THIS CONSULTING AGREEMENT (the “Agreement”) is made as of this 15th day of April, 2010
between CSS INDUSTRIES, INC. (“CSS”) and CLIFFORD E. PIETRAFITTA (“Consultant”).
WHEREAS, CSS desires to have professional services performed by Consultant on the terms and
conditions hereinafter set forth; and
WHEREAS, Consultant desires to perform professional services for CSS upon the terms and conditions
hereinafter set forth;
NOW, THEREFORE, the parties hereto, intending to be legally bound, agree as follows:
1. Engagement as Consultant; Independent Contractor .
(a) CSS hereby retains Consultant to provide assistance to CSS as specifically provided in this
Agreement. Consultant shall at all times act hereunder as an independent contractor and nothing herein shall be
deemed to create or imply, nor shall Consultant represent himself to be, an employee or agent of CSS or any of
its affiliated entities.
(b) Consultant represents and covenants to CSS that he is not subject or a party to any employment
agreement, non-competition covenant, understanding or restriction which would prohibit Consultant from
executing this Agreement and performing his duties and responsibilities hereunder.
2. Consultant Term . The term of this Agreement (the “Term”) shall commence on April 1, 2010 and shall
continue until June 30, 2011. In addition, this Agreement shall terminate in accordance with Section 9 hereof.
3. Duties and Responsibilities . During the Term, Consultant may provide assistance on certain projects
relating to CSS matters that may be specifically assigned to Consultant from time to time in writing by CSS’
President, or such individual’s designees or successors (the “CSS Representative”). The parties acknowledge
and agree that Consultant shall provide only the services specifically requested by the CSS Representative in
writing, and that nothing herein shall constitute a commitment that C