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                                                                    EXHIBIT 10.2

SILICON VALLEY BANK



        AMENDMENT TO LOAN DOCUMENTS


BORROWER:         ONYX SOFTWARE CORPORATION

DATE:             MAY 5, 2003

         THIS AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley
Bank ("Silicon") and the borrower named above ("Borrower").

         The Parties agree to amend the Loan and Security Agreement between
them, dated February 14, 2002 (as otherwise amended, if at all, the "Loan
Agreement"), as follows, effective as of the date hereof. (Capitalized terms
used but not defined in this Amendment shall have the meanings set forth in the
Loan Agreement.)

         1.       MODIFIED CREDIT LIMIT. Section 1 of the Schedule to Loan and
Security Agreement, entitled "Credit Limit," is hereby amended to read as
follows:

                  1.  CREDIT LIMIT

                  (Section 1.1):    An amount not to exceed the lesser of: (i)
                                    $13,000,000 at any one time outstanding (the
                                    "Maximum Credit Limit"); or (ii) 75% (an
                                    "Advance Rate") of the amount of Borrower's
                                    Eligible Receivables (as defined in Section
                                    8 above).

                                    Silicon may, from time to time, modify the
                                    Advance Rates, in its good faith business
                                    judgment, upon notice to the Borrower, based
                                    on changes in collection experience with
                                    respect to Receivables or other issues or
                                    factors relating to the Receivables or other
                                    Collateral.

                  LETTER OF CREDIT
                  SUBLIMIT

                  (Section 1.5):    $13,000,000.

                  EXIM AGREEMENT;
                  CROSS-COLLATERALIZATION;

                  CROSS-DEFAULT:    Silicon and the Borrower are parties to that
                                    certain Loan and Security Agreement (Exim
                                    Program) dated approximately May 5, 2003
                                    (the "Exim Agreement"). Both this Agreement
                                    and


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                                    the Exim Agreement shall continue in full
                                    force and effect, and all rights and
                                    remedies under this Agreement and the Exim
                                    Agreement are cumulative. The term
                                    "Obligations" as used in this Agreement and
                                    in the Exim Agreement shall include without
                                    limitation the obligation to pay when due
                                    all Loans made pursuant to this Agreement
                                    (the "Non-Exim Loans") and all interest
                                    thereon and the obligation to pay when due
                                    all Loans made pursuant to the Exim
                                    Agreement (the "Exim Loans") and all
                                    interest thereon. Without limiting the
                                    generality of the foregoing, all
                                    "Collateral" as defined in this Agreement
                                    and as defined in the Exim Agreement shall
                                    secure all Exim Loans and all Non-Exim Loans
                                    and all interest thereon, and all other
                                    Obligations. Any Event of Default under this
                                    Agreement shall also constitute an Event of
                                    Default under the Exim Agreement, and any
                                    Event of Default under the Exim Agreement
                                    shall also constitute an Event of Default
                                    under this Agreement. In the event Silicon
                                    assigns its rights under the Exim Agreement
                                    and/or under any Note evidencing Exim Loans
                                    and/or its rights under this Agreement
                                    and/or under any Note evidencing Non-Exim
                                    Loans, to any third party, including without
                                    limitation the Export-Import Bank of the
                                    United States ("Exim Bank"), whether before
                                    or after the occurrence of any Event of
                                    Default, Silicon shall have the right (but
                                    not any obligation), in its sole discretion,
                                    to allocate and apportion Collateral to the
                                    Agreement and/or Note assigned and to
                                    specify the priorities of the respective
                                    security interests in such Collateral
                                    between itself and the assignee, all without
                                    notice to or consent of the Borrower.

         2.       REPRESENTATIONS TRUE. Borrower represents and warrants to
Silicon that all representations and warranties set forth in the Loan Agreement,
as amended hereby, are true and correct.

         3.       GENERAL PROVISIONS. This Amendment, the Loan Agreement, any
prior written amendments to the Loan Agreement signed by Silicon and Borrower,
and the other written documents and agreements between Silicon and Borrower set
forth in full all of the representations and agreements of the parties with
respect to the subject matter hereof and supersede all prior discussions,
representations, agreements and understandings between the parties with respect
to the subject hereof. Except as herein expressly amended, all of the terms


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and provisions of the Loan Agreement, and all other documents and agreements
between Silicon and Borrower shall continue in full force and effect and the
same are hereby ratified and confirmed.

BORROWER:                                      SILICON:

ONYX SOFTWARE CORPORATION                      SILICON VALLEY BANK

BY /s/ JAMES O. BECK                           BY  /s/ SHANE ANDERSON
   -----------------------------                   -----------------------------
      TREASURER                                TITLE Portfolio Manager
                                                    ----------------------------
BY /s/ PAUL B. DAUBER
   -----------------------------
      SECRETARY


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