheme 4 illustrates an exemplary preparation of compounds of Formula I. Condensation of intermediates 3.9 (prepared as described in Scheme 3, X21 = O, NR2) with boronates 1.4 in the presence of a Pd catalyst such as Pd(PPhs)4 or Pd(dppf)Ck affords compounds of Formula I. Alternatively, 3.9 reacts with bis(pinacolato)diboron under palladium-mediated borylation reaction 10 conditions to afford the boronate intermediates 4.1. The boronates 4.1 react with bromides 1.3 to afford compounds of Formula I by Suzuki reaction known to those skill in the art. In another embodiment, 3.9 react with boronates 1.2 under Pd catalyzed coupling conditions (Suzuki reaction) to provide compounds 4.2. Anilines 4.2 react with sulfonyl chlorides 2.3 in the presence of base such as pyridine to afford compounds of Formula I. In instances, where compounds of Formula I 15 contain a nitrogen protecting group P, such as Boc or PMB, the protecting group can be removed under acidic conditions (TFA or HC1 in 1,4-dioxane) to afford the corresponding amines (compounds of Formula I). Scheme 5

[0265] Scheme 5 illustrates an exemplary preparation of compounds of Formula I. Suzuki reaction of 5.1 (Y = OSO2CF3, X21 = direct bond, synthesized as described in WO2013134243, WO2013029084 and J. Med. Chem., 2015, 58, 4165-4179) with boronates 1.2 in the presence of a Pd catalyst such as Pd(PPh3)4 or Pd(dppf)Cl2 affords anilines 5.5. In a similar manner, compounds 5.1 (Y = OSO2CF3, X21 = direct bond) react with boronates 1.4 under Pd catalyzed coupling conditions (Suzuki reaction) to provide compounds 5.6. Alternatively, 5.6 can be prepared by sulfonamide coupling reaction of anilines 5.5 with sulfonyl chlorides 2.3. Conversion of compounds 5.6 to compounds of Formula I is conducted in a two-step process including: (i) thioether oxidation in the presence of an oxidant such as mCPBA in a suitable solvent such as DCM at rt to obtain the corresponding sulfoxides and (ii) condensation of the sulfoxides with amines R1NH2. Alternatively, compounds of Formula I can be obtained by direct substitution reaction of 5.6 with amines R1NH2 at elevated temperature.

[0266] In another embodiment, oxidation of compounds 5.1 (Y = H, X21 = direct bond, commercially available or synthesized as described in WO2013134243, WO2013029084 and J. Med. Chem., 2015, 58, 4165-4179) with mCPBA, followed by substitution reaction of the resulting intermediate with amines R1NH2, typically performed in an aprotic solvent at temperatures ranging from rt to 150 °C, affords compounds 5.2. Bromination of 5.2 (e.g., with NBS or Br2 / HOAc) affords bromides 5.3 (X21 = direct bond) according to general reaction conditions reported in WO2013134243, WO2013029084 and J. Med. Chem., 2015, 58, 4165-4179. Pd-catalyzed coupling reaction (Suzuki reaction) of compounds 5.3 with boronates 1.2 in the presence of a Pd catalyst such as Pd(PPh3)4 or Pd(dppf)C12 affords compounds 5.4 which are reacted with sulfonyl chlorides 2.3 to obtain the corresponding sulfonamides (compounds of Formula I). Alternatively, compounds of 5 Formula I can be directly prepared from 5.3 with boronates 1.4 by Suzuki reaction. Scheme 6 10

[0267] Scheme 6 illustrates an exemplary preparation of intermediates 6.5. Compounds 6.1 (commercially available or synthesized by those skilled in the art) react with 3-(triphenyl-15-phosphaneylidene)propanenitrile under Wittig reaction conditions to those skilled in the art to afford compounds 6.2. DBU-promoted cyclization of compounds 6.2 at elevated temperature under microwave irradiation affords the l,6-naphthyridin-2-amines 6.3. Bromination of 6.3 with NBS 15 affords intermediates 6.4 which are converted to compounds 6.5 by substitution reaction with amines R1NHP at elevated temperature. Scheme 7 R6 X10^X11 Y fT ''Y'M r4 X21 X21 = NH

[0268] Scheme 7 illustrates an exemplary preparation of intermediates 7.6 (X21 = O, NH). Compounds 7.1 (commercially available or synthesized by those skilled in the art) react with 5 phenylacetonitriles 7.2 (commercially available or synthesized by those skilled in the art) in the presence of a suitable base such as sodium alkoxide and in a protic solvent such as 2-ethoxy ethanol at elevated temperature to obtain 7.4a (R = NHz). Intermediates 7.4a (R = NHz) react with DMF-dimethyl acetal, followed by NaBH4 reduction to afford 7.5a (X21 = NH) according to general reaction conditions reported in Synlett, 2001, 5, 643-645. The reduction of the nitro substituent of 10 compounds 7.5a under mild reducing conditions such as zinc or iron metal with ammonium chloride affords the aniline derivatives 7.6. In another embodiment, compounds 7.1 react with esters 7.3 (commercially available or synthesized by those skilled in the art) in the presence of a base such as piperidine, in a protic solvent such as EtOH at elevated temperature to afford 7.4b (R = OH). Intermediates 7.4b react with alcohols (E2-L2-OH) under standard Mitsunobu conditions (conducted 15 for example in the presence of PhsP and DIAD) to provide the ethers 7.5b (X21 = O), which are converted to the compounds 7.6 via reduction of the nitro functional group of 7.5b to the corresponding anilines in the presence of zinc or iron with ammonium chloride. Scheme 8

[0269] Scheme 8 illustrates an exemplary preparation of compounds of Formula I. Anilines 8.3 are prepared in 2 steps from triflates 8.1 (X21 = direct bond) according to general reaction conditions reported in WO2013134298 and WO2018229629. Suzuki reaction of triflates 8.1 (synthesized as described in J. Med. Chem., 2015, 58, 4165-4179) with boronates 1.2 affords 8.2. Chlorides 8.2 react with RXNHP (P = protecting group) in the presence of a base such as DIEA at elevated temperature to afford compounds 8.3, which are converted to sulfonamides 8.5 by reaction with sulfonyl chlorides 2.3. In another embodiment, compounds 8.5 are prepared by Suzuki coupling reaction of bromides 6.5 (see preparation of intermediates 6.5 described in scheme 6) with boronates 1.4. Alternatively, anilines 7.6 (X21 = O, NH, see preparation of intermediates 7.6 described in scheme 7) react with sulfonyl chlorides 2.3 to afford sulfonamides 8.4, which are converted to compounds 8.5 by reaction with amines R'NHP (P = protecting group) in the presence of a palladium catalyst such as Pd2(dba)s or Pd(OAc)2, and a metal coordinating group such as XantPhos, or tert-butyl XPhos, in the presence of a base such as CS2CO3, in a suitable solvent such as 1,4-di oxane to afford intermediates 8.5. Deprotection of 8.5 provide compounds of Formula I. In instances, where compounds contain a nitrogen protecting group P, such as Boc or PMB, the protecting group can be removed under acidic conditions (TFA or HC1 in 1,4-dioxane) to afford the corresponding amines (compounds of Formula I). Scheme 9 o' X21 9.1a L2^ „ E2 X21 = direct bond, O, NH H o3                 . Guanidine Br carbonate Sandmeyer R3 H2N' .Br X21 9.1b / 2 R3 r1nh2 X1 = CH (R13CO)2O H Suzuki R6 2) H2SO4 3) (CF3SO2)2O 'E2 X21 = direct bond, O, NH cr "•) EtOOC^O' x10 X1 Formula I = direct bond, O, NH Suzuki X21-L2_e2 = H 9.2c X1 = CH, N X3 = CH and R3= H I R1NH2 X = Cl, I X1 = N nh2 X21 Suzuki 9.4a: X1 = N 9.4b: X1 = CH 9.4c: X1 = CH, N and R1 = (CO)R R< N H 9.5a: X1 = 9.5b: X1 = CH ,o 9-5c: X1 = CH, N and R1 = (CO)R13 sulfonamide coupling O Br 1) EtOOC^O' 21 2)H2SO4 9.1b ?2 3) (CF3SO2)2O "E2 r3 = h regioisomer of 9.2b

