<PAGE>

                                                                 EXHIBIT 10.17

                             COLLABORATION AGREEMENT

                                     BETWEEN

                        VARIAGENICS, INC. ("VARIAGENICS")

                                       AND

                         BRUKER DALTONICS, INC. ("BDAL")

OBJECTIVE
Variagenics and BDAL wish to collaborate technically and commercially in the
application of MALDI-TOF mass spectrometry to pharmacogenomics. In particular,
Variagenics wishes to purchase certain mass spectrometers from BDL for
incorporation into products to be used and or sold by Variagenics, and BDL
wishes to grant Variagenics the right to use, market and resell such products to
Variagenics' customers and partners.

TERM
Once signed by both parties, this Agreement shall be valid until Dec. 31, 2001
or until terminated by either party for any reason with 90 days written notice.
Notwithstanding the foregoing, in the event of termination of this Agreement,
BDL shall remain obligated to fill any outstanding orders which have been placed
by Variagenics' and accepted by BDL. Thereafter, this Agreement is renewable for
additional one year periods by mutual written consent.

PRODUCT DEFINITION
The mass spectrometer which may be resold by Variagenics as an authorized
OEM-dealer for BDAL, is a linear BDAL BIFLEX-TM- III MALDI-TOF, which may have
additional software or target adaptations tailored to the demands of
Variagenics. It is described in more detail in the U.S. price list shown in
Attachment A. Variagenics shall have the right to co-label the BIFLEX-TM- III
MALDI-TOF with its own brand names.

OEM PRICING AND VOLUME DISCOUNTS

Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.

                                       1


<PAGE>

The following OEM pricing and annual volume discount structure will apply to
future Variagenics orders for BIFLEX systems:

<TABLE>

<CAPTION>

      Quantity (p.a.)                    OEM discount
<S>                                      <C>
         [         ]                     [        %]
         [         ]                     [        %]
         [         ]                     [        %]


</TABLE>

"Quantity" is the number of BIFLEX systems ordered by Variagenics, and accepted
by BDAL, in a given calendar year, for which a down payment N30 after order
placement has been received by BDAL.

"OEM Discount" is the percentage discount off the U.S. list price given in
Attachment A. This U.S. list price is valid for the initial term of the
agreement and any changes will occur only by mutual written consent upon
agreement renewal.

For each calendar year, the initial OEM discount is [        %] but if
Variagenics orders more than [         ], or more than [         ], systems
in any calendar year, then the higher OEM discount gets applied to the
previously ordered systems retroactively. This volume discount method will
apply for the first time in calendar year 2000. For systems ordered by
Variagenics for in-house use and development, the highest OEM discount will
apply providing the system is not resold within 2 years after delivery.

All pricing is understood as Ex-works, BDAL factory in Billerica, USA (or
Leipzig, Germany, for European deliveries) and does not include import duty, or
any country or local sales tax, VAT, Mehrwertsteuer, or similar tax.

PAYMENT TERMS
For each BIFLEX system, the payment terms are as follows:


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


                                       2
<PAGE>

                  [  %] deposit N30 after order placement

                  [  %] N30 after first delivery either to Variagenics or to

                  final customer

                  [  %] N30 upon installation and acceptance at final customer

                  site  (Provided, however, that if the system is

                  first installed at Variagenics, then [  %] will be due N30

                  after acceptance at Variagenics, and the final [  %] will be

                  due N30 after acceptance at final customer site.)

FORECASTS & DELIVERIES
For each new calendar year, Variagenics, at its own discretion, may provide BDAL
with a realistic volume forecast for the next calendar year at least 4 months
before the end of the previous year. This forecast shall be reviewed and updated
by Variagenics quarterly, at least 45 days before the end of each quarter.
Unless specifically stated otherwise, BDAL will plan on delivering the
forecasted BIFLEX systems to Variagenics at a steady-state flow, provided
however, that for each system Variagenics has also placed a purchase order with
corresponding down-payment at least 2 months before expected delivery. (Example:
If Variagenics forecasts 12 systems for the year 2000, then BDAL will deliver
one system per month.).

If Variagenics orders significantly fewer (>25 % discrepancy) BIFLEX systems
than forecasted or for any calendar year for which Variagenics does not provide
a forecast as outlined in the previous paragraph, then the forecasting method
will be abandoned as a delivery planning tool, and deliveries will be within 3-4
months ARO, depending on quantity of BIFLEX systems ordered, and also depending
on BDAL's other MALDI-TOF order and production flow.

For orders of single BIFLEX systems in any one month which have not been
forecasted, delivery will occur within 3-4 months ARO (After Receipt of Order).
BDAL will also assign and hold a delivery slot for up to 1 month with a letter
of intent (LOI) that converts into a firm order unless the LOI is cancelled
within one month.


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


                                       3
<PAGE>

BDAL and Variagenics will coordinate any changes in the delivery schedule. If
delivery occurs more than 30 days beyond the agreed upon delivery date,
Variagenics will receive an additional [        %] discount for each full
week the system is late up to a maximum discount of [        %] per system.

INSTALLATION, WARRANTY AND SERVICE
BDAL remains responsible for installation, warranty service and post-warranty
service of all BIFLEX systems.

The purchase of each BIFLEX system includes one installation and demonstration
of specifications by BDAL free-of-charge. The cost of customer site preparation
according to BDAL's site planning guide shown in Attachment B, or rigging and
transportation of the system into the Variagenics or customer lab, and
consumables required for the installation, are not included in the BDAL OEM
price. Additional installations, if any, will be billed by BDAL to Variagenics
at normal posted service rates outlined in Appendix C.

                  Each system price includes a one-year limited warranty under
                  BDAL's standard warranty terms. The period of warranty is one
                  year following demonstration of specifications, but in any
                  event not more than 15 months after delivery. Warranty covers
                  both parts and labor. For those items supplied but not
                  manufactured by BDAL, the warranty terms of the manufacturer
                  will be transferred to the buyer.

