<PAGE>

                                                                    EXHIBIT 10.1

                                      LEASE

                                     between

                             THE MOREDUN FOUNDATION

                                  in favour of

                            HYCOR BIOMEDICAL LIMITED

         Subjects:   Ground Floor, Block 1, Pentlands Science Park,
                     Bush, Midlothian

                                      2003
                                SMT.SDK.A0042.034
                                   FAS NO 7646

                                     [LOGO]

                        66 Queen Street Edinburgh EH2 4NE
                   Tel 0131 226 4771 Fax 0131 225 3676 DX ED58
 Also at: 33 Bothwell Street Glasgow G2 6NL Tel 0141 275 4771 Fax 0141 275 4781
                            DX 512815-Glasgow Central
                          Email maildesk@todsmurray.com

<PAGE>

                                TABLE OF CONTENTS

<TABLE>
<S>                                                                                                                 <C>
DEFINITIONS..................................................................................................        1

LEASED PREMISES AND DURATION.................................................................................        4

TENANTS' OBLIGATIONS.........................................................................................        4

LANDLORDS' OBLIGATIONS.......................................................................................        6

EXCLUSION OF LANDLORDS' LIABILITY............................................................................        6

IRRITANCY ETC................................................................................................        7

NO IMPLIED SERVITUDES........................................................................................        8

SUSPENSION OF RENT...........................................................................................        8

CONSENTS.....................................................................................................        9

NOTICES......................................................................................................        9

DISPUTE BETWEEN TENANTS......................................................................................        9

REGISTRATION.................................................................................................        9

STAMP DUTY CERTIFICATE......................................................................................         9

   SCHEDULE.................................................................................................        10
   PART I...................................................................................................        10
      THE LEASED PREMISES...................................................................................        10
   PART II..................................................................................................        11
      THE BUILDING..........................................................................................        11
   PART III.................................................................................................        12
      ANCILLARY RIGHTS......................................................................................        12
   PART IV..................................................................................................        13
      RESERVED RIGHTS.......................................................................................        13
   PART V...................................................................................................        16
      TENANTS' OBLIGATIONS..................................................................................        16
         TO PAY RENT, SERVICE CHARGE AND INSURANCE PREMIUMS.................................................        16
         OUTGOINGS..........................................................................................        16
         TO PAY FOR UTILITIES...............................................................................        16
         WATER RATES........................................................................................        16
         MAINTENANCE AND REPAIR.............................................................................        16
         REPLACEMENT OF GLASS AND CLEANING OF WINDOWS.......................................................        17
         PAINTING...........................................................................................        17
         ALTERATIONS........................................................................................        17
         PREVENTION OF FUMES................................................................................        18
         STATUTORY REQUIREMENTS.............................................................................        18
         FIRE APPLIANCES....................................................................................        19
</TABLE>

<PAGE>

<TABLE>
<S>                                                                                                                 <C>
         USE................................................................................................        19
         COSTS OF ABATING A NUISANCE........................................................................        19
         NOT TO ENDANGER INSURANCE..........................................................................        19
         INSURANCE OF PLATE GLASS...........................................................................        20
         MAKING GOOD OF UNINSURED LOSS DUE TO TENANTS' DEFAULT..............................................        20
         TO GIVE NOTICE OF DAMAGE...........................................................................        20
         TO PREVENT ENCROACHMENTS...........................................................................        20
         PLANNING ACTS......................................................................................        21
         SIGNS..............................................................................................        22
         TO INFORM LANDLORDS OF DEFECTS.....................................................................        22
         SUPPORT FOR ADJOINING PREMISES.....................................................................        22
         THE STOPPING UP OF DRAINS..........................................................................        22
         TO INFORM LANDLORDS OF NOTICES.....................................................................        23
         TO OBSERVE REGULATIONS.............................................................................        23
         NOT TO SHARE POSSESSION............................................................................        23
         ASSIGNATION AND SUB-LETTING........................................................................        23
         TO INDEMNIFY THE LANDLORDS.........................................................................        24
         EXPENSES...........................................................................................        24
         TO COMPLY WITH TITLES..............................................................................        25
         TO LEAVE IN GOOD REPAIR............................................................................        25
   PART VI..................................................................................................        26
      LANDLORDS' OBLIGATIONS................................................................................        26
         TO INSURE..........................................................................................        26
         REINSTATEMENT......................................................................................        27
         OPTION TO TERMINATE................................................................................        27
         SERVICES...........................................................................................        28
         ACCESS.............................................................................................        28
   PART VII.................................................................................................        29
      RENT REVIEWS..........................................................................................        29
   PART VIII.................................................................................................        3
      SERVICE CHARGE.........................................................................................        3
         SERVICE CHARGE......................................................................................        3
         DEFINITIONS.........................................................................................        3
         ESTIMATES...........................................................................................        3
         ADJUSTMENTS DURING SERVICE YEAR.....................................................................        4
         CERTIFICATION.......................................................................................        4
         TIMES OF PAYMENT....................................................................................        4
         INFORMATION ON SERVICE EXPENDITURE..................................................................        5
         RETENTION...........................................................................................        5
   PART IX...................................................................................................        6
      LANDLORDS' SERVICES (THE BUILDING).....................................................................        6
         TO REPAIR ETC.......................................................................................        6
         TO MAINTAIN SERVICE SYSTEMS, LIGHTING, ETC..........................................................        6
         TO PAY PROPORTION OF EXPENSES OF MAINTAINING MUTUAL WALLS, DRAINS, ETC..............................        6
         PAYMENT OF RATES, ETC...............................................................................        6
         PAYMENT FOR ELECTRICITY, ETC. IN COMMON PARTS.......................................................        6
</TABLE>

<PAGE>

<TABLE>
<S>                                                                                                                 <C>
         ABATEMENT OF NUISANCE, ETC..........................................................................        6
         SERVICE EQUIPMENT...................................................................................        7
         NOTICES.............................................................................................        7
         EMPLOYMENT OF STAFF.................................................................................        7
         EXPENSES OF MANAGEMENT RULES AND REGULATIONS........................................................        7
         ACCOUNTS............................................................................................        7
         COMPLIANCE WITH LOCAL AUTHORITY REQUIREMENTS........................................................        7
         FIRE FIGHTING EQUIPMENT.............................................................................        7
         ADDITIONAL SERVICES.................................................................................        8
         VAT.................................................................................................        8
         EXCLUSIONS FROM SERVICE CHARGE......................................................................        8
   PART X....................................................................................................        9
      LANDLORDS' SERVICES (THE PARK).........................................................................        9
         TO REPAIR ETC.......................................................................................        9
         TO CLEAN AND LIGHT..................................................................................        9
         TO INSURE...........................................................................................        9
         PAYMENT OF RATES ETC................................................................................        9
         PAYMENT OF ELECTRICITY ETC IN COMMON PARTS..........................................................        9
         ABATEMENT OF NUISANCE ETC...........................................................................        9
         SERVICE EQUIPMENT...................................................................................       10
         NOTICES............................................................................................        10
         EMPLOYMENT OF STAFF................................................................................        10
         EXPENSES OF MANAGEMENT RULES AND REGULATIONS.......................................................        10
         ACCOUNTS...........................................................................................        10
         COMPLIANCE WITH LOCAL AUTHORITY REQUIREMENTS.......................................................        10
         FIRE FIGHTING EQUIPMENT............................................................................        10
         ADDITIONAL SERVICES................................................................................        11
         VAT................................................................................................        11
         EXCLUSIONS FROM SERVICE CHARGE.....................................................................        11
</TABLE>

<PAGE>

                                       1

                                                           L E A S E

                                                           between

                                            THE MOREDUN FOUNDATION, a Company
                                            limited by guarantee and not having
                                            a share capital (Registered Number
                                            SC151865) incorporated under the
                                            Companies Acts and having their
                                            Registered Office formerly Four
                                            Hundred and Eight Gilmerton Road,
                                            Edinburgh and now at Pentlands
                                            Science Park, Bush Loan, Penicuik,
                                            Midlothian (hereinafter called "the
                                            Landlords") of the first part

                                                           and

                                            HYCOR BIOMEDICAL LIMITED,
                                            incorporated under the Companies
                                            Acts (Registered Number SC 122739)
                                            and having their Registered Office
                                            at Douglas House, Pentlands Science
                                            Park, Penicuik, EH26 0PL
                                            (hereinafter called "the Tenants")
                                            of the second part

IT IS CONTRACTED AND AGREED between the Landlords and the Tenants as follows:

1        DEFINITIONS

         1.1      In this Lease unless the context otherwise requires the
                  following expressions shall have the following meanings
                  respectively:

                  "ANCILLARY RIGHTS" shall mean those rights and others
                  specified in Part III of the Schedule;

                  "BUILDING" shall mean the Subjects described in Part II of the
                  Schedule;

                  "COMMON PARTS" in relation to the Building shall mean the
                  Building under exception of (i) the Leased Premises and (ii)
                  all other parts of the Building let or capable of being let as
                  office accommodation to occupational tenants and in relation
                  to the Park shall mean the Park under exception of all
                  buildings or other areas within the Park let or capable of
                  being let or used for owner occupation and without prejudice
                  to that generality shall include the perimeter fences, gates,
                  barriers, security systems and gatehouse, the roadways,
                  footpaths and car parking areas and the landscaped areas;

<PAGE>

                                       2

                  "THE PRINCIPLES OF GOOD ESTATE MANAGEMENT" means in relation
                  to the exercise by or on behalf of the Landlords of any
                  discretionary power or right under this Lease the exercise of
                  such right or power in a manner consistent with the character
                  and situation of the Leased Premises and which has due regard
                  to the interests not only of the Landlords but also of the
                  Tenants and any other tenants of other parts of the Building
                  and/or the Park as the case may be;

                  "INSURED RISKS" shall mean those risks against which the
                  Landlords are obliged to effect insurance in accordance with
                  Clause 1 of Part VI of the Schedule;

                  "LANDLORDS" shall mean the Landlords and in substitution
                  therefor all persons deriving title to the Landlords' part of
                  this Lease;

                  "LANDLORDS' OBLIGATIONS" shall mean those obligations and
                  others specified in Part VI of the Schedule;

                  "LEASED PREMISES" shall mean the premises described in Part I
                  of the Schedule;

                  "THE PARK" shall mean Pentlands Science Park, Bush, Midlothian
                  as the boundaries thereof are shown by a bold dotted black
                  line on Plan 1 aftermentioned;

                  "PLANS" shall mean the plans marked respectively Plan 1 (Site
                  Plan) and Plan 2 (Ground and First Floor Plan) annexed and
                  executed as relative to this Lease (which plans are
                  demonstrative only and not taxative);

                  "PLANNING ACTS" shall mean the Town and Country Planning
                  (Scotland) Act 1997, the Planning (Listed Buildings) and
                  Conservation Areas (Scotland) Act 1997, the Planning
                  (Hazardous Substances) (Scotland) Act 1997 and the Planning
                  (Consequential Provisions) (Scotland) Act 1997 and any future
                  legislation of a similar nature;

                  "RENT PAYMENT DAY" shall have the meaning ascribed to it in
                  Clause (THIRD) 2(a) of this Lease;

                  "RESERVED RIGHTS" shall mean those rights and others specified
                  in Part IV of the Schedule;

                  "SCHEDULE" shall mean the Schedule annexed and executed as
                  relative hereto the terms of which shall be deemed to form
                  part of this Lease;

                  "SERVICE CHARGE" shall mean the charge payable by the Tenants
                  ascertained in accordance with the provisions of Part VIII of
                  the Schedule;

                  "SERVICE SYSTEMS" shall mean the pumps, valves, man-holes,
                  meters, connections, channels, heating and cooling
                  installations, hot water systems and boilers, ventilation
                  ducting, lift, drains, sewers, pipes, wires and cables or
                  other conducting media in, on, over, under, passing through or
                  otherwise serving the Building or any part thereof and all
                  plant and equipment relative thereto;

<PAGE>

                                       3

                  "SPECIFIED RATE" shall mean the rate of four per centum per
                  annum above the Bank of Scotland base lending rate for the
                  time being in force declaring that in the event of there
                  ceasing to be a Bank of Scotland base lending rate there shall
                  be substituted therefor such base rate as shall be a generally
                  accepted base rate at the time as the same shall be determined
                  by the Landlords acting reasonably;

                  "STRUCTURE OF THE BUILDING" shall mean the main fabric of the
                  Building including without prejudice to the generality the
                  structural walls (internal and external) building frame,
                  columns and balconies, floors, floor slabs, foundations, main
                  joists, roofs, exterior of the window frames, steps, paved
                  areas, footpaths, gates, fences and walls;

                  "TENANTS" shall mean the party designed as the Tenants herein
                  and in substitution therefor their permitted successors and
                  assignees and if this Lease shall at any time be vested in
                  more than one person as Tenants such expression shall include
                  each of them and the liability of each such person under any
                  obligation on the part of the Tenants in this Lease shall be
                  joint and several provided that in no circumstances shall the
                  provisions of this Lease be capable of being interpreted so as
                  to impose continuing liability on any person in respect of the
                  Tenants' obligations hereunder after a permitted assignation
                  of that person's interest in this Lease;

                  "TENANTS' OBLIGATIONS" shall mean those conditions,
                  obligations and others specified in Part V of the Schedule;
                  and

                  "VAT" shall mean Value Added Tax and shall include any tax of
                  a similar nature imposed in substitution for or in addition to
                  Value Added Tax.