[0270] Scheme 9 illustrates an exemplary preparation of compounds of Formula I. Aldehydes 9.1a (commercially available or synthesized by those skilled in the art, X21 = direct bond, O, NH) react with guanidine carbonate in the presence of a base such as DIEA, in a polar solvent such as NMP at elevated temperature to afford 6-bromoquinazolin-2-amines 9.2a. Compounds 9.2a convert to 9.3a (X = Cl, I) using Sandmeyer reaction conditions known to those skilled in the art (for example, X = I: isoamyl nitrite, Cui and CH2I2). SnAt reaction of 9.3a (X=C1 or I) with amines R'NH? at elevated temperature affords 9.4a (X1 = N, according to general reaction conditions reported in WO2018046739, WO2006039718 US20090197862 and J. Med. Chem., 2006, 49, 5671-5686). In another embodiment, primary amines 9.1b (commercially available or synthesized by those skilled in the art, X21 = direct bond, O, NH) react with ethyl 2,2-dimethoxyacetate in the presence of a base such as DIEA at elevated temperature, followed by acid-mediated cyclization and triflation with trifluoromethyl sulfonic anhydride to afford triflates 9.2b. When R3 is H, any resulting regioisomers of 9.2b can be separated by a suitable method such as SFC purification, crystallization or chromatography. Triflates 9.2b reacted with amines R1NH2 via SxAr reaction at elevated temperature to afford 9.4b (X1 = CH) according to general reaction conditions reported in ACS Med. Chem. Lett, 2015, 6, 31-36. Commercially available 9.2c (X1 = N, X3 = CH and R3 = H: 6- bromoquinazolin-2-amine and X1 = CH, X3 = CH and R3 = H: 7-bromoisoquinolin-3-amine) reacts with an acid anhydride ((R13(CO))2O) at elevated temperature to afford acetamides 9.4c (X1 = N or CH; R1 = (CO)R13). Palladium-catalyzed coupling of 9.4a, 9.4b and 9.4c with boronates 1.2 under Suzuki reaction conditions affords the intermediates 9.5a, 9.5b and 9.5c, respectively. Coupling of amines 9.5a, 9.5b and 9.5c with sulfonyl chlorides 2.3 under reaction conditions known to those skilled in the art affords compounds of Formula I. Alternatively, compounds of Formula I can be prepared from 9.2c, 9.4a, 9.4b and 9.4c with boronates 1.4 by palladium-catalyzed coupling reaction (Suzuki reaction). Scheme 10 r1nh2 10.1 subsititution

[0271] Compounds of Formula I may be prepared as described in Scheme 10. Commercially available 2,6-dichloropyrido[3,2-d]pyrimidine (10.1) reacts with amines R'NHi (commercially available or synthesized by those skilled in the art) in the presence of a base such as DIEA to afford intermediates 10.2. Palladium-catalyzed coupling reaction (Suzuki reaction) of chlorides 10.2 with boronates 1.2 affords anilines 10.3. Anilines 10.3 react with sulfonyl chlorides 2.3 to provide compounds of Formula I. Alternatively, compounds of Formula I can be directly prepared from chlorides 10.2 with boronates 1.4 under Suzuki reaction conditions. Scheme 11 1.4 11.3

[0272] Compounds of Formula I may be prepared as described in Scheme 11. Amines 11.1 (commercially available or synthesized by those skilled in the art) react with boronates 1.4 under palladium-mediated Suzuki coupling conditions to afford compounds of Formula I (R1 = H). In another embodiment, amines 11.1 react with carboxylic acids R13COOH under amide coupling conditions (for example, HATU and DMAP in the presence of DIEA) or acyl chlorides R13COC1 in the presence of base such as pyridine to afford 11.2. Intermediates 11.2 react with boronates 1.2 under Suzuki reaction conditions to afford compounds 11.3, which are converted to compounds of Formula I via reaction with sulfonyl chlorides 2.3. Alternatively, compounds of Formula I can be directly prepared from 11.2 with boronates 1.4 under Suzuki reaction conditions. 12.5

[0273] Intermediates of formula 12.5 may be prepared as described in Scheme 12. Commercially available 5-bromo-2-chloroisonicotinaldehyde (12.1) reacts with 3-nitrophenylacetylenes 12.2 (commercially available or synthesized by those skilled in the art) under Pd / Cu-catalyzed Sonogashira cross-coupling reaction conditions (for example, in the presence of a palladium catalyst such as Pd(PPh3)2Ch, in the presence of a Cu (I) catalyst such as CuCl or Cui, in the presence of a base such as triethylamine, in a suitable solvent such as DMF / THF at temperatures ranging from rt to 120 °C) to afford the acetylenes 12.3. Intermediates 12.3 react with hydroxylamine hydrochloride in the presence of a suitable base such as NaOAc to afford oximes 12.4. N-oxides 12.5 are prepared by electrophilic metal-catalyzed cyclization of 12.4 with AgNOs according to synthetic procedure reportedin US20190270742. Scheme 13

[0274] Compounds of Formula I may be prepared as described in Scheme 13. Copper-catalyzed direct amination of N-oxides 12.5 (see preparation of 12.5 illustrated in Scheme 12) reacts with amines E2-L2-NHR2 in the presence of a catalyst such as Cui in an aprotic solvent such as toluene at elevated temperature (according to general reaction conditions reported in J. Org. Chem., 2017, 82, 8933-8942) to afford 13.1 (X21 =NR2). Conversion of N-oxides 13.1 to compounds 13.2 is conducted in the presence of PCh according to synthetic procedures reported in US20190270742. Nitro reduction of 13.2 under mild reducing conditions (reaction conducted in the presence of a metal such as zinc or iron with ammonium chloride) affords anilines 13.3, which are converted to the corresponding sulfonamides 13.4 by reaction with sulfonyl chlorides 2.3. Finally, Pd-catalyzed coupling reaction known to those skill in the art (Buchwald reaction) of 13.4 with R^Fh affords compounds of Formula I.

[0275] Intermediates of formula 14.6 may be prepared as described in Scheme 14. Commercially 5 available methyl 5-bromo-2-(methylthio)pyrimidine-4-carboxylate (14.1) reacts with 3-nitrophenylacetylenes 12.2 (commercially available or synthesized by those skilled in the art) under Pd / Cu-catalyzed conditions known to those skill in the art (Sonogashira Reaction) to afford 14.2. Hydrolysis of esters 14.2 with LiOH (aq) affords the corresponding acids 14.3. Acid-promoted intramolecular cyclization of acids 14.3 affords 14.4 according to general reaction conditions 10 reported in Org. Lett., 2006, 8, 5517-5520. Intermediates 14.4 are converted to 14.5 under NH4OAC in glacial acetic acid at elevated temperature. Compounds 14.5 react with PhPOCh to afford intermediates 14.6 according to general reaction conditions reported in WO2018113584. 15 Scheme 15 X21 = direct bond, O, NR2

[0276] Compounds of Formula I may be prepared as described in Scheme 15. O-alkylation of 14.5 (see preparation of 14.5 illustrated in Scheme 14) with alkylating reagents E2L2-I in the presence of Ag2COi affords 15.1a (X21 = O) according to general reaction conditions reported in WO2018113584. Alternatively, chlorides 14.6 react with alcohols (E2-L2-OH) or amines (E2-L2-NHR2) by substitution reaction in the presence of a base such as DIEA, in polar aprotic solvents such as NMP at elevated temperature to afford 15.1b (X21 = O, NR2) according to general reaction conditions reported in WO2014037750. Alternatively, chlorides 14.6 (prepared in scheme 14) react with boronic acids or boronates E2-L2-B(OR)2 (commercially available or synthesized by those skilled in the art) under Pd-catalyzed coupling conditions (Suzuki reaction) to afford 15.1c (X21 = direct bond). Nitro reduction of 15.1a, 15.1b and 15.1c under by palladium catalyzed hydrogenation or mild reducing conditions (zinc or iron metal with ammonium chloride) affords anilines 15.2. When 15.1c contains double or triple bonds at the L2-E2, these moieties along with the nitro group can be fully reduced under palladium catalyzed hydrogenation conditions to afford 15.2. Anilines 15.2 react with sulfonyl chlorides 2.3 to obtain sulfonamides 15.3 under sulfonamide coupling conditions known to those skilled in the art. Finally, compounds of Formula I can be prepared by oxidation of 15.3 with mCPBA, followed by SnAt reaction of the resulting intermediate with amines R1NH2. Scheme 16

[0277] Intermediates of formula 16.6 may be prepared as described in Scheme 16. Commercially available 5-amino-2-chloroisonicotinamide (16.1) reacts with 3-nitro-aldehydes 16.2 (commercially available or synthesized by those skilled in the art) to afford 16.3. Oxidation of 16.3 with an oxidant such as Mn02 affords 16.4 according to general reaction conditions reported in WO2018113584. Intermediates 16.4 react with amines R*NH2 under Pd-catalyzed coupling reaction known to those skill in the art (Buchwald reaction) to afford 16.5 which can be reacted with POCh to afford intermediates chlorides 16.6. Scheme 17

