COLLABORATIVE EVALUATION AGREEMENT



This Agreement is made by and between Maxygen, Inc., 515 Galveston Drive,

Redwood City, California 94063 ("Maxygen"), and SIGA Technologies, Inc., 420

Lexington Avenue, Suite 620, New York, NY 10170 ("SIGA"), effective October 17,

2000 (the "Effective Date"), as follows:



                                   BACKGROUND



A. Maxygen has rights in certain genes useful for the production of proteins

that may be useful for vaccines; and



B. SIGA has rights in certain gram-positive commensal bacteria and related

technology useful for the production of proteins on the surface of bacteria that

may be useful for vaccines; and



C. SIGA and Maxygen wish to enter in to this Agreement in order to research and

evaluate the utility of gram-positive commensal bacteria as vectors for

inducing mucosal immunity.



NOW, THEREFORE, in consideration of the mutual covenants contained herein, and

for other good and valuable consideration, the parties hereby agree as follows:



      1. Evaluation. Subject to the terms and conditions set forth herein,

Maxygen and SIGA shall use commercially reasonable efforts to conduct mutually

agreed collaborative research (the "Evaluation") on the utility of gram-positive

commensal bacteria as vectors for inducing mucosal immunity as set forth in the

SIGA/Maxygen Research Project proposal attached hereto as Exhibit A and

incorporated herein (the "Project Proposal"). The parties shall review the

Project Proposal on an ongoing basis and may make mutually agreed upon changes

to the Project Proposal then in effect. SIGA and Maxygen shall conduct research

in accordance with the Project Proposal in a professional manner and each agrees

to commit the personnel, facilities and other resources reasonably necessary to

perform the research. Each party shall be responsible for its own costs in

performing the Evaluation.



      2. Materials:



            2.1 Maxygen Materials: Maxygen shall transfer to SIGA reasonable

quantities of biological materials identified on Exhibit B, and such other

additional materials as Maxygen and SIGA may from time-to-time agree during the

term of the Evaluation (the "Maxygen Materials") for the sole purpose of

performing the Evaluation. All right, title and interest to the Maxygen

Materials shall at all times remain with and be vested in Maxygen.



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                  2.1.1 Restriction on Use and Control. SIGA shall use the

Maxygen Materials for the sole purpose of performing the Evaluation at its

facility located at 420 Lexington Avenue, Suite 620 New York, NY 10170 and/or

SIGA's facility at 4575 SW Research Way, Suite 230, Corvallis, OR 97333 under

the direction of one or more SIGA employees, under scientifically reasonable

containment conditions, and not for any commercial, business or other use or

purpose other than the Evaluation without the prior written consent of Maxygen.

SIGA shall not transfer or provide access to the Maxygen Materials to any other

persons or entity or to any location other than its addresses specified above,

without the prior written consent of Maxygen (which consent may be conditioned

inter alia upon such person or entity duly executing and delivering Maxygen

standard form of material transfer agreement therefor).



                  2.1.2 SIGA represents and warrants that all personnel,

including employees of SIGA and Oregon State University who will be involved in

the performance of the Evaluation are and shall be bound by: (a) confidentiality

obligations at least as strict as those set forth herein; and (b) an obligation

to assign all Inventions (as defined in Section 5 herein) to SIGA and to

cooperate with SIGA in connection with patenting such Inventions. SIGA agrees

that it will not permit persons not bound by such obligations to work on the

Evaluation.



            2.2 SIGA Materials: SIGA owns and/or has licensed certain

gram-positive commensal bacteria and related technology, including without

limitation the gram-positive commensal bacteria and related technology licensed

from Rockefeller University, Oregon State University and/or Emory University and

will make certain of those materials (the "SIGA Materials") available for use in

the Evaluation. All right, title and interest to the SIGA Materials shall at all

times remain with and be vested in SIGA.



            2.3 Joint Materials: Using the SIGA Materials, SIGA shall make

materials as set forth in the Evaluation, including without limitation

recombinant constructs expressing heterologous genes contained within the

Maxygen Materials (the "Joint Materials"). SIGA shall provide, and shall ensure

that Oregon State University provides, reasonable quantities of the Joint

Materials to Maxygen on an ongoing basis during the term of this Agreement.

Subject to Section 7, Maxygen shall use such Joint Materials solely for the

purpose of performing the Evaluation at its facility at 515 Galveston Dr.,

Redwood City, CA 94063 under the direction of one or more Maxygen employees.

Subject to the terms of this Agreement, Maxygen and SIGA shall jointly own the

Joint Materials. Subject to Section 7, neither Maxygen nor SIGA may take, send

or otherwise provide the Joint Materials to any third party without the prior

written approval of both Maxygen and SIGA.



      3. Reports and Records.



            3.1 Reports. Each party shall keep the other party informed of the

progress of the research under the Evaluation and shall provide reasonable

access to all source data and information relating to the Joint Materials and

shall provide the other party with summary written reports of any research under

the Evaluation upon reasonable request. The parties will consult with each other

as needed regarding the proposed course



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of the Evaluation. Within twenty (20) days after completion of the Evaluation,

or termination of the Evaluation in accordance with Article 15, SIGA and Maxygen

will prepare and submit to the other a report that sets forth the results of the

Evaluation and a summary of all data and information related to the Joint

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