EMPLOYMENT AGREEMENT

THIS AGREEMENT, made and entered into this 1st day of November, 2004, by and between JohnsonDiversey, Inc., a Delaware corporation (?JDI?) and Joseph Smorada (?Employee?).

In consideration of the mutual promises and agreements set forth below, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

ARTICLE I

Employment

1.1 Position and Responsibilities. During this Agreement and subject to the terms and conditions hereof, JDI agrees to employ Employee, and Employee agrees to serve as Executive Vice President and Chief Financial Officer of JDI. In such capacity Employee will report to the President/CEO of JDI, and to be responsible for the typical management responsibilities expected of an officer holding such position and such other duties and responsibilities consistent with such position as may be assigned to the Employee from time to time by the President/CEO.

1.2 Term. Subject to Article II hereof, this Agreement may be terminated by either party, for any reason or no reason, upon two weeks prior written notice to the other party, except that no such notice shall be required in the event that JDI terminates this Agreement for Cause (as provided for in Article II, Section 2.2 hereof).

1.3 Place of Employment. Employee?s initial principal place of employment shall be 8310 16^th Street, Sturtevant, Wisconsin.

1.4 Duties. During the Period of Employment, the Employee shall devote all of his business time, attention and skill to the business and affairs of the Company and its subsidiaries, except, so long as such activities do not unreasonably interfere with the business of the Company or diminish the Employee?s obligations under the Agreement, that Employee may (i) participate in the affairs of any governmental, educational or other charitable institution, or engage in professional speaking and writing activities, or (ii) serve as a member of the board of directors of other corporations, and in either case, the Employee shall be entitled to retain all fees, royalties and other compensation derived from such activities in addition to the compensation and other benefits payable to him under this Agreement; and provided further, that the Employee may invest his personal or family funds in any form or manner he may choose that will not require any services on his part in the operation of or the affairs of the entities in which such investments are made. The Employee will perform faithfully the duties consistent with his position and which may be assigned to him from time to time by the President/CEO.

ARTICLE II

Termination

2.1 Voluntary Resignation or Termination Without Cause. JDI may terminate Employee?s employment at any time without ?Cause? (as defined in Section 2.2 hereof) upon two weeks written notice as provided in Article I, Section 1.2. Similarly, Employee may voluntarily resign at any time upon the two weeks written notice as provided in Article I, Section 1.2.

1

2.2 Termination for Cause. JDI may terminate Employee?s employment at any time without the notice required in Article I, Section 1.2 if such termination is for ?Cause? (as defined herein). ?Cause? means termination for any of the following reasons:

(a) Material breach of this Agreement, provided Employee has been given at lest 10 days written notice of said breach and has not remedied or corrected such breach within 5 days of receipt of such notice.

(b) Material failure to perform within the provisions of ?This We Believe,? provided Employee has been given at lest 10 days written notice of said failure and has not corrected such failure within 5 days of receipt of such notice.

(c) Willful misconduct, or willful violation of the law in the performance of duties under this Agreement.

(d) Willful failure or refusal to follow reasonable, explicit, and lawful instructions or directions from the President/CEO concerning the operation of JDI?s business.

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