         1.2      Any reference to an enactment (whether generally or
                  specifically) shall be construed as a reference to that
                  enactment as amended, extended, re-enacted or applied by or
                  under any other enactment and shall include all instruments,
                  orders, plans, regulations, bye-laws, permissions and
                  directions and others made or intended thereunder or deriving
                  validity therefrom.

         1.3      Words or expressions importing the singular number shall
                  include the plural number and vice versa and words importing
                  persons shall include companies and corporations and vice
                  versa.

         1.4      Words or expressions importing the masculine gender shall
                  include the feminine gender and vice versa; and words or
                  expressions importing the neuter gender only shall include the
                  masculine and feminine genders and vice versa.

         1.5      The index and marginal headings herein are inserted for
                  convenience of reference only and are not deemed to form part
                  of these presents nor shall they affect the construction
                  thereof.

         1.6      If at any time the Tenants hereunder shall be a firm the
                  obligations undertaken by the Tenants under this Lease shall
                  be binding upon such firm and upon any other firm or person
                  who takes over or becomes entitled to take over the assets of
                  the firm during the period of this Lease and upon all persons
                  who are or become partners of such firm or

<PAGE>

                                       4

                  such other firm at any time during the period of this Lease
                  and the respective executors and representatives whomsoever of
                  all such partners and persons and that all jointly and
                  severally; And such obligations shall be enforceable
                  notwithstanding that any such partner or person dies or ceases
                  for any reason to be a partner of such firm or such other firm
                  declaring (First) that the Landlords shall not withhold
                  consent to assignation of this Lease to new and/or additional
                  trustees for such firm or partnership and (Second) on the
                  death, retiral or outgoing of any individual partner whether
                  or not this Lease has been formally vested in him as a trustee
                  the Landlords shall not unreasonably withhold consent to the
                  discharge of said individual or his representatives provided
                  the remaining partners are of sound financial standing and
                  demonstrably capable of fulfilling the obligations of the
                  Tenants under this Lease.

2        LEASED PREMISES AND DURATION

         The Landlords in consideration of the rent and other prestations
         hereinafter specified hereby let to the Tenants ALL and WHOLE the
         Leased Premises together with the Ancillary Rights but reserving to the
         Landlords and all others entitled thereto hereunder the Reserved Rights
         and that for the period from and including the First day of April
         Nineteen hundred and Ninety-seven (which notwithstanding the date or
         dates hereof is declared to be the date of entry hereunder) until the
         First day of October Two thousand and eleven. Provided however that the
         Tenants shall be entitled on giving to the Landlords not less than six
         months' notice in writing to terminate this Lease from the First day of
         October Two thousand and six.

3        TENANTS' OBLIGATIONS

         The Tenants hereby bind and oblige themselves throughout the currency
         of this Lease:

         3.1      Tenants' Obligations

                  to observe and perform the Tenants' Obligations; and

         3.2      Rent etc.

                  to pay to the Landlords:

                  a)       Rent

                           without any written demand therefor the following
                           rent for the relevant year of the duration of this
                           Lease:-Year one (which shall mean the period 1st
                           April 1997 to 30th September 1997 inclusive) TWENTY
                           FIVE THOUSAND SEVEN HUNDRED AND SIXTY NINE POUNDS
                           (L25,769.00) STERLING; Year two (which shall mean the
                           period 1st October 1997 to 30th September 1998
                           inclusive) FIFTY ONE THOUSAND FIVE HUNDRED AND THIRTY
                           EIGHT POUNDS (L51,538) STERLING; Year three (which
                           shall mean the period 1st October 1998 to 30th
                           September 1999 inclusive) FIFTY FOUR THOUSAND SEVEN
                           HUNDRED AND SIXTY NINE POUNDS (L54,769) STERLING;
                           Year four (which shall mean the period 1st October
                           1999 to 30th September 2000) FIFTY FOUR THOUSAND
                           SEVEN HUNDRED AND

<PAGE>

                                       5

                           SIXTY NINE POUNDS (L54,769) STERLING; Year five
                           (which shall mean the period 1st October 2000 to 30th
                           September 2001) FIFTY EIGHT THOUSAND POUNDS (L58,000)
                           STERLING and thereafter the sum of SIXTY SEVEN
                           THOUSAND ONE HUNDRED AND FIFTY POUNDS (L67,150)
                           STERLING or such greater sum as may be substituted
                           therefor in accordance with the provisions of Part
                           VII of the Schedule and, if the Landlords have opted
                           or so opt or if otherwise payable by law, VAT thereon
                           at the standard rate (or, if at any time in the
                           future the standard rate shall no longer apply to
                           rents, such rate as shall then be applicable) payable
                           said rent without any deductions whatsoever (other
                           than required by law) by four equal quarterly
                           payments in advance at the term of Candlemas (Twenty
                           eighth February), Whitsunday (Twenty eighth May),
                           Lammas (Twenty eighth August) and Martinmas (Twenty
                           eighth November) in each year (each of which dates is
                           hereinafter in this Lease referred to as a "Rent
                           Payment Day") the first of such payments becoming due
                           and payable on the First day of April Nineteen
                           hundred and ninety seven being a proportionate
                           payment for the period from and including that date
                           to the Rent Payment Day next occurring thereafter and
                           the next payment at the said Rent Payment Day for the
                           succeeding quarter and so forth quarterly, termly and
                           proportionately thereafter during the whole currency
                           hereof;

                  b)       Service Charge

                           the Service Charge at the times specified in and as
                           ascertained in accordance with the provisions of Part
                           VIII of the Schedule;

                  c)       Insurance Premiums

                           on demand 58% of all premiums paid by the Landlords
                           for insuring the Building against the Insured Risks;
                           and

                  d)       Interest

                           on demand interest at the Specified Rate on any sum
                           of money payable under this Lease which shall remain
                           unpaid after the expiry of fourteen days after the
                           date upon which the same became due and that from the
                           due date for payment until payment thereof;

                           Provided that:

                           i)       nothing in this Clause contained shall
                                    entitle the Tenants to withhold any payment
                                    of rent or Service Charge after the relevant
                                    Rent Payment Day or any insurance premiums
                                    after the due date for payment;

                           ii)      the acceptance of or demand for rent,
                                    Service Charge or insurance premium by or on
                                    behalf of the Landlords with knowledge of a
                                    breach of any of the obligations on the part
                                    of the Tenants herein contained shall not by
                                    itself be deemed to be a waiver by the
                                    Landlords of any

<PAGE>

                                       6

                                    such breach or to imply any agreement by the
                                    Landlords to waive any such breach and
                                    acceptance by the Landlords of part payment
                                    of rent or Service Charge and any other sum
                                    due by the Tenants to the Landlords shall
                                    not be deemed to be acceptance of the whole
                                    of such rent, Service Charge or other
                                    payment and the Tenants shall not in any
                                    proceedings be entitled to rely by itself on
                                    any such acceptance or demand.

4        LANDLORDS' OBLIGATIONS

         The Landlords bind and oblige themselves as follows:

         4.1      To observe and perform throughout the currency of this Lease
                  the Landlords' Obligations provided that the Landlords shall
                  not be liable for failure to perform such obligations owing to
                  (i) any cause outwith the immediate and direct control of the
                  Landlords and in particular (but without prejudice to the
                  generality of the foregoing) save where the same shall arise
                  due to any negligent act, omission or default on the part of
                  the Landlords or any person for whom the Landlords are legally
                  responsible the Landlords shall not be so liable to the
                  Tenants or the Tenants' employees or those claiming through or
                  under the Tenants for the failure or breakdown of any of the
                  Service Systems or the failure or breakdown of any of the
                  usual or normal services within the Building; and

         4.2      To warrant this Lease to the Tenants but so that the Landlords
                  do not warrant that the Leased Premises or any part thereof
                  are authorised for use under the Planning Acts for any
                  specific purpose.

5        EXCLUSION OF LANDLORDS' LIABILITY

         5.1      So far as permitted by law and save where the same shall arise
                  in consequence of the Landlords' failure to implement any of
                  their obligations under this Lease, or otherwise as a result
                  of any negligent act, omission, or default on the part of the
                  Landlords or any person for whom the Landlords are legally
                  responsible the Landlords shall not be liable to the Tenants
                  or any sub-tenant, servant, agent, licensee or invitee of the
                  Tenants or other person occupying or on the Leased Premises or
                  any part thereof or calling upon the Tenants or such other
                  persons as aforesaid for any accident, happening or injury
                  suffered by any person in the Leased Premises or the Common
                  Parts of the Building or any part thereof or damage to or loss
                  of any furnishings and/or stock or other property in the
                  Leased Premises.

         5.2      Save where the same shall arise in consequence of the
                  Landlords' failure to implement any of their obligations under
                  this Lease, or otherwise as a result of any negligent act,
                  omission, or default on the part of the Landlords or any
                  person for whom the Landlords are legally responsible the
                  Landlords shall not be liable to the Tenants or any sub-tenant
                  or others as aforesaid nor shall the Tenants or any sub-tenant
                  or others as aforesaid have any claim against the Landlords in
                  respect of the bursting, leaking or failure of oil, gas, water
                  or soil pipes or the choking, stoppage or overflow thereof or
                  of the public sewers, drains, gutters, rhones or conductors or
                  failure, fusing or breakdown of the electricity supply or any
                  appliance.

<PAGE>

                                       7

6        IRRITANCY ETC.

         If the rent, Service Charge or other payments herein stipulated for or
         any part or parts thereof shall be unpaid for a period of twenty one
         days after the same shall have become due or if default shall be made
         in the performance or observance of any of the other obligations,
         conditions or agreements on the part of the Tenants contained in this
         Lease or in any deed or document entered into between the Landlords and
         the Tenants with reference to this Lease or if the Tenants being a body
         corporate shall go into liquidation whether voluntary or compulsory
         (other than a voluntary liquidation of a solvent company for the
         purpose of amalgamation or reconstruction) or shall have a Receiver or
         Administrator or Administrative Receiver appointed of the whole or any
         part of the property of the Tenants or being a firm or an individual or
         individuals if any of them shall become insolvent or apparently
         insolvent or make any assignation for the benefit of creditors or enter
         into an agreement or make any arrangements with creditors for the
         liquidation of the debts of the Tenants by composition or otherwise
         then and in any such case the Tenants shall at the option of the
         Landlords forfeit all right and title under these presents and if such
         option of forfeiture shall be exercised the Lease hereby granted and
         all transmissions thereof and all that has followed or can competently
         follow hereon shall be ipso facto void and null and the Leased Premises
         shall thereupon revert to the Landlords as if these presents had never
         been granted but without prejudice to any right of action or remedy by
         the Landlords to recover all arrears of rent, Service Charge or other
         sums due by the Tenants to the Landlords or in respect of any
         antecedent breach of the Tenants' Obligations (including without
         prejudice to the generality right to the Landlords to recover from the
         Tenants all loss and damage which the Landlords may have sustained by
         the Tenants' default); Provided that in the case of a breach,
         non-observance or non-performance by the Tenants which is capable of
         being remedied, the Landlords shall not exercise such option of
         forfeiture unless and until they shall first have given written notice
         to the Tenants and to every Creditor in any existing Standard Security
         and/or Floating Charge over the Tenants' interest in the Lease or any
         part thereof ("the Creditor") of whom notice shall have been given to
         the Tenants by the Landlords requiring the same to be remedied(under
         threat of irritancy) and the Tenants or the Creditor shall have failed
         to remedy the same within such reasonable time (having regard to the
         nature of the breach complained of) as the Landlords shall prescribe
         which in the case of non-payment of rent or Service Charge or other
         sums shall be a period of twenty-one days only: PROVIDED ALWAYS THAT
         the Landlords' right of irritancy herein contained may not be exercised
         in the case of the Tenants becoming insolvent or apparently insolvent
         or going into liquidation (other than for the purpose of reconstruction
         or amalgamation) or suffering a receiver, administrator or
         administrative receiver to be appointed unless and until it shall first
         allow the interim trustee or permanent trustee or the liquidator,
         receiver, administrator or administrative receiver as the case may be
         (such interim trustee and others being hereinafter generically referred
         to as "the Insolvency Practitioner") and the Creditor a period of six
         months (reckoning from the date of appointment of the Insolvency
         Practitioner) in which to dispose of the interest of the Tenants under
         this Lease (on the same terms as are set out in this Lease) but only if
         the Insolvency Practitioner or the Creditor as the case may be shall
         undertake to fulfil all outstanding obligations, including payment of
         monies, incumbent upon the Tenants under this Lease whether relating to
         a period before or after the said date of appointment until the expiry
         of the said period of six months if there is no permitted disposal of
         this Lease within said period or where such disposal occurs, the date
         of entry thereunder whether before or after such expiry or, the date of
         entry under a permitted disposal of this Lease, and the Landlords shall
         be entitled to terminate this Lease as aforesaid only if the Insolvency
         Practitioner or the Creditor as the case may be shall fail to implement
         the obligations incumbent on them in terms of this Clause or the
         Insolvency Practitioner and the Creditor shall fail to dispose of the
         Tenants' interest within the said period.