[0278] Compounds of Formula I may be prepared as described in Scheme 17. Chlorides 16.6 (prepared as described in Scheme 16) react with alcohols (E2-L2-OH) or amines (E2-L2-NHR2) by substitution reaction to afford 17.1a (X21 = O) or 17.b (X21 =NR2). Alternatively, 17.1c (X21 = direct bond) can be prepared from 16.6 by Pd-coupling reaction (Suzuki reaction) with either boronic acids or boronates (E2-L2-B(OR)2). Nitro-reduction of 17.1a, 17.1b and 17.1c via palladium catalyzed hydrogenation or mild reducing conditions (zinc or iron metal with ammonium chloride) affords anilines 17.2. When 17.1c contains double or triple bonds at the L2-E2, these moieties along with the nitro group can be fully reduced under palladium catalyzed hydrogenation conditions to afford 17.2. Finally, anilines 17.2 react with sulfonyl chlorides 2.3 under sulfonamide coupling conditions to afford compounds of Formula I. In another embodiment, ligand-free copper-catalyzed Ullmann reaction of commercially available 2-chloro-5-iodoisonicotinaldehyde (17.3) with various benzimidamides 17.4 (commercially available or synthesized by those skilled in the art) affords 17.5 (X21-L2-E2 = H) according to general reaction conditions reported in Tetrahedron Lett., 2010, 51, 785-760. Pyridopyrimidines 17.5 react with amines R*NH2 by Pd-catalyzed coupling reaction known to those skill in the art (Buchwald reaction) to afford 17.6. Nitro-reduction of 17.6 via palladium catalyzed hydrogenation or mild reducing conditions (zinc or iron metal with ammonium chloride) affords anilines 17.7. Sulfonamide coupling reaction of anilines 17.7 with sulfonyl chlorides 2.3 affords compounds of Formula I. Preparation of Intermediates and Final compounds.

[0279] Using the synthetic procedures and methods described herein and methods known to those skilled in the art, the following compounds were made: General Method A: Borylation Example Al: 2-fluoro-4-methyl-5-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)aniline V0^AANH2 A°

[0280] A mixture of potassium acetate (14.4 g, 147 mmol), 5-bromo-2-fluoro-4-methylaniline (10.0 g, 49 mmol), and 4,4,4',4,,5,5,5,,5,-octamethyl-2,2'-bi(l,3,2-dioxaborolane) (17.4 g, 69 mmol) in 1,4-dioxane (150 mL) was degassed with Ar for 10 min. PdC12(dppf) (1.79 g, 2.5 mmol) was added and the reaction mixture was heated at 110 °C for 6 h. The reaction was cooled to rt and filtered through a pad of celite. The filtrate was removed under reduced pressure and the residue was purified by silica gel column chromatography (0 to 50% EtOAc / hexanes and 1% EtOAc / DCM) to obtain 2-fluoro-4-methyl-5-(4,4,5,5-tetramethyl-l,3,2-dioxaborolan-2-yl)aniline (6.2 g, 50% yield) as a tan solid. lHNMR(500 MHz, DMSO-d6): 5 7.12 (d, J = 10.4 Hz, 1H), 6.78 (d, J = 12.8 Hz, 1H), 4.86 (s, 2H), 2.29 (s, 3H), 1.26 (s, 12H); MS (ESI) m / z: 252.2 (M+H+).

[0281] Using the General Method A above, the following Intermediates of Table A were prepared. Table A. Ex No Product Yield (%) *H NMR (400 or 500 MHz, DMSO-ds): 8 MS (m / z: M+H+) A2 CM 0 Z “'O 96 No Data 234.2 A3 CM (J □_ cn-o 61 6.85 (m, 1H), 6.78 (m, 1H), 6.65 (m, 1H), 4.90 (brs, 2H), 1.27 (s, 12H). 238.1 A4 CM ca-O 62 7.13 (d, J = 9.8 Hz, 1H), 6.94 (m, 2H), 6.82 (t, J = 6.3 Hz, 1H), 5.09 (s, 2H), 1.24 (s, 12H). 238.1 A5 F so^JC^NH2 88 6.77 (d, J = 2.0 Hz, 1H), 6.42 (m, 2H), 5.42 (s, 2H), 1.27 (s, 12H). 238.2 A6 O-O] Z T M 78 6.86 (m, 2H), 6.76 (d, J = 6.8 Hz, 1H), 5.02 (s, 2H), 1.28 (s, 12H). 238.2 A7 0-03 Z T crude No Data 256.2 A8 F f^A. \Z°"       N h2 36 6.59 (m, 2H), 5.20 (brs, 2H), 1.28 (s, 12H). 256.1 A9 \ / 0'       N h2 F 33 No Data 256.2 A10 “\^p O-ot    -n z    -n T rj 93 7.09 (m,lH), 6.94 (m, 1H), 5.00 (s, 2H), 1.28 (s, 12H). 256.2 All F / k^F ^P"      N H2 crude 7.1.3 (d, J = 9.8 Hz,lH), 6.94 (m, 1H), 6.82 (m, 1H), 5.09 (s, 2H), 1.24 (s, 12H). 238.1 A12 ^-^F \y°-       N H2 A-6 F 61 6.88 (t, J = 8.8 Hz, 1H), 6.77 (m, 1H), 5.10 (brs, 2H), 1.28 (s, 12H). 256.0 A13 -\^P O-CD^ z T ro 65 6.74 (d, J = 2.4 Hz, 1H), 6.37 (dd, J = 2.4 and 12.4 Hz, 1H), 5.10 (brs, 2H), 2.18 (d, J = 2.0 Hz, 3H), 1.28 (s, 12H). 252.1 A14 CM 0 ll m-o 40 6.88 (d, J = 7.8 Hz, 1H), 6.71 (m, 1H), 4.7 (brs, 2H), 2.05 (s, 3H), 1.26 (s, 12H). 252.3 A15 O-uo z T ro 81 6.80 (d, J = 4.6 Hz, 2H), 6.75 (m, 1H), 4.80 (s, 2H), 3.65 (s, 3H), 1.29 (s, 12H). 250.2 A16 CM 0 O JO-O 38 6.84 (d, J = 2.8 Hz, 1H), 6.66 (d, J = 8.8 Hz, 1H), 6.61 (m, 1H), 4.6 (brs, 2H), 3.59 (s, 3H), 1.25 (s, 12H). 250.1 A17 CM T Z CQ-O °X^ 76 6.86 (m, 2H), 6.71 (m, 1H), 4.7 (brs, 2H), 2.20 (s, 3H), 1.28 (s, 12H). 234.2 A18 CM 0' tD-O O 60 7.31 (d, J = 8.4 Hz, 1H), 6.83 (d, J = 2.4 Hz, 1H), 6.64 (dd, J = 1.6 and 8.4 Hz, 1H), 5.80 (brs, 2H), 1.28 (s, 12H). 288.1 A19 O-OT Z T NJ 62 7.22 (t, J = 8.0 Hz, 1H), 6.84 (d, J = 8.0 Hz, 1H), 6.57 (d, J = 6.8 Hz, 1H), 5.50 (brs, 2H), 1.27 (s, 12H). 287.8 A20 CM 0 o 46 6.99 (d, J = 8.8 Hz, 1H), 6.87 (d, J = 2.8 Hz, 1H), 6.60 (dd, J = 3.2 and 8.8 Hz, 1H), 5.20 (brs, 2H), 1.28 (s, 12H). 254.0 A21 CM I cp “-O 43 6.99 (t, J = 7.6 Hz, 1H), 6.86 (d, J = 6.4 Hz, 1H), 6.77 (d, J = 6.8 Hz, 1H), 5.25 (brs, 2H), 1.28 (s, 12H). 254.1 A22 CN 78 7.29 (m, 1H), 6.92 (m, 2H), 5.93 (s, 2H), 1.30 (s, 12H). 245.2 A23 CM I 0^0 m-o 42 6.85 (d, J = 1.2 Hz, 1H), 6.69 (s, 1H), 6.67 (m, 1H), 5.41 (brs, 2H), 1.27 (s, 12H) No Data General Method B: Condensation Example Bl: 7-methyl-2-(methylthio)pyrido[2,3-d]pyrimidine Ji J J C^N N"^

[0282] A solution of 4-amino-2-(methylthio)pyrimidine-5-carbaldehyde (3.0 g, 18 mmol) in acetone (50 mL) was treated with K2CO3 (3.1 g, 22 mmol). The reaction was he...