After the expiration of the one-year limited warranty Variagenics, or the final
customer, may purchase additional annual Maintenance Service Agreements (MSA) or
per-call service from the BDAL service organization in each country at normal
MSA or per-call service rates, posted in each country from time to time. If a
customer requires additional response time guarantees, or 24/7 coverage, then
surcharges to the normal MSA rates will apply.

JOINT SALES CASES



Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


                                       4
<PAGE>

In selected customer cases, Variagenics and BDAL may jointly pursue the sale of
a larger Variagenics genotyping product offering, including a BIFLEX system.
However, Variagenics shall receive the OEM pricing and volume discounts provided
in this Agreement for any joint sale to Variagenics' customers or partners or
any sale which involves Variagenics' system.

CUSTOMER PROTECTION PROCEDURE

Variagenics and BDAL will designate one contact sales manager (Variagenics:
Edward Koval, BDAL: Victor Fursey) to administer the following agreed-upon
customer protection procedure:

When one party forwards a specific serious customer lead in writing (including
email) to the other, this lead becomes an exclusive "Joint Sales Case" for a
period of 6 months, unless the other party within one week of receipt of the
lead, responds in writing and demonstrates with reasonable written
documentation, that it had previously already vigorously pursued this particular
lead on its own. In this case, an exclusive "Joint Sales Case" means that the
party identifying the customer lead is the main contact for the "Joint Sales
Case".

This lead exchange procedure shall not be abused by either party, and is not
intended for exchanging lists of customers, just in case they some day become
serious prospects. Therefore, at any given time, it is not anticipated, unless
specifically agreed in writing, that the number of protected Joint Sales Cases
exceed 5-10 world wide at any given time.

As indicated above, Variagenics shall receive the OEM pricing and volume
discounts provided in this Agreement for any sale to Variagenics' customers or
partners or any sale which involves Variagenics' system.

FUTURE DEVELOPMENTS AND CONFIDENTIALITY
For future development efforts, whether joint, jointly funded, or whether they
simply require the exchange of confidential or proprietary information,
Variagenics and BDAL will conclude a Confidential Disclosure Agreement (CDA),
substantially in the form of Attachment D, to protect



Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


                                       5
<PAGE>

each party's confidential and proprietary information, intellectual property ,
know-how and trade secrets. Such a CDA will be structured with an "open annex",
which will be updated and extended by mutual agreement, as disclosures of
additional confidential information occur over the term of this Agreement.

Before disclosing confidential information which is not covered in the CDA
executed in connection with this Agreement, each party will verify whether the
other party wishes to receive such confidential information. Additional topics
to be covered by the CDA and added to its "open annex" have to be clearly
identified, and the purpose for disclosure explained, before they are added to
the CDA annex by mutual agreement.

Except as may be specifically agreed upon in writing between BDAL and
Variagenics as to publicity parameters, neither BDAL or Variagenics shall use
the name of the other in any advertising, press releases or other sales
communications without the prior written consent of the other party.

LICENSING BDAL'S MALDI-TOF IP FOR BDAL OEM SYSTEMS:
With the purchase of each BIFLEX system, Variagenics and its final system's
customer shall receive a fully paid-up, royalty-free, non-exclusive license for
each particular BIFLEX system to use or to resell the particular system, either
as received or bundled with the receiving party's own system. BDL represents and
warrants that it has the right to grant Variagenics the licenses contemplated by
this Agreement, thereby providing Variagenics the freedom to use, bundle with
its own system, and resell the product and to sublicense such rights to partners
and customers who use the product as part of Variagenics' system. Specifically,
this license includes the Indiana University patent portfolio on SVCF
(Space-Velocity Correlation Focussing, by J. Reilly et. al.), and for BDAL OEM
MALDI-TOF systems purchased by Variagenics or its customers, the royalty cost to
Indiana University will be paid by BDAL. A copy of the license is attached as
Appendix F.


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


                                       6
<PAGE>

BDAL shall defend, indemnify and hold Variagenics and its customers harmless
from and against all claims, damages, costs (including reasonable attorneys
fees), or judgments against Variagenics in which it is determined or alleged
that the sale or the use of any BDAL product infringes any patent, copyright,
trademark or any other intellectual property right of any third party.
Variagenics agrees that BDAL, at its sole option, shall be relieved of the
foregoing obligations unless Variagenics or its customers (i) notifies BDAL
promptly in writing of such claim, suit or proceeding, (ii) gives BDAL available
information and assistance to settle and/or defend any such claim, suit or
proceeding, (iii) gives BDAL authority over the defense or settlement of such
claim as contemplated above, and (iv) refrains from settling such claim without
BDAL's written consent. If a product (or any part thereof) is, or in the opinion
of BDAL, may become, the subject of any claim, suit or proceeding for
infringement of any patent, copyright or trademark, or if it is determined that
a product (or any part thereof) is infringing and, as a result, its use is
enjoined, then BDAL may, at its option and expense without prejudice to BDAL's
obligations above: (i) procure for Variagenics the right under such patent,
copyright or trademark to distribute such product (or such part thereof); or
(ii) replace such product (or part thereof) with other suitable parts; or (iii)
suitably modify such product (or part thereof) to make them non-infringing
without modifying their capability; or (iv) if the use of a product (or part
thereof) is prevented by injunction, remove such product (or part thereof) and
refund the aggregate payment paid therefor by Variagenics less an amount to
account for actual use by Variagenics' customer, as measured over a sixty month
(60) month life span.
     These infringement clauses shall survive termination or expiration of this
Agreement.

RELATIONSHIP OF THE PARTIES
BDAL and Variagenics are independent contractors. Neither party nor their
respective employees, consultants, contractors or agents are agents, employees
or joint venturers of the other, not do they have any authority to bind the
other.

GENERAL TERMS AND CONDITIONS OF THE AGREEMENT
See Appendix F.


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.



                                       7
<PAGE>

In the event of a conflict between the terms of this Agreement and an attachment
or appendix, the terms of this Agreement shall govern.

