Exhibit 10(p)

                              TERM PROMISSORY NOTE

                                                              New York, New York
$2,000,000.00                                                  February 20, 2002

     FOR VALUE RECEIVED, the undersigned unconditionally (and if more than one,
jointly and severally) promises to pay to the order of JPMORGAN CHASE BANK
("CHASE" or the "BANK"), at its office located at 1166 Avenue of the Americas,
New York, New York 10036, or to such other address as the holder hereof may
notify the undersigned, the principal amount of Two Million Dollars ($2,000,000)
(the "LOAN").

     This Note includes all Schedules and Riders attached hereto.

     The entire outstanding amount of principal, together with any unpaid
interest and any other amounts due on or under this Note shall be due on
December 31, 2006 (the "MATURITY DATE"). The principal amount of this Note shall
be payable in twenty (20) equal quarterly installments of $100,000.00 on each
March 31, June 30, September 30 and December 31 occurring after the date hereof,
commencing on March 31, 2002, with the last such installment due and payable on
the Maturity Date.

     1.   DEFINITIONS. As used in this Note:

     "BANKING DAY" means any day on which commercial banks are not authorized or
required to close in New York and whenever such day relates to a Euro Rate Loan
or notice with respect to any Euro Rate Loan, a day on which dealings in U.S.
dollar deposits are also carried out in the London interbank market.

     "CASH FLOW COVERAGE RATIO" means, in respect of the period for which the
computation is being made, which period shall in each case consist of a
twelve-month period ending on the last day of a Fiscal Quarter, the ratio of (i)
Measured Cash Flow to (ii) the sum of all payments of principal, interest and
capital lease obligations, including sinking fund payments and redemptions,
which the undersigned is contractually required to pay during such period.

     "CONSOLIDATED CURRENT ASSETS" means, in respect of the undersigned, all of
its current assets and the current assets of its Subsidiaries (if any) on a
consolidated basis which should, in accordance with GAAP, be classified as
current assets.

     "CONSOLIDATED CURRENT LIABILITIES" means, in respect of the undersigned,
all of its current liabilities and the current liabilities of its Subsidiaries
(if any) on a consolidated basis which should, in accordance with GAAP, be
classified as current liabilities.

     "CONSOLIDATED TANGIBLE NET WORTH" means, in respect of a Person, the
consolidated stockholders' equity in such Person and its Subsidiaries determined
in accordance with GAAP, except that there shall be deducted therefrom all
intangible assets (other than leasehold
<PAGE>

                                                                               2


improvements) of such Person and its Subsidiaries, such as organization costs,
unamortized debt discount and expense, goodwill, patents, trademarks,
copyrights, contractual franchises, and research and development expenses.

     "DEBT" of any Person means (i) all obligations of such Person for borrowed
money (including in the case of the undersigned the aggregate outstanding amount
of the Loan) or the deferred purchase price of property or services, (ii) all
obligations of such Person evidenced by bonds, notes, debentures, drafts or
similar instruments or securities, (iii) indebtedness for borrowed money or the
deferred purchase price of property or services secured by any lien existing on
property owned or acquired by such Person, whether or not the indebtedness
secured thereby shall have been incurred or assumed by such Person, (iv) all
capitalized lease obligations of such Person, (v) the undrawn amount of all
letters of credit issued for the account of such Person, and (vi) all guaranties
and other contingent obligations of such Person in respect of obligations and
liabilities of others referred to in clauses (i)-(v) above.

     "EURO RATE" means, for any Fixed Rate Loan based upon the LIBOR Rate for
any Interest Period therefor, a rate per annum (rounded upwards, if necessary,
to the nearest 1/16 of 1%) to be equal to the quotient of (i) the LIBOR Rate for
such Loan for such Interest Period, divided by (ii) one minus the Reserve
Requirement for such Loan for such Interest Period, plus three and one-half
percent (3.5%).

     "FEDERAL FUNDS RATE" means, for any day, the rate per annum equal to the
weighted average of the rates on overnight Federal Funds transactions as
published by the Federal Reserve Bank of New York for such day (or if such day
is not a Banking Day, for the immediately preceding Banking Day).

     "FISCAL QUARTER" means the undersigned's fiscal quarter consisting of a
three-month period, ending on each March 31, June 30, September 30 and December
31.

     "FISCAL YEAR" means the undersigned's fiscal year consisting of a
twelve-month period ending on each December 31.

     "GAAP" means generally accepted accounting principles in the United States
of America as in effect on the date hereof and from time to time hereafter
consistently applied.

