USOC Membership Application and Compliance Report Recognized Sport Organizations USOC MEMBERSHIP APPLICATION AND COMPLIANCE REPORT RECOGNIZED SPORT ORGANIZATIONS© Pursuant to the USOC Bylaws and Ted Stevens Olympic and Amateur Sports Act Section I. ADMINISTRATION Date this report was completed: 10/09/13 Organization Name: USA Ultimate Address: 4730 Table Mesa Dr. Suite I200-C City: Boulder State: CO Zip: 80305 Telephone: 303.447.3472 Fax: 303.447.3483 E-mail: info@usaultimate.org Web site: usaultimate.org Name, Title, Address, Phone of person preparing this report/application: Name/Title: Dr. Tom Crawford/Chief Executive Officer Organization Name: USA Ultimate Address: 4730 Table Mesa Dr. Suite I200-C City: Boulder State: CO Zip: 80305 Telephone: 303.447.3472 X111 Fax: 303.447.3483 E-mail: tom@hq.usaultimate.org Web site: SIGNATURES (signatures can be obtained on separate copies of this page and attached to this report/application): The undersigned Thomas Crawford (name), as Chief Executive Officer (title of preparer) and Mike Payne (name) as President of the Board of Directors (title), Principal Volunteer Officer, certify that to the best of our knowledge and belief, the following statements are true and accurate. We further pledge that any change to our organization’s Constitution or Bylaws or any changes/updates to this compliance report/application will promptly be furnished to the USOC. _________________________________________ 10/09/13 Signature of Report Preparer Date _________________________________________ 10/09/13 Signature of Principal Volunteer Officer Date Revised February 27, 2012 Page 1 Section II. MEMBERSHIP REQUIREMENTS Please answer the following questions: 1. Are you incorporated as a Not-for-Profit Corporation as required by the USOC Bylaws, Section 8.12b? Y N In what State? CO Are your Bylaws on your website? Y N 2. Have you been granted tax-exempt status by the IRS as required by the USOC Bylaws, Section 8.12c? Y N 3. Is your international sports federation recognized by the International Olympic Committee as required by the USOC Bylaws, Section 8.12? Y N Please list the International Federation of which you are a member. World Flying Disc Federation (WFDF) 4. Does your organization administer and support an annual national championship of athletes from several different areas/regions of the United States, as required by the USOC Bylaws, Section 8.12d? Y N Please substantiate compliance. "USA Ultimate shall have the following powers…conduct Amateur Athletic Competition in the sport of Ultimate, including regional and national championships" USA Ultimate Bylaws, Art. IV(4), p. 3 USA Ultimate sanctions over 300 events nationwide each year, as well as managing youth, high school, college and post-collegiate regional and national championships annually, with over 40,000 athletes participating. 5. Does your organization have an active athlete training and competition program financially supported by self-generated funds, as required by the USOC Bylaws, Section 8.12e? Y N Please substantiate compliance. USA Ultimate manages competition programs and events on a national level from January through December. These include our national collegeiate championships, high school state and regional championships, the Triple Crown Tour, U.S. Open Championships and National Championships. We also actively train, select and support athletes to represent us at World Championships every year. 2013 is a great example as we just went 36-0 at the Under-23 World Championships and World Games, bringing home four Gold Medals! 6. Is your sport widely practiced in the United States and in other countries and continents as required by the USOC Bylaws, Section 8.12? Y N Did your organization participate with a full contingent in two of the last three World Championships as sanctioned by your International Federation as required by the USOC Bylaws, Section 8.12f? Y N Revised February 27, 2012 Page 2 Section II. MEMBERSHIP REQUIREMENTS Please provide information confirming the extent to which your sport is practiced and the extent to which your organization has participated in international competitions. USA Ultimate sends multiple teams to world championships and to the World Games. This year is a typical example, where we trained and supported three teams to attend the WFDF Under-23 World Championships in Toronto, Canada and our World Games Team to Cali, Colombia. Next year, we will send up to 10 teams to the World Ultimate Club Championships in Italy and to the U-19 World Championships. Ultimate is played in 80+ countries around the globe (WFDF, 2013). 7. Explain in narrative form the managerial and financial capability your organization has to plan and execute its obligations as required by Section 220522 (a) (2) of the Act. USA Ultimate has an approved budget of over $3 million dollars for 2014 and will have a full-time staff of 15 and a part-time staff dispersed nationwide of over 100 regional and national coordinators/directors. USA Ultimate has an operating reserve of over $750,000 and over $1 million of additional cash reserves in an investment portfolio managed by an investment advisory group. 8. Do you agree to submit to binding arbitration in the following situations as required by Section 220522 (a)(4) of the Act: a. Involving your recognition as an Affiliated Sports Organization? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. X, Sec. 9, p. 20 Involving the opportunity of any amateur athlete to participate in amateur athletic competition as provided for in Section 9 of the USOC Bylaws? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. X, Sec. 9, p. 20 Revised February 27, 2012 Page 3 Section II. MEMBERSHIP REQUIREMENTS 9. Are you autonomous in the governance of your sport in that you independently determine and control all matters central to such governance, do not delegate such determination and control, and are free from outside restraint as required by Section 220522 (a)(5) of the Act? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. IV, p. 3 Does your organization delegate any responsibility to an independent committee or other organization? Y N If so, please name the committee or organization and provide information as to the responsibility delegated. 10. Certify that you are a member of no more than one international sports federation as required by the Section 220522 (a)(6) of the Act? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). While not included in our Bylaws, USA Ultimate is only a member of the World Flying Disc Federation and no other international sports federation. 11. Is your membership open to any individual and/or sport organization described in Section 220522 (a)(7) of the Act? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. III(5), p. 2 Please provide information on the voting strength of each member and how it is obtained. "The members of USA Ultimate may vote to elect the members of the Board of Directors subject to the conditions of these Bylaws." USA Ultimate Bylaws, Art. IX, Sec. 9.2, p. 18 "Board members shall be elected and appointed as follows: (a) At-Large Board Members. At-Large Board members shall be elected by USA Ultimate eligible members. If a member of USA Ultimate is an active member in good standing with USA Ultimate, he or she is eligible to vote in the election of AtLarge Board members. (b) Elite Athlete Board Members. Elite Athlete Board members shall be elected directly by Elite Athletes. If an Elite Athlete is an active member in good standing with USA Ultimate, he or she is eligible to vote in the election of Elite Athlete Board members." USA Ultimate Bylaws Art. V, Sec 9, p. 8 Revised February 27, 2012 Page 4 Section II. MEMBERSHIP REQUIREMENTS 12. Do you provide an equal opportunity to participate in athletic competition without discrimination as required by Section 220522 (a)(8) of the Act? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. III(5), p. 2 Do you provide fair notice and opportunity for a hearing to any amateur athlete, coach, trainer, manager, administrator, or official before declaring such individual ineligible to participate as required by Section 220522 (a)(8) of the Act? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. X, Sec. 5, p. 19 Do you provide for expedited hearings? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. X, Sec. 6(a), pp. 19-20 Do you suspend or otherwise impose penalties on athletes participating in domestic non-sanctioned events? Y N Do you provide for 20% athlete representation on hearing panels? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. VII, Sec. 2, p. 14 Do you have any published procedures relating to the denial of an athlete or other person’s eligibility to participate that are not a part of your organic documents? Y N 13. Are all members of your governing board(s) selected/elected on a non-discriminatory basis as required by Section 220527 (a)(9) of the Act? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Article V, Sec. 3, p. 5 14. Do you have a specific provision in your organic documents requiring at least 20% athlete representation on your board of directors, executive committee and other governing board(s) as required by Section 220522 (a)(10) of the Act and by the USOC Bylaws, Section 8.8.1? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Article V, Sec. 4, p. 5; Art. VII, Sec. 2, p. 14 Revised February 27, 2012 Page 5 Section II. MEMBERSHIP REQUIREMENTS Describe how the athlete representatives to the board of directors, executive committee and other governing board(s) are elected. Please indicate where this provision is contained in your Bylaws. (please list the article or section citation and page number where the provision can be found). Composition. The Board of Directors shall consist of a total of twelve (12) individuals, comprised as follows: four (4) At-Large Board members who shall be elected by the members of USA Ultimate, three (3) Elite Athlete Board members who shall be elected by Elite Athletes, two (2) Appointed Board members who shall be appointed by the Board of Directors, and three (3) Independent Board members who shall be appointed by the Board of Directors. USA Ultimate Bylaws, Art. 5, Sec. 4, p. 5 Election and Appointment. Board members shall be elected and appointed as follows…Elite Athlete Board members. Elite Athlete Board members shall be elected directly by Elite Athletes. If an Elite Athlete is an active member in good standing with USA Ultimate, he or she is eligible to vote in the election of Elite Athlete Board members. USA Ultimate Bylaws, Art. V, Sec. 9(b), p. 8 Do you have a specific provision in your organic documents requiring at least 20% athlete representation: (i) on all “Designated Committees,” and (ii) on all committees that are not “Designated Committees” as required by Section 220522 (a)(10) of the Act and by the USOC Bylaws, Section 8.8.1. Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. VII, Sec. 2, p. 14 Do you pay the expense of your athlete representatives to attend your board of directors, executive committee, other governing boards and committee meetings? Y N 15. Do you provide an opportunity for reasonable voting representation on your governing board(s) for amateur sport organization(s) that meet the definition of Section 220522 (a)(11) of the Act? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). N/A Please identify those individuals you listed on Attachment L (your current roster of governing boards) who represent amateur sport organizations and list the organization(s) they represent. N/A If amateur sport organizations take part in your governing board’s election process, please describe the voting strength of each member/group and how it is attained. N/A 16. Are any of your officers also officers of any other Affiliated Sports Organization or National Governing Body as prohibited by Section 220522 (a)(12) of the Act? Revised February 27, 2012 Page 6 Section II. MEMBERSHIP REQUIREMENTS Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). N/A 17. Do you provide procedures for the prompt and equitable resolution of grievances of your members as required by Section 220522 (a)(13) of the Act? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. X, p. 18 Do you have any published procedures relating to the resolution of grievances that are not a part of your organic documents? Y N 18. Do you have eligibility criteria that are more restrictive than your International Federation as prohibited by Section 220522 (a)(14) of the Act? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). 19. Please describe in narrative form how you inform your athletes about: (i) team selection procedures; (ii) procedures relating to the denial of an athlete or other person’s eligibility to participate; and (iii) procedures relating to resolution of grievances. i. Athletes are informed via a community-wide invitation to try out for any teams they are eligible for (e.g., U-19, U-23, etc.) All eligible athletes are invited to attend, and no one is denied access to the try-out process. ii. No athlete is denied the opportunity to participate unless their membership has been suspended due to a disciplinary decision of the judiciary committee. iii. All athletes and members are informed of the judicial and conduct process when they become members of USA Ultimate. We also publish the grievance process on our website. 20. Please describe in narrative form what policies and procedures you have in place pertaining to drug testing and adjudication of related doping offenses. WFDF and USA Ultimate are WADA compliant, and we have athletes on the out of competition testing registry every year. 21. Explain in narrative form when you are able to amend your organic documents and how much notice is needed. These Bylaws may be amended, repealed, or altered, in whole or in part, and new Bylaws may be adopted, by a majority of directors then in office at any meeting duly called and at which two-thirds of the directors then in office are present. Revised February 27, 2012 Page 7 Section II. MEMBERSHIP REQUIREMENTS (b) The text, or a summary thereof, or any proposed amendment to be adopted at a meeting shall be sent to the directors at least ten (10) days prior to the meeting at which such action is to be taken. (c) Such amendment shall be effective as of the date of adoption unless otherwise specified in either the amendment or the resolutions adopting the amendment. Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. XIII, Sec. 1, p. 22 Are you capable of changing your organic documents by mail or electronic ballot? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. XIII, Sec. 1(a), p. 22 22. Please list the name and address of any other sports organizations known to you in the sport for which you are seeking recognition. N/A 23. Please explain why your organization wishes to become a member of the USOC and indicate the benefits that your organization can bring to the USOC as a member. USA Ultimate (USAU) serves as the National Governing Body for the sport of Ultimate in the United States. USAU focuses foremost on the needs of its athletes and members, while improving access to the sport and enhancing members’ overall experience. USAU is one of the first flying disc sport organizations in the world and is also the largest, with approximately 40,000 members and an extensive national volunteer network. USAU is a member of the World Flying Disc Federation (WFDF), which is a member of the International Olympic Committee, the General Association of International Sport Federations (GAISF) and the International World Games Association (IWGA). USAU annually sends multiple National Teams to represent the United States at a variety of international events and World Championships, including the World Games, which operates under the patronage of the International Olympic Committee (IOC). Our teams are highly competitive and were welcomed home with personal letters from President Barack Obama after winning the Gold Medal at the most recent World Games. According to the Sports and Fitness Industry Association (SFIA) (formerly the SGMA), Ultimate, Lacrosse and Rugby are the fastest growing team sports in the United States. The SGMA estimates that over 5 million Americans play Ultimate on a regular basis. CBS Sports, our former television partner, recently called us “the most popular sport on college campuses nationwide,” and Sports Illustrated recently ran a feature on Ultimate as the best example of what true college sports should look like…highly competitive, very athletic, and based on a strong ethic of sportsmanship called “Spirit of the Game,” woven into the sport’s culture and Revised February 27, 2012 Page 8 Section II. MEMBERSHIP REQUIREMENTS history. We seek membership in the Olympic Family as one of the most popular sports in the nation and as a sport that truly embodies the Olympic ideal through our fundamental principal of participation, “Spirit of the Game.” We are a very inexpensive team sport that is great for fitness and skill development across the entire spectrum of sport skills. Membership in the Olympic Family would greatly enhance our appeal to schools and families nationwide, and our athletes would feel a great sense of pride in being part of the Olympic Family. We also believe that a sport of our size and popularity should receive recognition as a welcomed member of the U.S Amateur Sports Family and USOC Family. 