For Variagenics:  /s/ TAYLOR J. CROUCH      For BDAL: /s/ JOHN WRONKA
                ----------------------               --------------------------

Name:             Taylor J. Crouch          Name:             John Wronka
     ---------------------------------           -------------------------------

Title:            President and CEO         Title:            Vice President
      ---------------------------------           ------------------------------

Date:             May 25, 2000              Date:             May 24, 2000
     ----------------------------------          -------------------------------


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


                                       8
<PAGE>

                                  Attachment A:

BIFLEX-TM- MALDI-TOF MS SYSTEM

TOF-200 BIFLEX-TM- III Matrix-Assisted LASER Desorption Mass Spectrometer

     TIME-OF-FLIGHT MASS ANALYZER

     -    125 cm linear TOF analyzer for both positive and negative ions
     -    High sensitivity fast MCP detector system with detector housing
     -    Ion flight path housing o Integrated vacuum system, electronics and
          computer desk
     -    Ultra-Stable power supplies for TOF analyzer, detector and ion source


     GRIDLESS MALDI SOURCE WITH PULSED ION EXTRACTION (PIE-TM-)

     -    Ion source and ion lens system
     -    Automatic vacuum lock for sample introduction with inlet vacuum pump
     -    N2-LASER including variable power attenuator and UV optics
     -    SCOUT-TM- 384 Microtitre Plate Source/Target with Observation Optics
     -    Large area target (12cm x 8cm) with exact dimensions of microtitre
          plate
     -    Precise X-Y( positioning (4 micron step increments)
     -    2 exchangeable targets (384-position standard)
     -    1 adaptor target for up to 12 inserts provided with 25 assorted
          inserts (10 position)
     -    High resolution magnifying observation optics with display on 14"
          color monitor
     -    Intuitive GUI for simple mouse controlled X-Y positioning

     PUMPING SYSTEM INCLUDING VACUUM MEASUREMENT AND CONTROL UNIT

     -    260 I/sec turbomolecular pump including forepump o Vacuum measurement
          system and control unit

     DATA SYSTEM AND SOFTWARE

     -    2 GHz Digitizer
     -    Sun SPARCUltra 5, 19" color monitor, 128MB RAM, 4.3GByte IDE disk,
          1.44 MB floppy drive, CD-ROM drive, EtherNet connection for external
          networks
     -    Mass spectrometry software for acquisition (XACQ-TM-), processing
          (XMASS-TM-), plotting, and analysis in a networked multi-user
          environment
     -    AutoXecute with fuzzy-logic optimization for automated acquisition
     -    Postscript printer
     -    DAT tape drive for backup

BASIC SYSTEM PRICE                                               [$        ]


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

                                  Attachment B

                        BIFLEX-TM- FACILITIES INFORMATION

                  WARNING : READ SAFETY PRECAUTIONS ON PAGE 2

PREFACE

BIFLEX-TM- is a high performance, bench-integrated MALD-TOF mass spectrometer
system. All components of hardware and associated control electronics are
mounted in a laboratory "deskstyle" bench which is approximately 1.9m long and
0.905m deep. Two backing pumps are mounted in a small box situated underneath
the bench. Even the control computer can be mounted on top of the system, thus
not adding to the footprint. This document details the required system
facilities.

INSTRUMENT PREPARATION

On system arrival the crate should be opened to check for shipping damages or
shortages, and the crate should be moved to a position adjacent to the final
site of installation. A mechanical means of transportation should be made
available for the installation engineer to manoevre the system out of the crate
and to it's final installation position.

SITE CONSIDERATION

1.   Physical requirements:

Please refer to the attached instrument floor plan for details of the required
floor and height space recommended. It is possible to fit the system into a
smaller space with only around 0.2m clearance around three sides of the bench,
but should access be required for service, preventative maintenance etc. then
the "recommended" clearances come into play. Note that for door access the
system's narrowest dimension is 0.905 m. If the door is smaller, call BDAL.

2.   Power Requirements:

The system is supplied requiring 230V AC power (50/60 Hz) single phase with a
single 16A outlet (Germany: Schukostecker). The computer system can be operated
with 110-240V AC at 50/60 Hz either on separate outlets or can be connected
through the main internal BIFLEX power distribution system. The system's average
power consumption is 1.5kW. There may be an initial surge slightly greater than
this on powering up the vacuum system. A stable voltage supply is required and
use of appropriate line conditioners (or uninterruptable power supply, if
required) is recommended to ensure it's integrity.

Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>



Note: Even short occasional power failures will require a lengthy vacuum pump
down and the customer is responsible for providing stable, uninterrupted power.

3.   Pressurized Air:

No pressurized air is required for this system.

4.   Cooling Water:

No cooling water or closed cycle cooling unit is required for this system.

5.   Rough pump outlet:

For the outlet of the rough pumps you either need an oil mist filter, or you
have to lead it to the outside or into your exhaust air system. Tubing: 9mm
inner diameter, 12 mm outer diameter, 5m delivered with the instrument.

6.   System Weight:

The entire system with pumps and computer data system included is approximately
250 Kg.

7.   Environment:

The system should be located in a clean, reasonably vibration free and
temperature controlled environment for maintaining optimum performance. No
special humidity control is required but the temperature limits are 15 DEG C
to 27 DEG C (optimum of 20 DEG C) and in a range of 20- 80 % relative
humidity.

8.   Electrical Safety codes:

The instrument will meet all applicable safety codes before shipment.

9.   Safety precautions:

The Nitrogen laser emits high intensity radiation at 337nm, 200uJ. The class
IIIB laser radiation emitted is invisible to the eye but can cause damage to it.
To safeguard the user the BIFLEX-TM- is equipped with safety features which
prevent operation of the laser when the instrument covers are open. Thus during
standard operation (all covers closed), no laser radiation can be transmitted
outside the spectrometer (i.e. then the system is Class 1). BDAL does not
recommend disabling any of the safety features, by anyone other than a trained
BDAL service engineer, or running the system with covers removed.

The spectrometer operation involves use of high voltages. All access to wiring
and feed-throughs is restricted behind safety panels. BDAL does not assume
responsibility for any injury

Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

incurred as a result of disabling the safety interlocks. We do not guarantee
optimum performance of the instrument when operating under non-standard
conditions. BDAL does not recommend disabling the safety features and any user
that does so proceeds at their own risk.


BIFLEX-TM- III dimensions and floor plan:


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.



