ACTUATE SOFTWARE CORP S-1

S-1

FORM S-1

EX-3.1

ARTICLES OF INCORPORATION OF THE REGISTRANT

EX-3.2

AMENDED & RESTATED CERTIFICATE OF INCORPORATION

EX-3.3

FORM OF CERTIFICATE OF INCORPORATION

EX-3.4

BYLAWS OF THE REGISTRANT

EX-3.5

FORM OF BYLAWS OF THE REGISTRANT (DELAWARE)

EX-3.6

AMENDED & RESTATED INVESTOR RIGHTS AGREEMENT

EX-10.1

FORM OF INDEMNIFICATION AGREEMENT

EX-10.2

1994 STOCK OPTION PLAN, AS AMENDED

EX-10.3

1998 EQUITY INCENTIVE PLAN

EX-10.4

1998 EMPLOYEE STOCK PURCHASE PLAN

EX-10.5

1998 NON-EMPLOYEE DIRECTORS OPTION PLAN

EX-10.7

PROMISSORY NOTE BETWEEN THE COMPANY & ACUTATE JAPAN

EX-10.8

OFFICE LEASE, AS AMENDED

EX-10.9

SUBLEASE AGREEMENT

EX-10.10

SHARE PURCHASE AGREEMENT

EX-10.11

SHAREHOLDERS AGREEMENT

EX-10.12

BUSINESS LOAN AGREEMENT

EX-10.13

OFFER LETTER WITH DANIEL A. GAUDREAU

EX-10.14

OFFER LETTER WITH HAMID BAHADORI

EX-23.1

CONSENT OF ERNST & YOUNG

EX-27.1

FINANCIAL DATA SCHEDULE