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                                                                    EXHIBIT 10.5
                                SERVICESOFT, INC.
                        2000 EMPLOYEE STOCK PURCHASE PLAN


The purpose of the Servicesoft, Inc. 2000 Employee Stock Purchase Plan ("the
Plan") is to provide eligible employees of ServiceSoft, Inc. (the "Company") and
certain of its subsidiaries with opportunities to purchase shares of the
Company's common stock, $.01 par value (the "Common Stock"). Five Hundred
Thousand (500,000) shares of Common Stock in the aggregate have been approved
for this purpose. The Plan is intended to constitute an "employee stock purchase
plan" within the meaning of Section 423(b) of the Internal Revenue Code of 1986,
as amended (the "Code"), and shall be interpreted in accordance with that
intent.

1.       ADMINISTRATION. the Plan will be administered by the Company's Board of
         Directors (the "Board") or by a committee appointed by the Board for
         such purpose (the "Committee"). The Board or the Committee has
         authority to make rules and regulations for the administration of the
         Plan, and its interpretations and decisions with regard thereto shall
         be final and conclusive. No member of the Board or the Committee shall
         be liable for any action or determination made in good faith with
         respect to the Plan or any option granted hereunder.

2.       OFFERINGS. The Company will make one or more offerings to eligible
         employees to purchase Common Stock under the Plan ("Offerings"). The
         initial Offering will begin April 1, 2000 and will end on September 30,
         2000 (the "Initial Offering"). Thereafter, an Offering will begin on
         the first business day occurring on or immediately after each October 1
         and April 1 and will end on the last business day occurring on or
         before the following March 31 and September 30, respectively.

3.       ELIGIBILITY. All employees of the Company (including employees who are
         also directors of the Company) and all employees of each Designated
         Subsidiary (as defined in Section 11) are eligible to participate in
         any one or more of the Offerings under the Plan, provided that as of
         the first day of the applicable Offering (the "Offering Date") they are
         customarily employed by the Company or a Designated Subsidiary for more
         than twenty (20) hours a week.

4.       PARTICIPATION. An employee eligible on any Offering Date may
         participate in such Offering by submitting an enrollment form to his
         appropriate payroll location at least ten (10) business days before the
         Offering Date (or by such other deadline as shall be established for
         the Offering). The form will (a) state the percentage to be deducted
         from his Compensation (as defined in Section 11) per pay period, (b)
         authorize the purchase of Common Stock for him in each Offering in
         accordance with the terms of the Plan and (c) specify the exact name or
         names in which shares of Common Stock purchased for him are to be
         issued pursuant to Section 10. An employee who does not enroll in
         accordance with these procedures will be deemed to have waived his
         right to participate. Unless an employee files a new enrollment form or
         withdraws from the Plan, his deductions and purchases will continue at
         the
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         same percentage of Compensation for future Offerings, provided he
         remains eligible. Notwithstanding the foregoing, participation in the
         Plan will neither be permitted nor be denied contrary to the
         requirements of the Code.

5.       EMPLOYEE CONTRIBUTIONS. Each eligible employee may authorize payroll
         deductions at a minimum of one percent (1%) up to a maximum of ten
         percent (10%) of his Compensation for each pay period. The Company will
         maintain book accounts showing the amount of payroll deductions made by
         each participating employee for each Offering. No interest will accrue
         or be paid on payroll deductions.

6.       DEDUCTION CHANGES. An employee may not increase or decrease his payroll
         deduction during any Offering, but may increase or decrease his payroll
         deduction with respect to the next Offering (subject to the limitations
         of Section 5) by filing a new enrollment form at least ten (10)
         business days before the next Offering Date (or by such other deadline
         as shall be established by the Board or Committee for the Offering).

7.       WITHDRAWAL. An employee may withdraw from participation in the Plan by
         delivering a written notice of withdrawal to his appropriate payroll
         location. The employee's withdrawal will be effective as of the next
         business day. Following an employee's withdrawal, the Company will
         promptly refund to him his entire account balance under the Plan (after
         payment for any Common Stock purchased before the effective date of
         withdrawal). Partial withdrawals are not permitted. The employee may
         not begin participation again during the remainder of the Offering, but
         may enroll in a subsequent Offering in accordance with Section 4.

8.       GRANT OF OPTIONS. On each Offering Date, the Company will grant to each
         eligible employee who is then a participant in the Plan an option
         ("Option") to purchase on the last day of such Offering (the "Exercise
         Date"), at the Option Price hereinafter provided for, up to 500 whole
         shares of Common Stock reserved for the purposes of the Plan. The
         purchase price for each share purchased under such Option (the "Option
         Price") will be 85% of the Fair Market Value of the Common Stock on the
         Offering Date or the Exercise Date, whichever is less.