<PAGE>


                                [INSERT GRAPHIC]

Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.

<PAGE>

                                  Attachment C

CHART OF SERVICE AND TRAVEL CHARGES

<TABLE>

<CAPTION>

<S> <C>                                                           <C>
    1.  One day on-site service (with overnight stay)             $   1,325
    2.  One day on-site service (without overnight stay)          $   1,175
    3.  One-half day on-site service (without overnight stay)     $     700
    4.  In house repair- price per hour                           $     160

</TABLE>

ZONE CHARGE APPLIED FOR THE FIRST DAY OF ON-SITE SERVICE:

<TABLE>

<CAPTION>

                    MILEAGE                                   ZONE CHARGE
<S>               <C>                                         <C>
                      0 - 50                                   $      190
                      51- 100                                  $      415
                     101 - 150                                 $      690
                     151 - 300                                 $      935
                     301- 500                                  $    1,220
                     501 - 750                                 $    1,475
                    751 - 1000                                 $    1,590
                    1001 - 1250                                $    1,780
                    1251 - 1500                                $    1,930
                       >1501                                   $    2,280


</TABLE>


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

                 Attachment D: Confidential Disclosure Agreement


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

                             BRUKER DALTONICS, INC.

             Standard Confidential Information Disclosure Agreement

EFFECTIVE DATE: 24 May 2000

In order to protect certain confidential information Bruker Daltonics and its
corporate affiliates ("Bruker"), and the "Participant" identified below, agree
that:

1.   PARTIES TO THE AGREEMENT: The parties to this Agreement, and their
     addresses, are:

     Bruker Daltonics Inc.                Variagenics, Inc.
     Manning Park                         60 Hampshire Street
     Billerica, MA 01821                  Cambridge, MA  02139

          "Bruker"                             "Participant"

2.   PRIMARY REPRESENTATIVES: The parties appoint the following primary
     representatives:

     For Bruker:                          For Participant:

     Frank H. Laukien                     Taylor J. Crouch

3.   DESCRIPTION OF CONFIDENTIAL INFORMATION: The Confidential Information to be
     disclosed under the terms of this Agreement is described as:

     a.   Confidential Variagenics proprietary information on modified
          nucleotides.
     b.   Confidential Variagenics information on utilizing modified nucleotides
          in genotyping, haplotyping, or variance discovery.
     c.   Confidential Bruker Mass Spectrometry developments.
     d.   Confidential information on Bruker's and Variagenics business
          strategy, technology and R&D plans.

4.   USE OF CONFIDENTIAL INFORMATION: Subject to the exceptions stated below, a
     recipient of Confidential Information shall not disclose the Confidential
     Information or use the Confidential Information except for the purpose of
     this Agreement which is:

     The collaboration between Variagenics and Bruker referenced in the
     Collaboration Agreement dated May 2000


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

     Recipient shall not use Confidential Information for its own benefit or the
     benefit of another without Disclosee's consent

5.   CONFIDENTIALITY PERIOD: This Agreement and Recipient's duties under this
     Agreement shall expire on:

     5 years after disclosure of each item

6.   DISCLOSURE PERIOD: This Agreement pertains to confidential information that
     is disclosed between the Effective Date and December 31, 2001

7.   STANDARD OF CARE: Recipient shall protect the disclosed confidential
     information by using the same degree of care, but no less than a reasonable
     degree of care, to prevent the unauthorized use, dissemination, or
     publication of the confidential information as Recipient uses to protect
     its own confidential information of a like nature.

8.   MARKING: Recipient's obligations shall only extend to confidential
     information that is described in paragraph 3, and that: (a) comprises
     materials listed in paragraph 3; or, (b) is marked as confidential at the
     time of disclosure; or, (c) is unmarked (e.g. orally disclosed) but treated
     as confidential at the time of disclosure, and is designated as
     confidential in a written memorandum sent to Recipient's primary
     representative within thirty days of disclosure, summarizing the
     confidential information sufficiently for identification.

9.   EXCLUSIONS: This Agreement imposes no obligation upon Recipient with
     respect to information that: (a) was in Recipient's possession before
     receipt from Disclosee; (b) is or becomes a matter of public knowledge
     through no fault of Recipient; (c) is rightfully received by Recipient from
     a third party without a duty of confidentiality; (d) is independently
     developed by Recipient without reference to or reliance upon the
     Confidential Information; (e) is required to be disclosed under operation
     of law provided Recipient provides Disclosee with prior written notice of
     intended disclosure; or (f) is disclosed by Recipient with Disclosure's
     prior written approval.

10.  WARRANTY: Each Disclosee warrants that it has the right to make the
     disclosures under this Agreement NO OTHER WARRANTIES ARE MADE BY EITHER
     PARTY UNDER THIS AGREEMENT, ANY INFORMATION EXCHANGED UNDER THIS AGREEMENT
     IS PROVIDED "AS IS".

11.  RIGHTS: Neither party acquires any intellectual property rights under this
     Agreement. This Agreement shall not restrict reassignment of Recipient's
     employees, provided that such employees remain bound by the provisions of
     this Agreement

Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

12.  This Agreement imposes no obligation on either party to purchase, sell,
     license, transfer or otherwise dispose of any technology, services or
     products.

13.  Both parties shall adhere to all applicable laws, regulations and rules
     relating to the export of technical data, and shall not export or re-export
     any technical data, any products received from Disclosee, or the direct
     product of such technical data to any proscribed country listed in such
     applicable laws, regulations and rules unless properly authorized.

14.  This Agreement does not create any agency or partnership relationship.

15.  All additions or modifications to this Agreement must be made in writing
     and must be signed by both parties.

16.  This Agreement is made under, and shall be construed according to, the laws
     of the Commonwealth of Massachusetts.

By the signatures below of their authorized representatives, Bruker and
Participant acknowledge that they have read, understood and accepted all of the
terms and conditions of this Agreement.

