DIAGNOSTIC PLATFORM BENCHMARKING STUDY

AND

EVALUATION AGREEMENT

Between

SEQUENOM, INC.

and

SIEMENS AG

OCTOBER 25, 2004

DIAGNOSTIC PLATFORM BENCHMARKING STUDY

AND

EVALUATION AGREEMENT

This DIAGNOSTIC PLATFORM BENCHMARKING STUDY AND EVALUATION AGREEMENT (the ?Agreement?) is made and entered into as of the last date of signature below (the ?Effective Date?), by and between SEQUENOM, INC., a Delaware corporation having its principal place of business at 3595 John Hopkins Court, San Diego, CA, USA 92121-1121 (?SEQUENOM?) and SIEMENS AG, a German corporation having its principal place of business at Hartmannstr. 16, 91052 Erlangen, Germany (?SIEMENS?).

RECITALS

WHEREAS, SEQUENOM has developed and has proprietary rights in its MassARRAY technology, and in particular its MassARRAY products, for nucleic acid analysis by mass spectrometry;

WHEREAS, SEQUENOM is interested in commercializing its MassARRAY technology and MassARRAY products for use in clinical diagnostics applications;

WHEREAS, SIEMENS is a leading provider of medical systems and equipment and is interested in potentially collaborating with SEQUENOM with respect to the commercialization of SEQUENOM?s MassARRAY technology and MassARRAY products for use in clinical diagnostics applications;

WHEREAS, SIEMENS is interested in studying and evaluating SEQUENOM?s MassARRAY technology and MassARRAY products for potential use in clinical diagnostics applications;

WHEREAS, SEQUENOM is interested in making its MassARRAY technology and MassARRAY products available to SIEMENS for such study and evaluation purposes, subject to the terms and conditions as set forth below; and

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

1.1 ?AFFILIATE? means, with respect to a Party, any corporation, association or other entity that directly or indirectly controls, is controlled by or is under common control with such Party. As used herein the term ?control? means direct or indirect beneficial ownership of more than 50% of the voting or income interest in such entity.

1.2 ?BENCHMARKING STUDY AND EVALUATION? OR ?BSE? means assessment of and a proposal of specifications for, SEQUENOM?s MassARRAY Compact System and associated methods and technologies for potential use as a clinical diagnostics platform as well as for use in a diagnostics research laboratory.

Page 1 of 18

1.3 ?BSE COMMITTEE? means the committee referred to in section 2.2.

1.4 ?BSE PLAN? means the plan for conducting the BSE as outlined in Appendix A and as finalized by the BSE Committee prior to the Effective Date.

1.5 ?BSE SITE? means the sites referred to in section 2.3.

1.6 ?CONSUMABLES? means those SEQUENOM product items so identified in Appendix B.

1.7 ?DOLLARS? means United States dollars.

1.8 ?EFFECTIVE DATE? means the date of last signature below.

1.9 ?INFORMATION? means any data, results, information, know-how, trade secrets, techniques, methods, processes, inventions, developments, materials or compositions of matter of any type or kind, patentable or otherwise, software, algorithms, technology, formula, assays, or preclinical or clinical data.

1.10 ?INTELLECTUAL PROPERTY? means any and all patents (including all reissues, extensions, confirmations, registrations, reexaminations and inventor?s certificates), patent applications (including all substitutions, continuations, continuations-in-part and divisionals), business processes, copyrights, data rights, trademarks, trade names, service marks, service names, trade secrets, mask works, moral rights, know-how or any other similar right arising or enforceable under the laws of any country or international treaty regime.

1.11 ?INVENTION? means any Information whether patentable or unpatentable, that is conceived or reduced to practice either solely by one or more employees or contractors of a Party or jointly by one or more employees or contractors of SEQUENOM and one or more employees or contractors of SIEMENS in the course of the BSE or through the practice of the rights and licenses granted under this Agreement.

1.12 ?MASSARRAY COMPACT SYSTEM? or ?SYSTEM? means the SEQUENOM product comprising the items so identified in Appendix C.

1.13 ?SEQUENOM INTELLECTUAL PROPERTY? means Intellectual Property owned or controlled by SEQUENOM as of the Effective Date or during the Term.

1.14 ?SEQUENOM PURCHASE OPTION PERIOD? means the thirty day time period described in section 8.5.

1.15 ?PARTY? means either SEQUENOM or SIEMENS and ?PARTIES? means both SEQUENOM and SIEMENS.

1.16 ?TERM? means nine (9) months from the effectiveness of the first BSE Site agreement as described in Section 2.3 or the period from the effectiveness of the first BSE Site agreement until completion of the BSE Plan as determined by the BSE Committee, whichever occurs first, provided that this Agreement is not terminated earlier in accord with section 8.

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