Claims

1. A compound represented by Formula I:Formula Ior a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2,provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2;provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N;X4 is selected from the group consisting of CR3 and N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;A is selected from the group consisting of a substituted 5-membered heteroaryl, a substituted 6-membered heteroaryl, a pyridone, and a substituted aryl ring;L2 is selected from the group consisting of a direct bond and alkyl, wherein alkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2; provided that the compound is not:

2. A compound represented by Formula I-A:Formula I-Aor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2;X5 is selected from the group consisting of CR8 and N;X6 is selected from the group consisting of CR9 and N;X7 is selected from the group consisting of CR10 and N;X8 is selected from the group consisting of CR11 and N;X9 is selected from the group consisting of CR8 and N, provided that not more than three of X5, X6, X7, X8, and X9 is N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxy, and CN;R9, R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

3. A compound represented by Formula I-B:Formula I-Bor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2;X4 is selected from the group consisting of CR3 and N;X5 is selected from the group consisting of CR8 and N;X6 is selected from the group consisting of CR9 and N;X7 is selected from the group consisting of CR10 and N;X8 is selected from the group consisting of CR11 and N;X9 is selected from the group consisting of CR8 and N, provided that not more than three of X5, X6, X7, X8, and X9 is N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting ofH, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy, and CN;R9, R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

4. A compound represented by Formula I-C:R6Formula I-Cor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2,provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2;provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N;X4 is selected from the group consisting of CR3 and N;X5 is selected from the group consisting of CR8 and N;X6 is selected from the group consisting of CR9 and N;X7 is selected from the group consisting of CR10 and N;X8 is selected from the group consisting of CR11 and N;X9 is selected from the group consisting of CR8 and N, provided that not more than three of X5, X6, X7, X8, and X9 is N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine,aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy, and CN;R9, R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)P;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl,cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

5. A compound represented by Formula I-D:R6Formula I-Dor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2,provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2;provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N;X4 is selected from the group consisting of CR3 and N;X5 is selected from the group consisting of CR8 and N;X6 is selected from the group consisting of CR9 and N;X7 is selected from the group consisting of CR10 and N;X8 is selected from the group consisting of CR11 and N;X9 is selected from the group consisting of CR8 and N, provided that not more than three of X5, X6, X7, X8, and X9 is N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy,alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy, and CN;R9, R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.A compound represented by Formula I-E:Formula I-Eor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2;X5 is selected from the group consisting of CR8 and N;X6 is selected from the group consisting of CR9 and N;X7 is selected from the group consisting of CR10 and N;X8 is selected from the group consisting of CR11 and N;X9 is selected from the group consisting of CR8 and N, provided that not more than three of X5, X6, X7, X8, and X9 is N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy, and CN;R9, R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

7. A compound represented by Formula I-F:Formula I-For a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2;X4 is selected from the group consisting of CR3 and N;X5 is selected from the group consisting of CR8 and N;X6 is selected from the group consisting of CR9 and N;X7 is selected from the group consisting of CR10 and N;X8 is selected from the group consisting of CR11 and N;X9 is selected from the group consisting of CR8 and N, provided that not more than three of X5, X6, X7, X8, and X9 is N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine,aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy, and CN;R9, R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)P;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl,cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

8. A compound represented by Formula I-G:R6Formula I-Gor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting ofH, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R12 is individually and independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl,aminocarbonyl, acylamino, halogen, cyano, haloalkyl, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;B is selected from the group consisting of a five-membered heteroaryl, a six-membered heteroaryl, and a pyridone, wherein the five- or six-membered heteroaryl ring, or the pyridone is optionally substituted by R12 at each substitutable position;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen;and each p is independently 0, 1 or 2.

9. A compound represented by Formula I-H:Formula I-Hor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2;X4 is selected from the group consisting of CR3 and N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R12 is individually and independently selected from the group consisting of hydroxy alkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, haloalkyl, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine,aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;B is selected from the group consisting of a five-membered heteroaryl, a six-membered heteroaryl, and a pyridone, wherein the five- or six-membered heteroaryl ring, or the pyridone, is optionally substituted by R12 at each substitutable position;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

10. A compound represented by Formula I-J:R6Formula I-Jor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2, provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2;provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N;X4 is selected from the group consisting of CR3 and N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R12 is individually and independently selected from the group consisting of hydroxy alkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, haloalkyl, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;B is selected from the group consisting of a five-membered heteroaryl, a six-membered heteroaryl, and a pyridone, wherein the five- or six-membered heteroaryl ring, or the pyridone, is optionally substituted by R12 at each substitutable position;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

11. A compound represented by Formula I-K:Formula I-Kor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2,provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2;provided that X2is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N;X4 is selected from the group consisting of CR3 and N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl,wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R12 is individually and independently selected from the group consisting of hydroxy alkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, haloalkyl, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;B is selected from the group consisting of a five-membered heteroaryl, a six-membered heteroaryl, and a pyridone, wherein the five- or six-membered heteroaryl ring, or the pyridone, is optionally substituted by R12 at each substitutable position;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

12. A compound represented by Formula I-L:Formula I-Lor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting ofH, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R12 is individually and independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, haloalkyl, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;B is selected from the group consisting of a five-membered heteroaryl, a six-membered heteroaryl, and a pyridone, wherein the five- or six-membered heteroaryl ring, or the pyridone, is optionally substituted by R12 at each substitutable position;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

13. A compound represented by Formula I-M:Formula I-Mor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2;X4 is selected from the group consisting of CR3 and N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R12 is individually and independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, haloalkyl, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;B is selected from the group consisting of a five-membered heteroaryl, a six-membered heteroaryl, and a pyridone, wherein the five- or six-membered heteroaryl ring, or the pyridone, is optionally substituted by R12 at each substitutable position;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

14. A compound represented by Formula I-N:Formula I-Nor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F; R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxycycloalkyl, hydroxy, and CN;R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting ofH, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl,wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine,aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

15. The compound of claim 14, wherein X11 is CR7.

16. The compound of claim 14, wherein X11 is N.

17. A compound represented by Formula I-O:R6Formula 1-0or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy,alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl; R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxycycloalkyl, hydroxy, and CN;R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxycycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl,wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)P;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

18. The compound of claim 17, wherein X11 is CR7.

19. The compound of claim 17, wherein X11 is N.

20. A compound represented by Formula I-P:R6R9Formula I-Por a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting ofH, alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN;R9, R10, and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

21. The compound of claim 20, wherein X11 is CR7.

22. The compound of claim 20, wherein X11 is N.

23. A compound represented by Formula I-Q:R6R9Formula I-Qor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN;R9, R10, and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

24. The compound of claim 23, wherein X11 is CR7.

25. The compound of claim 23, wherein X11 is N.

26. A compound represented by Formula I:Formula I or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2,provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2;provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N;X4 is selected from the group consisting of CR3 and N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting ofH, alkyl, (C=O)R13, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;A is selected from the group consisting of a substituted 5-membered heteroaryl, a substituted 6-membered heteroaryl, a pyridone, and a substituted aryl ring;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2; provided that the compound is not:

27. A compound represented by Formula I:Formula Ior a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X2 is selected from the group consisting of N, CH, C-O-L2-E2, and C-L2-E2;X3 is C-N(R2)-L2-E2;X4 is selected from the group consisting of CR3 and N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl; R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl,wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;A is selected from the group consisting of a substituted 5-membered heteroaryl, a substituted 6-membered heteroaryl, a pyridone, and a substituted aryl ring;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

28. A compound represented by Formula I:Formula Ior a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is CH;X2 and X3 are each independently selected from the group consisting of N, CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2,provided that X2 is selected from the group consisting of CH and N, and X3 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2,and C-N(R2)-L2-E2;provided that X2 is selected from the group consisting of CH, C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 and X3 is selected from the group consisting of CH and N;X4 is selected from the group consisting of CR3 and N;X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of H, alkyl, (C=O)R13, cycloalkyl, alkoxy alkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 and R7 are each independently selected from the group consisting of halogen, H, and alkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;A is selected from the group consisting of a substituted 5-membered heteroaryl, a substituted 6-membered heteroaryl, a pyridone, and a substituted aryl ring;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen; andeach p is independently 0, 1 or 2.

29. The compound of any one of claims 1-28, wherein R1 is selected from the group consisting ofwherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

30. The compound of any of claims 1-28, wherein R1 is selected from the group consisting of31. The compound of any one of claims 1-28, wherein R1 is selected from the group consisting ofH3C.H,32. The compound of any one of claims 1-28, wherein R1 is selected from the group consisting of33. The compound of any one of claims 1-28, wherein R1 is selected from the group consisting ofwherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, 10 alkoxyalkyl, haloalkyl, hydroxy alkyl, and cyanoalkyl.

34. The compound of any one of claims 1, 26, or 27, wherein X1 is N.

35. The compound of any one of claims 1, 26, or 27, wherein X1 is CH.

36. The compound of any one of claims 1-5, 8-11, or 14-20, wherein: X2 is selected from the group consisting of N and CH; and X3 is C-N(R2)-L2-E2.