     "INTEREST PERIOD" means with respect to any Euro Rate Loan, the period as
Chase may offer and as the Borrower may select, commencing on the first date of
such period and ending on the numerically corresponding day in the first, second
or third calendar month thereafter, provided that each such Interest Period
which commences on the last Banking Day of a calendar month (or on any day for
which there is no numerically corresponding day in the appropriate subsequent
calendar month) shall end on the last Banking Day of the appropriate subsequent
calendar month. In no event shall an Interest Period have a duration of less
than one month or extend beyond the Maturity Date. "INTEREST PERIOD" means (i)
means with respect to Money Market Rate Loans, for any single borrowing, the
period for which such borrowing is offered, and (ii) with respect to the
Variable Rate, the period for which such rate is applicable.
<PAGE>

                                                                               3


     "LIBOR RATE" means the rate per annum (rounded upwards, if necessary, to
the nearest 1/16 of 1%) quoted by the London office of Chase at approximately
11:00 a.m. London time (or as soon thereafter as practicable) on the second
Business Day prior to the commencement of an Interest Period for the offering by
Chase to leading banks in the London interbank market of United States dollar
deposits having a term comparable to such Interest Period and in an amount
comparable to the principal amount of the relevant Fixed Rate Loan.

     "MEASURED CASH FLOW" means the sum of the following items measured on a
consolidated basis for the undersigned and its Subsidiaries (if any) for any
twelve-month period ending on the last day of a Fiscal Quarter:

     (i) net income,

     plus  (ii)  depreciation and all other non-cash charges to income not
                 affecting working capital,

     minus (iii) all cash or asset dividends on capital stock,

     minus (iv)  all capital expenditures,

     plus  (v)   increases in long term debt which shall have been applied to
                 capital expenditures and approved in advance by Chase,

     plus  (vi)  the net proceeds of all equity issuances (other than equity
                 issued to the undersigned or any of its Subsidiaries).

     "MONEY MARKET RATE" means if offered, a rate of interest per annum as
offered by Chase from time to time on any single commercial borrowing for a
period of up to ninety (90) days. The Money Market Rate of interest available
for any subsequent borrowings may differ since Money Market Rates may fluctuate
on a daily basis.

     "PERSON" means an individual, a corporation, a company, a voluntary
association, a partnership, a trust, an unincorporated organization or a
government or any agency, instrumentality or political subdivision thereof.

     "REGULATION D" means Regulation D of the Board of Governors of the Federal
Reserve System as the same may be amended or supplemented from time to time.

     "REGULATORY CHANGE" means any change after the date hereof in United States
federal, state or foreign laws or regulations (including Regulation D) or the
adoption or making after such date of any interpretations, directives or
requests applying to a class of banks including the Bank of or under any United
States federal or state, or any foreign, laws or regulations (whether or not
having the force of law) by any court or governmental or monetary authority
charged with the interpretation or administration thereof.

         "RESERVE REQUIREMENT" means, for any Euro Rate Loan for any Interest
Period therefor, the average maximum rate at which reserves (including any
marginal, supplemental or
<PAGE>

                                                                               4


emergency reserves) are required to be maintained during such Interest Period
under Regulation D by member banks of the Federal Reserve System in New York
City with deposits exceeding $5,000,000,000 against "Eurocurrency liabilities"
(as such term is used in Regulation D). Without limiting the effect of the
foregoing, the Reserve Requirement shall reflect any other reserves required to
be maintained by such member banks by reason of any Regulatory Change against
(x) any category of liabilities which includes deposits by reference to which
the Euro Rate is to be determined or (y) any category of extensions of credit or
other assets which includes a Euro Rate Loan. The Reserve Requirement shall be
adjusted automatically on and as of the effective date of any change in any
reserve percentage.

     "SUBORDINATED DEBT" means all indebtedness owing under the subordinated
notes issued by the undersigned to SVP, S.A. pursuant to Note and Warrant
Purchase Agreements, dated as of November 26, 1996 and as of August 25, 1997,
respectively, among FIND/SVP, Inc., FIND/SVP Published Products, Inc., FIND/SVP
Internet Services, Inc. and SVP, S.A.

     "SUBSIDIARY" of a Person means any corporation or other entity of which at
least a majority of the securities or other ownership interests having ordinary
voting power (absolutely or contingently) for the election of directors or other
persons performing similar functions are at the time owned directly or
indirectly by such Person.

     2.   FEE. The undersigned promises to pay to Chase an upfront fee of
$10,000 on the date of this Note.

     3.   INTEREST. The undersigned promises to pay interest on the unpaid
principal balance of this Note from and including the date hereof until paid in
full (before as well as after judgment) at the following applicable rates, as
may be offered by Chase and selected by the undersigned:

     Variable Rate: A rate of interest per year which shall automatically
                    increase or decrease from time to time so that at all times
                    such rate shall remain equal to the higher of the Federal
                    Funds Rate and that rate of interest from time to time
                    announced by Chase at its head office as its prime
                    commercial lending rate (the "PRIME RATE"), in each case
                    plus one and one-quarter percent (1.25%). Changes in the
                    rate of interest hereunder shall be effective as of and for
                    the entire day on which such change in the Federal Funds
                    Rate or the Prime Rate becomes effective;

     and

     Fixed Rate:     A rate per year for each Interest Period equal to either
                     the Euro Rate or the Money Market Rate.