<PAGE>

                                       8

7        NO IMPLIED SERVITUDES

         Nothing contained in this Lease shall by implication of law or
         otherwise operate to confer on the Tenants any servitude right or
         privilege whatsoever over or against any adjoining or other property
         belonging to the Landlords (whether forming part of the Building or
         not) which might restrict or prejudicially affect the future
         rebuilding, alteration or development of such adjoining or other
         property nor subject as aftermentioned shall the Tenants be entitled to
         compensation for any disturbance caused or suffered thereby nor shall
         the Tenants make or permit to be made any claim in respect of any works
         of construction, building, alteration, addition or repair carried out
         upon any land or property adjoining or near any part of the Leased
         Premises by the Landlords or any person authorised by the Landlords
         PROVIDED ALWAYS suitable means of access to the Leased Premises shall
         be maintained at all times and that any such works shall be carried out
         with as little interference to the Tenants as reasonably possible and
         so as to cause the minimum practical interruption to the supply of
         services via the Service Systems, according to the nature of the works
         involved and the Landlords shall, as soon as reasonably practicable
         thereafter, make good at their own cost all damage thereby occasioned
         to the Leased Premises the Building and the Park.

8        SUSPENSION OF RENT

         If at any time during the currency of this Lease:

         8.1      the Leased Premises or any part thereof shall be destroyed by
                  reason of any of the Insured Risks; or

         8.2      the Leased Premises or any part thereof or any part of the
                  Building shall be so damaged by any of the Insured Risks as to
                  render the Leased Premises incapable of occupation and use in
                  accordance with the provisions hereof;

                  and except to the extent that (in either case) the insurance
                  policy or policies effected by the Landlords pursuant to their
                  obligations hereunder shall have been rendered void or payment
                  of the policy monies refused in whole or in part in
                  consequence of any act or default of the Tenants or those for
                  whom the Tenants are legally responsible the rent and Service
                  Charge payable hereunder or (where part only of the Leased
                  Premises has been destroyed or rendered incapable of use) a
                  fair proportion thereof according to the nature and extent of
                  the damage sustained shall be suspended until the Leased
                  Premises or such part of the Building thereof shall be
                  rendered capable of occupation and use in accordance with the
                  provisions hereof. In the event of dispute as to the amount of
                  rent or Service Charge to be abated or the time for which it
                  shall be abated such dispute shall be settled by a single
                  arbiter agreed upon between the Landlords and the Tenants or
                  failing agreement appointed upon the application of either by
                  the Chairman (or Senior Office bearer) for the time being of
                  The Royal Institution of Chartered Surveyors in Scotland. The
                  expenses of the said arbiter shall be borne as directed by the
                  said arbiter and failing any such direction equally.
                  Notwithstanding damage to or the destruction of the Leased
                  Premises or the Building or any part or parts thereof by fire
                  or otherwise the tenancy under the foregoing Lease shall
                  continue and save as hereinbefore provided in this Clause
                  (EIGHTH) the said rent, Service Charge and insurance premiums
                  shall continue to be payable.

<PAGE>

                                       9

9        CONSENTS

         9.1      Where under any provision of this Lease the consent or
                  approval of the Landlords is required:

                  a)       such consent or approval shall be in writing;

                  b)       in considering any such request for consent or
                           approval the Landlords shall act in accordance with
                           the Principles of Good Estate Management.

         9.2      Where under any provision of this Lease any matter is stated
                  to be to the satisfaction of the Landlords the Landlords shall
                  be bound to act reasonably in determining whether or not such
                  matter is to their satisfaction.

10       NOTICES

         Any notice, intimation, request or consent under this Lease shall be in
         writing. Any notice to the Tenants (if a body corporate) shall be
         sufficiently served if sent by Recorded Delivery post to or left at the
         Registered Office of the Tenants and (if the Tenants shall be an
         individual or individuals or a firm) shall be sufficiently served if
         sent by Recorded Delivery post to or left at the Leased Premises or
         sent by Recorded Delivery post to or left at his or their respective
         last known address or addresses in Great Britain or Ireland. Any notice
         to the Landlords shall be sufficiently served if sent by Recorded
         Delivery post to or left at the Registered Office of the Landlords or
         the office or principal office of the managing agents (if any) of the
         Landlords and (if the Landlords at any time shall be an individual or
         individuals or a firm) shall be sufficiently served if sent to or left
         at his or their last known address in Great Britain or Ireland or the
         office or principal office of the managing agents (if any) of the
         Landlords. Any notice sent by First Class Recorded Delivery shall be
         deemed to have been duly served at the expiry of forty eight hours
         after the time of posting. In proving service it shall be sufficient to
         prove that the envelope containing the notice was duly addressed to the
         Tenants or the Landlords (as the case may be) in accordance with this
         Clause and posted to or left at the place to which it was so addressed.

11       DISPUTE BETWEEN TENANTS

         In case any dispute or controversy shall at any time or times arise
         between the Tenants and the tenants or occupiers of any other premises
         within the Building relating to the Common Parts, the Ancillary Rights,
         the Service Systems the same shall from time to time be settled and
         determined by the Landlords or the managing agents (if any) of the
         Landlords (if they shall think fit) in such reasonable manner as the
         Landlords or their managing agents (acting reasonably) direct in
         writing to which determination the Tenants shall from time to time
         submit provided that the Landlords have taken the party or parties with
         whom the dispute or controversy has arisen similarly bound.

12       REGISTRATION

         The parties hereto consent to registration hereof and of all Memoranda
         by or on behalf of the parties and of all certificates relative thereto
         for preservation and execution.

13       STAMP DUTY CERTIFICATE

         The parties hereto certify that there are no Missives of Let
         (constituting a Lease) to which this Lease give effect: IN WITNESS
         WHEREOF

<PAGE>

                                       10

   THIS IS THE SCHEDULE REFERRED TO IN THE FOREGOING LEASE BETWEEN THE
                 MOREDUN FOUNDATION AND HYCOR BIOMEDICAL LIMITED

                                    SCHEDULE

                                     PART I

                               THE LEASED PREMISES

ALL and WHOLE those premises on the ground floor of the Building as the said
premises are shown outlined in red on Plan 1 declaring that:

1        There shall be included in the Leased Premises:

         1.1      all permitted additions, alterations and improvements (except
                  Tenants' and trade fittings and fixtures) hereafter made on or
                  about the Leased Premises;

         1.2      all Landlords' plant, equipment, fixtures and fittings within
                  the Leased Premises so far as relating exclusively thereto
                  (including all carpets and light fittings, if any, provided by
                  the Landlords);

         1.3      the internal faces of all external and structural walls and
                  columns, one half in thickness of any non-structural wall
                  which forms a boundary of the Leased Premises, the whole of
                  any other non-structural walls and columns of the Leased
                  Premises, the ceiling and floor screeds of the Leased
                  Premises, the floor boards and all internal plasterwork
                  finishing and decoration;

         1.4      every part of all doors, windows, window frames (but not the
                  exterior of the window frames) and the glass thereof and
                  fastenings on doors and windows; and

         1.5      every part of the Service Systems within the Leased Premises
                  (so far as exclusively serving the Leased Premises).

2        There shall be excluded from the Leased Premises:

         2.1      the Service Systems therein insofar as not exclusively serving
                  the Leased Premises;

         2.2      the air space (if any) above the Leased Premises; and

         2.3      the external walls of the Leased Premises (other than the
                  internal faces thereof) and any part of any wall, column,
                  ceiling or floor of the Leased Premises forming part of the
                  Structure of the Building.

<PAGE>

                                       11

                                     PART II

                                  THE BUILDING

ALL and WHOLE the office building known as and forming Multi-occupancy Building
One the solum of which is shown outlined in red on Plan 1 within Pentlands
Science Park, Bush, Midlothian which Park is shown outlined in red on Plan 2 and
comprises parts and portions of (FIRST) All and Whole that area of ground lying
generally to the north or northwest of the A701 public road from Edinburgh to
Penicuik at Milton Bridge by Penicuik in said County described (Second) in,
disponed by and shown delineated in green on the plan annexed and executed as
relative to, the Feu Disposition by The University Court of the University of
Edinburgh in favour of the Trustees for the Animal Diseases Research Association
dated Sixth September and recorded in the Division of the General Register of
Sasines applicable to the County of Midlothian on Eighth October both in the
year Nineteen hundred and Ninety one and (SECOND) All and Whole that area of
ground at Milton Bridge, By Penicuik in said County described in, disponed by
and shown delineated by a red line on the plan annexed and executed as relative
to the Disposition by The University Court of the University of Edinburgh in
favour of the Trustees for the Animal Diseases Research Association dated Eighth
October and recorded in the said Division of the General Register of Sasines on
Fifth November in the year Nineteen hundred and Ninety two.

<PAGE>

                                       12

                                    PART III

                                ANCILLARY RIGHTS

1        A right in common with the Landlords and tenants and occupiers of other
         premises in the Building to:

         1.1      ACCESS

                  the use of the main entrance, entrance hall, staircases,
                  passages, corridors and landings of the Building as a means of
                  access to and egress from the Leased Premises;

         1.2      TOILETS

                  the use of the toilet and shower room accommodation at ground
                  floor level in the Building;

         1.3      PASSAGE OF UTILITIES

                  the free passage of ventilation, heating, water, soil, gas,
                  electricity, telephone and other services in and through that
                  part of the Service Systems serving the Leased Premises; and

         1.4      SUPPORT

                  support, shelter and protection from adjoining and adjacent
                  premises within the Building.

2        A right in common with the Landlords and the tenants and occupiers of
         other premises in the Park to

         2.1      use for access to and egress from the Building and the car
                  parking spaces aftermentioned for vehicles and pedestrians the
                  roadways of the Park entering and exiting at the public road
                  known as Bush Loan.

         2.2      use for pedestrians the footpaths of the Park;.

         2.3      use for amenity and recreation such parts of the Park as the
                  Landlords may from time to time designate for these purposes.

3        Right of exclusive use of the ten car parking spaces shown outlined in
         green on Plan 1.

<PAGE>

                                       13

                                     PART IV

                                 RESERVED RIGHTS

1        There are reserved to the Landlords their servants, agents and workmen
         and all other persons authorised by them including the tenants and
         occupiers of other parts of the Building and any other person having an
         interest therein:

         1.1      PASSAGE OF UTILITIES

                  the right of free passage and use of ventilation, heating,
                  water, soil, gas and electricity and other services in and
                  through the Service Systems in, under, over or passing through
                  the Leased Premises; and

         1.2      SUPPORT

                  the right of support, shelter and protection for the adjoining
                  and adjacent parts of the Building from the Leased Premises.