37. The compound of any one of claims 1-5, 8-11, 14-28, or 36, wherein X3 is C-N(R2)-L2-E2.

38. The compound of claim 37, wherein X3 is CN(H)CHs.

39. The compound of any one of claims 1-5, 8-11, or 14-28, wherein X2 is N and X3 is CCH3.

40. The compound of any one of claims 1, 4-7, 10-13, or 26-28, wherein X2 is CH and X3 is N.

41. The compounds of any one of claims 1,4-7, 10-13, 26-35, wherein X2 is selected from the group consisting of:wherein each occurrence of R14 is independently selected from the group consisting of H, alkyl,alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

42. The compound of any one of claims 1-5, 8-11, 14-35, wherein X3 is selected from the group consisting of:wherein each occurrence of R14 is independently selected from the group consisting of H, alkyl,alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

43. The compound of any one of claims 1-5, 8-11, 14-37, wherein X3 is selected from the group consisting ofwherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

44. The compound of any one of claims 1-43, wherein X4 is CR3.

45. The compound of any one of claims 1-44, wherein X10 is CR5 and X11 is CR7.

46. The compound of any one of claims 1-44, wherein X10 and X11 are N.

47. The compound of any one of claims 1-44, wherein X10 is CR5 and X11 is N.

48. The compound of claim 44, wherein R3 is selected from the group consisting of H, methyl, and F.

49. The compound of any one of claims 1-48, wherein R4 and R5 are each independently selected from the group consisting of H, F, Cl, Me, OMe, CF3, and CN.

50. The compound of any one of claims 1-49, wherein R6 and R7 are each independently selected from the group consisting of H, F, Cl, Me.

51. The compound of any one of claims 1-49, wherein R4, R5, R6, and R7 are each independently H or F, and wherein at least one of R4, R5, R6, and R7 is F.

52. The compound of any one of claims 1-51, wherein:R6 is F; andR4, R5, and R7 are each H.

53. The compound of any one of claims 1-51, wherein:R4 is F; andR5, R6, and R7 are each H.

54. The compound of any one of claims 1-51, wherein:R4 and R6 are each F; andR5 and R7 are each H.

55. The compound of any one of claims 1-51, wherein:R4 and R5 are each F; andR6 and R7 are each H.

56. The compound of any one of claims 1-51, wherein:R5 and R6 are each F; andR4 and R7 are each H.

57. The compound of any one of claims 1, 8-13, or 26-56, wherein A or B is selected from the group consisting of:

58. The compound of any one of claims 1, 8-13, or 26-56, wherein A or B is selected from thegroup consisting of:10   59. The compound of any one of claims 1, or 26-56, wherein A is selected from the groupconsisting of:ClCl60. The compound of any one of claims 1, or 26-56, wherein A is selected from the groupconsisting of:wherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.5   61.    The compound of any one of claims 1, 8-13, or 26-56, wherein A or B is selected from thegroup consisting of:

62. The compound of any one of claims 1, 8-13, or 26-56, wherein A or B is selected from thegroup consisting of:

63. A compound represented by Formula I-R:Formula I-Ror a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine,aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)P;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl,cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

64. A compound represented by Formula I-S:Formula 1-S or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2X10 is selected from the group consisting of CR5 and N;R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0,1 or 2.

65. A compound represented by Formula I-T:Formula 1-Tor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl,wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

66. A compound represented by Formula I-U:Formula 1-Uor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2 X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R11 is selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

67. A compound represented by Formula I-V:Formula 1-Vor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2X10 is selected from the group consisting of CR5 and N;R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R11 is selected from the group consisting of hydroxyalkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

68. A compound represented by Formula I-W:Formula 1-Wor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R11 is selected from the group consisting of hydroxyalkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

69. A compound represented by Formula I-X:Formula 1-Xor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein: X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R5 is independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R11 is selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

70. A compound represented by Formula I-Y:Formula 1or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R5 is independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R11 is selected from the group consisting of hydroxyalkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R15 is selected from the group consisting of alkyl, cycloalkyl, and heterocycyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

71. A compound represented by Formula I-Z:Formula I-Zor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN;R10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

72. A compound represented by Formula I-AA:Formula I-AA or a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2X10 is selected from the group consisting of CR5 and N;R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CNR10 and R11 are each independently selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxycarbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

73. A compound represented by Formula I-AB:Formula Ior a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy,alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R4 and R5 are each independently selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxycycloalkyl, hydroxy, and CNR11 is selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)P;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

74. A compound represented by Formula I-AC:Formula 1-ACor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2X10 is selected from the group consisting of CR5 and N;X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CNR11 is selected from the group consisting of hydroxyalkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

75. A compound represented by Formula I-AD:Formula 1-ADor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2X10 is selected from the group consisting of CR5 and N;R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CNR11 is selected from the group consisting of hydroxyalkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano,alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

76. A compound represented by Formula I-AE:Formula 1-AEor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2X11 is selected from the group consisting of CR7 and N;R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalky 1, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6 is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN;R11 is selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine,aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

77. A compound represented by Formula I-AF:Formula 1-AFor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine,aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R7 is selected from the group consisting of H and F;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxycarbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CN;R11 is selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxy cycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2 is selected from the group consisting of hydroxy, alkoxy, alkoxy alkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl,wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

78. A compound represented by Formula I-AG:R6Formula 1-AGor a pharmaceutically acceptable salt, enantiomer, stereoisomer, or tautomer thereof, wherein:X1 is selected from the group consisting of CH and N;X3 is selected from the group consisting of C-O-L2-E2, C-L2-E2, and C-N(R2)-L2-E2R1 is selected from the group consisting of alkyl, (C=O)R13, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;R2 is selected from the group consisting of H and alkyl;R3 is selected from the group consisting of H, alkyl, and halogen;R5 is selected from the group consisting of halogen, H, alkoxy, alkylamino, amino, alkyl, haloalkyl and CN;R6is selected from the group consisting of halogen, H, and alkyl;R8 is selected from the group consisting of alkoxy, alkylamino, cycloalkoxy, cycloalkylamino, halogen, H, alkyl, haloalkoxy, haloalkyl, amide, alkoxy carbonyl, hydroxyalkyl, hydroxy cycloalkyl, hydroxy, and CNR11 is selected from the group consisting of hydroxy alkyl, hydroxy cycloalkyl, alkoxyalkyl, alkoxycycloalkyl, amino, aminoalkyl, aminocycloalkyl, aminocarbonyl, acylamino, halogen, cyano, alkoxy, alkylamino, H, cyanoalkyl, alkyl, cycloalkyl, haloalkyl, cycloalkoxy, cycloalkylamino, heterocyclyl, alkoxy carbonyl, and heterocyclylalkyl;R13 is selected from the group consisting of H, alkyl, cycloalkyl, alkoxyalkyl, cycloalkoxyalkyl, aminoalkyl, heterocyclyl, heterocyclylalkyl, aryl, heteroaryl, and heteroarylalkyl, wherein each of aryl and heteroaryl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of haloalkyl, alkyl, haloalkoxy, alkoxy, halogen, amine, amide, acyl, alkoxyalkyl, hydroxy, hydroxyalkyl, cyano, cyanoalkyl, and heterocyclyl, andwherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, alkoxyalkyl, amide, amine, aminoalkyl, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, cyanoalkyl, and sulfonyl;L2 is selected from the group consisting of a direct bond and Ci-Cealkyl, wherein Ci-Cealkyl is optionally substituted with (E21)p;E2is selected from the group consisting of hydroxy, alkoxy, alkoxyalkyl, cyano, halogen, sulfonyl, H, alkyl, amine, amide, acyl, haloalkoxy, haloalkyl, and heterocyclyl, wherein heterocyclyl is optionally substituted with one or more occurrences of a substituent independently selected from the group consisting of alkyl, alkoxy, amide, amine, acyl, haloalkyl, haloalkoxy, halogen, hydroxy, hydroxyalkyl, oxo, cyano, and cyanoalkyl;E21, at each occurrence, is independently selected from the group consisting of H, alkyl, cycloalkyl, alkoxy, cyano, cyanoalkyl, haloalkoxy, haloalkyl, hydroxy, hydroxyalkyl, and halogen, andeach p is independently 0, 1 or 2.

79. The compound of any one of claims 63-78, wherein R1 is selected from the group consistingofwherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

80. The compound of any of claims 63-78, wherein R1 is selected from the group consisting of81. The compound of any one of claims 63-78, wherein R1 is selected from the group consistingand10   82. The compound of any one of claims 63-78, wherein R1 is selected from the group consistingof83. The compound of any one of claims 63-78, wherein R1 is selected from the group consisting15 ofwherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.5   84.    The compound of any one of claims 63-83, wherein X1 is N.

85. The compound of any one of claims 63-83, wherein X1 is CH.

86. The compound of any one of claims 63-85, wherein X3 is C-N(R2)-L2-E2.1087.   The compound of claim 86, wherein X3 is CN(H)CH3.

88. The compound of any one of claims 63-85, wherein X3 is CCH3.15   89.    The compound of any one of claims 63-85, wherein X3 is selected from the group consistingof:C CH3nxh? ch3C"0'CH3OH, C, andwherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

90. The compound of any one of claims 63-85, wherein X3 is selected from the group consisting ofwherein each occurrence of R14 is independently selected from the group consisting of H, alkyl, alkoxyalkyl, haloalkyl, hydroxyalkyl, and cyanoalkyl.

