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Exhibit 10.2

AMENDMENT NO. 1 TO EXECUTIVE EMPLOYMENT AGREEMENT

THIS

AMENDMENT NO. 1 TO EXECUTIVE EMPLOYMENT AGREEMENT(the Agreement)
is made effective for all purposes and in all respects as of the 1st day of
October, 2002, by and between InforMax, Inc. (Employer) and Andrew P.
Whiteley (Executive).

WHEREAS,

Employer and Executive entered into an Employment Agreement dated
as of March 13, 2002, employing Executive as President and Chief Executive
Officer (the Employment Agreement); and

WHEREAS,

Employer and Executive desire to modify the terms of the
Executives post-employment obligations;

WHEREAS,

Employer and Executive desire to set forth in writing the terms
and conditions of this agreement and understanding.

NOW,

THEREFORE, in consideration of the foregoing and of the mutual
promises contained herein, Employer and Executive (sometimes hereafter referred
to as the Parties), intending to be legally bound, hereby agree as follows.

1.         The
Parties agree that Section 7 of the Employment Agreement, captioned
Post-Employment Obligations, shall be amended by replacing Section 7 of the
Employment Agreement in its entirety and replacing it with the following such
that Section 7 shall state:



| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | "Post-Employment Obligations.Executive agrees that the following
obligations are reasonable and necessary to protect Employers business.
Executive further acknowledges that these obligations do not restrict
Executives ability to be gainfully employed, that Employers business is
international in scope, and that any geographic boundary, scope of
prohibited activities, and time duration in these obligations are
reasonable in nature and no broader than are necessary to protect
Employers legitimate business interests. In consideration for
Executives employment as chief executive officer and president, and for
Employers other promises herein, Executive agrees that, for the term of
this Agreement and for a period of twelve (12) months following the
termination of employment, except with the express written consent of the
Employers Board of Directors, Executive shall not directly or
indirectly:



| |                                                                                                                                                                                                                              
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (a)         solicit

Business (as defined below) from or contract or
conduct Business (other than on behalf of Employer) with (i) any person
or entity which was a customer of Employer as of, or within one year
prior to,





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| |                                                                                                                                                                                                                                                                                                                                 
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Executives last day of employment, or (ii) any prospective customer
which Employer was soliciting as of, or within one year prior to, his
last day of employment. Business shall mean those products and
services that Employer is engaged in or is actively developing on the
date of Executives termination of employment;



| |                                                                                                                                                                                                                                                                                                                                                                                    
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (b)         knowingly

interfere or attempt to interfere with or cause or
attempt to cause the termination of any transaction or relationship in
which Employer was involved or contemplating during Executives
employment, including but not limited to relationships with Employers
customers and prospective customers, contractors, vendors, service
providers and suppliers;



| |                                                                                                                                                                                    
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (c)         hire,

solicit or recruit any of Employers employees, or any
individuals who were employed by Employer within six (6) months of
Executives last day of employment; or



| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (d)         be

employed by, consult for, be an officer or director of, be a
shareholder or owner of (except if as a shareholder or owner of less than
2% of a publicly traded company), or assist, engage in, or promote any
business or contemplated business that is competitive with Employers
Business, as defined above. Notwithstanding the foregoing, provided that
Executives doing so does not breach his confidentiality obligations unto
Employer, Executive may serve in such a capacity for a business
competitive with Employer as long as Executive serves in a group or
division of that business that is not directly competitive with
Employers Business, as defined above.



| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | The
Parties agree that if a court of competent jurisdiction or other
enforcement body finds that any term of this Section 7 is for any reason
excessively broad in scope or duration or for other reasons finds that a
term may not be enforced as written, such term shall be construed in a
manner to enable it to be enforced to the maximum extent possible. The
Parties further agree that a court of competent jurisdiction or other
enforcement body may modify, delete, blue-pencil, or revise any term of
this Section 7 and then enforce this Section 7 as modified.

2.         This

Agreement and the Employment Agreement amended hereby constitute
the entire agreement between the Parties relating to its subject matter and
supersedes all prior agreements, negotiations, and understandings, whether
written or oral. Unless specifically modified herein, all terms and conditions
of the Employment Agreement and any other employment related agreements shall
remain in full force and effect and you agree that you will continue to be
bound by such agreements.

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3.         Amendment.
This Agreement may be amended or modified only by a written
instrument executed by the Executive and an officer or director of the
Employer.

4.         Governing
Law; Jurisdiction. This Agreement shall be construed,
interpreted and enforced in accordance with the laws of the State of Maryland,
without regard to the conflicts-of-law rules thereof. Executive agrees and
submits to the exclusive jurisdiction of any court in the State of Maryland
where there is proper venue or any federal court sitting in Maryland, in any
action or proceeding arising out of or relating to this Agreement or the
transactions contemplated herein, and agrees that all claims in respect of any
such action or proceeding shall be heard or determined in such Maryland or
Federal Court.

5.         Counterparts;
Facsimile Transmission. This Agreement may be executed
on separate counterparts, each of which is deemed to be an original and all of
which taken together constitute one and the same agreement. Signatures
transmitted by facsimile shall be binding as evidence of each partys agreement
to be bound the terms of this Agreement.

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IN
WITNESS WHEREOF, the Parties hereto have duly executed this Agreement
effective for all purposes and in all respects as of October 1, 2002.

|                                         |  |                                                                                        | 
|---------------------------------------- |  | -------------------------------------------------------------------------------------- | 
|ANDREW P. WHITELEY                       |  | INFORMAX, INC.
7600 Wisconsin Avenue
Bethesda, MD  20814                               | 
|                                        
|/S/ Andrew P. WhiteleyAndrew P. Whiteley |  | /S/ John M. GreenBy: John M. Green
Chief Financial Officer and
Chief Operating Officer | 
|                                        
|Date:  October 1, 2002                   |  | Date:  October 1, 2002                                                                 | 

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