Sponsored Research Agreement

SPONSORED RESEARCH AGREEMENT



This AGREEMENT, effective as of October 1, 1999 (the "Effective Date") and expiring as of September 30, 2000, is made by and between the TRUSTEES OF BOSTON UNIVERSITY (hereinafter referred to as "UNIVERSITY") having a principal address at 881 Commonwealth Avenue, Boston, Massachusetts 02215 and Sequenom, Inc. (hereinafter referred to as "SPONSOR") a Delaware corporation having its principal place of business at 11555 Sorrento Valley Road, San Diego, CA 92121.



WHEREAS, the research program contemplated by this Agreement is of mutual interest and benefit to UNIVERSITY and SPONSOR and will further the instructional and research objectives of the UNIVERSITY in a manner consistent with its status as a non-profit, tax-exempt, educational institution,



NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, UNIVERSITY and SPONSOR agree as follows:



I. RESEARCH PROGRAM



1.1 UNIVERSITY undertakes to conduct the research program ("Research Program")

as described in the attached Exhibit A titled "Research Program Scope of

Work," and will furnish the facilities and support necessary to carry out

such Research Program. The Research Program will be under the direction of

Dr. Charles Cantor, as Principal Investigator, and Dr. Hubert Koster, as

SPONSOR's Technical Representative. SPONSOR may change its Technical

Representative at any time upon written notice to UNIVERSITY.



1.2 SPONSOR understands that UNIVERSITY's primary mission is education and

advancement of knowledge and that the Research Program will be performed

in a manner best suited to carry out that mission. The manner of

performance of the Research Program shall respect this mission and shall

be determined jointly by the Principal Investigator and the Technical

Representative. SPONSOR acknowledges that UNIVERSITY does not guarantee

specific results.



1.3 UNIVERSITY shall promptly advise SPONSOR if for any reason the Principal

Investigator ceases to be available to work on the Research Program. If

UNIVERSITY and SPONSOR cannot agree on a qualified replacement scientist,

SPONSOR may terminate this Agreement on thirty (30) days written notice to



II. PERIOD OF PERFORMANCE



2.1 The Research Program shall be conducted during the twelve-month period

from October 1, 1999 through September 30, 2000; provided however, that

the parties may extend the term of the Research Program with the unanimous

agreement of UNIVERSITY, SPONSOR and the Principal Investigator.





III. COMPENSATION



3.1 In consideration of UNIVERSITY's agreement to undertake the Research

Program described in Exhibit A, SPONSOR will pay UNIVERSITY a total of

$165,368 during the term of the Research Program, to be expended in

accordance with the Budget Detail set forth in Exhibit B. The program

funds will be paid to UNIVERSITY in quarterly installments as set forth in

the following schedule of amounts and due dates:



October 1, 1999 $41,342 January 1, 2000 $41,342



April 1, 2000 $41,342 July 1, 2000 $41,342



Payments will be made in the name of "Trustees of Boston University," and

will be sent to Boston University, Grant Accounting, 25 Buick Street,

Boston, Massachusetts 02215. UNIVERSITY shall provide SPONSOR with a final

financial accounting of all costs incurred and all funds received by

UNIVERSITY under this section 3.1 within ninety (90) days after the

termination of this Agreement. UNIVERSITY shall enclose a check payable to

SPONSOR in the amount of any unexpended balance of such funds.



3.2 SPONSOR shall have title to all equipment purchased and/or fabricated by

UNIVERSITY with funds provided by SPONSOR under this Agreement. Promptly

after termination of this Agreement, SPONSOR shall direct UNIVERSITY

regarding the delivery of such equipment. SPONSOR shall bear any expenses

associated with such delivery, provided that UNIVERSITY complies with the

written instructions of SPONSOR.



IV. RECORDS, CONSULTATION AND REPORTS



4.1 UNIVERSITY will use its best efforts to ensure that its employees prepare

and maintain records, including bound laboratory notebooks maintained in

accordance with standard scientific procedures, containing all appropriate

data reflecting the results of the Research Program. During the

performance of the Research Program, the Technical Representative shall

have reasonable access to consult informally with the Principal

Investigator regarding the research, both personally and by telephone.

UNIVERSITY agrees to furnish SPONSOR, upon request, with reasonable

amounts of any biological, chemical or physical materials determined to be

necessary during the course of the Research Program ("Program Materials").

The Principal Investigator shall deliver a written report to the Technical

Representative every four (4) months during the period of performance of

the Research Program. A final report setting forth the significant

research findings shall be prepared by the Principal Investigator and

submitted to the SPONSOR within ninety (90) days following the expiration

of the term of this Agreement or the effective date of early termination

as set forth in Article XI.





V. PUBLICATION AND COPYRIGHTS



5.1 UNIVERSITY and its investigators will be free to publicly disclose

(through journals, lectures, or otherwise) the results of the Research

Program, provided that UNIVERSITY shall have provided a copy of the

proposed publication to SPONSOR at least sixty (60) days prior to the

intended submission of any written publication or any other public

disclosure to allow SPONSOR to determine whether any patentable invention,

trade secret or Confidential Information (Confidential Information as

defined in the Confidential Disclosure Agreement set forth in Exhibit C)

would be disclosed.



If the proposed disclosure contains a trade secret or Confidential

Information, UNIVERSITY shall remove or cause the author to remove such

trade secret or Confidential Information prior to its submission for

publication or other public disclosure. If the proposed disclosure would

disclose a patentable or potentially patentable invention, UNIVERSITY

shall, at the request of SPONSOR, delay or cause the author to delay

submission of the work for publication or other public disclosure for up

to an additional sixty (60) days to enable UNIVERSITY or SPONSOR to file a

patent application.