         Notwithstanding the foregoing, no employee may be granted an Option
         hereunder if such employee, immediately after the option was granted,
         would be treated as owning stock possessing five percent (5%) or more
         of the total combined voting power or value of all classes of stock of
         the Company or any Parent or Subsidiary (as defined in Section 11). For
         purposes of the preceding sentence, the attribution rules of Section
         424(d) of the Code shall apply in determining the stock ownership of an
         employee, and all stock which the employee has a contractual right to
         purchase shall be treated as stock owned by the employee. In addition,
         no employee may be granted an Option which permits his rights to
         purchase stock under the Plan, and any other employee stock purchase
         plan of the Company and its Parents and Subsidiaries, to accrue at a
         rate which exceeds $25,000 of the fair market value of such stock
         (determined on the option grant date or dates) for each
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         calendar year in which the Option is outstanding at any time. The
         purpose of the limitation in the preceding sentence is to comply with
         Section 423(b)(8) of the Code.

9.       EXERCISE OF OPTION AND PURCHASE OF SHARES. Each employee who continues
         to be a participant in the Plan on the Exercise Date shall be deemed to
         have exercised his Option on such date and shall acquire from the
         Company such number of whole shares of Common Stock reserved for the
         purpose of the Plan as his accumulated payroll deductions on such date
         will purchase at the Option Price, subject to any other limitations
         contained in the Plan. Any balance remaining in an employee's account
         at the end of an Offering will be refunded to the employee promptly;
         provided that any balance remaining in an employee's account at the end
         of an Offering solely by reason of the inability to purchase a
         fractional share will be carried forward to the next Offering.

10.      ISSUANCE OF CERTIFICATES. Certificates representing shares of Common
         Stock purchased under the Plan may be issued only in the name of the
         employee, in the name of the employee and another person of legal age
         as joint tenants with rights of survivorship, or in the name of a
         broker authorized by the employee to be his, or their, nominee for such
         purpose.

11.      DEFINITIONS. The term "Compensation" means the amount of total cash
         compensation, prior to salary reduction pursuant to either Section 125
         or 401(k) of the Code, including base pay, commissions, overtime, and
         incentive and bonus awards, but excluding allowances and reimbursements
         for expenses such as relocation allowances or travel expenses, income
         or gains on the exercise of Company stock options, and similar items.

         The term "Designated Subsidiary" means any present or future Subsidiary
         (as defined below) that is designated from time to time by the Board or
         the Committee to participate in the Plan. Subsidiaries may be so
         designated either before or after the Plan is approved by the
         stockholders.

         The term "Fair Market Value of Common Stock" on any given date shall
         mean (i) if the Common Stock is admitted to on a national securities
         exchange or the National Association of Securities Dealers Automated
         Quotation System ("NASDAQ") National Market System, the closing price
         reported for Common Stock on NASDAQ on such date, or if no sales were
         reported for such date, the last date preceding such date for which a
         sale was reported, or (ii) if the Stock is not publicly traded on a
         securities exchange or traded in the over-the-counter market or, if
         traded or quoted, there are no transactions or quotations within the
         last ten trading days or trading has been halted for extraordinary
         reasons, the Fair Market Value on any given date shall be determined in
         good faith by the Committee.

         The term "Parent" means a "parent corporation" with respect to the
         Company, as defined in Section 424(e) of the Code.
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         The term "Subsidiary" means a "subsidiary corporation" with respect to
         the Company, as defined in Section 424(f) of the Code.

12.      RIGHTS ON RETIREMENT, DEATH, OR OTHER TERMINATION OF EMPLOYMENT. If a
         participating employee's employment terminates for any reason before
         the Exercise Date for any Offering, no payroll deduction will be taken
         from any pay due and owing to the employee and the balance in his
         account will be paid to him or, in the case of his death, to his
         designated beneficiary as if he had withdrawn from the Plan under
         Section 7. An employee will be deemed to have terminated employment,
         for this purpose, if the corporation that employs him, having been a
         Designated Subsidiary, ceases to be a Subsidiary, or if the employee is
         transferred to any corporation other than the Company or a Designated
         Subsidiary.

13.      OPTIONEES NOT STOCKHOLDERS. Neither the granting of an Option to an
         employee nor the deductions from his pay shall constitute such employee
         a stockholder of the shares of Common Stock covered by an Option under
         the Plan until such shares have been purchased by and issued to him.

