This COLLABORATION AGREEMENT (the "Agreement"), effective as of March 29, 1996 (the "Effective
Date"), is made by and between Pharmacopeia, Inc., a Delaware corporation, having a principal place of
business at 101 College Road East, Princeton, New Jersey 08540 ("Pharmacopeia"), and Daiichi Pharmaceutical
Co., Ltd., a Japanese corporation, having a principal place of business at 14-10, Nihonbashi 3-Chome, Chuo-
Ku, Tokyo 103 Japan ("Daiichi").
WHEREAS, Pharmacopeia has developed novel, proprietary methods for the generation and screening of
encoded compound libraries. Pharmacopeia believes that its technology, by rapidly producing diverse and
targeted compound libraries will accelerate the drug discovery process and increase productivity of drug
discovery programs; and
WHEREAS, Daiichi and Pharmacopeia have entered the secrecy agreement dated October 27, 1994 to evaluate
the possibility of collaboration; and
WHEREAS, Daiichi and Pharmacopeia desire to collaborate to prepare and screen compound libraries
containing compounds that are [***] and
WHEREAS, on even date herewith, Daiichi and Pharmacopeia have entered into a Common Stock Purchase
Agreement pursuant to which Daiichi has agreed to purchase, and Pharmacopeia has agreed to sell to Daiichi,
shares of Pharmacopeia Common Stock as set forth herein.
NOW, THEREFORE, for and in consideration of the covenants, conditions and undertakings hereinafter set
forth, it is agreed by and between the parties as follows:
As used herein, the following terms will have the meanings set forth below:
1.1 "ACTIVE COMPOUND" shall mean a Library Compound which has activity
[***] in the Field. During the Research Program, the foregoing criteria for an Active Compound may be modified
with the written agreement of the Research Committee.
1.2 "AFFILIATE" shall mean any corporation or other business entity which during the term of this Agreement
controls, is controlled by or is under common c