Supplemental Indenture



 Exhibit 10.2 
 SUPPLEMENTAL INDENTURE 
 SUPPLEMENTAL INDENTURE (this “Supplemental
Indenture”), dated as of April 2, 2007, among IntraLase Corp. (the “Guaranteeing Subsidiary”), a subsidiary of Advanced Medical Optics, Inc. (or its permitted successor), a Delaware corporation (the
“Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and Wilmington Trust Company, as trustee under the Indenture referred to below (the “Trustee”). 
 W I T N E S S E T H 
 WHEREAS, the Company has heretofore executed and delivered to the Trustee an indenture (the “Indenture”), dated as of April 2, 2007, providing for the issuance of 7 1/2% Senior Subordinated Notes due 2017 (the “Notes”); 
 WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiary shall execute and deliver to the Trustee a supplemental
indenture pursuant to which the Guaranteeing Subsidiary shall unconditionally guarantee all of the Company’s Obligations under the Notes and the Indenture on the terms and conditions set forth herein (the “Note Guarantee”); and

 WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture.

 NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby
acknowledged, the Guaranteeing Subsidiary and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows: 
 1. CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture. 
 2. AGREEMENT TO GUARANTEE. The Guaranteeing Subsidiary hereby agrees to provide an unconditional Guarantee
on the terms and subject to the conditions set forth in the Note Guarantee and in the Indenture including but not limited to Article 11 thereof. 
 4. NO RECOURSE AGAINST OTHERS. No past, present or future director, officer, employee, incorporator, stockholder or agent of the Guaranteeing Subsidiary, as such, shall have any
liability for any obligations of the Company or any Guaranteeing Subsidiary under the Notes, any Note Guarantees, the Indenture or this Supplemental Indenture or for any claim based on, in respect of, or by reason of, such obligations or their
creation. Each Holder of the Notes by accepting a Note waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes. Such waiver may not be effective to waive liabilities under the federal
securities laws and it is the view of the SEC that such a waiver is against public policy. 
 5. GOVERNING LAW. THE INTERNAL LAW OF THE STATE
OF NEW YORK SHALL GOVERN AND BE USED TO CONSTRUE THIS SUPPLEMENTAL INDENTURE WITHOUT GIVING EFFECT TO APPLICABLE PRINCIPLES OF CONFLICTS OF LAW TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE REQUIRED THEREBY.

 6. COUNTERPARTS. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an
original, but all of them together represent the same agreement. 







 7. EFFECT OF HEADINGS. The Section headings herein are for
convenience only and shall not affect the construction hereof. 
 8. THE TRUSTEE. The Trustee shall not be
responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiary and the
Company. 
  

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 IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed and
attested, all as of the date first above written. 
 Dated: April 2, 2007 
  

			
	INTRALASE CORP., as additional Guarantor
		
	By:	 	 /s/ Aimee S. Weisner

	Name:	 	Aimee S. Weisner
	Title:	 	Vice President and Secretary
	
	ADVANCED MEDICAL OPTICS, INC., as the Issuer
		
	By:	 	 /s/ James V. Mazzo

	Name:	 	James V. Mazzo
	Title:	 	Chief Executive Officer and President
	
	Guarantors:
	
	AMO HOLDINGS, INC.
		
	By:	 	 /s/ Aimee S. Weisner

	Name:	 	Aimee S. Weisner
	Title:	 	Vice President and Secretary
	
	AMO USA, INC.
		
	By:	 	 /s/ Aimee S. Weisner

	Name:	 	Aimee S. Weisner
	Title:	 	Vice President and Secretary
	
	IRONMAN MERGER CORPORATION
		
	By:	 	 /s/ Aimee S. Weisner

	Name:	 	Aimee S. Weisner
	Title:	 	Vice President and Secretary


  

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	VISX, INCORPORATED
		
	By:	 	 /s/ Aimee S. Weisner

	Name:	 	Aimee S. Weisner
	Title:	 	Vice President and Secretary
	
	QUEST VISION TECHNOLOGY
		
	By:	 	 /s/ Aimee S. Weisner

	Name:	 	Aimee S. Weisner
	Title:	 	Vice President and Secretary
	
	WAVEFRONT SCIENCES, INC.
		
	By:	 	 /s/ Aimee S. Weisner

	Name:	 	Aimee S. Weisner
	Title:	 	Vice President and Secretary
	
	WILMINGTON TRUST COMPANY, as Trustee
		
	By:	 	 /s/ Michael G. Oller, Jr.

		 	Authorized Signatory: Michael G. Oller, Jr.


  

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