2        There are reserved to the Landlords, their servants, agents and workmen
         and all other persons authorised by them:

         2.1      ENTRY FOR REPAIR

                  the right to enter upon the Leased Premises at all reasonable
                  times (upon not less than forty eight hours' prior notice
                  except in the case of emergency) for the purpose of
                  inspecting, cleaning, repairing or where necessary renewing
                  any part of the Building including any part of the Service
                  Systems and of installing (whether by way of replacement or
                  extension) new or additional parts of any of the Service
                  Systems in, upon, under, over, through or near to the Leased
                  Premises or any part or parts thereof;

         2.2      TO ALTER ETC. THE BUILDING

                  The right at any time to build, rebuild or make alterations to
                  or carry out other works upon any part of the Building not
                  included in the Leased Premises and to erect, place or attach
                  any necessary scaffolding, ladders or other equipment to any
                  part of the Leased Premises and for such purpose to have all
                  necessary rights of access to the Leased Premises in
                  connection therewith. No scaffolding will be erected without
                  prior consultation with the Tenants.

         2.3      TO ATTACH FIXINGS

                  the right to affix to the outside flank or main walls of the
                  Leased Premises any such items which may be considered by the
                  Landlords acting reasonably to be requisite or desirable
                  including but not limited to fire escapes, information panels,
                  public lighting (with lamps attached) and street names. No
                  scaffolding will be erected without prior consultation with
                  the Tenants.

<PAGE>

                                       14

                  The Landlords and others as aforesaid shall be entitled to
                  exercise the foregoing rights notwithstanding that any
                  privilege or amenity for the time being pertaining to or
                  enjoyed by the Leased Premises may be thereby interrupted or
                  interfered with, provided always that (i) there shall be no
                  permanent interference with access to the Leased Premises and
                  (ii) the Landlords in the exercise of the powers reserved to
                  them by this Clause shall make good or procure that there
                  shall be made good damage thereby occasioned to the Leased
                  Premises and to the Tenants' fixtures and fittings and such
                  reserved powers shall be exercised in such manner as to cause
                  as little interference as is reasonably possible to the
                  business of the Tenants.

3        There are reserved to the Landlords and their managing agents (if any):

         3.1      RE-LETTING AND SALE

                  the right at any time within twelve months before the
                  expiration or sooner termination of this Lease to enter upon
                  the Leased Premises to fix upon any suitable part thereof (but
                  not in the windows) a notice board for reletting or selling
                  the Leased Premises and the Tenants shall permit all persons
                  authorised by order in writing of the Landlords or their
                  managing agents on giving reasonable notice (which shall not
                  be less than forty eight hours) to view the Leased Premises at
                  all reasonable hours in the day time without interruption or
                  interference; and

         3.2      MISCELLANEOUS RIGHTS OF ENTRY, ETC.

                  the right to enter upon the Leased Premises or any part
                  thereof on reasonable prior notice (which shall not be less
                  than forty eight hours except in case of emergency) with or
                  without workmen and others for any of the following purposes:

                  a)       to examine the state and condition of the Leased
                           Premises and all defects and wants of repair thereof
                           and to give notice in accordance with Clause 10 of
                           the foregoing Lease requiring the Tenants to repair
                           and make good all defects and works of repair for
                           which the Tenants are responsible in terms of this
                           Lease within such reasonable time as shall be
                           specified in such notice;

                  b)       to amend any defects and execute any repairs and
                           works which the Tenants shall have failed to do in
                           material breach of the obligations under this Lease
                           of the Tenants or any sub-tenant and to recover from
                           the Tenants the reasonably incurred cost thereof
                           (including any surveyors' or other professional fees
                           incurred and VAT thereon) such cost being repaid by
                           the Tenants to the Landlords within fourteen days of
                           demand and if not so paid being recoverable by the
                           Landlords with interest thereon at the Specified Rate
                           from the date or dates of demand;

                  c)       to ascertain whether any unauthorised additions or
                           alterations have been made to or in the Leased
                           Premises and also whether any additions or
                           alterations authorised by the Landlords pursuant to
                           any provision of this Lease have been carried out in
                           accordance with the consent given by the Landlords
                           and the requirements of the competent Planning and
                           Building Authorities;

                  d)       to take inventories of the Landlords' fittings and
                           fixtures in and upon the Leased Premises; and

<PAGE>

                                       15

                  e)       for any other proper purpose connected with the
                           interest of the Landlords in the Leased Premises or
                           their disposal or lease.

4        There is reserved to the Landlords the right on giving notice to the
         Tenants to make regulations for the management of the Park including
         without prejudice to that generality regulations governing (i) security
         at the entrance(s) to and/or within the Park, (ii) fire precautions,
         (iii) traffic circulation including one-way operation, (iv) refuse
         disposal and (v) control of building operations provided always that
         said regulations are reasonable and are formed in accordance with the
         Principles of Good Estates Management.

<PAGE>

                                       16

                                     PART V

                              TENANTS' OBLIGATIONS

1        TO PAY RENT, SERVICE CHARGE AND INSURANCE PREMIUMS

         To pay the rent, Service Charge, insurance premiums and other payments
         herein stipulated for at the times and in the manner provided in this
         Lease.

2        OUTGOINGS

         During the subsistence of this Lease to pay all rates, taxes, charges,
         duties, levies, assessments, outgoings and impositions of whatever
         description whether parliamentary, regional, district, municipal,
         parochial, local or of any other description and whether of the nature
         of capital or revenue which now are or shall at any time hereafter
         during the currency of this Lease be taxed, assessed, charged, rated or
         imposed upon or payable in respect of the Leased Premises or any part
         thereof or upon the Service Charge relating thereto or upon the supply
         of services in respect thereof (whether or not recurring and whether of
         an existing or novel nature) and whether on the Landlords or the
         Tenants or on the owner or occupier thereof in respect of the Leased
         Premises (including any future such payments whether the same shall or
         shall not be in the nature of those now in being) excepting only taxes
         and assessments (other than VAT) on rent or arising in consequence of
         the Landlords' dealings with the Landlords' interest in the Leased
         Premises.

3        TO PAY FOR UTILITIES

         3.1      To pay to the relevant suppliers all charges for gas,
                  electricity, telecommunication services and water exclusively
                  supplied to the Leased Premises and the annual rent of any
                  meter or meters exclusively supplied to the Leased Premises
                  and to keep the Landlords indemnified against any of such
                  liabilities; and

         3.2      To observe and perform at the expense of the Tenants so far as
                  the same relate to the Leased Premises all present and future
                  regulations and requirements of the gas, electricity,
                  telecommunications and water supply authorities and to keep
                  the Landlords indemnified against any breach, non-observance
                  or non-performance thereof.

4        WATER RATES

         To pay and discharge any water rates which may be directly or
         indirectly assessed by the Local Water Authority on the Leased
         Premises.

5        MAINTENANCE AND REPAIR

         At the expense of the Tenants to repair and keep in good and
         substantial repair and maintained, heated, aired and cleansed in every
         respect all to the satisfaction of the Landlords acting reasonably the
         Leased Premises and to repair and when beyond economic repair, replace
         all Landlords' equipment, fixtures and fittings within the Leased
         Premises (such replacements to be of a similar kind and quality to the
         items (when new) which they replace) and from time to time in the event
         of destruction, damage or decay (but subject to the proviso
         aftermentioned) to

<PAGE>

                                       17

         replace, renew or rebuild whenever necessary the Leased Premises and
         all additions thereto all to the satisfaction of the Landlords (acting
         reasonably) and that irrespective of the cause or reason for such
         destruction, damage or decay and irrespective of any latent or inherent
         defects therein and prior to such replacement, renewal or rebuilding to
         submit to the Landlords for their approval plans and specifications
         thereof and it shall be the responsibility of the Tenants before
         commencing any such works on or to the Leased Premises to obtain all
         necessary planning permissions, building authority approvals and any
         other necessary permissions, approvals or licences providing however
         that, (a) the Tenants shall not be liable in terms of this Clause to
         the extent that the Leased Premises or any part or parts thereof shall
         have been destroyed or damaged by any of the Insured Risks but subject
         always to the provisions of Clause 16 of this Part of the Schedule and
         (b) if, in the Landlords' reasonable opinion, any works which the
         Tenants are obliged in terms of this Clause to carry out to the Leased
         Premises may be more conveniently or can only be carried out in
         conjunction with works on or in relation to adjoining premises or other
         parts of the Building the Landlords, subject to giving the Tenants not
         less than eighteen hours' prior written notice of their intention to do
         so may (but shall not be bound to) carry out such works and in such
         event the Tenants shall refund to the Landlords the sum representing
         such proportion of the reasonably and properly incurred costs thereof
         as shall be fair and reasonable in the circumstances subject always to
         the provisions of Clause 16 of this part of the Schedule;

6        REPLACEMENT OF GLASS AND CLEANING OF WINDOWS

         To keep the windows of the Leased Premises and the glass in good
         condition and replace all broken or cracked glass (including plate
         glass) with glass of the same nature, quality and thickness as soon as
         it has become cracked or broken and to clean the windows of the Leased
         Premises at least once in every month.

7        PAINTING

         Once in every five years and also in the year preceding the termination
         of this Lease (howsoever the same may be determined) in a good and
         workmanlike manner to paint, whiten or colour with at last two coats of
         good quality paint all such parts of the Leased Premises as have been
         previously or are usually or ought to be painted, whitened or coloured
         and at the same time to redecorate, all such portions of the Leased
         Premises as are usually or have previously been so treated provided
         that in the last year of this Lease the tints, colours and patterns of
         all such works of decoration shall be such as shall be approved by the
         Landlords acting reasonably.

8        ALTERATIONS

         8.1      Not at any time during the currency of this Lease without the
                  previous consent in writing of the Landlords being first
                  obtained, such consent not to be unreasonably withheld or
                  delayed, nor if such consent shall be given except in
                  accordance with plans and specifications previously submitted
                  in duplicate to and approved by the Landlords nor except to
                  the reasonable satisfaction of the Landlords to make any
                  improvements to the Leased Premises or in any way annex the
                  Leased Premises or any part thereof to any adjoining premises
                  or to make or permit or suffer to be made any alterations or
                  additions whatsoever or to the Leased Premises or (without
                  prejudice to the generality of the foregoing) to change or
                  permit or suffer to be changed the design, layout, appearance
                  or architectural features of the Leased Premises or the
                  dimensions, shape or style of the windows or window frames or
                  in or to any part of the Service Systems situated within the
                  Leased Premises or use or permit the use of any part of the
                  Service Systems within the Leased Premises for any purpose
                  other than that for which they are designed but

<PAGE>

                                       18

                  provided that the Tenants may instal, alter or remove internal
                  partitioning of a non-structural nature subject to providing
                  the Landlords with full details of the Tenants' intentions in
                  that regard prior to the commencement of such works.

         8.2      Without prejudice to the generality of sub-clause (a) of this
                  Clause not at any time during the currency of this Lease to
                  make any alteration or addition to the electrical installation
                  of the Leased Premises save in accordance with the terms and
                  conditions laid down by the Institution of Electrical
                  Engineers and the regulations of the electricity supply
                  company.

         8.3      At the expense of the Tenants to remove any erections
                  additions or alterations made without the previous consent in
                  writing of the Landlords or in respect of which the permission
                  of the Planning Authority is withdrawn or lapses.

         8.4      At the expiry or earlier termination of this Lease forthwith
                  if called upon to do so by the Landlords by notice given not
                  less than three months prior to the date of such expiry or
                  earlier termination to reinstate and restore at the cost of
                  the Tenants the Leased Premises to the state, condition and
                  form in which they were prior to the carrying out of any
                  alterations or others approved as aforesaid but only to the
                  extent that the same may be reasonably required by the
                  Landlords.

9        PREVENTION OF FUMES

         To carry out to the reasonable satisfaction of the Landlords or their
         managing agents such works that may be required:

         9.1      to avoid or prevent any overheating of or percolating (which
                  shall have arisen from the act or neglect of the Tenants) of
                  smoke or fumes through the flues and ventilation ducts (if
                  any) of the Leased Premises with as little as practicable
                  disturbance to the Service Systems the Tenants making good any
                  damage resulting from such overheating or percolating; and

         9.2      to avoid or prevent the escape from the Leased Premises of any
                  malodorous smell.

