EXHIBIT 99.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG WEBMETHODS, INC. WOLF ACQUISITION, INC. AND ACTIVE SOFTWARE, INC. DATED AS OF MAY 20, 2000 TABLE OF CONTENTS -----------------Agreement and Plan of Merger • May 30th, 2000 • Active Software Inc • Services-computer integrated systems design • Delaware
EXHIBIT 2.1 =================================================================== ============= AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • April 21st, 2000 • Active Software Inc • Services-computer integrated systems design • California
ACTIVE SOFTWARE, INC. AMENDED AND RESTATED RIGHTS AGREEMENTRights Agreement • June 11th, 1999 • Active Software Inc • California
AGREEMENT ---------Indemnification Agreement • June 11th, 1999 • Active Software Inc • Delaware
EXHIBIT 10.10 LOAN AGREEMENT Dated as of September 27, 1996Loan Agreement • June 11th, 1999 • Active Software Inc • California
AGREEMENT ---------Registration Rights Agreement • February 25th, 2000 • Active Software Inc • Services-computer integrated systems design • California
AGREEMENT ---------Registration Rights Agreement • May 3rd, 2000 • Active Software Inc • Services-computer integrated systems design • California
VOTING AGREEMENT ----------------Voting Agreement • May 30th, 2000 • Active Software Inc • Services-computer integrated systems design • Delaware
AGREEMENT AND PLAN OF MERGER OF ACTIVE SOFTWARE, INC. A DELAWARE CORPORATION, and OF ACTIVE SOFTWARE, INC. A CALIFORNIA CORPORATIONAgreement and Plan of Merger • July 23rd, 1999 • Active Software Inc • Services-computer integrated systems design • California
FIRST AMENDMENT TO AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • April 21st, 2000 • Active Software Inc • Services-computer integrated systems design
AGREEMENT ---------Agreement and Plan of Reorganization • May 3rd, 2000 • Active Software Inc • Services-computer integrated systems design • California
EXHIBIT 10.13 SUBLEASE AGREEMENT This Sublease is made and entered into as of March 1, 1999, by and between The Vantive Corporation, a California corporation ("Sublessor"), and Active Software, a California corporation ("Sublessee"), with respect to...Lease Agreement • June 11th, 1999 • Active Software Inc
Exhibit 10.12 SecureWeb(TM) Distribution Agreement Terisa Systems, Inc., a Delaware corporation with offices at 4984 El Camino Real, Los Altos, California ("Terisa") and Active Software, Inc., a California corporation with principal offices at 1043 N....Distribution Agreement • June 11th, 1999 • Active Software Inc
WARRANT -------Active Software Inc • June 11th, 1999 • California
EXHIBIT 10.11 SecureWeb Toolkit/(TM)/Developer & Joint Development Agreement Effective as of July 23, 1996, ( Effective Date"), Terisa Systems, Inc. a ------------- Delaware corporation with offices at 4984 El Camino Real, Los Altos, California...Joint Development Agreement • June 11th, 1999 • Active Software Inc • California
