<PAGE>
                                                                   EXHIBIT 10.25

   The terms and conditions of this document, all attachments and any future
  amendments or addenda are Confidential Information and may not be disclosed,
  reproduced or reprinted by CRI, without the express prior written consent of
                            Greenfield Online, Inc.

CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. THE COPY
FILED HEREWITH OMITS THE INFORMATION SUBJECT TO THE CONFIDENTIALITY REQUEST.
OMISSIONS ARE DESIGNATED AS [****]. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN
FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.

                             GREENFIELD ONLINE, INC.
                                        &
                                       CRI

                            FIELDSOURCE(R) AGREEMENT

      This Agreement (the "Agreement"), dated this 31st day of October, 2001, is
by and between the FieldSource(R) division of Greenfield Online, Inc., a
Delaware corporation with its principal place of business at 21 River Road,
Wilton, CT ("FieldSource"), and Custom Research Inc., a Minnesota corporation
with its principal offices at 8401 Golden Valley Road, Minneapolis, Minnesota
("CRI").

RECITALS

WHEREAS, The FieldSource division of Greenfield Online, Inc. is engaged in the
businesses of (i) providing access to the Greenfield Online array of
Internet-based consumer panels, and other sources of survey respondents (as they
exist from time to time, the "Sample Sources"), to others for a fee, and (ii)
providing access on a co-branded or OEM basis to Greenfield Online's proprietary
research technologies and techniques such as FocusChat(R) and MindStorm(R) (the
"Proprietary Products") ; and

WHEREAS, CRI is in the business of providing custom research services; and,

WHEREAS, CRI and FieldSource desire to enter into an agreement governing the
terms of CRI's access to the Sample Sources and Proprietary Products via
FieldSource.

NOW THEREFORE, in consideration of the mutual covenants and agreements contained
herein, the parties hereto agree as follows:

1.    Description of Services. FieldSource will provide CRI with the following
      Services:

      1.1.  Full Service. FieldSource will provide CRI access to Greenfield
            Online's Sample Sources through a dedicated team of FieldSource
            Client Services staff. Staff will include a relationship manager,
            senior researcher, and project director members. FieldSource shall
            program CRI's research surveys and distribute invitations to the
            appropriate sample source (e.g., Greenfield Online's online panels
            and other sample sources or sample sources supplied by CRI), gather
            the quantitative marketing research data and deliver it in
            untabulated form to CRI (the Full Service offering and/or the Sample
            Delivery offering shall be known as the "Services"). FieldSource
            reserves the right to reject any survey on the grounds that it
            contains profane, obscene, discriminatory, or otherwise
            objectionable material. The Services shall be subject to
            FieldSource's Privacy Policy as published on its website from time
            to time. Each individual survey will be the subject of a written
            addendum which shall incorporate the terms of this
<PAGE>
            Agreement and which will contain terms regarding sample size,
            incidence, delivery time, price, and other deliverables.

      1.2.  Sample Delivery. FieldSource will direct appropriate potential
            survey respondents (each individually a "Potential Respondent" and
            together the "Potential Respondents" or "Sample") to surveys
            programmed and hosted on CRI's computer systems and servers, or on
            the computer systems and servers maintained by others but under
            CRI's control, (the "Sample Services"). FieldSource's obligation to
            direct Sample to CRI surveys is subject to its determination that it
            has sufficient appropriate Sample and that it can meet the delivery
            and other terms established by CRI as well as CRI's compliance with
            the provisions Section 1.3. Each instance where CRI orders the
            Sample Services will be the subject of a written addendum which
            shall incorporate the terms of this Agreement.

      1.3.  Performance Covenants. During the Term of this Agreement, CRI agrees
            to maintain the following guidelines and practices during the
            conduct of any such survey using the Sample Services.

            1.3.1. Approval of Surveys. Prior to the delivery of any Potential
                  Respondents, FieldSource must review and approve each survey
                  for which it will supply Sample. FieldSource reserves the
                  right to reject any survey on the grounds that it is too long
                  or complex, contains profane, obscene, hateful,
                  discriminatory, or otherwise objectionable material, or
                  otherwise fails to meet the guidelines, rules, or regulations
                  published by FieldSource from time to time.