     Unless three Business Days prior to the expiration of an Interest Period,
the undersigned requests and Chase quotes a new Fixed
<PAGE>


                                                                               5

Rate for a subsequent Interest Period on an existing Fixed Rate Loan, such Fixed
Rate Loan shall automatically convert to the Variable Rate on the day
immediately following the last day of the current Interest Period.

     Notwithstanding any other provision herein to the contrary, the undersigned
shall not be entitled to (i) have more than three different Interest Periods
outstanding at any one time or (ii) select or renew an Interest Period for a
Fixed Rate Loan (a) at any time an Event of Default (as hereinafter defined) has
occurred and is continuing or (b) which would prevent the undersigned from
making a regularly scheduled principal payment without Section 7 hereof being
applicable to such payment.

     Interest shall be payable in arrears (a) as to a Variable Rate Loan, on the
first day of each month and (b) as to a Fixed Rate Loan, on the last day of each
Interest Period, or if such Interest Period is more than three months, then on
the three-month anniversary of the date of the commencement of such Interest
Period and on the last day of such Interest Period, unless otherwise specified
on a Rider attached hereto, (c) on the Maturity Date, and (d) on the date of any
prepayment of principal (but only with respect to the amount so prepaid).
Interest shall be calculated on the Loan on the basis of a year of 360 days and
payable for the actual number of days elapsed.

     After the occurrence of an Event of Default set forth below, Chase, at its
option, by written notice to the undersigned, may increase the interest rate on
this Note by an additional two percent (2%) per year, effective on the date of
such notice.

     4.   BORROWINGS AND PAYMENTS. The undersigned shall give Chase notice by
12:00 noon New York City time three (3) Banking Days prior to each request for a
Fixed Rate Loan and by 12:00 noon New York City time on the date of each request
for a Variable Rate Loan; PROVIDED that each Fixed Rate Loan shall be in a
minimum amount equal to at least $500,000.

     All payments under this Note shall be made in lawful money of the United
States of America and in immediately available funds at Chase's office specified
above. Chase may (but shall not be obligated to) debit the amount of any payment
(principal, interest or otherwise) under this Note when due to the deposit
accounts of the undersigned with Chase listed below. This Note may be prepaid
without penalty or premium unless otherwise specified herein. All prepayments
shall be in a minimum amount equal to the lesser of $100,000 or the unpaid
principal amount of this Note. Chase may apply any money received or collected
for payment of this Note to the principal of, interest on or any other amount
payable under, this Note in any order that Chase may elect.

     All amounts payable hereunder shall be made without set-off or counterclaim
and clear of and without deduction for any and all taxes, registration fees,
duties, levies or any other deductions or withholdings whatsoever imposed,
collected or made with respect to this Note. In the event the undersigned or
Chase is compelled by applicable law to pay or deduct any such amounts, the
undersigned shall pay to Chase such additional amounts to insure that Chase
receives for its own account the full amount it otherwise would have received in
the absence of any such deductions.
<PAGE>

                                                                               6


     Whenever any payment to be made hereunder (including principal and
interest) shall be stated to be due on a day other than a Banking Day, that
payment will be due on the next following Banking Day, and any extension of time
shall in each case be included in the computation of interest payable on this
Note.

     If any payment (principal, interest or otherwise) shall not be paid when
due, other than a payment of the entire principal balance of the Note due upon
acceleration after default, to the extent permitted by applicable law, the
undersigned shall pay a late payment charge equal to five percent (5%) of the
amount of such delinquent payment, provided that the amount of such late payment
charge shall be not less than $25 nor more than $500.

     5.   ADDITIONAL COSTS. If as a result of any Regulatory Change, Chase
determines (which determination shall be conclusive) that the cost to Chase of
making or maintaining the Loan is increased, or any amount received or
receivable by Chase hereunder is reduced, or Chase is required to make any
payment (including without limitation in connection with any taxes, reserves or
capital adequacy requirements or assessments) in connection with any transaction
contemplated hereby, then the undersigned shall pay to Chase on demand such
additional amount or amounts as Chase determines will compensate Chase for such
increased cost, reduction or payment. Chase will, within 90 days after such
demand, provide the undersigned with a statement setting forth the calculation
of such additional amount or amounts; PROVIDED, HOWEVER, the failure of Chase to
provide such statement shall not relieve the undersigned of its payment
obligation.

