ONYX SOFTWARE CORP/WA S-1

S-1

FORM S-1

EX-3.1

RESTATED ARTICLES OF INCORPORATION

EX-3.2

RESTATED BYLAWS

EX-10.2

LEASE AGREEMENT WITH WRC SUNSET NORTH LLC

EX-10.3

SUBLEASE AGREEMENT WITH WWC HOLDING CO., INC.

EX-10.4

LEASE WITH WRC PROPERTIES, INC.

EX-10.5

LEASE WITH TEACHERS INSURANCE & ANNUITY ASSN

EX-10.6

LOAN & SECURITY AGREEMENT WITH SILICON VALLEY BANK

EX-10.7

AMENDED & RESTATED 1994 STOCK OPTION PLAN

EX-10.8

1998 STOCK INCENTIVE COMPENSATION PLAN

EX-10.9

1998 EMPLOYEE STOCK PURCHASE PLAN

EX-10.12

FORM OF INDEMNIFICATION AGREEMENT

EX-21.1

SUBSIDIARIES OF THE COMPANY

EX-23.1

CONSENT OF ERNST & YOUNG LLP

EX-27.1

FINANCIAL DATA SCHEDULE

EX-99.1

REPORT OF ERNST & YOUNG LLP