10       STATUTORY REQUIREMENTS

         Excepting only such works as may require to be carried out as a result
         of the occurrence of any of the Insured Risks (subject to Clause 16 of
         this part of the Schedule), at the expense of the Tenants to comply
         with all obligations (whether relating to the Leased Premises, the
         employment of persons therein, fixtures, machinery, plant or equipment
         thereon or the business carried on therein or any other matter
         connected to the Leased Premises or any contents thereof) imposed by
         any enactment or lawfully directed or required by any local or other
         competent authority or Court of competent jurisdiction and that whether
         on the owner or occupier and at the expense of the Tenants to do and
         execute or cause to be done or executed or to join with other persons
         in doing or executing all such works, acts, deeds, matters and things
         which under or by virtue of any statutory enactment or otherwise are or
         shall be properly directed or are necessary to be done or executed upon
         or in respect of the Leased Premises or any part thereof including
         (without prejudice to the foregoing generality) all such works which
         may be properly directed or necessary to be done in pursuance of the
         Offices, Shops and Railway Premises Act 1963, the Fire Precautions Act
         1971, the Health and Safety at Work etc., Act 1974, the Environmental
         Protection Act 1990 and other relevant statutes (and in particular
         ensure that at all times the

<PAGE>

                                       19

         Leased Premises conform to the then current Fire Regulations) and to
         comply at their own expense with any other requirements of any other
         public authority in respect of the Leased Premises or the use thereof
         and in particular any rule or regulation with regard to the storage of
         inflammable materials which may under or in pursuance of any enactment
         be directed or required by any public authority or by the Landlords'
         insurers and not to permit or suffer to be working in the Leased
         Premises at any time such number of persons as will infringe the
         requirements in relation to the sanitary conveniences and working
         facilities required by any enactment.

11       FIRE APPLIANCES

         To keep the Leased Premises sufficiently supplied and equipped with
         moveable fire fighting and extinguishing apparatus and appliances of a
         type to be approved from time to time by the Landlords and the Fire
         Authority which will be open to the inspection and maintained to the
         reasonable satisfaction of the Landlords and also not to obstruct or
         permit to be obstructed the access to or means of working such
         apparatus and appliances and to comply at the Tenants' expense with all
         requirements from time to time of the Fire Authority insofar as
         relating to he Leased Premises and the use thereof and escape
         therefrom.

12       USE

         12.1     Not to use the Leased Premises other than as high quality
                  commercial or professional offices within Class 2(b) or Class
                  4(a) or (b) of the Town and Country Planning (Use Classes)
                  (Scotland) Order 1989 and for so long as Hycor Biomedical
                  Limited are the Tenants under this Lease for manufacture and
                  distribution in connection with their business carried on from
                  the Leased Premises being uses related to the life sciences.

         12.2     Not to use or permit to be used the Leased Premises or any
                  part thereof for any offensive, noisy, noxious or dangerous
                  trade, business or manufacture or for any purposes which
                  constitute a nuisance, or otherwise cause disturbance to the
                  tenants or occupiers of other parts of the Building or to the
                  owners or occupiers of any adjoining or neighbouring
                  properties and in particular not to use the Leased Premises
                  for any illegal or immoral purpose or for gaming or gambling
                  or as an employment agency, betting shop, amusement arcade,
                  leisure centre or premises licensed for the sale of ale, beer,
                  wines or spirits or for any form of public entertainment or as
                  a residence for any person or for sale by auction or public
                  meeting.

13       COSTS OF ABATING A NUISANCE

         To pay to the Landlords on demand all reasonable costs, charges and
         expenses which may properly be incurred by the Landlords in abating a
         nuisance and executing all such works which may be necessary for
         abating a nuisance, both in obedience to a notice served by a Local
         Authority in respect of the Leased Premises.

14       NOT TO ENDANGER INSURANCE

         14.1     Not to do or permit to be done or omit to do within or upon
                  the Leased Premises or any part of the Building any act or
                  thing which might prevent the Landlords from insuring the
                  Building or any part thereof or whereby the insurance of the
                  Building or any part thereof against the Insured Risks may be
                  rendered void or voidable or whereby the risk of the Leased
                  Premises or the Building being destroyed or damaged by any of
                  the

<PAGE>

                                       20

                  Insured Risks may be increased or to do any act or thing
                  tending to materially increase the rate of premium for such
                  insurance and to repay to the Landlords any sum paid by way of
                  increased premium and all reasonable expenses properly
                  incurred in or about any renewal of any such insurance policy
                  rendered necessary by a breach of this obligation.

         14.2     Subject to Clause 15 of this Part of the Schedule not to
                  effect any policy of insurance of its own accord in respect of
                  any of the Insured Risks and in default to pay all insurance
                  monies received or payable under any such policy to the
                  Landlords to such extent as may be necessary to make good any
                  restriction in insurance proceeds payable to the Landlords
                  caused thereby;

15       INSURANCE OF PLATE GLASS

         To insure and keep insured all the plate glass windows, doors and
         partitions in the Leased Premises with an insurance office of repute or
         with underwriters to be approved by the Landlords, such approval not to
         be unreasonably withheld or delayed to the full reinstatement value
         thereof and to pay all premiums necessary for that purpose and whenever
         required produce to the Landlords the policy of insurance and the
         receipt for the current years premium and to cause all monies received
         by virtue of any such insurance to be forthwith laid out in reinstating
         the said plate glass windows, doors and partitions with glass of the
         same nature, quality and thickness and to make up any deficiency out of
         their own money.

16       MAKING GOOD OF UNINSURED LOSS DUE TO TENANTS' DEFAULT

         In the event of the Leased Premises, the Building or any part thereof
         being damaged or destroyed by any of the Insured Risks and the
         insurance monies under any insurance against the same effected thereon
         being wholly or partially irrecoverable by reason solely or in part of
         any act or default of the Tenants or any sub-tenant or any other person
         deriving right from the Tenants or for whom the Tenants are legally
         responsible then and in every such case the Tenants will
         (notwithstanding that this Lease may have been determined by the
         Landlords or surrendered by the Tenants pursuant to Clause 2 of Part VI
         of the Schedule) pay to the Landlords the sums thereby rendered
         irrecoverable or in the case of partial responsibility for such
         recoverability, such relevant proportion thereof as shall be fair and
         reasonable in the circumstances.

17       TO GIVE NOTICE OF DAMAGE

         In the event of the Leased Premises or any part thereof being destroyed
         or damaged by any of the Insured Risks to give notice thereof to the
         Landlords or their managing agents as soon as practicable thereafter.

18       TO PREVENT ENCROACHMENTS

         Not to stop up, darken or obstruct or suffer to be obstructed any of
         the windows, lights or ventilators belonging to the Leased Premises and
         not to permit any new window, light, ventilator, open doorway, path,
         passageway, drainage or other encroachment or servitude to be made or
         acquired into, against or over the Leased Premises or any part thereof
         nor to give to any third party any acknowledgement that the Tenants
         enjoy access of light to any of the windows or openings in the Leased
         Premises only by the consent of such third party and in case any such
         encroachment or servitude whatsoever shall be attempted to be made or
         acquired by any person or persons whomsoever to give notice thereof in
         writing to the Landlords or their managing

<PAGE>

                                       21

         agents immediately the same shall come to the notice of the Tenants and
         to do all things which may be proper for preventing any such
         encroachment or servitude being made or acquired.

19       PLANNING ACTS

         In relation to the Planning Acts:

         19.1     At all times during the subsistence of this Lease to comply in
                  all respects with the provisions and requirements of the
                  Planning Acts and of all consents, permissions and conditions
                  (if any) granted or imposed or having effect thereunder so far
                  as the same respectively relate to or affect the Leased
                  Premises or any part thereof or any operation, works, acts or
                  things already or hereafter to be carried out, executed, done
                  or omitted thereon or the use thereof for any purpose during
                  the currency of this Lease and not to do or omit or suffer to
                  be done or omitted anything on or in connection with the
                  Leased Premises or any part thereof the doing or omission of
                  which shall be a contravention of the Planning Acts or any
                  consent, permission or condition granted or imposed thereunder
                  and to indemnify the Landlords against all actions,
                  proceedings, damages, penalties, costs, charges, claims and
                  demands in respect of such acts or omissions or any of them;

         19.2     In the event of the Landlords giving written consent to any of
                  the matters in respect of which the Landlords' consent shall
                  be required under the provisions of this Lease and in the
                  event of permission from any Planning Authority under the
                  Planning Acts being necessary for any such matter to apply at
                  the cost of the Tenants for such permission and to give notice
                  to the Landlords of the granting or refusal of any such
                  permission forthwith on the receipt thereof;

         19.3     In the event of the Planning Authority agreeing to grant the
                  required permission only with modifications or subject to any
                  conditions, to give to the Landlords forthwith full
                  particulars of such modifications or conditions and not to
                  accept such modifications or conditions without the consent in
                  writing of the Landlords (such consent not to be unreasonably
                  withheld or delayed) and in the event of any planning
                  permission being granted and the Tenants carrying out the
                  development to which such planning permission relates to bear
                  the cost of all works and other things authorised by the said
                  permission and observe and perform all conditions (if any)
                  attached thereto and to keep the Landlords effectually
                  indemnified as aforesaid in respect of the said application
                  and work done in pursuance of said permission and in respect
                  of all breaches (if any) of the said planning consent (and
                  conditions imposed thereby);

         19.4     To give notice forthwith to the Landlords of any notice, order
                  or proposal for a notice or order served on or received by or
                  which comes to the notice of the Tenants under the Planning
                  Acts and if so required by the Landlords and at the expense of
                  the Landlords to make or join in making such objections or
                  representations in respect of any such notice, order or
                  proposal that the Landlords may require acting reasonably but
                  provided that the Tenants shall not be required to make any
                  representations contrary to their interests;

         19.5     To comply at the Tenants' cost with any notice or order served
                  in respect of the Leased Premises under the provisions of the
                  Planning Acts unless otherwise excluded from the Tenants'
                  obligations under this Lease;

<PAGE>

                                       22

         19.6     If and when called upon so to do to produce to the Landlords
                  or the Landlords' managing agents all such plans, documents
                  and other evidence that the Landlords may reasonably require
                  in order to satisfy the Landlords that the provisions of this
                  Clause have been complied with in all respects.

20       SIGNS

         Not to cause or permit to be displayed upon any part of the Leased
         Premises any name, legend, sign, notice or advertisement whatsoever
         which may be visible from outside the Leased Premises except such as
         have been first approved by the Landlords such approval not to be
         unreasonably withheld in relation to nameplates (and if necessary
         direction signs) at/in the entrances to the Building and Leased
         Premises respectively and upon the termination of this Lease to remove
         any such name, legend, sign, notice or advertisement and make good to
         the satisfaction of the Landlords any damage occasioned thereby.

21       TO INFORM LANDLORDS OF DEFECTS

         To inform the Landlords or their managing agents as soon as practicable
         after the same shall come to the notice of the Tenants of any material
         defects in the Leased Premises.

22       SUPPORT FOR ADJOINING PREMISES

         Not to do or omit or permit or suffer to be done or omitted in and upon
         the Leased Premises any matter or thing which might impair or
         prejudicially affect the support of the adjoining or adjacent premises
         whether above, below or beside the Leased Premises.

23       NOT TO OVERLOAD

         Not to place or permit or bring in or upon the Leased Premises any
         machinery or other things in such place and manner as shall or may
         subject the Leased Premises to any strain or load beyond which they are
         designed to bear with due margin for safety or which shall be noisy or
         cause dangerous vibrations and if the Tenants shall wish to instal in
         the Leased Premises any machinery or thing which may impose a weight or
         strain on the Leased Premises beyond that which the Leased Premises are
         designed to bear with due margin for safety the Landlords as a
         condition of giving consent may require the Tenants to carry out such
         works as in the reasonable opinion of the Landlords are necessary to
         strengthen the Leased Premises so that such machinery or other thing
         may be installed and operated without causing damage to the Leased
         Premises or the Building and not in the use of the electrical wiring
         and electrical installations in the Leased Premises to use the same or
         any part thereof in such a way as to overload the wiring system or any
         part of the electrical installations.

24       THE STOPPING UP OF DRAINS

         24.1     Not to allow any polluting agent to pass into the sewers,
                  drains or water courses serving the Leased Premises or the
                  Building or into adjoining or neighbouring premises or
                  otherwise to stop up, obstruct or permit to be stopped up or
                  obstructed the same and in the event of any obstruction or
                  injury being occasioned thereby forthwith to remove such
                  obstruction and to make good all damage to the reasonable
                  satisfaction of the Landlords and to employ such plant for
                  treating any deleterious effluent as may reasonably be
                  required by the Landlords.

<PAGE>

                                       23

         24.2     Not to obstruct or permit to be obstructed any of the Common
                  Parts.

25       TO INFORM LANDLORDS OF NOTICES

         Within seven days of the receipt of notice of the same to give full
         particulars to the Landlords or their managing agents of any notice,
         order or proposal for a notice or order made, given or issued to the
         Tenants by any Government Department or Local or Public Authority under
         or by virtue of any statutory power or otherwise and if so required by
         the Landlords to produce such notice, order or proposal and so far as
         falling within the Tenants' obligations under this Lease at the
         Tenants' expense to take all reasonable or necessary steps to comply
         with any such notice or order or if falling outwith the Tenants'
         obligations hereunder if required by the Landlords to make or join with
         the Landlords and at the expense of the Landlords in making objections
         or representations against or in respect of any such notice, order or
         proposal as aforesaid except in so far as such representations shall be
         contrary to the interests of the Tenants.