BRUKER DALTONICS INC.                        VARIAGENICS, INC. (PARTICIPANT)

Name:             John Wronka                Name:    Taylor J. Crouch
     -------------------------------              ------------------------------
Title:            Vice President             Title:   President and CEO
      ------------------------------               -----------------------------
Signature:        /s/ JOHN WRONKA            Signature:  /s/ TAYLOR J. CROUCH
          --------------------------                   -------------------------
Date:             May 24, 2000               Date:             May 25, 2000
     -------------------------------              ------------------------------


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

                            OEM SUB-LICENSE AGREEMENT

     THIS AGREEMENT (the "Agreement") is made and/or entered into by and between
Bruker Daltonics Inc. ("Licensor"), a Delaware corporation with its principal
place of business at Fortune Drive, Manning Park, Billerica, Massachusetts
01821, and VARIAGENICS. INC. ("Licensee"), a ________________________
corporation with its principal place of business at 60 HAMPSHIRE STREET,
CAMBRIDGE, MA 02139.

     WHEREAS, Licensor is the exclusive licensee of, having the full right to
grant sublicenses to, the Patent Rights, as these are defined with particularity
herein; and

     WHEREAS, Licensee desires to obtain a license under certain patent rights
held by Licenser, as defined with particularity in this Agreement;

     NOW, THEREFORE in view of the promises set forth below, the parties
hereto agree as follows:

1.   DEFINITIONS

Solely for the purposes of this Agreement the following terms, as used herein,
will have the meanings specified below:

     1.1  "Effective Date" means the date last written below.

     1.2  "Patent Rights" means those patents and/or patent applications listed
          on Schedule A and any patents issuing from such patent applications,
          or any related U.S. or foreign applications or patents based upon any
          of such patent applications or patents, as well as any continuations,
          divisions, reexaminations, reissues, substitutes, renewals or
          extensions of any of the foregoing patent applications or patents.

     1.3  "Affiliate" of a specified entity means an entity that directly or
          indirectly controls, is controlled by, or is under common control
          with. the specified entity. For purposes of this Agreement, the direct
          or indirect ownership of more than 50% of the outstanding voting
          shares of an entity, the right to receive 50% or more of the profits
          or earnings of an entity, or the right to control policy decisions of
          an entity, will be deemed to constitute control.


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

          1.4 "Licensed Product" or "Licensed Products" means and includes any
     apparatus, device, system, product, article of manufacture, appliance,
     method or process, the practice, manufacture, use or sale of which would
     be, but for this Agreement, covered in whole or in part by a pending claim
     in a pending application within the Patent Rights or an unexpired claim in
     a patent within the Patent Rights.

2.   GRANT OF SPECIAL OEM SUB-LICENSE

     2.1. Licensor hereby grants an individual systems' license to Licensee,
          with the right to grant sublicenses to its Affiliates, to use and/or
          to re-sell each MALDI-TOF mass spectrometer purchased by Licensee from
          Licensor under a separate "COLLABORATION AGREEMENT", dated May 24,
          2000, and to grant its customers an individual systems' license to use
          for each MALDI-TOF mass spectrometer purchased under the
          "COLLABORATION AGREEMENT.

     2.2. Pursuant to the separate "COLLABORATION AGREEMENT" Licensor shall be
          responsible for the payment of all royalties to IU-ARTI on Licensor's
          MALDI-TOF systems sold as OEM systems to Licensee.

     2.3. Any license granted under this Agreement shall not constitute or be
          interpreted as a license to the Licensee for manufacture, use or sale
          of any other MALDI-TOF or other mass spectrometer, other than the OEM
          MALDI-TOF systems specifically purchased from Licenser under the terms
          of the "COLLABORATION AGREEMENT". In particular, this Agreement does
          not waive for the Licensee future access payments, retroactive or
          future royalty payments on any other MALDI-TOF or other mass
          spectrometer not specifically covered by this Agreement.

3.   PAYMENTS/LICENSE FEES AND ROYALTIES

This section is not applicable, as Licenser pays all royalties to IU-ARTI for
OEM MALDI-TOF systems sold to Licensee under the separate "COLLABORATION
AGREEMENT".

4.   REPRESENTATION AND WARRANTIES

     Licensor warrants that, to the best of its knowledge and belief, it is the
     sole exclusive licensee of all rights, title, and interest in the Patent
     Rights, free of any liens, encumbrances, restrictions and other legal or
     equitable claims, subject, however, to any rights of governmental
     authorities, including full right and authority to sublicense the Patent
     Rights.

5.   RECORDS, REPORTS, AND PAYMENTS

     5.1  not applicable

Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.



<PAGE>

     5.2  not applicable

     5.3  not applicable

     5.4  not applicable

6.   TERM OF THE AGREEMENT

     6.1  Unless sooner canceled or terminated as herein provided, the
          individual systems license granted under this Agreement will continue
          (10) years or for the full term of the last expiring patent or patent
          application within the Patent Rights, whichever is longer.

     6.2  If Licensee becomes bankrupt or insolvent, or files a petition in
          bankruptcy, or if the business of Licensee is placed in the hands of a
          receiver, assignee or trustee for the benefit of creditors, whether by
          the voluntary act of Licensee or otherwise, this Agreement will
          automatically terminate without any notice whatsoever to Licensee.

     6.3  not applicable

     6.4  Licensee will have the right to terminate this Agreement with or
          without cause at any time upon six (6) months written notice to
          Licensor.

     6.5  not applicable

     6.6  If, at any time during this Agreement, Licensee directly or indirectly
          opposes or assists any third party to oppose the grant of any Letters
          Patent on any patent application within the Patent Rights or disputes
          or directly or indirectly assists any third party to dispute the
          validity of any patent within the Patent Rights, or any of the claims
          thereof, Licensor will be entitled thereafter to terminate immediately
          all or any portion of the license granted under this Agreement by
          notice thereof to Licensee.

     6.7  In the event that any claim of any application within the Patent
          Rights is canceled, abandoned, or otherwise disallowed by a final
          non-appealable or non-appealed action of a Patent Office having
          jurisdiction, or in the event that any claim of any patent within the
          Patent Rights is held invalid or unenforceable by a non-appealable or
          non-appealed decision by any court of competent jurisdiction, such
          claim will be deemed to have expired, as of the date of final
          disallowance or final decision of invalidity or non-enforceability.

