Exhibit 10.2
AMENDMENT
OF
ZEP INC.
EMPLOYEE STOCK PURCHASE
PLAN
This Amendment of the Zep Inc.
Employee Stock Purchase Plan (“Amendment”) is made
effective as of June 24, 2009.
WHEREAS, Zep Inc. (the
“Company”) established the Zep Inc. Employee Stock
Purchase Plan (the “Plan”) effective as of
October 31, 2007 for the purpose of providing eligible
employees of the Company and its Subsidiaries, who wish to become
stockholders of the Company an opportunity to purchase Common Stock
of the Company, pursuant to the provisions of section 423 of the
Internal Revenue code of 1986, as amended (the “Code”);
and
WHEREAS, under the terms of the
Plan, as currently in effect, officers of the Company who are
subject to the reporting requirements of section 16 of the
Securities Exchange Act of 1934, as amended (“Section 16
Reporting Officers”), are expressly excluded from
participating in the Plan; and
WHEREAS, pursuant to the provisions
of section 6.6 of the Plan, the Company, through action of its
Board of Directors, is authorized to amend the Plan, subject to
certain limitations provided in such Plan section; and
WHEREAS, the Company now desires to
amend t
