RETAINED SHAREHOLDER JOINDER
By execution of this Retained Shareholder Joinder, the
undersigned agrees to become a party to that certain Shareholders' Agreement
dated as of May 17, 1999, among Greenfield Online, Inc., a Connecticut
corporation, and its shareholders. The undersigned shall have all the rights,
and shall observe all the obligations, applicable to a Retained Shareholder.
Upon the effective date of a Sale of the Company, Xx. Xxxxxx
shall be entitled to designate as Qualifying Retained Shareholder Shares (in
addition to those Retained Shareholder Shares which as of such date constitute
Qualifying Retained Shareholder Shares) such additional Retained Shareholder
Shares equal to, with respect to any Retained Shareholder Shares acquired on any
Retained Shares Acquisition Date, that number of Qualifying Retained Shareholder
Shares that would result in his total number of Qualifying Retained Shareholder
Shares held (including Retained Shareholder Shares which as of such date
constitute Qualifying Retained Shareholder Shares) being equal to 75% of the
number of Retained Shareholder Shares acquired on such Retained Shares
Acquisition Date. This option shall not be exercisable with respect to any
Retained Shareholder Shares in the event that the effective date of the Sale of
the Company occurs on or after the third anniversary of such Retained Shares
Acquisition Date.
Name: Xxxx Xxxxxx
Address for with copies
Notices: to:
0 Xxxxxxxxx Xxxxx Xxxxxxxx X. Xxxxxx
Xxxxxxx, XX 00000 Wake, See, Dimes & Bryniczka
00 Xxxxxxxx Xxx.
Xxxxxxxx, XX 00000
Signature: /s/ Xxxx Xxxxxx
---------------------------
Date: 5/17/99
---------------------------
RETAINED SHAREHOLDER JOINDER
By execution of this Retained Shareholder Joinder, the
undersigned agrees to become a party to that certain Shareholders' Agreement
dated as of May 17, 1999, among Greenfield Online, Inc., a Connecticut
corporation, and its shareholders. The undersigned shall have all the rights,
and shall observe all the obligations, applicable to a Retained Shareholder.
Upon the effective date of a Sale of the Company, Xx. Xxxxx
shall be entitled to designate as Qualifying Retained Shareholder Shares (in
addition to those Retained Shareholder Shares which as of such date constitute
Qualifying Retained Shareholder Shares) such additional Retained Shareholder
Shares equal to 50% of the Non-Qualifying Retained Shareholder Shares held by
him on such date.
Name: Xxxx Xxxxx
Address for with copies
Notices: to:
XX Xxx 0000 Xxxxxxx X. Xxxxxx
Xxxxxxxx, XX 00000 Xxxxxx, Rockwood & Xxxxxxx
00 Xxxxxxxxx Xxxxxx
Xxxxxxx, XX 00000
Signature: /s/ Xxxx Xxxxx
---------------------------
Date: 5/17/99
---------------------------
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