26       TO OBSERVE REGULATIONS

         To observe, perform and abide by any Management Rules and Regulations
         from time to time made by the Landlords for the control and regulation
         of the Building provided always that in making said Management Rules
         and Regulations the Landlords shall be bound to act reasonably and in
         accordance with the Principles of Good Estate Management.

27       NOT TO SHARE POSSESSION

         Not to share or licence the occupation of the whole or any part of the
         Leased Premises with or to anyone whomsoever other than to a company
         being a subsidiary of or a holding company of the Tenants or a
         subsidiary of such holding company (as such terms "subsidiary" and
         "holding company" are defined in Section 736 of the Companies Act 1985)
         and then provided that no relationship of landlord and tenant is
         created such as to be enforceable against the Landlords and such
         licence shall endure only for so long as the relationship between the
         respective companies endures without the consent of the Landlords
         having been first obtained such consent not to be unreasonably withheld
         or delayed.

28       ASSIGNATION AND SUB-LETTING

         28.1     Subject and without prejudice to the following provisions of
                  this Clause not to assign, sub-let or otherwise in any way or
                  for any purpose deal with the Tenants' interest in the whole
                  or in part of the Leased Premises without the prior written
                  consent of the Landlords such consent not to be unreasonably
                  withheld or delayed.

         28.2     In the event of the Tenants at any time or times proposing to
                  assign their whole interest under this Lease to any proposed
                  assignee demonstrated to the satisfaction of the Landlords
                  acting reasonably to be of established substance, good
                  financial standing and capable of fulfilling the whole
                  obligations of the Tenants under this Lease the Landlords
                  subject to the following provisions shall not unreasonably
                  refuse their consent to such assignation.

         28.3     Provided it is demonstrated to the satisfaction of the
                  Landlords acting reasonably that the proposed sub-tenant is
                  reputable, of good financial standing and capable of
                  performing the obligations imposed under any sub-lease the
                  Landlords shall not unreasonably refuse their consent to a
                  sub-lease of the whole of the Leased Premises subject as
                  follows:

<PAGE>

                                       24

                  a)       Every permitted sub-lease shall be granted subject to
                           the whole conditions of this Lease save with regard
                           to duration and rent and to such other conditions as
                           the Landlords acting reasonably shall approve or
                           require in writing and shall be at the open market
                           rent at the date of the sub-let without grassum,
                           premium, fine or lump sum in commutation of rent;

                  b)       The rent payable under any such sub-lease shall be
                           subject to review when and on each occasion pursuant
                           to the provisions of Part VII of this Schedule the
                           rent payable under this Lease falls to be reviewed
                           and on each review the rent payable made such
                           Sub-Lease shall not be less than the rent then
                           determined to be paid under this Lease;

                  c)       The sub-tenant thereunder shall be prohibited from
                           granting any assignation of such sub-lease without
                           the consent of the Landlords (which consent will not
                           be unreasonably withheld) and from granting any
                           further sub-lease or sub-leases.

                  d)       The Tenants shall procure such information with
                           regard to the status and financial standing of any
                           proposed assignee or sub-tenant as the Landlords
                           shall reasonably require.

                  e)       The Tenants shall use all reasonable endeavours
                           diligently to enforce the due performance and
                           observance by any permitted sub-tenant of all the
                           obligations binding on such sub-tenant under the
                           sub-lease in his favour.

                  f)       Within twenty eight days of every assignation,
                           sub-lease or other devolution of the interest of the
                           Tenants in this Lease or of any sub-tenant or of any
                           charge or release of any charge over or affecting the
                           Leased Premises or any part thereof to give or
                           procure that there will be given to the Landlords'
                           solicitors an extract or photographic or certified
                           copy of the relevant document together with such
                           further information as the said solicitors shall
                           reasonably require.

29       TO INDEMNIFY THE LANDLORDS

         To indemnify and keep indemnified the Landlords (and in respect of
         which if so required by the Landlords to maintain where the risk is
         insurable insurance cover to the reasonable satisfaction of the
         Landlords with a reputable Insurance Office and to exhibit the Policy
         and receipts for premiums to the Landlords when required) from and
         against:

         29.1     claims arising from matters which fall within the obligations
                  of the Tenants under this Lease save where such claim has
                  arisen in consequence of any negligent act, omission or
                  default on the part of the Landlords or any third party for
                  whom the Landlords are legally responsible;

         29.2     any failure or omission by the Tenants in the implementation
                  or observance of the obligations on their part herein
                  contained;

         and this Clause 29 shall remain in force in respect of claims in
         respect of antecedent breaches notwithstanding the expiry or earlier
         termination of this Lease.

30       EXPENSES

<PAGE>

                                       25

         To pay to the Landlords all properly and reasonably incurred costs,
         charges and expenses (including solicitors', Counsel's, surveyors',
         architects', engineers' and other professional costs and fees and VAT
         thereon) incurred by the Landlords:

         30.1     in connection with any application to the Landlords for
                  consent or approval;

         30.2     in the preparation and service of any notice of want of repair
                  or other notice served in accordance with the provisions of
                  this Lease by the Landlords on the Tenants or in the
                  preparation and service of a Schedule of Dilapidations during
                  the subsistence of this Lease or within one month after its
                  expiry or earlier termination;

         30.3     in connection with the recovery of arrears of rent and/or
                  Service Charge or any other sum at any time due by the Tenants
                  to the Landlords under this Lease which has remained unpaid
                  for a period of fourteen days after the due date for payment;

         30.4     in connection with any, Assignation, Sub-Lease or other
                  document consenting to Tenants' works to which the Landlords
                  require to be a party; and

         30.5     in connection with the enforcement of the rights of the
                  Landlords under this Lease in the case of a breach of the
                  Tenants' obligations hereunder.

31       TO COMPLY WITH TITLES

         At all times to observe and perform, insofar as still valid, subsisting
         and applicable, all the real liens, burdens, conditions, restrictions,
         declarations, servitudes and others howsoever constituted affecting any
         part or parts of the Leased Premises as at the date of entry under this
         Lease;

32       TO LEAVE IN GOOD REPAIR

         On the expiry or sooner determination of the term of this Lease quietly
         and without any warning away or other process of removal to surrender
         to the Landlords the Leased Premises together with all additions and
         improvements made thereto and all fittings and fixtures (other than
         Tenants' fittings and fixtures which the Tenants shall be entitled to
         remove) in or upon the Leased Premises or which during the term of this
         Lease may have been affixed or fastened to or placed on or upon the
         same and that in such state and condition as shall be consistent with
         full and due performance by the Tenants of their obligations in this
         Lease contained with all locks, keys and fastenings complete and at the
         cost of the Tenants to repair and make good to the reasonable
         satisfaction of the Landlords all damage including damage to paintwork
         caused by the removal of Tenants' fittings and fixtures. The Tenants
         shall have no claim for compensation on the expiry or earlier
         termination of this Lease for whatsoever cause in respect of any work
         done by the Tenants in finishing or fitting out the Leased Premises.

<PAGE>

                                       26

                                     PART VI

                             LANDLORDS' OBLIGATIONS

1        TO INSURE

         To insure and keep insured at all times throughout the term of this
         Lease in the name of the Landlords with a reputable insurance company
         to be selected from time to time by the Landlords:

         1.1      The Building and all additions thereto and all fixtures and
                  fittings, equipment and apparatus of an insurable nature which
                  at any time may be erected or placed thereon or affixed
                  thereto including the Leased Premises (other than the plate
                  glass in the Leased Premises and tenants' fixtures and
                  fittings) in the full reinstatement value thereof (as
                  determined by the Landlords) acting reasonably against loss or
                  damage by fire, aircraft, explosion, riot and civil commotion,
                  malicious damage, subsidence, earthquake, storm or tempest,
                  bursting or overflowing of water tanks, apparatus or pipes,
                  flood, impact and such other risks as the Landlords may from
                  time to time consider appropriate acting reasonably together
                  with an amount in respect of architects', engineers',
                  surveyors' and other professional fees and expenses and the
                  cost of temporary hoarding and other temporary work, removal
                  of debris, dismantling or demolishing and shoring up or
                  propping and site clearance;

         1.2      Such of the Service Systems as the Landlords may deem
                  appropriate acting reasonably and in accordance with the
                  Principles of Good Estate Management against explosion,
                  mechanical and electrical breakdown, third party and such
                  other risks and in such amount as the Landlords shall from
                  time to time deem fit acting reasonably;

         1.3      In respect of the Building to the extent which the Landlords
                  shall consider necessary acting reasonably against public
                  liability, employers' liability, property owners' and third
                  party liability; and

         1.4      Against loss of rent and Service Charge under this Lease in
                  respect of the Building for such period (being not less than
                  three years) as the Landlords acting reasonably may deem
                  necessary from time to time having regard to the likely period
                  required for reinstatement in the event of both partial and
                  total destruction in an amount which would take into account
                  potential increases of rent in accordance with inter alia the
                  rent review provisions contained in Part VII of this Schedule
                  and of Service Charge all as may be estimated by the Landlords
                  acting reasonably.

         There shall be added to all sums referred to in this Clause the amount
         of any irrecoverable VAT thereon.

         The Landlords' obligations under this Clause shall be subject to the
         availability of such insurance cover and to the conditions and
         exceptions contained in the insurance policies of the nature before
         specified provided that (1) the Landlords shall provide the Tenants
         with full details of such insurances when reasonably requested to do so
         and not more than once a year shall exhibit upon request evidence of
         the insurance effected and the insurance premiums paid and (2) the

<PAGE>

                                       27

         Landlords shall advise the Tenants as soon as practicable of any
         material changes in the risks or material terms of this insurance
         cover.

2        REINSTATEMENT

         In the event of destruction of or damage to the Leased Premises or any
         other part of the Building by reason of any of the Insured Risks and
         subject to:

         2.1      the Provisions of Clauses 14 and 16 of Part V of the Schedule;

         2.2      the proviso to this Clause; and

         2.3      all necessary statutory consents being obtained (the Landlords
                  being obliged to take all reasonable steps in that regard)

         as soon as practicable the Landlords shall reinstate the Leased
         Premises or the Building relevant part or parts thereof or as the case
         may be to make good such of the Service Systems as shall have been so
         damaged or destroyed making good any shortfall in insurance monies but
         so that the Landlords shall not be required to apply for such purpose
         any insurance monies received by the Landlords in respect of loss of
         rent or Service Charge (other than any element of Service Charge
         insurance which shall relate to reinstatement) (which shall be retained
         by the Landlords who shall apportion the same according to the relevant
         interests therein and shall apply the amount apportionable to the
         Tenants' interest in lieu pro tanto of rent and Service Charge) or
         under any public liability, property owners', employers' liability or
         third party liability policy effected by the Landlords declaring
         however that in any such rebuilding or reinstatement the Landlords
         shall not be obliged to rebuild or reinstate precisely in accordance
         with the previous drawings and specifications but it shall be
         sufficient if the Leased Premises or the Building or the relevant part
         or parts thereof are restored so as to provide the Tenants with
         accommodation and amenities and rights in the Building substantially
         equivalent to the Leased Premises and to such amenities and rights and
         so that the provisions of this Lease shall apply to such accommodation
         and to such amenities and rights as they apply to the Leased Premises.

3        OPTION TO TERMINATE

         If the Leased Premises are rendered unfit for use and occupation by
         damage or destruction to the Building and the Leased Premises and the
         Building have not been rebuilt by the third anniversary of the date of
         such damage or destruction of the Leased Premises and the Building
         and/or the access thereto, either party may terminate this Lease by
         notice in writing to the other party to be given at anytime after the
         said third anniversary and upon service of such notice this Lease shall
         terminate but without prejudice to any claim of either the Landlords or
         the Tenants for any earlier breach of covenant by the other (declaring
         that any failure on the part of the Landlords to rebuild shall not, in
         itself, constitute such a breach of covenant). In the event that the
         Leased Premises are rendered unfit for use and occupation as aforesaid
         in the last year of the Lease or after the Tenants have served a notice
         to exercise the break option in terms of the Lease and both parties
         agree, acting reasonably that it is unlikely that the Leased Premises
         shall be rendered fit for occupation and use prior to the expiry or
         termination of the Lease, the Tenants shall be entitled to terminate
         this Lease immediately on giving written notice to that effect to the
         Landlords.

