CHANGE IN CONTROL AGREEMENT FOR EXECUTIVE OFFICERSChange in Control Agreement • October 1st, 2007 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations • Georgia
WHEREAS, the Board of Directors of the Company (the “Board”) recognizes that the possibility of a Change in Control (as hereinafter defined) exists and that the threat of or the occurrence of a Change in Control can result in significant distractions of its key management personnel because of the uncertainties inherent in such a situation; and
INCENTIVE STOCK OPTION AGREEMENT FOR KEY EMPLOYEESIncentive Stock Option Agreement • October 1st, 2007 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations • Delaware
WHEREAS, the Company has adopted the Zep Inc. Long-Term Incentive Plan (the “Plan”) in order to provide additional incentive to certain officers and key employees of the Company and its Subsidiaries; and
ZEP INC. LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNITS AWARD AGREEMENTRestricted Stock Units Award Agreement • October 1st, 2007 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations • Delaware
WHEREAS, the Company maintains the Zep Inc. Long-Term Incentive Plan (the “Plan”), and Grantee has been selected by the Committee to receive a Restricted Stock Units Award under the Plan;
ZEP INC. SEVERANCE AGREEMENTSeverance Agreement • October 1st, 2007 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations • Georgia
THIS AGREEMENT (the “Agreement”), made and entered into as of this day of , 2007, by and between ZEP INC., a Delaware corporation (the “Company”), and (the “Executive”).
EMPLOYEE BENEFITS AGREEMENT between ACUITY BRANDS, INC. and ZEP INC.Employee Benefits Agreement • October 1st, 2007 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations • Georgia
THIS EMPLOYEE BENEFITS AGREEMENT, dated as of the day of , 2007, is by and between Acuity Brands, Inc., a Delaware corporation (“Acuity” or the “Corporation”), and Zep Inc., a Delaware corporation (“SpinCo”).
STOCK APPRECIATION RIGHTS AGREEMENT FOR EXECUTIVE OFFICERSStock Appreciation Rights Agreement • October 1st, 2007 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations • Delaware
WHEREAS, the Company has adopted the Zep Inc. Long-Term Incentive Plan (the “Plan”) in order to provide additional incentive to certain officers and key employees of the Company and its Subsidiaries; and
NONQUALIFIED STOCK OPTION AGREEMENT FOR EXECUTIVE OFFICERSNonqualified Stock Option Agreement • October 1st, 2007 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations • Delaware
WHEREAS, the Company has adopted the Zep Inc. Long-Term Incentive Plan (the “Plan”) in order to provide additional incentive to certain officers and key employees of the Company and its Subsidiaries; and
ZEP INC. LONG-TERM INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • October 1st, 2007 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations • Delaware
WHEREAS, the Company maintains the Zep Inc. Long-Term Incentive Plan (the “Plan”), and Grantee has been selected by the Committee to receive a Restricted Stock Award under the Plan;
July 23, 2007Letter Agreement • October 1st, 2007 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations • Georgia
This amended and restated letter agreement (“Agreement”) sets forth the terms and conditions of your employment with Acuity Brands, Inc. (“Acuity”) and your election as President and Chief Executive Officer of Acuity Specialty Products Group, Inc. (“ASP”), effective at the close of business on July 23, 2007 (“Effective Date”) (Acuity and ASP are sometimes referred to collectively hereinafter as the “Company”). As of the Effective Date, this Agreement shall replace in its entirety the amended and restated employment letter agreement, dated August 1, 2005 (“Prior Agreement”), between you and Acuity and Acuity Brands Lighting, Inc. f/k/a Acuity Lighting Group, Inc. (“ABL”), and you will no longer be employed by ABL. However, as provided in Paragraph 4.11 below, you will continue to be subject to certain restrictive covenants with respect to the business of ABL.
ZEP INC. LONG-TERM INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • October 1st, 2007 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations • Delaware
WHEREAS, the Company maintains the Zep Inc. Long-Term Incentive Plan (the “Plan”), and Grantee has been selected by the Committee to receive a Restricted Stock Award under the Plan;
NONQUALIFIED STOCK OPTION AGREEMENT FOR KEY EMPLOYEESNonqualified Stock Option Agreement for Key Employees • October 1st, 2007 • Zep Inc. • Specialty cleaning, polishing and sanitation preparations • Delaware
WHEREAS, the Company has adopted the Zep Inc. Long-Term Incentive Plan (the “Plan”) in order to provide additional incentive to certain officers and key employees of the Company and its Subsidiaries; and
July 23, 2007Zep Inc. • October 1st, 2007 • Specialty cleaning, polishing and sanitation preparations • Georgia
This amended and restated letter agreement (“Agreement”) sets forth the terms and conditions of your employment as Executive Vice President and Chief Commercial Officer of Acuity Specialty Products Group, Inc. (“ASP”), effective at the close of business on July 23, 2007 (“Effective Date”). As of the Effective Date, this Agreement shall replace in its entirety the employment letter agreement, dated May 8, 2006, which you executed on May 10, 2006 (“Prior Agreement”), between you and Acuity Brands, Inc. (“Acuity”) and you will no longer be an officer of, or employed by, Acuity.