14.      RIGHTS NOT TRANSFERABLE. Rights under the Plan are not transferable by
         a participating employee other than by will or the laws of descent and
         distribution, and are exercisable during the employee's lifetime only
         by the employee.

15.      APPLICATION OF FUNDS. All funds received or held by the Company under
         the Plan may be combined with other corporate funds and may be used for
         any corporate purpose.

16.      ADJUSTMENT IN CASE OF CHANGES AFFECTING COMMON STOCK. If, through or as
         a result of any merger, consolidation, sale of all or substantially all
         of the assets of the Company, reorganization, recaplitalization,
         reclassification, stock dividend, stock split, reverse stock split or
         other similar transaction in the capital structure of the Company
         without consideration, the outstanding shares of Common Stock are
         increased or decreased or are exchanged for a different number or kind
         of shares or other securities of the Company or any successor company,
         or additional shares or new or different shares or other securities of
         the Company or other non-cash assets are distributed with respect to
         such shares of Stock or other securities, the Board (or, if appointed,
         the Committee) shall make an appropriate or proportionate adjustment in
         (i) the maximum number of shares reserved for issuance under the Plan,
         (ii) the share limitation in Section 8, and (iii) such other provision
         as may be deemed equitable by the Board or, if applicable, the
         Committee. Any adjustment or determination pursuant to this Section
         shall be final, binding and conclusive.

17.      AMENDMENT OF THE PLAN. The Board or the Committee may at any time, and
         from time to time, amend the Plan in any respect, except that without
         the approval, within twelve (12) months of such Board or Committee
         action, by the holders of a majority of the shares of stock of the
         Company present or represented and entitled to vote at a meeting of
         stockholders, no amendment shall be made (a) increasing the number of
         shares approved for the Plan, (b) changing the corporations or class
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         of corporations whose employees will be allowed to participate in the
         Plan, or (c) in any other manner that the Board or Committee may, in
         its discretion, determine should become effective only if approved by
         Stockholders even though Stockholder approval is not expressly required
         by this Plan.

18.      INSUFFICIENT SHARES. If the total number of shares of Common Stock that
         would otherwise be purchased on any Exercise Date plus the number of
         shares purchased under previous Offerings under the Plan exceeds the
         maximum number of shares issuable under the Plan, the shares then
         available shall be apportioned among participants in proportion to the
         amount of payroll deductions accumulated on behalf of each participant
         that would otherwise be used to purchase Common Stock on such Exercise
         Date.

19.      TERMINATION OF THE PLAN. The Plan may be terminated at any time by the
         Board or the Committee. Upon termination of the Plan, all amounts in
         the accounts of participating employees shall be promptly refunded.

20.      GOVERNMENTAL REGULATIONS. The Company's obligation to sell and deliver
         Common Stock under the Plan is subject to listing on NASDAQ and
         obtaining all governmental approvals required in connection with the
         authorization, issuance, or sale of such stock.

         The Plan shall be governed by Delaware law except to the extent that
         such law is preempted by federal law.

21.      ISSUANCE OF SHARES. Shares may be issued upon exercise of an Option
         from authorized but unissued Common Stock, from shares held in the
         treasury of the Company, or from any other proper source.

22.      TAX WITHHOLDING. Participation in the Plan is subject to any required
         tax withholding on income of the participant in connection with the
         Plan. Each employee agrees, by entering the Plan, that the Company and
         its Subsidiaries shall have the right to deduct any such taxes from any
         payment of any kind otherwise due to the employee, including shares
         issuable under the Plan.

23.      NOTIFICATION UPON SALE OF SHARES. Each employee agrees, by entering the
         Plan, to give the Company prompt notice of any disposition of shares
         purchased under the Plan where such disposition occurs within two years
         after the date of grant of the Option pursuant to which such shares are
         purchased or one year after the Exercise Date.

24.      EFFECTIVE DATE AND APPROVAL OF SHAREHOLDERS. The Plan shall take effect
         on April 1, 2000, subject to approval by the holders of a majority of
         the shares of stock of the Company present or represented and entitled
         to vote at a meeting of stockholders, which approval must occur within
         twelve (12) months of the adoption of the Plan by the Board.
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                        ADDENDUM: DESIGNATED SUBSIDIARIES



         The following subsidiary is a "Designated Subsidiary" (as defined in
Section 11 of the Plan), eligible to participate in the Plan:

1.       Servicesoft Canada, Inc.