            1.3.2. Approval of Incentive Program. Prior to the delivery of any
                  Potential Respondents, FieldSource must review and approve the
                  incentive program for each survey. FieldSource reserves the
                  right to reject any survey on the grounds that in its opinion
                  the incentive offered to Potential Respondents is insufficient
                  to attract qualified respondents.

            1.3.3. Qualification and Return of Respondents. As FieldSource
                  directs Potential Respondents to CRI surveys it will mask
                  their email address and attach a unique Respondent
                  identification number. GFOL can pass over a unique ID
                  containing screening information and/or other data. All CRI
                  surveys must qualify each Potential Respondent within the
                  [****]. In the case of the Full Service, Greenfield Online
                  will qualify respondents. All Respondents who do not qualify
                  will be immediately routed back to a URL designated by
                  FieldSource. All Respondents who complete a CRI survey must,
                  at the conclusion of the survey, be routed back to a URL
                  designated by FieldSource.

            1.3.4. Approval of Systems - Uptime. CRI shall disclose the
                  technical and performance specifications of its software and
                  computer systems (including the software and computer systems
                  of others used to conduct the surveys) so that FieldSource may
                  determine their capacity and capability. CRI will maintain
                  uptime of its systems at [****]% at all times when FieldSource
                  is directing Potential Respondents to CRI. FieldSource
                  reserves the right to limit the number of Potential
                  Respondents sent to CRI based on its


                                       2
<PAGE>
                  assessment of the capacity of its software and computer
                  systems. If CRI experiences any downtime or technical
                  difficulties that result in its systems not being able to
                  accept Potential Respondents, collect data, allow Potential
                  Respondents to complete surveys or in any other way prevent
                  Potential Respondents from taking and completing surveys (the
                  "Technical Difficulties"), it shall immediately notify
                  FieldSource so it may cease directing Sample to CRI. In any
                  case where CRI fails to notify FieldSource of any Technical
                  Difficulty within [****] of its occurrence, CRI will be liable
                  for the cost of Sample for the entire duration of the
                  Technical Difficulty by multiplying the number of Potential
                  Respondents who visited CRI's site during the Technical
                  Difficulty by one and one half times the estimated incidence
                  for each study to which they were directed, provided, however,
                  that if the assumed incidence of Potential Respondents for any
                  survey affected by a Technical Difficulty is greater than
                  [****], then FieldSource will charge CRI for Sample delivered
                  at the actual incidence.

            1.3.5. Real-Time Reporting. CRI shall maintain a system of
                  "real-time reporting" which shall allow FieldSource personnel
                  access to CRI's computer systems via the World Wide Web (or
                  such other method as the parties may agree) so that they can
                  determine with respect to each of CRI's surveys: (i) the
                  number of Potential Respondents that have been directed to
                  each survey, (ii) the number of Potential Respondents that
                  have completed each survey, (iii) the number of Potential
                  Respondents that have taken each survey and whose profile
                  qualifies their responses as acceptable. Should CRI's real
                  time reporting systems experience any downtime or technical
                  difficulties while FieldSource is delivering Sample to any CRI
                  survey that results in FieldSource being unable to access the
                  information required by this Section 1.3.5, then FieldSource
                  shall have the following options: (a) to discontinue the
                  delivery of Potential Respondents to any or all CRI surveys,
                  or (b) to continue to deliver Potential Respondents to CRI
                  surveys and accept CRI's subsequent accounting of completed
                  surveys.

            1.3.6. No Collection of Personally Identifiable Data. CRI will not
                  collect or attempt to collect any personally identifiable
                  information from any Potential Respondent directed to its
                  sites and surveys by FieldSource. Personally Identifiable
                  Information includes any information that would allow CRI to
                  identify a Potential Respondent at any time in the future,
                  including, but not limited to, name, address, and email
                  address. Except as agreed to by FieldSource in connection with
                  the delivery of incentive payments and/or product placement
                  studies (subject to the approval and consent of the
                  participants) to respondents and with respect to "session
                  cookies," CRI will not append cookies or other electronic tags
                  to the browsers of any Potential Respondent.CRI shall abide by
                  all CASRO guidelines for online marketing research as they are
                  promulgated and amended from time to time.

            1.3.7. No Recruitment. CRI shall take no action to recruit any
                  Potential Respondent into any panel, community, or group of
                  individuals, online or offline, or take any action that would
                  allow CRI to contact, or allow any other party to contact, any
                  Potential Respondent at any time in the future.