     6.8  Provisions of this Agreement which by their nature contemplate rights
          and obligations of the parties to be enjoyed or performed after the
          expiration or

Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

          termination of this Agreement will survive until their purposes are
          fulfilled. Termination of this Agreement for any reason will not
          relieve either party of its obligations under this Agreement previous
          to the effective date of such termination.

7.   NON-TRANSFERABILITY OF LICENSES

     7.1  The license granted by this Agreement can be transferred by the
          Licensee, but only as part of a transaction by which the Licensee
          divests itself of all or substantially all of the business of
          manufacturing and/or selling Licensed Products. In the event of such a
          transfer, Licensee and its Affiliates shall thereupon cease to be
          Licensees hereunder.

     7.2  Should any entity or person cease to be an Affiliate of a party, as
          that term is defined in paragraph 1.3 above, this Agreement shall be
          terminated as to that entity or person, who shall have no further
          rights or obligations under this Agreement.

     7.3  The license granted in this Agreement shall be binding upon any
          successor of Licensor in ownership or control of the Patent Rights,
          and the obligations of Licensee shall run in favor of any such
          successor of Licensor's benefits under this Agreement.

8.   PAYMENTS. NOTICES AND OTHER COMMUNICATIONS

          Any payment, notice, or other communication pursuant to this Agreement
          will be sufficiently made or given on the date of mailing if sent to
          such party by express mail or certified first class mail, postage
          prepaid, made out to Bruker Daltonics, Inc. and addressed to it at its
          address below or made out to Licensee and addressed to it at its
          address below as either party will designate by written notice given
          to the other party:

               Licensor:      Frank H. Laukien. President
                              Bruker Daltonics Inc.
                              Fortune Drive, Manning Park
                              Billerica, MA 01821

               Licensee:      Taylor Crouch, President
                              Variagenics, Inc.
                              60 Hampshire Street
                              Cambridge, MA 02139

9.   MISCELLANEOUS PROVISIONS

Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

     9.1  Each party hereto agrees that it will not release any information to
          any third party with respect to the Terms of this Agreement without
          the prior written consent of the other party. This prohibition
          includes, but is not limited to, press releases, educational and
          scientific conferences, promotional materials and discussions with
          lenders, investment bankers, public officials and the media. Should
          any third party seek to obtain any information by legal process with
          respect to the existence or terms of this Agreement from either party
          hereto or if disclosures related to this Agreement are required by
          law, such Party shall promptly notify the other Party hereto, and
          shall take all appropriate measures to avoid and minimize the release
          of such information.

     9.2  This Agreement will be construed, governed, interpreted, and applied
          in accordance with the laws of the Commonwealth of Massachusetts,
          U.S.A., except that questions affecting the construction and effect of
          any patent will be determined by the law of the country in which the
          patent was granted.

     9.3  not applicable

     9.4  This Agreement constitutes the entire understanding between the
          Parties hereto with respect to the subject matter hereof other than
          the "COLLABORATION AGREEMENT". This Agreement supersedes any prior
          agreements between the Parties hereto as to the subject matter of this
          Agreement except as specifically provided herein. No modification,
          extension or waiver of any provision hereof or any release of any
          right hereunder shall be valid, unless the same is in writing and is
          consented to by both Parties hereto.

     9.5  The provisions of this Agreement are severable, and if any provision
          of this Agreement is held to be ineffective, unenforceable or illegal
          for any reason, such ineffectiveness, unenforceability and/or
          illegality shall not affect the validity or enforceability of any or
          all of the remaining portions hereof.

     9.6  This Agreement shall be construed in accordance with its fair meaning
          and not strictly for or against any Party.

     9.7  This Agreement may be executed simultaneously in two or more
          counterparts. each of which shall be deemed an original, but both of
          which together constitute one and the same Agreement.

     9.8  Paragraph titles or captions contained herein are inserted only as a
          matter of convenience and for reference, and in no way define, limit,
          extend, or describe the scope of this Agreement, nor the intent of any
          provision thereof.

     9.9  Each Party acknowledges that it has or has had the opportunity to
          consult with counsel of its choice and that in executing this
          Agreement it has not relied upon


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

          any statements, representations or agreements of any other person
          other than those contained herein.

     9.10 not applicable

     9.11 not applicable

     9.12 No failure or delay on the part of either Party hereto in the exercise
          of any power, right or privilege under this Agreement shall operate as
          a waiver thereof, nor shall any single or partial exercise of any such
          power, right or privilege preclude other or further exercise thereof
          or of any other right, power or privilege.

     9.13 Nothing in this Agreement shall be construed as:

          (a)  a warranty or representation as to the validity, enforceability
               or scope of any patent by the Licensor;
          (b)  a warranty or representation that any manufacture, sale, lease,
               use or importation will be free from infringement of patents
               other than those under which and to the extent to which licenses
               or covenants are in force hereunder, including patents of third
               parties;
          (c)  an agreement to bring or prosecute actions or suits against third
               parties for infringement;
          (d)  conferring any right to use, in advertising, publicity or
               otherwise, any name, trade name, trademark, service mark, symbol
               or any other identification or any contraction, abbreviation or
               simulation thereof,
          (e)  conferring by implication, estoppel or otherwise any license or
               other right under any patent, except as expressly granted herein;
          (f)  a representation or warranty of any kind or the assumption of any
               responsibility whatsoever by any Party with respect to the
               manufacture, sale, lease, use or other disposition of any product
               or method licensed hereunder (including without limitation,
               claims of third parties asserting that a product is defective or
               unsafe for its intended purpose); and
          (g)  a representation deemed to place Licensee and Licensor in a
               partnership, joint venture or agency relationship and neither
               party will have the right or authority to obligate or bind the
               other party in any manner.

     9.14 All notices and communications provided for hereunder shall be in
          writing and shall be mailed or delivered to the business address of
          the respective Parties as aforementioned, or to such other address as
          any Party may designate from time to time in writing to the other.

     9.15 Each of the Parties agrees to perform reasonably requested actions of
          the other Party which are required to effectuate the covenants and
          purposes of this Agreement.