91. The compound of any one of claims 63-68 and 71-76, wherein X10 is N and X11 is CR7.

92. The compound of any one of claims 63-68 and 71-76, wherein X10 and X11 are N.

93. The compound of any one of claims 63-68 and 71-76, wherein X10 is CR5 and X11 is N.

94. The compound of any one of claims 63, 68, and 71-76, wherein R3 is H, Ci-Ce alkyl, andhalogen.

95. The compound of any one of claims 63, 68, 71-76, and 94, wherein R3 is H.

96. The compound of any one of claims 63, 68, 71-76, and 94, wherein R3 is Me.

97. The compound of any one of claims 63, 68, 71-76, and 94, wherein R3 is F.

98. The compound of any one of claims 63, 68, 71-76, and 94, wherein R3 is Cl.

99. The compound of any one of claims 63-65, 71-73, and 79-98, wherein R4 is selected from thegroup consisting of H, F, Cl, Me, OMe, CF3, and CN.

100. The compound of any one of claims 63-99, wherein R5 is selected from the group consisting of H, F, Cl, Me, OMe, CF3, and CN.

101. The compound of any one of claims 63-100, wherein R6 and R7 are each independently selected from the group consisting of H, F, Cl, Me.

102. The compound of any one of claims 63-101, wherein R4, R5, R6, and R7 are each independently H or F, and wherein at least one of R4, R5, R6, and R7 is F.

103. The compound of any one of claims 63-65, 71-73, and 79-102, wherein:R6 is F; andR4, R5, and R7 are each H.

104. The compound of any one of claims 63-102, wherein:R4 is F; andR5, R6, and R7 are each H.

105. The compound of any one of claims 63-102, wherein:R4 and R6 are each F; andR5 and R7 are each H.

106. The compound of any one of claims 63-102, wherein:R4 and R5 are each F; andR6 and R7 are each H.

107. The compound of any one of claims 63-65, 71-73, and 79-102, wherein:R5 and R6 are each F; andR4 and R7 are each H.5   108. The compound of any one of claims 63-107, wherein R15 is selected from the groupconsisting of Ci-Ce alkyl, C3-C6 cycloalkyl, and C3-C6 heterocyclyl.

109. The compound of any one of claims 63-108, wherein R15 is cyclopropyl.10   110.  The compound of any one of claims 63-108, wherein R15 is Me.

111. The compound of any one of claims 63-108, wherein R15 is oxetanyl.

112. The compound of any one of claims 63-108, wherein R15 is oxetan-2-yl.15113. The compound of any one of claims 63-108, wherein R15 is oxetan-3-yl.

114. A compound selected from the group consisting of:By y _F r T o o xy xy AA x^i a A A H A J N      N          O N H                                | nxyx^AA;Uyci ''nAAnX HaAU AH / IZ • o <o^ 4 VU so (AM -11           Q YxyU Y H O'zo xY xY xxYxY UC xY xCI .AAA H A J ^N^N^N^^    ^^N^ H F AUTa* XT XN N H F x^XK^t^C! AiX JI J J        H II \ ^NNNN^   N H            H y<yA r ll O' _o ^Y ^Y Uy Jk JsC   Al n^yAYA^A^ n'Ai^U a A A >■ H A J N N N N       O N H                 H           | F rXl O'A xY xY xxYxY AC xY xCI nAAAA  n kfi^U a A A x H A J N N N N       0 N H                H          | IAxYxF r ii o. zo xYxYxXxY ?S' xY .Cl saAA h A J N   N N           O N H                                  | FkyO r T c\ / 0 y / kXA X / yci n^U^U^^^^n Y^A 1 / 1 / 1 H A X ^NNNN^  O N H                 H           | i'll O'.O / y Uy Jk Jsi / y ai N^Y^YxY^y  yAYx^1 v. a A A x H A J N N N N       0 N H                 H           | rll o. ZO xY xY Uksxk AC xY xCI N^r^r^r nx AAA f H A J XN N NxXnh     0 N H                                    | ci n^yV^^n V^r" A JU H A J N N               O N H                                | F x^JULVU ci nxxyYY W x aJL J H A J ^N Y^ N        0 N H                                    | x^XXlVA ci ny-Y^y' Y x. aJL J H A J N       N           0 N H                                  | if^l °^° xy y JLA isu^ci A A J H A X HN N N          O N A        1 N-N / F rh °w° .-YUA^VyyC, xAAA h A J N   N N NH2     O N H                                  | x iX^^xy1 N N N NH2     O N H                       2         | f\zA r il O' a yyXA AC / y ai A JL J F H A J ^N^N^N^NH   O^NX H                           |                  | XY XY id Vy Cl y X A A f H A X N'^^'N'^'    HN N H                                  | lAo^^r' H                               | aXI' F yXXAAXxC! jUCaU IV HN N"^^      O N 1                                                                                                         1 aIdX^XA HN N IY    O^N 1                                                                                                         1 [|       Os ZO xYxYxYcX X YxCI nzYn Y N W aJU 1 H AJ HN N              O N 1                                                                                                         1 II "a O'Zo X. / YcI N An         n Ai U< a A A H A J HN N N          O N 1                                                                                                         1 FAxY 111 O' zo Y. xY Uk Ak     Al n^Yv^^n UiY T l| J            H II 1 HN^N^U^     0^ N^ 1                                                                                                         1 xYxF r ii P^o ZYY / UA xSC^Y xCI N      ok kr N A, y A A A f H A X N N N*^      O N H                               | All yyA-A xS' xy .Cl N               N Uink -. A A A H A J N   N N           O N H                                  | F F\ / l TA ox zo Y. xY xY Ay XyxCI N^Urf   ^^ n Ai a a A A H A J HN N N          O N 1                                                                                                         1 F ^rll yyXA xSC x^ ai N  Y^Y^n yAY / x uXl H A J N N N           O N H                                  | xYxF r T P\ / 0 XY xY xkA xSC xY xCI N Yp yU    N Ui x A A A  H A J N   N N           O N H                               | l| A Os ZO xl xyA Cl H A X HN N              O N 1                                                                                                         1 xXU 1                                                                                                         1 CI^AY 11 T °x / 0 xY xY xY Ak JSC xY Al N^Ai^T   N W XIX  H A J hn^n^n"5^    O^N^ 1                                                                                                         1 CIY-^Ay 11 0',0 Y. xY xYxY AC xY xCI N ii          N A, UK A A J H A X H N ^N         o^ N^ 1                                                                                                         1 Cl .wVX-cf3 axAaU F CF3^^, II U 0'Z0 YyAA Ay / CI N ii               N Ui A A J H A X H N ^N         0^ N^ 1                                                                                                         1 Il A Ox ZO >;A / aA<A xS< xy x^I N Ai oT       N Al AA L 11 J  CF H A X HN N ^~^     3 O N 1                                                                                                         1 CF3^^ II 1 O'ZO xY XY xYAy YC xY Al nyAax / U UiY XIA h ii J HN^N^N^^    O^N^ 1                                                                                                         1 1 °XxY HI O'zo xY xY Uk^k JsC xyAI a AA   H A J HN N              O N 1                                                                                                         1 1 O^XY in °' / ° xY xY AA JsC xY xCI N^U^AA^^ N Ui . k A A H A J N N N           O N H                               | axAAxa A f'T#Y %° yyXA XyAI A A A H A J N N N           O N H                                    | xY / lXll0 x A A A f o-AVci NNN^  P \ / Cl H            z N^ 9» / ° XY XY xAA xSC XY xCI N U<Y^Y-' ''n Uf xUU  H A J HsN^^Y^     o n All xy xy xXA JsC xy ^ci N oCAfY^N AiA^ ji J J । H l| J H2N^^^^     O N F |P| OwO / x xy ul m }si xy ai N ^A^A^^^N AiT a A A H A J HN N N ^~       O N A        1 N-N X if^l R' / P yyAA Is' yAI N^v^rnr^N UiA^ A A A f H A J HN N H"^-      0 N A        1 N-N X iT^i 0'0 XY XY A A XxY XI n^^jAyfUf^n UiU^ y x A A f H A X N N N"^-      HN N H                                  | 1^41 O o N'lrorr^M UiY \ a A XL o. H A & N   N N           O N H                                  | F rA CU° ..   1y JL Ssz xy Cl A A A H A J H2N N N   NH2     O   N Cl rXl °\U xY xY xxYxY xA xY xCI A A A H A J NNNNH  0 N H                           |                  |1¾ CX 8 ZI / pil Q o xAai jl J J J H H 1 O^N O >00 o— ° ZT W Q z I x X2oVh*V - \Xx / \ II Ck / P N^Y^Y^—N YA j 2 J       H || J N                    N H r To.zo x^  A Y x^ NZYXY JI J J       H |l J ^N N N^       N H F ril ^ / > ZKXxAvA oCxx / CI sAAX H1A N N N          0^ N H                                    | F ril °^° x^x^JkJL X^^Cl JI J A H JI J H2N N N NH     O N <>1 <ap xx. xix xkxjl\ ?Y x^AI 1 JI J 1 H II \ ^NNNNH  O^N " A YY] A A x^ xY Y. }SC / X Al L JI J 1 H 1 J ^N N N NH     O N " 8> l^ll °w° Xx / >K / kA ?sC   Al X 1 J 1 H 1 J N N NH     O N H Sz? 1 Xn c\ p x^x^XA Xx^xCI N^TiYrT^^N X X JI / 1 F H JI J N N N NH     O N H s     1 0^ Q\p ^AAXy v i 1 J 1 H 1 J N N N NH     O N H S 1 HNX F ril °vP __          L. JI 'e'__ pi Jj J J         H II J h2n n n o       o n 1                                        1 ff^l owo H 1 X ^XlVXxi Ji J J 1 H J J NNNO  O N H                           |                  | ril cxy / x x^x Y Y Y X^x Al N^YY^ N YY 1 11 F H JL J Y  N N"^-     O N H                                  | %H \ II °S zP x^x^xksJk 'sC^Xs^x saXX H A A N N N^   ON H                                   |and pharmaceutically acceptable salts, enantiomers, stereoisomers, and tautomers thereof.