                                       3
<PAGE>
            1.3.8. Generic Survey Template. Prior to FieldSource directing any
                  Potential Respondents to CRI's surveys, CRI must (i) remove
                  any and all of its Business Marks (as such term is defined
                  below) and any reference to CRI or its subsidiaries from the
                  online survey template to be viewed by Potential Respondents,
                  such survey templates to be pre-approved by FieldSource in its
                  sole and absolute discretion, and (ii) remove any similar
                  references from the URLs of all of CRI's surveys.

            1.3.9. Help Requests. All help requests initiated by Potential
                  Respondents must be directed to [****]. FieldSource will give
                  CRI prompt notice of the help requests along with the nature
                  of the service issues. CRI will designate a help resource to
                  work with Greenfield Help to address the service issues raised
                  by these help requests. CRI will work diligently to address
                  all help requests and FieldSource reserves the right to stop
                  delivering Potential Respondents to any and/or all of CRI's
                  surveys, until the issues which had given rise to the help
                  requests have been resolved to FieldSource's satisfaction.

            1.3.10. Privacy Policy and COPPA. During the term of this Agreement,
                  CRI shall develop and maintain a privacy policy and comply
                  with its terms and the provisions of the Children's Online
                  Privacy Protection Act and all other applicable privacy laws,
                  rules, and regulations.

      1.4.  Performance Covenants. During the Term of this Agreement,
            FieldSource agrees to maintain the guidelines and practices during
            the performance of the Services as shown on Exhibit C.

      1.5.  Proprietary Products. During the Term of this Agreement and for as
            long as CRI remains in compliance with its obligations hereunder,
            FieldSource will provide CRI access to the Proprietary Products. The
            Proprietary Product, type of access (co-branded or OEM), price,
            sales quotas, territory and other terms and conditions will be set
            out in written addenda to be attached to and incorporated into this
            Agreement.

2.    Ownership of Panel/Methodologies/Proprietary Products: CRI agrees that the
      panel, sample sources software, technology, and research methodologies
      used by FieldSource (other than those supplied by CRI or its clients), to
      render the Services and the Proprietary Products are and shall be solely
      owned by Greenfield Online and CRI shall not acquire any interest in and
      to the panel, sample sources, software, technology or such methodologies
      as a result of this Agreement. CRI agrees that during the Term of this
      Agreement (including any Renewal Term) and for three (3) years after its
      expiration, it will not initiate, participate in, or render assistance in
      any action or proceeding to contest, overturn, or invalidate any of
      Greenfield Online's intellectual property then existing or developed,
      including patents, trademarks, and copyrights.

3.    Exclusivity:

      3.1   During the Term of this Agreement (the "Term") CRI will purchase the
            Services exclusively from FieldSource, subject to the exceptions
            described below.


                                       4
<PAGE>
      3.2   CRI shall be entitled to purchase the Services from sources other
            than FieldSource if:

            3.2.1 CRI's client or other end user specifies that another source
                  be utilized;

            3.2.2 FieldSource is unable to satisfy the project's requirements,
                  including those related to price, sample size, incidence,
                  and/or delivery time. If the project's requirements are
                  subsequently changed CRI must again offer the project to
                  FieldSource before offering it to another source. In that case
                  FieldSource must notify CRI that it accepts the revised
                  requirements within the time exigencies established by the
                  client's needs, or CRI may offer the project to another
                  source.

4.    Trademark Usage: Should the parties agree to use each others Business
      Marks, they will enter into an Addendum to this Agreement.

5.    Fees:

      5.1.  Revenue Commitments:

            5.1.1. Minimum Purchases: CRI has committed to purchase no less than
                  $[****] of Services as described in Section 1, during each
                  year of the Initial Term and each Renewal Term (the "Minimum
                  Purchase"). For the purposes of this Section 5 Minimum
                  Purchases shall be defined as the total cost of Services on
                  the date the order is placed, adjusted for any later
                  cancellations, postponements or changes in scope, but not
                  adjusted for accrual revenue recognition or timing of invoices
                  or payments. For the purposes of calculating the Minimum
                  Purchases made during the first [****] period of the Term, all
                  purchases made from January 1, 2001 shall be included.

            5.1.2. Economic Contingency: If during any year of the Term CRI
                  anticipates that its yearly purchases of online marketing
                  research data and services will fall below $[****], then it
                  shall so notify GFOL. [****].