     6.   UNAVAILABILITY, INADEQUACY OR ILLEGALITY. Anything herein to the
contrary notwithstanding, if Chase determines (which determination shall be
conclusive) that

          (a) quotations of interest rates for the relevant deposits referred to
in the definition of Euro Rate are not being provided in the relevant amounts or
for the relevant maturities for purposes of determining the rate of interest for
a Fixed Rate Loan; or

          (b) the definition of Euro Rate does not adequately cover the cost to
Chase of making or maintaining a Fixed Rate Loan; or

          (c) if it becomes unlawful for Chase or its lending office to make,
convert or maintain the Loan,

Chase shall promptly notify the undersigned, and Chase shall not make, convert
or maintain the Loan and the Loan outstanding shall be prepaid on demand,
together with interest and any amounts due under the CERTAIN COMPENSATION
section below.

     7. CERTAIN COMPENSATION (FIXED RATE LOAN ONLY). If for any reason there is
a principal payment of the Loan on a date other than the last day of the
Interest Period thereof (whether by demand, prepayment, or otherwise) or a
failure to borrow on the date specified for borrowing, the undersigned will pay
to Chase on demand such amount or amounts as shall be sufficient (in the
reasonable opinion of Chase) to compensate Chase for any loss, cost or expense
which Chase determines is attributable to such payment or such failure to
borrow; PROVIDED that
<PAGE>
                                                                               7


Chase shall have delivered to the undersigned a certificate as to the amount of
such loss, cost or expense setting forth in reasonable detail the calculation
thereof, which shall be presumptively correct if made in good faith on a
reasonable basis.

     8.   USE OF PROCEEDS. The proceeds of the Loan shall be used to pay in full
(a) the indebtedness outstanding on the date hereof under the Term Promissory
Note, dated August 1, 2000, issued by the undersigned to Chase, and (b) the
Subordinated Debt.

     9.   AUTHORIZATIONS. The undersigned hereby authorizes Chase to make the
Loan and disburse the proceeds thereof to the account listed below and to make
repayments of such Loan by debiting such account upon oral, telephonic or
telecopied instructions made by any person purporting to be an officer or agent
of the undersigned who is empowered to make such requests and give such
instructions. The undersigned may amend these instructions, from time to time,
effective upon actual receipt of the amendment by Chase. Chase shall not be
responsible for the authority, or lack of authority, of any person giving such
telephonic instructions to Chase pursuant to these provisions. By executing this
Note, the undersigned agrees to be bound to repay the Loan obtained hereunder as
reflected on Chase's books and records and made in accordance with these
authorizations, regardless of the actual receipt of the proceeds thereof.

     10.  RECORDS. The interest rate of the Loan and the date of each change
thereof, the date and amount of each payment of principal of the Loan, and the
then outstanding principal balance of the Loan, shall be recorded by Chase on
its books and prior to any transfer of this Note (or, at the discretion of Chase
at any other time), endorsed by Chase on a schedule attached or any continuation
of such schedule. Any such endorsement shall be conclusive absent manifest
error.

     11.  REPRESENTATIONS AND WARRANTIES. The undersigned represents and
warrants upon the execution and delivery of this Note that: (a) it is duly
organized and validly existing under the laws of the jurisdiction of its
organization or incorporation and, if relevant under such laws, in good
standing; (b) it has the power to execute and deliver this Note and to perform
its obligations hereunder and has taken all necessary action to authorize such
execution, delivery and performance; (c) such execution, delivery and
performance do not violate or conflict with any law applicable to it, any
provision of its organizational documents, any order or judgment of any court or
other agency of government applicable to it or any of its assets or any material
contractual restriction binding on or materially affecting it or any of its
assets; (d) to the best of undersigned's knowledge, all governmental and other
consents that are required to have been obtained by it with respect to this Note
have been obtained and are in full force and effect and all conditions of any
such consents have been complied with; (e) its obligations under this Note
constitute its legal, valid and binding obligations, enforceable in accordance
with its terms except to the extent that such enforcement may be limited by
applicable bankruptcy, insolvency or other similar laws affecting creditors'
rights generally; (f) all financial statements and related information furnished
and to be furnished to Chase from time to time by the undersigned are true and
complete and fairly present the financial or other information stated therein as
at such dates or for the periods covered thereby; (g) there are no actions,
suits, proceedings or investigations pending or, to the knowledge of the
undersigned, threatened against or affecting the undersigned before any court,
governmental agency or arbitrator, which involve forfeiture of any assets of the
<PAGE>

                                                                               8


undersigned or which may materially adversely affect the financial condition,
operations, properties or business of the undersigned or the ability of the
undersigned to perform its obligations under this Note; and (h) there has been
no material adverse change in the financial condition of the undersigned since
the date of the most recent audited annual financial statements.