115. A pharmaceutical composition comprising a compound according to any one of claims 1-114, 5 or a pharmaceutically acceptable salt thereof, and a pharmaceutically acceptable carrier or excipient.

116. A method of treating a disease caused by a dysregulation of an integrated stress response and / or an unfolded protein response in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of the compound of any one of claims 1-114, or a10 pharmaceutically acceptable salt thereof, or of the pharmaceutical composition of claim 115.

117. The method of claim 116, wherein the dysregulation of the integrated stress response and / or an unfolded protein response is caused by a kinase selected from the group consisting of PERK kinase and GCN2 kinase.15118. The method of claim 116 or 117, wherein the dysregulation of the integrated stress response and / or the unfolded protein response is caused by GCN2 kinase.

119. The method of claim 116 or 117, wherein the dysregulation of the integrated stress response and / or the unfolded protein response is caused by PERK kinase.

120. A method of modulating the activity of GCN2 kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of the compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or of the pharmaceutical composition of claim 115.

121. A method of activating GCN2 kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of the compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or of the pharmaceutical composition of claim 115.

122. A method of modulating the activity of PERK kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of the compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or of the pharmaceutical composition of claim 115.

123. A method of activating PERK kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of the compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or of the pharmaceutical composition of claim 115.

124. A method of inhibiting GCN2 kinase and inhibiting PERK kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of the compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or of the pharmaceutical composition of claim 115.

125. A method of inhibiting the activity of GCN2 kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of the compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or of the pharmaceutical composition of claim 115.

126. A method of inhibiting the activity of PERK kinase in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of the compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or of the pharmaceutical composition of claim 115.

127. A method of treating a cancer in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of the compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or of the pharmaceutical composition of claim 115.

128. The method of claim 126, wherein the cancer is selected from the group consisting of colorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, chronic myeloid leukemia, multiple myeloma, B-cell lymphoma, Follicular lymphoma, mantle cell lymphoma, diffuse large B cell lymphoma, T-cell lymphoma, erythroleukemia, histocyctic lymphoma, Waldenstrom macroglobulinemia, light chain amyloidosis, and malignant lymphoma.

129. The method of claim 127 or 128, wherein the cancer is leukemia.

130. The method of claim 127 or 128, wherein the cancer is acute myeloid leukemia.

131. The method of claim 127 or 128, wherein the cancer is acute lymphoblastic leukemia.

132. The method of claim 127 or 128, wherein the cancer is fibrosarcoma.

133. The method of claim 127 or 128, wherein the cancer is multiple myeloma.

134. The method of claim 127 or 128, wherein the cancer is lymphoma.

135. The method of claim 127 or 128, wherein the cancer is B-cell lymphoma.

136. The method of claim 127 or 128, wherein the cancer is T cell lymphoma.

137. A method of treating amyloidosis in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of the compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or of the pharmaceutical composition of claim 115.

138. A method of treating light chain amyloidosis in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of the compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or of the pharmaceutical composition of claim 115.

139. A method of treating a disease selected from a GCN2 associated disease and a PERK associated disease, in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of the compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or of the pharmaceutical composition of claim 115.

140. The method of claim 139, wherein the disease is a GCN2 associated disease.

141. The method of claim 139, wherein the disease is a PERK associated disease.

142. The method of any one of claims 139-141, wherein the disease is a cancer.

143. The method of claim 142, wherein the cancer is selected from the group consisting of colorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, chronic myeloid leukemia, multiple myeloma, B-cell lymphoma, Follicular lymphoma, Mantle cell lymphoma, diffuse large B cell lymphoma, T-cell lymphoma, erythroleukemia, histocyctic lymphoma, Waldenstrom macroglobulinemia, and malignant lymphoma.

144. The method of claim 142 or 143, wherein the cancer is leukemia.

145. The method of claim 142 or 143, wherein the cancer is acute myeloid leukemia.

146. The method of claim 142 or 143, wherein the cancer is acute lymphoblastic leukemia.

147. The method of claim 142 or 143, wherein the cancer is fibrosarcoma.

148. The method of claim 142 or 143, wherein the cancer is multiple myeloma.

149. The method of claim 142 or 143, wherein the cancer is lymphoma.

150. The method of claim 142 or 143, wherein the cancer is B-cell lymphoma.

151. The method of claim 142 or 143, wherein the cancer is T cell lymphoma.

152. The method of claim 139, wherein the disease is amyloidosis.

153. The method of claim 139, wherein the disease is light chain amyloidosis.

154. A method of treating a disease selected from a GCN2 associated disease and a PERK associated disease, in a patient in need thereof, comprising administering to the patient a therapeutically effective amount of a compound according to any one of claims 1-114, or a pharmaceutically acceptable salt thereof, and a therapeutically effective amount of one or more therapeutic agents.

155. The method of claim 154, wherein the disease is a GCN2 associated disease.

156. The method of claim 154, wherein the disease is a PERK associated disease.

157. The method of any one of claims 154-156, wherein the disease is a cancer.

158. The method of claim 157, wherein the cancer is selected from the group consisting ofcolorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestationalchoriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, chronic myeloid leukemia, multiple myeloma, B-cell lymphoma, Follicular lymphoma, mantle cell lymphoma, diffuse large B cell lymphoma, T-cell lymphoma, erythroleukemia, histocyctic lymphoma, Waldenstrom macroglobulinemia, light chain amyloidosis, and malignant lymphoma.

159. The method of claim 157 or 158, wherein the cancer is leukemia.

160. The method of claim 157 or 158, wherein leukemia is acute myeloid leukemia.

161. The method of claim 157 or 158, wherein leukemia is acute lymphoblastic leukemia.

162. The method of claim 157 or 158, wherein the cancer is fibrosarcoma.

163. The method of claim 157 or 158, wherein the cancer is multiple myeloma.

164. The method of claim 157 or 158, wherein the cancer is lymphoma.

165. The method of claim 157 or 158, wherein the cancer is B-cell lymphoma.

166. The method of claim 157 or 158, wherein the cancer is T cell lymphoma.

167. The method of claim 154, wherein the disease is amyloidosis.

168. The method of claim 154, wherein the disease is light chain amyloidosis.

169. The method of any one of claims 154-168, wherein the one or more therapeutic agents is selected from the group consisting of an IMiD agent, a proteasome inhibitor, a steroid, an anti-CD38 agent, an anti-CD20 agent, a Bcl-2 inhibitor, a PI3K inhibitor, a bi-specific antibody, a nucleoside analog, a BTK inhibitor, a DNA alkylating agent, an EZH2 inhibitor, an anthracycline, a topoisomerase inhibitor, a platin, a tyrosine kinase inhibitor, an HD AC inhibitor, a nuclear export inhibitor, an anti-microtubule agent, L-asparaginase, pegylated asparaginase, a PERK inhibitor, amTOR inhibitor, an immunomodulatory agent, a MAPK pathway inhibitor, a MEK inhibitor, an ERK inhibitor, and a Ras inhibitor.