            5.1.3. Discounts: FieldSource shall provide the Services to CRI at a
                  [****]% discount off the prevailing FieldSource fees
                  established at the time a price for the Service is quoted. The
                  current FieldSource pricing, before applying any discounts for
                  the Full Service and the Sample Services, are attached hereto
                  as Exhibits A and B, respectively. The prices listed on
                  Exhibits A and B shall remain in effect for [****] and will be
                  subject to [****], uniformly applied by FieldSource, provided
                  that if such [****]. For Services that do not meet the pricing
                  specifications listed on Exhibits A and B, FieldSource will
                  price the Service in the ordinary course of business and then
                  apply the discount.

            5.1.4. Qualifying Purchases: CRI shall receive credit against its
                  yearly Minimum Purchases only for purchases of the Service
                  which have a start date that is no more than [****] days from
                  the end of the [****] period in which they were purchased.
                  Where Services purchased during a [****] period are cancelled,
                  postponed or reduced in scope after the close of that year,
                  there will be a retroactive adjustment to the prior year's
                  purchases, which may result in additional revenue
                  Reconciliation Payments.


                                       5
<PAGE>
            5.1.5. [****] Reconciliation: At the end of each [****] period
                  during the Term CRI will make a cash payment (each a
                  "Reconciliation Payment") to FieldSource equal to the
                  difference between (1) the contract-to-date Minimum Purchases
                  and (2) the sum of (a) the contract price of all Services
                  purchased contract-to-date and (b) any Reconciliation Payments
                  which are forfeited. CRI may, at its election, chose to add
                  the amount of the Reconciliation Payment [****] to the Minimum
                  Purchase amounts for the succeeding [****] period (a "Roll
                  Forward"), provided that CRI (i) makes a cash payment of the
                  entire shortfall within 30 days of the end of the period as a
                  pre-payment toward Services purchased in the next [****]
                  period, and (ii) any such prepayment will be credited toward
                  purchases in the next [****] period only after that period's
                  Minimum Purchase level has been met. Reconciliation Payments
                  will be forfeited to FieldSource by the amount that the
                  contract-to-date shortfall at the close of any [****] period
                  exceeds $[****] and due to any unused credit not used in the
                  subsequent [****] period.

            5.1.6. Final Reconciliation: There will be a Final Reconciliation
                  Payment at the cancellation, termination or lapse of the
                  contract equal to the difference between (1) the product of
                  (i) the number of full or partial [****] periods having
                  elapsed as of the date of cancellation, termination or lapse
                  and (ii) $[****], and (2) the result of adding (x) the actual
                  purchases made through the date of cancellation, termination
                  or lapse, and (y) all forfeited Reconciliation Payments.

6.    Payment Terms/Stopped Work:

      6.1.  Payment Terms: All invoices are due within thirty (30) days of the
            invoice date. All amounts outstanding beyond thirty (30) days of the
            invoice date will be subject to a finance charge of 1.5% per month.
            Two-thirds of the total project cost will be invoiced upon receipt
            of the study addendum signed by the client and one-third (subject to
            increases as a result of changes in specifications such as study
            length, incidence, delivery time, and number of respondents) will be
            invoiced upon completion of the project. CRI agrees that two-thirds
            of the total project cost will be earned by FieldSource upon the
            programming of the survey and its distribution to the field.

      6.2.  Stopped Work:

            6.2.1. Full Service. Unless otherwise agreed to in the addendum for
                  a specific study, should any study be cancelled or postponed,
                  CRI agrees to compensate FieldSource for: (i) two-thirds of
                  the contract price for all Services where FieldSource has
                  programmed the survey and placed it into the field, or the
                  reasonable value of all work performed by FieldSource through
                  the effective date of such cancellation, whichever is greater,
                  or (ii) where FieldSource has not programmed the survey and
                  placed it into the field the reasonable value of all work
                  performed by FieldSource through the effective date of
                  cancellation.