5.2 Title to any copyrights or copyrightable material produced or composed in

the performance of the Research Program shall remain with UNIVERSITY;

provided however, that UNIVERSITY shall grant to SPONSOR an irrevocable,

royalty-free, nontransferable, non-exclusive right to reproduce, translate

and use all such copyrightable material; except that such right with

respect to computer software and its programming documentation is

applicable only to computer software and its programming documentation, if

any, that is specified to be developed and delivered under the Research

Program Scope of Work, Exhibit A. UNIVERSITY shall not assign or license

its rights under such copyrights or copyrightable material without the

prior written consent of SPONSOR.



VI. CONFIDENTIAL AND PROPRIETARY INFORMATION/MATERIALS



6.1 SPONSOR may wish, from time to time, in connection with work contemplated

under this Agreement, to disclose Confidential Information (including

trade secrets) to UNIVERSITY personnel. To protect the confidentiality of

such information, SPONSOR will request the Principal Investigator and

other research personnel to sign confidentiality agreements with SPONSOR,

in a form the same as or similar to Exhibit C hereto.



6.2 In addition, from time to time, SPONSOR may provide UNIVERSITY personnel

Program Materials for use in the Research Program; such Program Materials

shall be proprietary to SPONSOR if they were developed prior to or outside

the performance of this Agreement. SPONSOR may request the Principal

Investigator and other research personnel to execute materials transfer





with SPONSOR that set forth the proprietary nature of such Program

Materials and restrictions on their use and disclosure by UNIVERSITY.



VII. PUBLICITY



7.1 Neither party shall use the name of the other party or of any investigator

or research personnel in any advertising or promotional material without

the prior written approval of the other, except that SPONSOR shall have

the right to indentify UNIVERSITY and to disclose the terms of this

Agreement in any prospectus, offering memorandum, or other document or

filing required by applicable securities laws or other applicable law or

regulation. SPONSOR may, and UNIVERSITY shall, however, acknowledge

SPONSOR's support for the investigations being pursued under this

Agreement. In any such statements, the relationship of the parties shall

be accurately and appropriately described.



VIII. INVENTIONS AND PATENTS



8.1 (a) Sponsor Inventions. SPONSOR shall own all rights in any inventions

------------------

discovered or conceived solely by its employees or consultants and

reduced to practice in the course of the Research Program without

significant use of UNIVERSITY facilities or equipment ("Sponsor

Inventions").



(b) University Inventions. UNIVERSITY shall own all rights in any

---------------------

inventions discovered or conceived solely by its employees in the

course of the Research Program ("University Inventions").



(c) Joint Inventions. SPONSOR and UNIVERSITY shall jointly own rights in

----------------

any inventions discovered or conceived jointly by an employee or

consultant of SPONSOR and an employee of UNIVERSITY; further, SPONSOR

and UNIVERSITY shall jointly own rights in any inventions discovered

or conceived solely by SPONSOR's employees or consultants and reduced

to practice in the course of the Research Program with significant

use of UNIVERSITY facilities or equipment ("Joint Inventions").



For the purposes of this Section 8.1, the term "significant use" shall

have the meaning set forth in the Boston University Patent Policy, Charles

River Campus (as amended, 11/12/91), a copy of which is attached as

Exhibit D. The term "inventions" shall include all discoveries (whether or

not patentable) that are discovered, conceived, or reduced to practice in

the course of the Research Program funded by SPONSOR, including but not

limited to processes, methods, formulae, and techniques.



8.2 (a) UNIVERSITY shall make prompt written disclosure to SPONSOR of any

University Inventions or Joint Inventions conceived, realized,

developed,





or reduced to practice during the course of the Research Program.

Such written disclosure shall be provided no later than thirty (30)

days from the date of such conception, realization, development, or

reduction to practice.



(b) Upon such written disclosure, SPONSOR shall have the right, at

SPONSOR's request and expense, to have UNIVERSITY file the necessary

papers for obtaining patent protection in any and all countries of

the world which SPONSOR, in its sole judgment, determines are of

sufficient interest to merit such filing.



(c) Patent applications relating to a University Invention shall be

filed, prosecuted and maintained by UNIVERSITY in its name, using

patent counsel reasonably acceptable to SPONSOR.



(d) Patent applications relating to a Joint Invention shall be filed,

prosecuted and maintained by SPONSOR using patent counsel reasonably

acceptable to UNIVERSITY.



(e) Patent applications relating to a Sponsor Invention shall be filed,

prosecuted and maintained by SPONSOR using patent counsel reasonably

acceptable to UNIVERSITY.



(f) Regarding patent applications under 8.2(c), 8.2(d) and 8.2(e), both

parties shall have the right to review and comment upon applications

and correspondence with the Patent Office and shall be provided with

drafts thereof sufficiently in advance to reasonably allow for such

review and comment.



(g) UNIVERSITY agrees that it will cause to be signed by concerned

UNIVERSITY personnel all documents of assignment or other documents

necessary to obtain patent protection as set forth above, and that

UNIVERSITY will do whatever SPONSOR reasonably requests to obtain and

maintain such patent rights, at the expense of SPONSOR.



(h) If SPONSOR elects not to have a patent application filed in any

country with respect to a particular University Invention or Joint

Invention, SPONSOR shall advise UNIVERSITY of such fact at least

ninety (90) days prior to any deadline for making such election.

UNIVERSITY may then, at its own expense, file and prosecute such

patent application, and such patent application and any pat ...