VICINITY CORP S-1

S-1

FORM S-1

EX-10.1

1995 STOCK OPTION PLAN

EX-10.2

1996 INCENTIVE STOCK OPTION PLAN

EX-10.5

AMENDED REGISTRATION AND INFO RIGHTS AGRMT

EX-10.6

AMENDED SHAREHOLDERS AGREEMENT

EX-10.7

VOTING AGREEMENT DATED DEC. 12, 1996

EX-10.8

EMPLOYMENT AGREEMENT WITH EMERICK M. WOODS

EX-10.9

LOAN AGREEMENT DATED JULY 14, 1999

EX-10.10

FORM OF 1999 INCENTIVE STOCK OPTION PLAN

EX-10.11

AMEND. TO INCENTIVE STOCK OPT. PLAN WITH S. YOUNG

EX-10.12

AMEND. TO INCENTIVE STOCK OPT. PLAN W/ D. SELTZER

EX-10.13

AMEND. TO INCENTIVE STOCK OPT. PLAN W/ M. GAVIN

EX-10.14

MGMT SUPPORT AGREEMENT DATED JUNE 11, 1999

EX-10.15

MGMT SUPPORT AGREEMENT WITH INVISION MULTIMEDIA

EX-10.18

JOINT MARKETING AGREEMENT DATED JUNE 23, 1999

EX-10.19

SERVICE & DIST. AGREEMENT WITH INKTOMI CORP.

EX-10.20

NAVISITE SITEHARBO CO-LOCATION SERV. AGRMT.

EX-10.21

SUBLEASE AGREEMENT DATED OCT. 1, 1996

EX-10.22

FIRST SUBLEASE AGREEMENT DATED AUG. 6, 1997

EX-10.23

SECOND SUB-LEASE AGREEMENT DATED SEPT. 22, 1998

EX-10.24

SUB-SUBLEASE AGREEMENT DATED AUG. 1, 1999

EX-10.25

LEASE AGREEMENT DATED AUG. 10, 1999

EX-23.1

CONSENT OF KPMG LLP

EX-27.1

FINANCIAL DATA SCHEDULE