            6.2.2. Sample Services. Unless otherwise agreed to in the addendum
                  for a specific study, should CRI desire to cancel or postpone
                  any Sample Services it shall compensate FieldSource for (i) in
                  the case of Sample Services cancelled or postponed within five
                  (5) days of their scheduled start date, an amount equal to
                  [****] of the contract price, or (ii) for Sample


                                       6
<PAGE>
                  Services already underway, the cost of all qualified
                  Respondents delivered by FieldSource to a point in time [****]
                  after receipt of a written or emailed notice of cancellation,
                  provided that notice of cancellation is delivered by CRI
                  Monday through Friday (excluding Federal and Connecticut
                  statutory holidays), during normal business hours. If notice
                  of cancellation is not delivered during normal business hours,
                  the notice shall be deemed to have been delivered as of the
                  beginning of the next succeeding business day.

            6.2.3. Stopped Work Does Note Effect Guarantee: CRI agrees that its
                  right to stop or cancel work does not relieve if from the
                  obligation to purchase and pay for the Minimum Purchases.

7.    Transfer of [****] Account: Greenfield Online has spent significant time
      and resources developing a client relationship with [****]. CRI recognizes
      that beyond pending commitments for individual custom research projects,
      Greenfield Online does not have any written commitments from [****] for
      any level of future revenue. In consideration of the Minimum Purchase
      Commitment entered into by CRI in Section 5.2 above, Greenfield Online
      agrees that it will use its best commercial efforts to undertake the
      following actions with respect to its [****] account:

      7.1.  Introduction of CRI: Greenfield Online will introduce CRI
            representatives to its [****] contacts at the highest available
            level.

      7.2.  Recommendation of CRI: Greenfield Online will recommend that [****]
            transition all pending custom research projects to CRI, and
            recommend that [****] direct all future proposals to CRI rather than
            Greenfield Online.

      7.3.  Assurance of Continued Support: Greenfield Online will assure [****]
            that the client service team responsible for delivering online data
            to support CRI's research for [****] will be the same as the one
            used to support its own work for [****].

      7.4.  Transition Consulting: Greenfield Online will direct the account
            representative responsible for the [****] account to oversee the
            smooth transition of work from Greenfield Online to CRI.

      7.5.  Decline Future Work: After the date of this Agreement, and for so
            long as CRI complies with its obligations, Greenfield Online will
            not accept any additional custom research projects from [****], and
            after completing any pending projects which cannot be transferred to
            CRI, Greenfield Online will not perform any additional custom
            research work for [****].

      7.6.  Enforce Covenants Not to Compete: For so long as CRI complies with
            its obligations hereunder, Greenfield Online will take all necessary
            and appropriate actions, including actions for injunctive relief, to
            attempt to enforce all existing covenants not to compete between
            Greenfield Online and its current and past employees who seek to
            improperly interfere in the relationship between CRI and [****].

8.    Term of Contract and Termination:

      8.1.  Term. The Term of this Agreement shall be three (3) years (the
            "Initial Term") beginning November 1,2001 (the "Effective Date").
            This Agreement shall automatically renew (each such term a "Renewal
            Term") for successive periods of one (1) year, unless either party
            gives the other written notice of its intention


                                       7
<PAGE>
            not to renew at least sixty (60) days prior to the expiration of the
            Initial Term or Renewal Term as the case may be.

      8.2.  Notice of Termination. This Agreement may be terminated for a
            material breach (including, but not limited to, the failure of CRI
            to make any payments due under Sections 5.1.4 and 6, the breach of
            Section 3, Greenfield Online's breach of Sections 7.5 and 7.6, the
            breach of any agreement entered into pursuant to Sections 4 and 9),
            upon thirty (30) days written notice from the non-breaching party if
            the breach is not cured during such notice period.

      8.3.  Effect of Termination. Upon a termination as provided in Section 8.1
            and 8.2, all rights and duties of the parties toward each other
            shall cease except those intended to survive such termination,
            provided that in the event of a termination by Greenfield Online
            pursuant to Section 8.2 or a termination of this Agreement without
            cause by CRI, CRI shall be obliged to pay, within thirty (30) days
            of the effective date of termination the Final Reconciliation
            Payment as determined by Section 5.1.5 , all unpaid amounts for
            Services and the Cancellation Penalty set forth below:

            8.3.1. For cancellations within the first [****] period: $[****]

            8.3.2. For cancellations within the second [****] period: $[****]

            8.3.3. For cancellations within the third [****] period: $[****]

      8.4.  Notices. All notices required or permitted under this Agreement
            shall be in writing, reference this Agreement and be deemed given
            one (1) day after deposit with a commercial overnight carrier for
            overnight delivery, with written verification of receipt. All
            communications will be sent to the following addresses:

<TABLE>
<S>                                    <C>
Greenfield Online, Inc.                CRI

Keith Price                            Beth Rounds
Greenfield Online, Inc.                Custom Research Inc.
21 River Road                          8401 Golden Valley Road
Wilton, CT 06897                       Minneapolis, Minnesota 55427
203-846-5700                           763-542-0882
kprice@greenfield.com                  brounds@customresearch.com

With a Copy to:                        With a Copy to:

Jonathan A. Flatow                     Kurt Blumberg
Greenfield Online, Inc.                Custom Research Inc.
21 River Road                          8401 Golden Valley Road
Wilton, CT 06897                       Minneapolis, Minnesota 55427
T 203-846-5721                         T 763-542-0810
F 203-846-5749                         F 763-417-4555
jflatow@greenfield.com                 kblumberg@customresearch.com
</TABLE>


                                       8
<PAGE>
9.    Confidentiality:

      The parties shall enter into a separate Mutual Non-Disclosure Agreement to
      govern their disclosure to each other of Confidential Information.

10.   NO GUARANTEES. There are no guarantees whatsoever made by either party as
      to the results of its efforts in connection with marketing the services of
      each other or in connection with the services each will provide or in
      connection with any potential revenues which may be received by CRI in
      connection with the transition of the [****] account. There are no
      warranties, promises, or statements made by either party except as
      specifically stated herein, or in separate addenda as described in Section
      1, with respect to any matter. Neither party has made any affirmation of
      fact or promise relating to the services or duties that have become any
      basis of this Agreement other than as stated herein, and the parties
      acknowledge that they have relied on no warranties, promises, or
      statements other than those expressly set forth in this Agreement. The
      parties acknowledge that any estimates, projections, or forecasts provided
      to it by or on behalf of the other party are only estimates and are not
      representations that such estimates will be realized.

11.   WARRANTY DISCLAIMER. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, OR
      IN SEPARATE ADDENDA AS DESCRIBED IN SECTION 1, THE PARTIES MAKE NO
      WARRANTIES HEREUNDER AND EXPRESSLY DISCLAIM ALL OTHER WARRANTIES, EXPRESS
      OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF NON-INFRINGEMENT,
      MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

12.   INDEMNIFICATION.

      12.1. By Greenfield. With respect to claims or actions against one or both
            parties by third parties insofar as such claim, demand, or action is
            attributable to the acts or omissions of FieldSource or a breach by
            FieldSource of a representation and/or warranty made in this
            Agreement, FieldSource shall (i) indemnify CRI against any
            liability, cost, loss, or expense of any kind; and (ii) hold
            harmless CRI and save it from any liability, cost, loss, or expense
            of any kind. CRI shall have the right to select and control legal
            counsel for the defense of any such claim, demand, or action and for
            any negotiations relating to any such claim, demand, or action;
            however, FieldSource must approve any settlement of any such claim,
            demand, or action to the extent that such settlement imposes any
            restrictions on or requires FieldSource to contribute financially to
            such settlement.

      12.2. By CRI. With respect to claims or actions against one or both
            parties by third parties insofar as such claim, demand, or action is
            attributable to the acts or omissions of CRI or a breach by CRI of a
            representation and/or warranty made in this Agreement, CRI shall (i)
            indemnify FieldSource against any liability, cost, loss, or expense
            of any kind; and (ii) hold harmless FieldSource and save it from any
            liability, cost, loss, or expense of any kind. FieldSource shall
            have the right to select and control legal counsel for the defense
            of any such claim, demand, or action and for any negotiations
            relating to any such claim, demand, or action; however, CRI must
            approve any settlement of any such claim,


                                       9
<PAGE>
            demand, or action to the extent that such settlement imposes any
            restrictions on or requires CRI to contribute financially to such
            settlement.

13.   Injunctive Relief. CRI agrees that the breach of its obligations under
      Sections 1.3 and 2 will cause irreparable harm to Greenfield Online. Each
      party agrees that money damages would not be a sufficient remedy for a
      breach of these Sections of the Agreement and that in addition to any
      other remedies available at law, Greenfield shall be entitled to specific
      performance and injunctive or other equitable relief, without the
      necessity for the positing of any bond or security, as a remedy for any
      such breach.