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

     IN WITNESS WHEREOF, the parties hereto have hereunto set their hands and
seals and duly executed this Agreement as of the day and year set forth below.

  LICENSEE                                     LICENSOR

By: /s/ TAYLOR J. CROUCH                   By: /s/ JOHN WRONKA
   -----------------------------------        ---------------------------------
    President and CEO                          Vice President
    Variagenics, Inc.                          Bruker Daltonics, Inc.
DATE:  May, 24, 2000                       DATE: May 24, 2000


Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

                                   SCHEDULE A

<TABLE>

<CAPTION>

US PAT. NO.       INVENTOR(S)           TITLE
---------------------------------------------------------
<S>               <C>                   <C>
5,504,326         James P. Reilly       Spatial-Velocity Correlation Focusing
                  Steven M. Colby       in Time-of-Flight Mass Spectrometry
                  Timothy B. King

5,510,613         James P. Reilly       Spatial-Velocity Correlation Focusing
                  Steven M. Colby       in Time-of-Flight Mass Spectrometry
                  Timothy B. King

5,712,479         James P. Reilly       Spatial-Velocity Correlation Focusing
                  Steven M. Colby       in Time-of-Flight Mass Spectrometry
                  Timothy B. King

</TABLE>

Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission pursuant to the Company's application requesting
confidential treatment under Rule 406 of the Securities Act.


<PAGE>

                                  WARRANTY



All standard products sold by Bruker Daltonics, Inc. (hereinafter called
"DALTONICS") carry a limited warranty, subject to the terms and conditions
hereby set forth. The product is warranteed for one year to be free of
defects in material and workmanship. DALTONICS obligation under all
warranties is limited in accordance with the periods of time and all other
conditions stated in all provisions of the warranty, including the periods
and conditions provided in the special warranty statements applicable to
Special Products Custom Products and Accessories.

                              WARRANTY PERIOD

The applicable warranty period shall begin upon demonstration of
specifications. The warranty for accessories (other than complete
spectrometers) shall commence upon shipment from DALTONICS. Short shipment of
individual times does not delay commencement of the warranty period. Upon
beginning of the applicable DALTONICS warranty period, all Customer remedies
shall be governed by the provisions stated in the warranty. In no event
shall such warranty period extend more than fifteen (15) months from the date
of shipment of the Product.

                             WARRANTY COVERAGE

The warranty coverage is subject to all the following limitation:

1. This warranty applies only to defects in material and workmanship in
covered Products and is not to be interpreted as providing full service
coverage for such items as routine maintenance, adjustments, or recalibration
as defined by the instruction manual.
2. This warranty covers only parts and labor furnished by DALTONICS. This
warranty does not cover products or services provided by an outside
manufacturer, which may be repaired or replaced according to the original
manufacturer's warranty terms, if any. DALTONICS accepts no responsibility
for failure of the original manufacturer to perform under its own warranty
obligations.
3. The following are expressly not covered under warranty:
a). Any loss, damage, and/or instrument malfunction relating in any way to:
       - Shipping or storage;
       - Accident, abuse, alteration, misuse, or neglect;
       - Breakage or abuse of parts;
       - Operation other than in accordance with correct operating procedures;
       - Tampering with the system (e.g., modification or tampering with one
         part of the instrument can, in some cases, affect another part of the
         instrument)
       - Lack of routine care and maintenance, such as lubrication and
         cleaning, as indicated in the instruction manual;
       - Inadequate utility service, failure of electrical or other energy
         supplies, incorrect physical environment, or other inadequate
         facilities or utilities as indicated in the instruction manuals
         and/or pre-installation instructions;
       - Chemical action or contamination;
       - Failure to maintain proper helium level in superconducting magnets;
b). Products items, parts, accessories, subassemblies, or components which
are expendable in normal use or operation of the instrument, or those of
limited life, such as but not limited to filters, glassware, glass
accessories, fuses, probe inserts, variable temperature dewars, and transfer
lines, unless specifically covered by an express warranty extended to the
customer by DALTONICS in writing.
4. The sole and exclusive remedy under this warranty shall be repair of
instrument malfunctions which in the sole opinion of DALTONICS are due or
traceable to defects in original materials or workmanship, or at DALTONICS
option, replacement of defective parts.
5. In-warranty repaired or replacement parts or products are covered by
warranty only for the remaining unexpired portion of the original warranty
period applicable to the repaired or replaced parts or products. Repair or
replacement of products or parts under warranty does not extend the original
warranty period.
6. After expiration of the applicable warranty period, DALTONICS will provide
service for which the customer shall be charged at DALTONICS then current
prices for parts, labor, and transportation.


<PAGE>

                    WARRANTY REPLACEMENT AND ADJUSTMENT

All claims under warranty must be made promptly after occurrence of
circumstances giving rise thereto and must be received within the applicable
warranty period by DALTONICS or its authorized representatives. Such claims
should include the product type and serial numbers, and a full description of
the circumstances giving rise to the claim. DALTONICS reserves the right in
its sole discretion to determine whether repair under valid warranty claims
shall be made by (a) sending a field service engineer to the site, (b) having
the customer send the defective part, assemble, or instrument to a service
shop or facility as authorized by DALTONICS, or (c) authorizing the customer
to return the same to DALTONICS. Before any products, parts, or assemblies
are sent to a service shop or facility or are returned to DALTONICS for
repair and/or adjustment, authorization from DALTONICS or its authorized
representative for the return and instructions as to how and where the same
should be shipped must be obtained. Any product, part, or assembly sent to an
authorized service shop or facility or returned to DALTONICS for examination
shall be sent prepaid via the means of transportation indicated as acceptable
by DALTONICS with all transportation at the expense of the customer.
DALTONICS reserves the right to reject any warranty claim not promptly
reported and any warranty claim on any item that has been altered or has been
shipped by non-acceptable means of transportation. When any product, part, or
assembly is sent to a service shop or facility or is returned to DALTONICS
for examination and inspection or for any other reason, the customer shall be
responsible for all damage resulting from improper packing or handling, and
for loss in transit, notwithstanding any defect or non-conformity in the
product part, or assembly. In all cases, DALTONICS has sole responsibility for
determining the cause and nature of failure, and DALTONICS determination with
regard thereto shall be final.

