AUTOWEB COM INC S-1

S-1

FORM S-1

EX-2.01

AGREEMENT PLAN OF MERGER

EX-3.01

REGISTRANT'S CERTIFICATE OF INCORPORATION

EX-3.02

REGISTRANT'S BYLAWS

EX-3.03

REGISTRANT'S CERTIFICATE OF RETIREMENT

EX-3.04

REGISTRANT'S CERTIFICATE OF DESIGNATION

EX-4.02

AMENDED AND RESTATED RIGHTS AGREEMENT

EX-10.01

FORM OF INDEMNITY AGREEMENT

EX-10.02

SERIES A PREFERRED STOCK PURCHASE AGREEMENT

EX-10.03

STOCK REPURCHASE AGMT BETWEEN FARHANG ZAMANI

EX-10.04

STOCK REPURCHASE AGMT BETWEEN PAYAM ZAMANI

EX-10.05

STOCK REPURCHASE AGMT BETWEEN FARHANG ZAMANI

EX-10.06

STOCK REPURCHASE AGMT DATED OCTOBER 7, 1998

EX-10.07

OFFER LETTER DATED DECEMBER 16, 1998

EX-10.08

OFFER LETTER DATED AUGUST 19, 1997

EX-10.09

EMPLOYMENT AGMT DATED MAY 4, 1998

EX-10.10

OFFER LETTER DATED NOVEMBER 9, 1998

EX-10.11

OFFER LETTER DATED JULY 28, 1997

EX-10.12

OFFER LETTER DATED DECEMBER 18, 1997

EX-10.13

LEASE AGREEMENT DATED AUGUST 27, 1997

EX-10.14

LOAN AGREEMENT AND COMMERCIAL SECURITY AGMT

EX-10.15

SENIOR LOAN AND SECURITY AGMT DATED MARCH 20, 1998

EX-10.16

NEW & PRE-OWNED CAR AGREEMENT

EX-10.17

SERVICES AGREEMENT DATED JANUARY 21, 1998

EX-10.18

SERVICES AGMT DATED JULY 15, 1998

EX-10.19

ADVERTISING AND PROMOTION AGREEMENT

EX-10.20

REGISTRANT'S 1997 STOCK OPTION PLAN

EX-10.21

REGISTRANT'S 1999 EQUITY INCENTIVE PLAN

EX-10.22

REGISTRANT'S 1999 DIRECTORS STOCK OPTION PLAN

EX-10.23

REGISTRANT'S 1999 EMPLOYEE STOCK PURCHASE PLAN

EX-23.02

CONSENT OF PRICEWATERHOUSECOOPERS LLP

EX-27.01

FINANCIAL DATA SCHEDULE