EXHIBIT 10.5
SIEMENS
September 30, 1999 Via Facsimile to 000-000-0000
Mr. Xxxx Xxxxxxxx
President, Chief Executive Officer
Peritus Software Services, Inc.
Xxx Xxxxxxx Xxxxxx
Xxxxxxxxx, XX 00000-0000
Re: Master Equipment Lease Agreement dated February 12, 1998, Leasing Schedules
000-0000000-000, 000-0000000-000 and 000-0000000-000 (herein referred to as the
"Lease" or the "Leasing Schedule") between Peritus Software Services, Inc.
("Peritus" or "Lessee") and Siemens Credit Corporation ("SCrC")
Dear Xx. Xxxxxxxx:
In response to a Peritus letter dated September 15, 1999 and in conjunction with
our telephone conversation of September 23, 1999, SCrC and Peritus have agreed
to the following actions:
1. Peritus will remit to SCrC by 9/30/99 an amount of $110,000.00 by wire
transfer. These funds will satisfy all lease obligations to Siemens Credit
Corporation (including lease payment obligations, but excluding third
party claims and failure by Peritus to comply with Section 3 below), due
under Leasing Schedules 000-0000000-000 and 000-0000000-000. The wire
instructions are as follows:
Chase Manhattan Bank
New York, NY
ABA: 000000000
Account: 000-0-000000
Attn: Xxxx Xxxxxxx
Contract: 629-00001763-000
2. Peritus will continue to make timely remittals of its obligations under
Leasing Schedule 000-0000000-000 as such Leasing Schedule will remain
uneffected by this agreement.
3. Peritus will return the Equipment covered under Leasing Schedule
000-0000000-000 on or before October 13, 1999 to SCrC c/o Rolm Resale
Services Group, 0000 Xxxxxxxx Xxxxx, Xxxxx Xxxxx, XX 00000 attn: Xxxxx
Xxxxxxx (please note Leasing Schedule #000-0000000-000 on package) and in
accordance with the terms of the Lease, free of all liens and
encumbrances.
4. Any previous requests made by Peritus for SCrC to return Equipment or to
Substitute Equipment (as outlined in the SCrC letter to Peritus dated
September 10, 1999) are hereby cancelled.
Page 2
Peritus Software Services, Inc.
September 30, 1999
Provided that SCrC timely receives $110,000.00 provided for herein and return of
the Equipment in accordance with Section 3 herein, this letter shall constitute
a waiver of defaults under the Leases 000-0000000-000 and 000-0000000-000 or any
document, instrument, writing or agreement related thereto.
SCrC's offer contained herein expires on September 30, 1999. Peritus' acceptance
of the terms of this agreement shall be evidenced by SCrC's receipt from Peritus
of the $110,000.00 referred to above and signature below.
Sincerely,
/s/ Xxxxxxx X. Xxxxxxxx
Xxxxxxx X. Xxxxxxxx
President and Chief Executive Officer
Accepted
Peritus Software Services, Inc.
By /s/ Xxxx Xxxxxxxx
------------------------
Xxxx Xxxxxxxx
Its: President, Chief Executive Officer