<PAGE>

                                       28

4        SERVICES

         In accordance with the Principles of Good Estate Management to carry
         out or procure the carrying out of such of the services specified in
         Parts IX and X of the Schedule as the Landlords acting reasonably and
         in accordance with said Principles consider appropriate from time to
         time for the benefit of the Tenants and other tenants or occupiers of
         the Building, and other buildings within the Park.

5        ACCESS

         To allow the Tenants and their permitted sub-tenants or licensees under
         this Lease and their respective invitees access to the Leased Premises,
         the Building and the Park at all hours of the day or night on any day
         of the week provided that the Tenants comply with the Landlords'
         reasonable security requirements when taking access outwith normal
         business hours.

<PAGE>

                                       29

                                    PART VII

                                  RENT REVIEWS

1        Wherever in this Part of the Schedule the context admits the following
         expressions shall have the meanings hereby assigned to them, namely:

         1.1      "Review Date" means the First day of October in the year Two
                  thousand and six.

         1.2      "Review Period" means the period commencing on the Review Date
                  and ending on the expiry of this Lease;

         1.3      "Market Rent" means the annual rent at which the Leased
                  Premises could be let as one entity together with the
                  Ancillary Rights on the open market at and from the Review
                  Date for a term equivalent to the original duration of this
                  Lease and otherwise subject to the provisions of this Lease
                  (other than the actual amount of rent payable hereunder but
                  including the provisions for rent review similar to those
                  contained in this Part of the Schedule) and on the assumption
                  (if not a fact) that:-

                  a)       the Leased Premises are available for immediate
                           letting by a willing landlord to a willing tenant
                           without fine, premium or grassum and with vacant
                           possession;

                  b)       the Tenants have complied in all respects with all
                           the obligations imposed on them under this Lease;

                  c)       the Leased Premises are fit for immediate occupation
                           and use;

                  d)       in case the Leased Premises or the Common Parts or
                           any part thereof have been destroyed or damaged they
                           have been fully restored;

                  e)       any prospective tenants are able fully to recover
                           input VAT whether or not this is the case;

                           But disregarding any effect on rent of:-

                  a)       the fact that the Tenants, any sub-tenants or
                           permitted licensees under this Lease and their
                           respective predecessors in title or any of them are,
                           or have been, in occupation of the Leased Premises;

                  b)       any goodwill attached to the Leased Premises by
                           reason of the carrying on within the Leased Premises
                           of the business of the Tenants, any sub-tenants or
                           permitted licensees under this Lease or their
                           respective predecessors in title or any of them;

                  c)       any improvements or works carried out to the Leased
                           Premises or any part thereof with the consent of and
                           otherwise than in pursuance of any obligation to the
                           Landlords, at the cost of the Tenants or any
                           sub-tenant;

<PAGE>

                                        1

         1.2      "Surveyor" means such Chartered Surveyor having recent
                  substantial experience in valuing premises of a kind and
                  character similar to the Leased Premises in the Edinburgh area
                  and who is a member of a leading firm of Surveyors practising
                  inter alia in the field of laboratory facilities as may be
                  nominated by agreement between the Landlords and the Tenants
                  or in default of agreement appointed by or on behalf of the
                  Chairman (or Senior Officer Holder at the time available) of
                  the Royal Institution of Chartered Surveyors in Scotland (as
                  constituted, reconstituted, formed or reformed from time to
                  time) or if such Chairman or Senior Office Holder shall not be
                  available appointed by such officer of such professional body
                  of Surveyors as the Landlords, acting reasonably, shall
                  designate;

         1.3      "Revised Rent" for the Review Period means the Market Rent in
                  respect of the Review Period agreed in writing between the
                  Landlords and the Tenants or determined (in default of
                  agreement) by the Surveyor all as hereinafter provided;

         1.4      "Current Rent" means the yearly rent payable under this Lease
                  immediately preceding the commencement of the Review Period;

         1.5      "Shortfall" means in respect of the period (if any) beginning
                  on the Review Date and ending on the Scottish quarter term day
                  next following the date on which the Revised Rent for the
                  Review Period is ascertained the amount (if any) by which the
                  aggregate equal quarterly instalments of the Revised Rent
                  which would have been payable during that period had the
                  Revised Rent been ascertained at the commencement thereof
                  exceeds the aggregate of the instalments of the Current Rent
                  paid for the same period; and

         1.6      "Shortfall Interest" means a capital sum equal to interest at
                  Three per centum below the Specified Rate on the aggregate of
                  the component parts of the Shortfall for the period from the
                  date each component part became due until payment of the
                  Shortfall.

2        The yearly rent for the Review Period shall be equal to whichever shall
         be the greater of:-

         2.1      the Current Rent;

                  and

         2.2      the Revised Rent.

3        If the Landlords and the Tenants have not agreed the Market Rent by a
         date three months prior to the Review Date the Landlords or the Tenants
         may at any time thereafter require the Market Rent to be determined by
         a Surveyor acting as an expert and not as an arbiter whose decision
         shall be final and binding on the parties and the following provisions
         shall apply:

         3.1      the fees and expenses of the Surveyor including the cost of
                  his appointment shall be borne as directed by the Surveyor or
                  failing which equally by the Landlords and the Tenants who
                  shall each otherwise bear their own costs;

         3.2      the Landlords and the Tenants shall each be entitled to submit
                  to the Surveyor in accordance with a timetable to be
                  determined by the Surveyor written valuations, statements and
                  other evidence relating to or supporting their assessments of
                  the Market Rent in which event each shall at the same time
                  deliver to the other party a copy of all

<PAGE>

                                       2

                  such valuations and others submitted as aforesaid. The
                  Surveyor shall not hold a hearing but shall determine the
                  matter on the basis of his own judgment; and

         3.3      if the Surveyor shall fail to determine the Market Rent within
                  three months of his appointment (or such longer period as the
                  Landlords and the Tenants may agree in writing) or if prior to
                  his making such determination he shall relinquish his
                  appointment or die or it shall become apparent that, for any
                  reason, he will be unable to complete his duties hereunder
                  then it shall be open to either party on notice in writing to
                  the other party and the Surveyor or his representatives to
                  terminate forthwith the appointment of such person and to
                  apply to the other party in the manner specified in Clause 1
                  of this Part of the Schedule for a substitute Surveyor to be
                  appointed.

4        If the Revised Rent for the Review Period has not been ascertained by
         the commencement of the Review Period then in respect of the period
         commencing with the Review Date and ending on the quarter term day next
         occurring after the date on which the Revised Rent is ascertained
         payment on account of the yearly rent shall be made by the Tenants at
         the rate of the Current Rent at the times and in the manner specified
         in Clause 3 of the foregoing Lease and on the said last mentioned
         quarter term day the Tenants shall pay in addition to the instalment of
         the Revised Rent then payable the Shortfall and Shortfall Interest but
         without prejudice to the right of the Tenants to make earlier payment
         of the Shortfall and Shortfall Interest.

5        In the event of the Landlords being prevented or prohibited in whole or
         in part (in part meaning anything less than the whole) from exercising
         their rights under this Part of this Schedule and/or obtaining an
         increase in the annual rent at the Review Date by reason of any
         legislation, government order or decree or notice (increase in this
         context meaning such increase as would be obtainable disregarding the
         provisions of any such legislation and others as aforesaid) then and
         upon each and every occasion on which such event shall occur if the
         occurrence gives rise to total prevention or prohibition the date on
         which such Review would have otherwise taken effect shall be deemed to
         be extended to permit and require such Review to take place on the
         first date or dates thereafter upon which such right of increase may be
         exercised and/or obtained in whole or part and when in part on so many
         occasions as shall be necessary to obtain the whole increase (meaning
         the whole of the increase which the Landlords would have obtained if
         not prevented or prohibited as aforesaid) and if there shall be a
         partial prevention or prohibition only there shall be a further review
         or reviews (as the case may require) on the first date or dates as
         aforesaid and notwithstanding that the yearly rent may have been
         increased in part on or since the Review Date provided always that the
         provisions of this Clause shall be without prejudice to the Landlords'
         rights to review the annual rent on the Review Date as specified in the
         foregoing Clauses of this Part of this Schedule provided that the
         Landlords shall not thereby become entitled to recover in aggregate for
         the Review Period more rent than otherwise would have been the case if
         rent had been reviewed in the ordinary way at the Review Date.

6        Forthwith after the Revised Rent shall have been ascertained there
         shall be signed by, for or on behalf of the Landlords and the Tenants
         respectively a Memorandum in duplicate (one of which will be retained
         by the Landlords and the other of which will be retained by the
         Tenants) specifying the new increased yearly rent payable under the
         foregoing Lease and such Memorandum shall be evidence of the amount of
         such new increased yearly rent.

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                                       3

                                    PART VIII

                                 SERVICE CHARGE

1        SERVICE CHARGE

         The Tenants shall pay to the Landlords the Service Charge (as
         hereinafter defined) specified in this Part of this Schedule.

2        DEFINITIONS

         In this Part of this Schedule:

         2.1      subject to paragraphs 2.2 and 2.3 hereof "Service Year" means
                  each consecutive period of twelve months beginning on the
                  First day of April in each year or such other date as the
                  Landlords may from time to time notify in writing to the
                  Tenants;

         2.2      "First Service Year" means the period from the First day of
                  April Nineteen hundred and ninety seven to the Thirty-first
                  day of March immediately succeeding;

         2.3      "Last Service Year" means the period beginning on the First
                  day of April prior to and ending on the expiration or sooner
                  determination of the period of this Lease;

         2.4      "Managing Agents" means the managing agents appointed from
                  time to time by the Landlords for the purpose of managing the
                  Building and the Park or if no managing agents shall be
                  appointed shall mean the Landlords themselves;

         2.5      "Service Expenditure" means the expenditure properly and
                  reasonably incurred by the Landlords acting in accordance with
                  the Principles of Good Estate Management in and about the
                  provision of the services specified in Parts IX and X of this
                  Schedule (subject to the exclusions contained in Clause 16 of
                  Part IX of the Schedule and Clause 17 of Part X of the
                  Schedule); and

         2.6      "Service Charge" means the aggregate of (a) 58% of the Service
                  Expenditure in respect of the services specified in Part IX of
                  this Schedule and (b) that proportion of the Service
                  Expenditure in respect of the services specified in Part X of
                  this Schedule which the gross internal floor area of the
                  Leased Premises bears to the gross internal floor area of all
                  other premises within the Park let or available for letting or
                  for owner occupation from time to time.

3        ESTIMATES

         The Landlords shall use all reasonable endeavours to ensure that
         Managing Agents shall, within two months before (or as soon as
         practicable after the commencement of each Service Year including the
         First Service Year) prepare an itemised estimate of the Service
         Expenditure for the Service Year in question declaring that the
         Managing Agents shall be entitled to deduct from or add to the
         estimated Service Expenditure any deficiency or surplus of receipts and
         entitled to add thereto any deficiency (but not deficiencies caused by
         the failure of other tenants to pay their

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                                       4

         respective shares of the Service Charge) in or over the actual Service
         Expenditure carried forward from previous Service Years.

4        ADJUSTMENTS DURING SERVICE YEAR

         During the course of each Service Year the Managing Agents may from
         time to time revise any or all of the said estimates for that Service
         Year so as to take into account any actual or anticipated increase in
         any item of Service Expenditure and so as to keep to a minimum any
         possible disparity between the actual and estimated Service Expenditure
         in each year provided that reasonable prior written notice of such
         increase with an explanation of the reasons for the increase is given.

5        CERTIFICATION

         As soon as practicable after the calculation of the actual Service
         Expenditure shall have been completed in respect of any Service Year
         and in any event within four months of expiry of each Service Charge
         Year the Managing Agents shall certify the amount of the Service Charge
         payable by the Tenants for that Service Year. The relative vouchers and
         invoices upon which such calculation is based shall be open to
         inspection by the Tenants on prior appointment. Such Certificate shall
         contain a reasonable level of detail as to Service Expenditure and in
         the absence of manifest error or fraud shall be binding on the
         Landlords and the Tenants.

6        TIMES OF PAYMENT

         6.1      The Service Charge based upon the Managing Agent's estimate of
                  the Service Expenditure in respect of each Service Year (other
                  than the First Service Year but including the Last Service
                  Year) shall be payable by equal quarterly instalments (but
                  subject nevertheless to revision pursuant to the provisions of
                  Clause 4 of this Part of this Schedule) in advance on the Rent
                  Payment Days. The Service Charge for the First Service Year
                  based upon the Managing Agent's estimate of the Service
                  Expenditure for the First Service Year shall be payable by
                  quarterly payments in advance the first being on the First day
                  of April Nineteen hundred and ninety seven and thereafter on
                  each Rent Payment Day falling between the First day of April
                  Nineteen hundred and ninety seven and the end of the First
                  Service Year.