     12.  AFFIRMATIVE COVENANTS. The undersigned agrees that it shall:

          (a) Furnish to Chase, within 120 days after and as at the close of
each Fiscal Year, a consolidated (and consolidating) balance sheet(s) of the
undersigned and its consolidated Subsidiaries, and consolidated (and
consolidating) statements of income, cash flows and changes in shareholders'
equity of the undersigned and its consolidated Subsidiaries, prepared in
accordance with GAAP consistently applied, on an audit basis, prepared by
Deloitte & Touche LLP, or other independent public accounting firm satisfactory
to Chase, and accompanied by a satisfactory report of such accountants which
shall not contain any qualification of opinion or disclaimer;

          (b) Furnish to Chase, within 60 days after the end of each Fiscal
Quarter, a consolidated (and consolidating) balance sheet(s) of the undersigned
and its consolidated Subsidiaries as at the end of each such quarter and related
consolidated (and consolidating) statements of income, cash flow and changes in
shareholders' equity of the undersigned and its consolidated Subsidiaries for
such Fiscal Quarter and from the beginning of such Fiscal Year to the end of
such Fiscal Quarter, together with comparisons to the previous year, if
appropriate, and to budget projections, prepared in conformity with GAAP
consistently applied, and certified by an appropriate financial officer of the
undersigned;

          (c) Furnish to Chase, concurrently with the delivery of the financial
statements specified in paragraphs (a) and (b) above, a certificate of the
principal financial officer, the controller, the treasurer or an assistant
treasurer of the undersigned (i) stating whether he has any knowledge of the
occurrence at any time on or prior to the date of such certificate of any Event
of Default or any event that, with the giving of notice or the lapse of time or
both, would constitute an Event of Default, and if so, stating the facts with
respect thereto, and (ii) setting forth in a true and correct manner the
calculation of each of the financial covenants set forth in Section 14 of this
Agreement, as of the date of the most recent financial statements accompanying
such certificate, to show the undersigned's compliance with or the status of
each financial covenant contained in such Section;

          (d) Furnish to Chase, within 20 days after the end of each month, a
statement of accounts receivable, to be in form and substance satisfactory to
Chase;

          (e) Furnish to Chase, on or before April 1 of each Fiscal Year, the
undersigned's projected income statement and balance sheet for such Fiscal Year
(and for each Fiscal Quarter during such Fiscal Year), to be in form and
substance satisfactory to Chase.

          (f) Furnish to Chase such other books, records and reports as Chase
may from time to time reasonably request;
<PAGE>

                                                                               9


          (g) Permit representatives of Chase to visit and inspect any of the
properties of the undersigned and its Subsidiaries, examine its corporate books
and records, and to make extracts or copies of such books and records, and
discuss its affairs, finances and accounts with its officers, accountants and
agents, PROVIDED that the foregoing shall only be done at reasonable times and
with not more than reasonable frequency, and PROVIDED FURTHER that the
reasonable cost of such inspections and examinations shall be paid by the
undersigned;

          (h) Cause to be paid and discharged all obligations when due and all
lawful taxes, assessments and governmental charges or levies imposed upon the
undersigned or any of its Subsidiaries, or upon any property, real, personal or
mixed, belonging to the undersigned or its Subsidiaries, or upon any part
thereof, before the same shall become in default, as well as lawful claims for
labor, materials and supplies which, if unpaid, might become a lien or charge
upon such property or any part thereof; PROVIDED, HOWEVER, that neither the
undersigned nor any such Subsidiary shall be required to cause to be paid and
discharged any such obligation, tax, assessment, charge, levy or claim so long
as the validity thereof shall be contested in the normal course of business and
in good faith;

          (i) Maintain with financially sound, reputable and duly licensed
insurers, insurance of the kinds, covering the risks and in the relative
proportionate amounts usually carried by similar companies in similar localities
or as may otherwise be expressly required by Chase from time to time; and

          (j) Promptly notify Chase in writing with full details if any event
occurs or any condition exists which constitutes, or which but for a requirement
of lapse of time or giving of notice or both would constitute, an Event of
Default under this Note or which might materially and adversely affect the
financial condition or operations of the undersigned or any of its Subsidiaries.

