First Amendment to Purchase and Sale Contract


 Exhibit 10.2 
 First Amendment to Purchase and Sale Contract 
 This Amendment, dated November 30, 2007, is
executed by ResMed Corp., a Minnesota corporation (“Seller”), and Emri Properties, Inc., a California corporation (“Buyer”). This Amendment is executed with reference to the following facts: 
 A. Buyer and Seller have executed that certain Purchase and Sale Contract (“the Contract”), dated November 5, 2007, pertaining to
the real property commonly known as 14040 Danielson Street, Poway, California 92066. 
 B. Buyer and Seller desire to amend the terms of the
Contract, as provided herein. 
 In consideration of the above recitals and the mutual agreements stated below, the parties agree:

 1. Closing Date. Section 1.3 of the Contract is deleted in its entirety and the following substituted therefor: 
 1.3 Closing Date. March 14, 2008. 
 2. Waiver of Conditions Precedent. Buyer hereby waives the conditions precedent in Sections 5.1.1 (title) and 5.1.2 (feasibility) of the Contract. Based upon such waiver, the 21- day period under Section 5.2.1 to obtain approval
of Seller’s board of directors shall expire December 21,2007. 
 3. Confirmation. Except as amended hereby, the terms of the
Contract are ratified and confirmed. Defined (capitalized) terms used in this Amendment shall have the same meanings as in the Contract, except as otherwise provided herein. 
  

									
	Seller:	 		 	Buyer:	 	
			
	 ResMed Corp.,
 a Minnesota corporation
	 		 	 Emri Properties, Inc.,
 a California
corporation

					
	By	 	 /s/ Corbet Lancaster
	 		 	By	 	  

	Print Name	 	Corbet Lancaster	 		 	Print name	 	  

	Title	 	VP Finance, Americas	 		 	Title	 	  








 First Amendment to Purchase and Sale Contract 
 This Amendment, dated November 30, 2007, is executed by ResMed Corp., a Minnesota corporation (“Seller”), and Emri Properties,
Inc., a California corporation (“Buyer”). This Amendment is executed with reference to the following facts: 
 A. Buyer and
Seller have executed that certain Purchase and Sale Contract (“the Contract”), dated November 5, 2007, pertaining to the real property commonly known as 14040 Danielson Street, Poway, California 92066. 
 B. Buyer and Seller desire to amend the terms of the Contract, as provided herein. 
 In consideration of the above recitals and the mutual agreements stated below, the parties agree: 
 1. Closing Date. Section 1.3 of the Contract is deleted in its entirety and the following substituted therefor: 
 1.3 Closing Date. March 14. 2008. 
 2. Waiver of Conditions Precedent. Buyer hereby waives the conditions precedent in Sections 5.1.1 (title) and 5.1.2 (feasibility) of the Contract. Based upon such waiver, the 21-day period under Section 5.2.1 to obtain approval
of Seller’s board of directors shall expire December 21, 2007. 
 3. Confirmation. Except as amended hereby, the terms of
the Contract are ratified and confirmed. Defined (capitalized) terms used in this Amendment shall have the same meanings as in the Contract, except as otherwise provided herein. 
  

									
	Seller:	 		 		 	Buyer:
			
	 ResMed Corp.,
 a Minnesota
corporation
	 		 	 Emri Properties, Inc.,
 a California
corporation

					
	By	 	  
	 		 	By	 	 /s/ Robert Emri

	Print Name	 	  
	 		 	Print name	 	Robert Emri
	Title	 	  
	 		 	Title	 	President