         6.2      As soon as the Managing Agent's Certificate shall have been
                  completed under Clause 5 of this Part of the Schedule any
                  overpayment by the Tenants based on the Managing Agent's
                  estimate shall be allowed by the Landlords to the Tenants
                  against the Tenants' future liability for Service Charge
                  (except in the last year of this Lease when any overpayment
                  shall be repaid by the Landlords to the Tenants no later than
                  fourteen days after the date of the said Certificate) and any
                  underpayment by the Tenants based on the Managing Agent's
                  estimate shall be paid by the Tenants to the Landlords within
                  fourteen days of demand.

         6.3      If the Tenants shall not have been given notice of the amount
                  of the estimated Service Charge for any Service Year before
                  the last Rent Payment Day in the previous Service Year the
                  Tenants shall on that and any subsequent Rent Payment Day
                  before such notice is given pay an amount equal to the last
                  quarterly payment of Service Charge in respect of the previous
                  Service Year but only in return for VAT invoices and the
                  requisite adjustment by way of addition of underpayment or
                  deduction of overpayment shall be

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                                       5

                  made to the quarterly instalment of estimated Service Charge
                  payable on the first Rent Payment Day after such notice has
                  been given.

         6.4      The provisions of this Part of the Schedule shall continue to
                  apply notwithstanding the expiration or sooner determination
                  of the period of this Lease until finalised but only in
                  respect of the period down to such expiration or sooner
                  determination of the period of the Lease.

7        INFORMATION ON SERVICE EXPENDITURE

         The Landlords shall, at the request of the Tenants, provide the Tenants
         with a detailed summary of the amounts comprising the Service
         Expenditure in any Service Year (the Tenants being entitled to examine
         vouchers and/or other supporting documentation but bound to act
         reasonably in that regard).

8        RETENTION

         The Tenants shall not be entitled to make any retention of Service
         Charge.

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                                       6

                                     PART IX

                       LANDLORDS' SERVICES (THE BUILDING)

1        TO REPAIR ETC.

         To repair, maintain and when beyond economic repair to reconstruct,
         rebuild, reinstate and replace and to decorate, refurbish and cleanse
         the Common Parts and that irrespective of the cause of the damage,
         destruction or deterioration.

2        TO MAINTAIN SERVICE SYSTEMS, LIGHTING, ETC.

         To inspect, maintain, repair and when beyond economic repair, renew and
         replace and to keep in working order the Service Systems and to keep
         the Common Parts properly heated and lit (as appropriate) in accordance
         with the statutory criteria.

3        TO PAY PROPORTION OF EXPENSES OF MAINTAINING MUTUAL WALLS, DRAINS, ETC.

         To pay such proportion (if any) as the Landlords are liable to pay of
         the costs and expenses of repairing, maintaining, rebuilding, renewing
         and cleansing all walls, fences, structures, pipes, drains, cables and
         other items which may belong to or be used for the Building in common
         or mutually with other near or adjoining subjects.

4        PAYMENT OF RATES, ETC.

         To pay and discharge all existing or future rates, taxes, duties,
         levies, charges, assessments, impositions and outgoings whatsoever
         whether parliamentary, county, municipal, parochial, local or of any
         other description in respect of the Common Parts other than taxation on
         rent (except VAT) and taxation on the Landlords' dealings with the
         Landlords' interest in the Common Parts.

5        PAYMENT FOR ELECTRICITY, ETC. IN COMMON PARTS

         To pay all charges, assessments and outgoings for water, electricity,
         fuel, telephone and public or statutory utilities payable in respect of
         the Common Parts.

6        ABATEMENT OF NUISANCE, ETC.

         To take reasonable steps deemed desirable or expedient by the Landlords
         for abating a nuisance and for complying with, making representations
         against or otherwise contesting the incidence of the provisions of any
         legislation or orders or statutory requirements thereunder concerning
         Town Planning, Compulsory Purchase, Public Health, Highways, Streets,
         Drainage or other similar matters relating to or alleged to relate to
         the Building for which the Tenants or any other tenant of premises
         within the Building is not directly liable under this Lease or any
         other lease and which relate to or affect the continued use of the
         Building as at present existing.

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                                       7

7        SERVICE EQUIPMENT

         To provide, maintain and store such equipment as may from time to time
         be reasonably necessary or desirable for the proper provision of the
         services mentioned in this Part of this Schedule.

8        NOTICES

         To provide, maintain and when necessary, replace and renew directional
         and other necessary signs in and upon the Common Parts.

9        EMPLOYMENT OF STAFF

         To employ and pay such contractors, agents, professional advisers,
         servants or others in and about the performance of the Landlords'
         Obligations including without prejudice to the foregoing generality
         payment of:

         9.1      the reasonable management fee of the Landlords or any Managing
                  Agents retained by the Landlords to manage the Building
                  provided that the management fee shall be related to the
                  services provided and shall exclude any charges for collection
                  of or commission on rent; and

         9.2      the reasonable fees and charges of any Accountant, Surveyor,
                  Solicitor or other professional adviser employed for the
                  giving of any professional or other advice to the Landlords or
                  their Managing Agents in connection with the administration of
                  the Building or Common Parts but excluding any fees and
                  charges in respect of any part of the Building let or capable
                  of being let.

10       EXPENSES OF MANAGEMENT RULES AND REGULATIONS

         To pay the reasonably incurred costs of preparing and supplying to
         tenants copies of any Management Rules and Regulations made, from time
         to time, by the Landlords governing the use of the Building or any part
         thereof.

11       ACCOUNTS

         To keep a detailed account of the expenditure incurred by the Landlords
         in respect of the obligations and provisions contained in this Part of
         this Schedule or incurred under Part VI of this Schedule and to provide
         the Tenants with a copy of a certified statement summarising the
         expenditure therein.

12       COMPLIANCE WITH LOCAL AUTHORITY REQUIREMENTS

         To comply with the directions and requirements from time to time of the
         local or any other competent authority in connection with the
         management and administration of the Common Parts.

13       FIRE FIGHTING EQUIPMENT

         To purchase, maintain, renew and insure fire fighting appliances for
         the Common Parts.

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                                       8

14       ADDITIONAL SERVICES

         To perform, supply and carry out such other services which the
         Landlords acting reasonably and in accordance with the Principles of
         Good Estate Management shall consider proper for the better and more
         efficient management and use of the Common Parts and the comfort and
         convenience of the generality of the tenants of the Building.

15       VAT

         To pay VAT at the applicable rate in respect of any item of expenditure
         herein mentioned in return for a valid VAT invoice.

16       EXCLUSIONS FROM SERVICE CHARGE

         In relation to the Services above appearing and the Service Charge all
         costs incurred or payable by the Landlords shall be reasonable and
         proper and the following items shall be excluded from the Service
         Charge:

         16.1     Repairs and other work which are paid from insurance proceeds
                  paid out as a result of the occurrence of an Insured Risk;

         16.2     Any amount attributable to any unlet, lettable areas in the
                  Building;

         16.3     Costs, fines or penalties incurred due to a breach by another
                  tenant of any unit let within the Building but not recovered
                  from such tenant as also the cost of taking enforcement action
                  against such other tenant in respect of non-payment of rent or
                  Service Charge; and

         16.4     Any sums attributable to works required as a result of any
                  latent or inherent defects.

<PAGE>

                                       9

                                     PART X

                         LANDLORDS' SERVICES (THE PARK)

1        TO REPAIR ETC.

         To repair, maintain and when beyond economic repair to reconstruct the
         Common Parts including without prejudice to that generality to maintain
         the landscaped areas therein and to plant and replant the same.

2        TO CLEAN AND LIGHT

         To clean and, where appropriate, to light the Common Parts.

3        TO MAINTAIN SERVICE SYSTEMS

         To repair, maintain and, when beyond economic repair, to renew and to
         replace the Service Systems situated within the Common Parts.

4        TO INSURE

         To insure the Common Parts against such of the Insured Risks as the
         Landlords, acting reasonably, consider appropriate thereto.

5        PAYMENT OF RATES ETC.

         To pay and discharge all existing or future rates, taxes, duties,
         levies, charges, assessments, impositions and outgoings whatsoever
         whether parliamentary, county, municipal, parochial, local or of any
         other description in respect of the Common Parts other than taxation on
         rent (except VAT) and taxation on and any other sum payable in respect
         of the Landlords' dealings with the Landlords' interest in the Common
         Parts.

6        PAYMENT OF ELECTRICITY ETC IN COMMON PARTS

         To pay all charges, assessments and outgoings for water, electricity,
         fuel, telephone and public or statutory facilities payable in respect
         of the Common Parts.

7        ABATEMENT OF NUISANCE ETC.

         To take all reasonable steps deemed desirable or expedient by the
         Landlords for abating a nuisance and for complying with, making
         representations against or otherwise contesting the incidence of the
         provisions of any legislation or orders or statutory requirements
         thereunder concerning Town Planning, Compulsory Purchase, Public
         Health, Highways, Street, Drainage or other similar matters relating to
         or alleged to relate to the Park for which the Tenants or any other
         tenant of premises within the Park is not directly liable under this
         Lease or any other lease and which relate to or affect the continued
         use of the Park as at present existing.

<PAGE>

                                       10

8        SERVICE EQUIPMENT

         To provide, maintain and store such equipment as may from time to time
         be reasonably necessary or desirable for the proper provision of the
         services mentioned in this Part of the Schedule.

9        NOTICES

         To provide, maintain and when necessary, replace and renew directional
         and other necessary signs in and upon the Common Parts.

10       EMPLOYMENT OF STAFF

         To employ and pay such contractors, agents, professional advisers,
         servants or others in and about the provision of the Landlords'
         Services including without prejudice to the foregoing generality
         payment of (a) the reasonable management fee of the Landlords or any
         Managing Agents retained by the Landlords to manage the Park (under
         exception of the Building and all other buildings erected within the
         Park) provided that the management fee shall be related to the services
         provided and shall exclude any charges for collection of or commission
         on rent and (b) the reasonable fees and charges of any Accountant,
         Surveyor, Solicitor or other professional adviser employed for the
         giving of any professional or other advice to the Landlords or their
         Managing Agents in connection with the administration of the Park.

11       EXPENSES OF MANAGEMENT RULES AND REGULATIONS

         To pay the reasonably incurred costs of preparing and supplying to
         tenants, copies of any Regulations made from time to time, by the
         Landlords governing the use of the Park (under exception of the
         Building and all other buildings erected within the Park) or any part
         thereof.

12       ACCOUNTS

         To keep an account of the expenditure incurred by the Landlords in
         respect of the provisions contained in this Part of this Schedule and
         to provide the Tenants with a copy of a certified statement summarising
         the expenditure therein.

13       COMPLIANCE WITH LOCAL AUTHORITY REQUIREMENTS

         To comply with the directions and requirements from time to time of the
         local or any other competent authority in connection with the
         management and administration of the Park (under exception of the
         Building and all other buildings erected in the Park).

14       FIRE FIGHTING EQUIPMENT

         To purchase, maintain, renew and insure fire fighting appliances for
         the Park (under exception of the Building and all other buildings
         erected in the Park)

<PAGE>

                                       11

15       ADDITIONAL SERVICES

         To perform, supply and carry out such other services or matter which
         the Landlords acting reasonably and in accordance with the Principles
         of Good Estate Management consider proper for the better and more
         efficient management and use of the Common Parts and the comfort and
         convenience of the generality of the tenants of the Park.

16       VAT

         To pay VAT at the applicable rate in respect of any item of expenditure
         herein mentioned in return for a valid VAT invoice.

17       EXCLUSIONS FROM SERVICE CHARGE

         In relation to the Services above appearing and the Service Charge all
         costs incurred or payable by the Landlords shall be reasonable and
         proper and the following items shall be excluded from the Service
         Charge:

         17.1     Repairs and other work which are paid from insurance proceeds
                  paid out as a result of the occurrence of an Insured Risk;

         17.2     Any amount attributable to any unlet, lettable areas in the
                  Building;

         17.3     Costs, fines or penalties incurred due to a breach by another
                  tenant of any unit let within the Building but not recovered
                  from such tenant as also the cost of taking enforcement action
                  against such other tenant in respect of non-payment of rent or
                  Service Charge; and

         17.4     Any sums attributable to works required as a result of any
                  latent or inherent defects.