     13.  NEGATIVE COVENANTS. The undersigned agrees that it shall not, and
          shall not permit any of its Subsidiaries to:

          (a) Incur, create, permit to exist or assume, directly or indirectly,
any Debt other than (i) Debt to Chase, (ii) trade indebtedness (which shall not
include any borrowing, trade acceptances or notes given in settlement of trade
indebtedness) incurred in the ordinary course of business and not more than 30
days overdue, and (iii) indebtedness related to liens permitted by clause
(b)(ii) below;

          (b) Pledge or encumber any of its assets, except (i) mortgages, liens,
security interests or encumbrances granted to Chase and (ii) liens on personal
property incurred in connection with a capital lease entered into by the
undersigned as lessee in the ordinary course of business, PROVIDED that any such
liens are created contemporaneously with the leasing of such personal property
and attach only to the property so leased;

          (c) Loan or make advances to, or guarantee, endorse or otherwise be or
become liable or contingently liable in connection with the obligations or
indebtedness of, any other Person, directly or indirectly;
<PAGE>

                                                                              10


          (d) Make or permit to be made any material change in the character,
management or direction of the undersigned's business or operations (including,
but not limited to, a change in its executive management or in the ownership of
its capital stock which effects a change in the control of any such business or
operations), which is not satisfactory to Chase;

          (e) Be in violation of any law or regulation, order, writ, injunction
or decree of any court or governmental instrumentality or in breach of any
agreement or instrument to which the undersigned or any of its Subsidiaries is
subject or in default thereunder;

          (f) Enter into or be a party to any merger, consolidation,
reorganization, exchange of stock or assets, unless the undersigned is the
surviving corporation and as such satisfies all of the covenants contained
herein; PROVIDED, HOWEVER, the undersigned will not permit any corporation to
merge into the undersigned or acquire any assets in exchange for securities of
the undersigned if immediately after such merger or asset acquisition, assuming
full conversion of any convertible securities issued in connection therewith,
the shareholders of the corporation merged into the undersigned or any
Subsidiary of the undersigned or the holders of the shares issued to acquire
such assets would hold 50% or more of the voting power of the undersigned or any
of its Subsidiaries;

          (g) Sell, lease, assign, transfer or otherwise dispose of any of the
assets of the undersigned or of any of its Subsidiaries (including stock of a
Subsidiary), except: (i) for inventory disposed of in the ordinary course of
business; (ii) the sale or other disposition of assets no longer used or useful
in the conduct of its business; and (iii) that any such Subsidiary may sell,
lease, assign, or otherwise transfer its assets to the undersigned; and

          (h) Make or hold any investment in any securities of any kind other
than ownership of stock of its Subsidiaries, be or become a party to any joint
venture or partnership, or make or keep outstanding any advance or loan except
as permitted hereunder and those securities held on the date hereof and
disclosed in writing to Chase.

     14. FINANCIAL COVENANTS. The undersigned shall maintain at all times
(unless otherwise stated) the following financial covenants and ratios:

          (a) Debt to Consolidated Tangible Net Worth of not more than 2 to 1;

          (b) Consolidated Current Assets to Consolidated Current Liabilities of
not less than 1.25 to 1;

          (c) Consolidated Tangible Net Worth of not less than $4,000,000; and

          (d) Cash Flow Coverage Ratio of not less than 1.25 to 1, to be
measured at the end of each Fiscal Quarter.

     15. SECURITY. As collateral security for the payment of this Note and of
any and all other obligations and liabilities of the undersigned to Chase, now
existing or hereafter arising, the undersigned grants to Chase a security
interest in and a lien upon and right of offset against all moneys, deposit
balances, securities or other property or interest therein of the undersigned
now

<PAGE>

                                                                              11


or at any time hereafter held or received by or for or left in the possession or
control of Chase or any of its affiliates, including subsidiaries, whether for
safekeeping, custody, transmission, collection, pledge or for any other or
different purpose.

     16. DEFAULT. If any of the following events of default shall occur with
respect to the undersigned (each an "EVENT OF DEFAULT"):

          (a) the undersigned shall fail to pay the principal of, or interest
on, this Note, or any other amount payable under this Note, as and when due and
payable;

          (b) any representation or warranty made or deemed made by the
undersigned in this Note or in any document granting security or support for (or
otherwise executed in connection with) this Note or by any third party
supporting or liable with respect to this Note (whether by guaranty,
subordination, grant of security or any other credit support, a "THIRD PARTY")
in any document evidencing the obligations of a Third Party (this Note and all
of the foregoing documents and all agreements, instruments or other documents
executed by the undersigned or a Third Party being the "FACILITY DOCUMENTS") or
which is contained in any certificate, document, opinion, financial or other
statement furnished at any time under or in connection with any Facility
Document, shall prove to have been incorrect in any material respect on or as of
the date made or deemed made;

          (c) the undersigned or any Third Party shall fail to perform or
observe any term, covenant or agreement contained in any Facility Document on
its part to be performed or observed (not constituting an Event of Default under
any other clause of this section), and such failure shall continue for 30
consecutive days;

          (d) the undersigned or any Third Party shall fail to pay when due any
of its Debt (including, without limitation, any Debt to Chase, other than the
Debt of the undersigned under this Agreement) or if any such Debt shall become
due and payable, or shall be capable of becoming due and payable at the option
of any holder thereof, by acceleration of its maturity, or if there shall be any
default by the undersigned or any Third Party under any agreement relating to
such Debt;