14.   Prevailing Party. If any legal action or other proceeding is brought in
      order to enforce the terms of this Agreement or collect monies due
      hereunder the prevailing party shall be entitled to recover its reasonable
      attorneys' fees and other costs incurred in bringing such action or
      proceeding, in addition to any other relief to which such party may be
      entitled.

15.   Assignment and Transfer. The parties shall not assign or transfer this
      Agreement without the express prior written consent of the other, which
      consent shall not be unreasonably withheld, provided that Greenfield
      Online and CRI may assign this Agreement to any successor corporation by
      merger, acquisition, or otherwise.

16.   Governing Law Choice of Venue. This Agreement shall be governed by and
      interpreted in accordance with the laws of the State of Connecticut
      without reference to its principles of conflicts of law. All actions
      arising out of this Agreement shall be brought in Federal or State courts
      within the District of Connecticut.

                       ******Signature Pages Follow******


                                       10
<PAGE>
IN WITNESS WHEREOF, FieldSource and CRI have caused duplicate originals of this
Agreement to be executed on the date(s) set forth below:

<TABLE>
<S>                                       <C>
CRI                                       Greenfield Online, Inc.


-----------------------------------       -------------------------------------
                                          Dean Wiltse
Its                                       President & CEO
    -------------------------------
Duly Authorized

Date:                                     Date:
      ----------------------                    -----------------------
</TABLE>


                                       11
<PAGE>
                    FIRST AMENDMENT TO FIELDSOURCE AGREEMENT
                                 January 1, 2003


      This First Amendment amends that certain FieldSource Agreement (the
"Agreement"), dated October 31, 2001, by and between Greenfield Online, Inc., a
Delaware corporation with its principal place of business at 21 River Road,
Wilton, CT ("FieldSource" or "GFOL"), and Custom Research Inc., a Minnesota
corporation with its principal offices at 8401 Golden Valley Road, Minneapolis,
Minnesota ("CRI").

Unless defined herein all capitalized terms used herein will have the same
meanings as are set forth in the main body of the Agreement.

      1.    Section 5.17 is added as follows:

            5.1.7. Rebates for 2003: In the event that the Total Qualifying
                  Revenues for the for calendar year 2003 are equal to $[****]
                  or more GFOL will pay to CRI Rebates on the Total Qualifying
                  Revenue at the levels listed below. The Rebates listed below
                  accumulate so that the total potential Rebates in the Term
                  could be in excess of $[****]. Rebates shall be paid on or
                  before March 1, 2004.

<TABLE>
<CAPTION>
                        Aggregate Purchases     Rebate %       Rebate Amount
                        -------------------     --------       -------------
<S>                                             <C>            <C>
                        $[****]                 [****]%        $[****]
                        $[****]                 [****]%        $[****]
                        $[****]                 [****]%        $[****]
                        $[****]                 [****]%        $[****]
                        TOTAL REBATES           [****]%        $[****]
</TABLE>

                        "Qualifying Revenue". Qualifying Revenue shall include
                        all Services purchased by CRI and performed by GFOL
                        within the 2003 calendar year, and shall not include
                        pass-through expenses such as respondent incentives and
                        data processing costs.

                        "Total Qualifying Revenue". Total Qualifying Revenue
                        shall be defined as the aggregate of all Services
                        purchased by CRI and performed by GFOL within the 2003
                        calendar year, and shall not include pass-through
                        expenses such as respondent incentives and data
                        processing costs.

      2.    This First Amendment may be executed in any number of duplicate
            counterparts, each of which shall be deemed an original and all of
            which together shall constitute one and the same instrument. Any
            counterpart signature delivered by facsimile transmission shall be
            deemed to be and have the same force and effect as an originally
            executed

      3.    No other term or provision of the Agreement is amended hereby, and
            all other terms of the Agreement as originally executed by the
            parties will remain in force.
<PAGE>
IN WITNESS WHEREOF, the parties to the Asset Agreement, intending to be legally
bound, hereby adopt the foregoing Amendment this 1st day of January, 2003.

<TABLE>
<S>                                      <C>
GREENFIELD ONLINE, INC.                  CRI


By:                                      By:
   -------------------------------          -----------------------------------

Title:                                   Title:
      ----------------------------             --------------------------------
</TABLE>