170. The method of any one of claims 154-168, wherein the one or more therapeutic agents is selected from the group consisting of L-asparaginase, pegaspargase, calaspargase pegol - mnkl, bortezomib, carfilzomib, ixazomib, thalidomide, pomalidomide, lenalidomide, dexamethasone, prednisone, daratumumab, daratumumab / hyaluronidase, isatuximab, rituximab, obinutuzumab, venetoclax, idelalisib, copanlisib, duvelisib, umbralisib, gemcitabine, cytarabine, ibrutinib, acalabrutinib, zanubrutinib, bendamustine, cyclophosphamide, tazemetostat, doxorubicin, daunorubicin, etoposide, oxaloplatin, carboplatin, cisplatinbosutinib, dasatinib, imatinib, nilotinib, ponatinib, panobinostat, selinexor, vincristine, JZP-458, eryaspase, PF745 (JZP-341), asparaginase Erwinia chrysanthemi (crisantaspase), Escherichia coli asparaginase (colaspase), an anti-PDl agent, an anti-PDLl agent, and an anti-CTLA4 agent.

171. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition of claim 115, for use in treating a disease caused by a dysregulation of an integrated stress response and / or the unfolded protein response in a patient in need thereof.

172. The use of claim 171, wherein the dysregulation of the integrated stress response and / or the unfolded protein response is caused by a kinase selected from the group consisting of PERK kinase and GCN2 kinase.

173. The use of claim 171 or 172, wherein the dysregulation of the integrated stress response and / or the unfolded protein response is caused by GCN2 kinase.

174. The use of claim 171 or 172, wherein the dysregulation of the integrated stress response and / or the unfolded protein response is caused by PERK kinase.

175. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition of claim 115, for use in modulating the activity of GCN2 kinase in a patient in need thereof.

176. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition of claim 115, for use in activating GCN2 kinase in a patient in need thereof.

177. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition of claim 115, for use in modulating the activity of PERK kinase in a patient in need thereof.

178. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition of claim 115, for use in activating PERK kinase in a patient in need thereof.

179. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition of claim 115, for use in inhibiting GCN2 kinase and inhibiting PERK kinase in a patient in need thereof.

180. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition of claim 115, for use in modulating the activity of GCN2 kinase in a patient in need thereof.

181. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition of claim 115, for use in inhibiting the activity of PERK kinase in a patient in need thereof.

182. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition of claim 115, for use in treating a cancer in a patient in need thereof.

183. The use of claim 182, wherein the cancer is selected from the group consisting of colorectal cancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, chronic myeloid leukemia,multiple myeloma, B-cell lymphoma, Follicular lymphoma, mantle cell lymphoma, diffuse large B cell lymphoma, T-cell lymphoma, erythroleukemia, histocyctic lymphoma, waldenstrom macroglobulinemia, and malignant lymphoma.

184. The use of claim 182 or 183, wherein the cancer is leukemia.

185. The use of claim 182 or 183, wherein the cancer is acute myeloid leukemia.

186. The use of claim 182 or 183, wherein the cancer is acute lymphoblastic leukemia.

187. The use of claim 182 or 183, wherein the cancer is fibrosarcoma.

188. The use of claim 182 or 183, wherein the cancer is multiple myeloma.

189. The use of claim 182 or 183, wherein the cancer is lymphoma.

190. The use of claim 182 or 183, wherein the cancer is B-cell lymphoma.

191. The use of claim 182 or 183, wherein the cancer is T cell lymphoma.

192. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, orthe pharmaceutical composition of claim 115, for use in treating amyloidosis in a patient in need thereof.

193. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition of claim 115, for use in treating light chain amyloidosis in a patient in need thereof.

194. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, orthe pharmaceutical composition of claim 115, for use in treating a disease selected from a GCN2 associated disease and a PERK associated disease, in a patient in need thereof.

195. The use of claim 194, wherein the disease is a GCN2 associated disease.

196. The use of claim 194, wherein the disease is a PERK associated disease.

197. The use of any one of claims 194-196, wherein the disease is a cancer.

198. The use of claim 197, wherein the cancer is selected from the group consisting of colorectalcancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, chronic myeloid leukemia, multiple myeloma, B-cell lymphoma, Follicular lymphoma, mantle cell lymphoma, diffuse large B cell lymphoma, T-cell lymphoma, erythroleukemia, histocyctic lymphoma, waldenstrom macroglobulinemia, and malignant lymphoma.

199. The use of claim 197 or 198, wherein the cancer is leukemia.

200. The use of claim 197 or 198, wherein the cancer is acute myeloid leukemia.

201. The use of claim 197 or 198, wherein the cancer is acute lymphoblastic leukemia.

202. The use of claim 197 or 198, wherein the cancer is fibrosarcoma.

203. The method of claim 197 or 198, wherein the cancer is multiple myeloma.

204. The method of claim 197 or 198, wherein the cancer is lymphoma.

205. The method of claim 197 or 198, wherein the cancer is B-cell lymphoma.

206. The method of claim 197 or 198, wherein the cancer is T cell lymphoma.

207. The use of claim 194, wherein the disease is amyloidosis.

208. The use of claim 194, wherein the disease is light chain amyloidosis.

209. The compound of any one of claims 1-114, or a pharmaceutically acceptable salt thereof, or the pharmaceutical composition of claim 115, for use in treating a disease selected from a GCN2 associated disease and a PERK associated disease, in a patient in need thereof.

210. The use of claim 209, wherein the disease is a GCN2 associated disease.

211. The use of claim 209, wherein the disease is a PERK associated disease.

212. The use of any one of claims 209-211, wherein the disease is a cancer.

213. The use of claim 212, wherein the cancer is selected from the group consisting of colorectalcancer, lung cancer, mesothelioma, pancreatic cancer, pharyngeal cancer, laryngeal cancer, esophagus cancer, gastric, duodenal cancer, small intestinal cancer, breast cancer, ovarian cancer, testis tumor, prostate, liver cancer, thyroid cancer, renal cancer, uterine cancer, gestational choriocarcinoma, brain tumor, retinoblastoma, skin cancer, melanoma, sarcoma, fibrosarcoma, malignant bone tumor, urinary bladder cancer, hematologic cancer, leukemia, acute myeloid leukemia, acute lymphoblastic leukemia, chronic lymphocytic leukemia, chronic myeloid leukemia, multiple myeloma, B-cell lymphoma, Follicular lymphoma, mantle cell lymphoma, diffuse large B cell lymphoma, T-cell lymphoma, erythroleukemia, histocyctic lymphoma, Waldenstrom macroglobulinemia, and malignant lymphoma.

214. The use of claim 212 or 213, wherein the cancer is leukemia.

215. The use of claim 212 or 213, wherein leukemia is acute myeloid leukemia.

216. The use of claim 212 or 213, wherein leukemia is acute lymphoblastic leukemia.

217. The use of claim 212 or 213, wherein the cancer is fibrosarcoma.

218. The method of claim 212 or 213, wherein the cancer is multiple myeloma.

219. The method of claim 212 or 213, wherein the cancer is lymphoma.

220. The method of claim 212 or 213, wherein the cancer is B-cell lymphoma.

221. The method of claim 212 or 213, wherein the cancer is T cell lymphoma.

222. The use of claim 209, wherein the disease is amyloidosis.

223. The method of claim 209, wherein the disease is light chain amyloidosis.

224. The use of any one of claims 209-223, wherein the one or more therapeutic agents is selected from the group consisting of an IMiD agent, a proteasome inhibitor, a steroid, an anti-CD38 agent, an anti-CD20 agent, a Bcl-2 inhibitor, a PI3K inhibitor, a Bi-specific antibody, a nucleoside analog, a BTK inhibitor, a DNA alkylating agent, an EZH2 inhibitor, an anthracy cline, a topoisomerase inhibitor, a platin, a tyrosine kinase inhibitor, a HD AC inhibitor, a nuclear export inhibitor, an antimicrotubule agent, L-asparaginase, pegylated asparaginase, a PERK inhibitor, a mTOR inhibitor, an immunomodulatory agent, a MAPK pathway inhibitor, a MEK inhibitor, an ERK inhibitor, and a Ras inhibitor.

225. The use of any one of claims 209-223, wherein the one or more therapeutic agents is selected from the group consisting of L-asparaginase, pegaspargase, calaspargase pegol - mnkl, bortezomib, carfilzomib, ixazomib, thalidomide, pomalidomide, lenalidomide, dexamethasone, prednisone, daratumumab, daratumumab / hyaluronidase, isatuximab, rituximab, obinutuzumab, venetoclax, idelalisib, copanlisib, duvelisib, umbralisib, gemcitabine, cytarabine, ibrutinib, acalabrutinib, zanubrutinib, bendamustine, cyclophosphamide, tazemetostat, doxorubicin, daunorubicin, etoposide, oxaloplatin, carboplatin, cisplatinbosutinib, dasatinib, imatinib, nilotinib, ponatinib, panobinostat, selinexor, vincristine, JZP-458, eryaspase, PF745 (JZP-341), asparaginase Erwinia chrysanthemi (crisantaspase), Escherichia coli asparaginase (colaspase), an anti-PDl agent, an anti-PDLl agent, and an anti-CTLA4 agent.

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