          (e) the undersigned or any Third Party: (i) shall generally not, or be
unable to, or shall admit in writing its inability to, pay its debts as such
debts become due; (ii) shall make an assignment for the benefit of creditors;
(iii) shall file a petition in bankruptcy or for any relief under any law of any
jurisdiction relating to reorganization, arrangement, readjustment of debt,
dissolution or liquidation; (iv) shall have any such petition filed against it
and the same shall remain undismissed for a period of 30 days or shall consent
or acquiesce thereto; or (v) shall have had a receiver, custodian or trustee
appointed for all or a substantial part of its property;

          (f) if the undersigned or any Third Party is an individual, such
individual shall die or be declared incompetent;

          (g) any Third Party Facility Document shall at any time and for any
reason cease to be in full force and effect or shall be declared null and void,
or its validity or
<PAGE>

                                                                              12


enforceability shall be contested by the relevant Third Party, or such Third
Party shall deny it has any further liability or obligation under any Facility
Document or shall fail to perform its obligations under any Facility Document;

          (h) any security agreement or other agreement (whether by the
undersigned or any Third Party) granting a security interest, lien, mortgage or
other encumbrance securing obligations under any Facility Document (including,
without limitation, the Security Agreement, dated December 30, 1999, by the
undersigned in favor of Chase) shall at any time and for any reason cease to
create a valid and perfected first priority security interest, lien, mortgage or
other encumbrance in or on the property purported to be subject to such
agreement or shall cease to be in full force and effect or shall be declared
null and void, or the validity or enforceability of any such agreement shall be
contested by any party to such agreement, or such party shall deny it has any
further liability or obligation under such agreement or any such party shall
fail to perform any of its obligations under such agreement;

          (i) the undersigned shall make or permit to be made any material
change in the character, management or direction of the undersigned's business
or operations (including, but not limited to, a change in its executive
management or in the ownership of its capital stock which effects a change in
the control of any such business or operations), which is not satisfactory to
Chase;

          (j) the undersigned or any Third Party shall suffer a material adverse
change in its business, financial condition, properties or prospects (including,
but not limited to, a termination of the SVP International S.A. licensing
arrangement);

          (k) any action, suit, proceeding or investigation against or affecting
the undersigned or a Third Party before any court or governmental agency which
involves forfeiture of any assets of the undersigned or a Third Party shall have
been commenced; or

          (l) one or more judgments, decrees or orders for the payment of money
in excess of $250,000 in the aggregate shall be rendered against the undersigned
and shall continue unsatisfied and in effect for a period of 30 consecutive days
without being vacated, discharged, satisfied or stayed or bonded pending appeal;

     THEN, in any such case, if Chase shall elect by notice to the undersigned,
the unpaid principal amount of this Note, together with accrued interest and any
other amounts due hereunder shall become forthwith due and payable; PROVIDED
that in the case of an event of default under clause (e) above, the unpaid
principal amount of this Note, together with accrued interest and any other
amounts due hereunder shall immediately become due and payable without any
notice or other action by Chase.

     17.  CERTAIN WAIVERS. The undersigned waive(s) presentment, notice of
dishonor, protest and any other notice or formality with respect to this Note.

     18.  COSTS. The undersigned agree(s) to reimburse Chase on demand for all
reasonable costs, expenses and charges (including, without limitation, any
taxes, fees and charges of external
<PAGE>

                                                                              13


legal counsel for Chase and costs allocated by its internal legal department) in
connection with the preparation, interpretation, administration, performance or
enforcement of this Note and the Facility Documents.

     19.  NOTICES. All notices, requests, demands or other communications to or
upon the undersigned or Chase shall be in writing and shall be deemed to be
delivered upon receipt if delivered by hand or overnight courier or five days
after mailing to the address (a) of the undersigned as set forth next to the
undersigned's execution of this Note, (b) of Chase as set forth above, or (c) of
the undersigned or Chase at such other address as the undersigned or Chase shall
specify to the other in writing.

     20.  ASSIGNMENT. This Note shall be binding upon the undersigned and its or
their successors and shall inure to the benefit of Chase and its successors and
assigns.

     21.  AMENDMENT AND WAIVER. This Note may be amended only by a writing
signed on behalf of each party and shall be effective only to the extent set
forth in that writing. No delay by Chase in exercising any power or right
hereunder shall operate as a waiver thereof or of any other power or right; nor
shall any single or partial exercise of any power or right preclude other or
future exercise thereof, or the exercise of any other power or right hereunder.