                           LIMITATION OF LIABILITY

Reasonable care must be used to avoid hazards. DALTONICS expressly disclaims
responsibility for loss or damage caused by use of its products other than
in accordance with proper operating procedures. IN NO EVENT SHALL DALTONICS
BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL OR RESULTING LOSS OR DAMAGE OF ANY
KIND, HOWEVER CAUSED. DALTONICS LIABILITY FOR DAMAGES SHALL NOT EXCEED THE
PAYMENT, IF ANY RECEIVED BY DALTONICS FOR THE UNIT OF PRODUCT OR SERVICE
FURNISHED OR TO BE FURNISHED, AS THE CASE MAY BE, WHICH IS THE SUBJECT OF
CLAIM OR DISPUTE.
All obligations of DALTONICS under this warranty shall cease in the event its
products or parts have been subject to accident, abuse, alteration, misuse or
neglect, or which have not been operated and maintained in accordance with
proper operating procedures.
All products and services provided within the scope of their warranty must be
provided through, or with the knowledge and approval of DALTONICS. DALTONICS
makes no warranty concerning services or components supplied through
unapproved sources. What constitutes an approved source shall be determined
by DALTONICS.
THIS WARRANTY IS EXPRESSLY IN LIEU OF AND EXCLUDES ALL OTHER EXPRESS OR
IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF FITNESS FOR
PARTICULAR PURPOSE, USE, OR APPLICATION, AND ALL OTHER OBLIGATIONS OR
LIABILITIES ON THE PART OF DALTONICS, UNLESS SUCH OTHER WARRANTIES
OBLIGATIONS, OR LIABILITIES ARE EXPRESSLY AGREED TO IN WRITING.
Statements made by any person, including representatives of DALTONICS, which
are inconsistent or in conflict with the terms of this warranty, shall not be
binding upon DALTONICS unless reduced to writing and approved by an officer
of DALTONICS.
This warranty shall be construed under and governed by the law of the State
of Massachusetts. No action, regardless of form, arising out of, or in any
way connected with, the products or services furnished or to be furnished by
DALTONICS, may be brought by the customer more than one (1) year after the
cause of action has accrued.

                                ACCESSORIES

In lieu of the one (1) year period applicable to DALTONICS standard products,
accessories manufactured by DALTONICS are warranted to be free of defects in
material and workmanship for a period of ninety (90) days from the date of
shipment, or if DALTONICS specifically agrees in writing to provide
installation, ninety (90) days from the date of installation. All such
accessory warranties are limited in accordance with all the terms, condition,
and other provisions stated in this warranty.

<PAGE>

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

                          GENERAL TERMS & CONDITIONS

A. GENERAL CONDITIONS

1. All quotations, shipments and services given and made by Bruker DALTONICS
are governed solely by the conditions and terms set forth in the quotation.
2. No additions to or modifications of any of the provisions upon the face or
reverse of this form shall be binding upon DALTONICS unless made in writing
and signed by a duly authorized representative.
3. In absence of written acceptance of these terms and conditions, an
acceptance of any goods or services, shipped or provided by DALTONICS based
on a purchase order received from purchaser shall constitute an acceptance of
these terms and conditions. The terms and conditions herein shall prevail as
against the terms and conditions of any purchase order.
4. The rights and obligations of the parties shall be governed in all
respects by the laws of the State of Massachusetts and the party shall submit
themselves to the jurisdiction of said State.
5. DALTONICS shall retain copyright, trademark, patent and proprietary rights
in all drawings, technical information, and know-how.
6. Documentation such as Software Listings, detailed Drawings and other
documentation normally not distributed may only be provided by DALTONICS
on the condition that the receiver of such documentation signs a
Confidentiality Agreement.
7. Clerical errors and mistakes of fact are subject to correction by
DALTONICS at any time.

B. PRICE AND QUOTATION

1. All quotations are firm for a period of 60 days from the date hereof,
unless specified in writing.
2. All prices are FOB shipping point unless otherwise stated. Responsibility
passes to purchaser upon delivery to Transportation Company and risk of
damage or loss following such delivery shall be purchasers.
3. Price quoted does not include City, State, or Federal Sales or similar
taxes. Purchaser shall report and pay all such taxes and hold DALTONICS
harmless therefrom.

C. ORDERS AND ORDER SPECIFICATIONS

1. Purchase orders are subject to acceptance by DALTONICS.
2. In a case where a new development is included in an order, or the
execution of any order depends upon successful completion of new development,
DALTONICS reserves the right to cancel such order, without incurring any
obligation to purchaser if such development cannot be completed successfully
in DALTONICS discretion. If the order is for the development of a single
unit, the foregoing shall apply and DALTONICS reserves the right to cancel
that part of the order which covers only the unit for which successful
development appears to be necessary.

D. DELIVERY AND SHIPMENT

1. Delivery time is computed from the date of acknowledgement of written
order.
2. DALTONICS shall not be liable for delivery delayed due to circumstances
beyond its control, including, but not limited to, fire, flood, war, labor
disputes, accidents or delay of carriers, sub contractors or suppliers.
4. Cancellation of an order due to reasonable delay of delivery is excluded.
Any rights of purchaser for claims or compensation for damage or loss of any
kind whatsoever due to delay of delivery are excluded.
5. An order covering several independent functional units may be delivered
and invoiced in part as per functional unit and payment thereof shall be due
for such unit upon presentation of invoice.

E. TERMS AND PAYMENT

1. Invoices are due without deduction upon presentation.
Orders shipped and invoiced in separate parts shall be due upon receipt of
such parts. Failure to make payment when due on any one part shall relieve
DALTONICS of delivery of any remaining parts.
2. If Bank Guarantee or Bid Bond is requested the purchase set forth herein
shall be increased by the cost of such guarantee or bond.
3. Upon delivery or demonstration of specifications of the system DALTONICS
Bank Guarantee and/or Bid Bond are to be returned by purchasers.

F. TITLE

1. Title does not transfer to the Purchaser until final payment is received
in full by DALTONICS.