February 28, 2013

Exhibit 10.21

February 28, 0000

Xxxxxxxxxxx X. Xxxxxx, Esq.

Vice President, General Counsel and Secretary

American Greetings Corporation

Xxx Xxxxxxxx Xxxx

Xxxxxxxxx, Xxxx 00000

Dear Xxxxx:

I am delivering this letter agreement on behalf of Xxxxx Xxxxx, Xxxxxxx Xxxxx, Xxxx Xxxxx, Xxxx Xxxxx and myself (collectively, the “Xxxxx Family”) in connection with the Engagement Letter, dated the date hereof (the “Engagement Letter”), by and between American Greetings Corporation (the “Company”) and PricewaterhouseCoopers LLP (“PwC”).

The Company authorizes the Xxxxx Family to receive the information and deliverables produced by PwC under the Engagement Letter.

The Xxxxx Family will promptly reimburse the Company for (a) all fees and expenses charged by PwC to the Company in connection with the Engagement Letter and (b) any out of pocket expenses or other liabilities incurred by the Company in connection with its obligation to indemnify PwC pursuant to the Engagement Letter. In addition, the Xxxxx Family agrees that the Company has no responsibility or liability to any person or entity other than PwC with respect to the Engagement Letter or the services performed or information delivered thereunder.

The Xxxxx Family acknowledges that, by the written election of the Company, PwC may become a third party beneficiary to this letter agreement, entitled to enforce the terms hereof. The Xxxxx Family and the Company acknowledge that nothing in this letter agreement or the Engagement Letter or any document executed in connection with the Engagement Letter affects the continued applicability of the letter agreement dated November 2, 2012 among the Xxxxx Family, the Company and the other parties signatory to it.

Please confirm the foregoing understanding by signing and returning a signed copy of this letter agreement to me.

Very truly yours,

/s/ Xxx Xxxxx

Xxx Xxxxx, on behalf of the Xxxxx Family

Acknowledged:

American Greetings Corporation
By:		/s/ Xxxxxxxxxxx X. Xxxxxx
		Xxxxxxxxxxx X. Xxxxxx
		Vice President, General Counsel and Secretary