     22.  GOVERNING LAW; JURISDICTION. This Note shall be governed by and
construed in accordance with the laws of the State of New York. The undersigned
consent(s) to the nonexclusive jurisdiction and venue of the state or federal
courts located in such state. The undersigned hereby waives any objection which
it or they may now or hereafter have to the laying of venue of any suit or
action arising out of this Note in such courts and further waives any claim that
any such suit or action brought in any such court has been brought in an
inconvenient forum. In the event of a dispute hereunder, suit may be brought
against the undersigned in such courts or in any jurisdiction where the
undersigned or any of its assets may be located. Service of process by Chase in
connection with any dispute shall be binding on the undersigned if sent to the
undersigned by registered mail at the address(es) specified below or to such
further address(es) as the undersigned may specify to Chase in writing.

     23.  MAXIMUM INTEREST. Notwithstanding any other provision of this Note,
the undersigned shall not be required to pay any amount pursuant to this Note
which is in excess of the maximum amount permitted to be charged under
applicable law, and any such excess interest paid shall be refunded to the
undersigned or applied to principal owing hereunder.

     24. JURY, CERTAIN DEFENSES AND SET-OFF WAIVERS. THE UNDERSIGNED HEREBY
KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE(S) (TO THE FULLEST EXTENT
PERMITTED BY APPLICABLE LAW) ANY RIGHT TO A TRIAL BY JURY OF ANY DISPUTE ARISING
UNDER OR RELATING TO THIS NOTE OR ANY FACILITY DOCUMENT, AND AGREES THAT ANY
SUCH DISPUTE SHALL, AT CHASE'S OPTION, BE TRIED BEFORE A JUDGE SITTING WITHOUT A
JURY.
<PAGE>

                                                                              14


     IN ADDITION, THE UNDERSIGNED WAIVES THE RIGHT TO INTERPOSE ANY DEFENSE
BASED UPON ANY STATUTE OF LIMITATIONS OR ANY CLAIM OF DELAY BY CHASE AND ANY
SET-OFF OR COUNTERCLAIM OF ANY NATURE OR DESCRIPTION.


                                         CHASE ACCOUNT NO. TO BE CHARGED FOR
                                         DISBURSEMENTS AND PAYMENTS:

                                         777-789213
                                         ---------------------------------------

                                         FIND/SVP, INC.

                                         By: /s/ FRED GOLDEN
                                             -----------------------------------

                                         Print Name: FRED GOLDEN
                                                     ---------------------------
                                              Title: CHIEF FINANCIAL OFFICER

ADDRESS FOR NOTICES:
625 AVENUE OF THE AMERICAS
NEW YORK, NEW YORK 10011
TELECOPIER NO.  (212) 255-7632

<PAGE>

                                 FIND/SVP, INC.

                SECRETARY'S CERTIFICATE AS TO RESOLUTIONS, ETC.

     I, FRED S. GOLDEN Secretary of Find/SVP, Inc., a New York corporation
(the "Borrower") DO HEREBY CERTIFY, in connection with the Loan made to the
Borrower by JPMorgan Chase Bank (the "BANK") on this date pursuant to the Term
Promissory Note, dated February 20, 2002, by the Borrower to the order of the
Bank (the "NOTE"; the terms defined therein being used herein as therein
defined), that:

          1. Attached hereto as Exhibit A is a true and correct copy of
     resolutions duly adopted by the Board of Directors of the Borrower on April
     26, 2000. Such resolutions have not been amended, modified or revoked and
     are in full force and effect on the date hereof

          2. There has been no amendment to the Certificate of Incorporation of
     the Borrower since the date the Borrower was incorporated.

          3. Attached hereto as Exhibit B is a true and correct copy of the
     By-laws of the Borrower as in effect on April 26, 2000 and at all
     subsequent times to and including the date hereof.

          4. The below named persons have been duly elected (or appointed) and
     have been duly qualified as, and on this day are, officers of the Borrower
     holding their respective offices below set opposite their names and the
     signatures below set opposite their names are their genuine signatures:


NAME                          OFFICE                  SIGNATURE

Andrew Garvin                 President               /s/ Andrew Garvin
                                                      --------------------------
Fred Golden                   Chief Financial         /s/ Fred Golden
                              Officer                 --------------------------

<PAGE>

     IN WITNESS WHEREOF, I have signed this certificate this 20th day of
February, 2002.

                                                       /s/ Fred Golden
                                                       ------------------------
                                                       Secretary

     I, Fred Golden, Chief Financial Officer of the Borrower, DO HEREBY CERTIFY
that FRED GOLDEN has been duly elected (or appointed) and has been duly
qualified as, and on this day is, Secretary of the Borrower, and the signature
above is his genuine signature.

     IN WITNESS WHEREOF, I have signed this certificate this 20th day of
February, 2002.

                                                       /s/ Fred Golden
                                                       ------------------------
                                                       Chief Financial Officer


                                       2