4. What benefits will you bring to the USOC as a member? Ultimate is an incredibly popular sport in the U.S., with many of the Olympic ideals fully baked into our culture and competitive structure. We are a very inexpensive sport and are anxious to bring our Learn to Play and Community Recreation outreach programs to our fellow Multi-Sport Organization members. We are very popular with schools and physical educators across the United States (see attached cover article from Physical Education Journal) due to the incredibly fun nature of the sport (kids love it); because there are virtually no barriers to entry/play; the sport is excellent for all energy systems, aerobic and anaerobic, and thus great for fitness; and all you need to play is a disc, which is very inexpensive. We are also the world leader, winning multiple World Championships virtually every year, and are the current defending champions of the World Games. We represent the United States very well on the international scene. Ultimate is very appealing to the younger generation of fans that the Olympic movement is anxious to appeal to and attract. Much like many of the ‘action sports’ being added to the Olympic Games menu, Ultimate athletes and their fans are exactly the kind of fans the Olympic movement is seeking to attract and retain. By adding Ultimate to the family, the USOC would be attracting a huge number (5 million) of younger generation fans to the Olympic movement. Ultimate is growing faster for girls and women than it is for men. Several of our leagues/associations have received grants from the Women’s Sports Foundation due to this growth and for some at-risk outreach programs targeting girls in disadvantaged neighborhoods. 24. Please describe how you develop interest and participation throughout the United States and are responsible to the persons and amateur sports organizations you represent as is required by Section 220524 (1) of the Act. Revised February 27, 2012 Page 9 Section II. MEMBERSHIP REQUIREMENTS USA Ultimate has a wide variety of communication and outreach programs in place including our Learn to Play, Community Outreach and League Affiliate programs. Our youth division is our fastest-growing division, and we continue to add 2-3 states per year to our High School Championships. Our college division continues to grow every year, and we provide hundreds of colleges and universities with our organizational support materials and membership hotline. 25. Please describe how you minimize, through coordination with other amateur sports organizations, conflicts in the scheduling of all practices and competitions as is required by Section 220524 (2) of the Act. USA Ultimate follows an annual schedule of seasons and events each year. The dates and locations of our major national events are published as soon as we have a signed contract with the host LOC. 26. Please describe how you keep amateur athletes informed of policy matters and reasonably reflect the views of such athletes in your policy decisions as is required by Section 220524 (3) of the Act. All of our athletes are members of USA Ultimate and receive regular communications form USA Ultimate via our quarterly magazine and daily through our multiple social media networks. The athletes are represented on both our Board of Directors and athlete's council that meets regularly with the staff and competition committee to discuss any policies impacting their participation. 27. Please describe how you disseminate and distribute to amateur athletes, coaches, trainers, managers, administrators, and officials in a timely manner the applicable rules and any changes to such rules of the National Governing Body, the USOC, the appropriate international sports federation, the International Olympic Committee, the International Paralympic Committee, and the Pan-American Sports Organization as is required by Section 220524 (4) of the Act. All new members of USA Ultimate receive rule books when they become a member, and all members are notified in writing either via email or regular mail of any changes to the rules. The latest version of our rules and the WFDF rules are also published and updated as needed on our website. 28. Do you promptly (1) review every request submitted by an Amateur sports organization or person for a sanction (i) to hold an international amateur competition in the U.S. or (ii) to allow U.S. Amateur athletes to compete in international athletic competition held outside the U.S. and (2) determine whether to grant such sanction, in accordance with Section 220525 of the Act? Y N Please indicate where this provision is contained in your Bylaws (please list the article or section citation and page number where the provision can be found). Art. XIII, p. 22 Do you have any published procedures relating to sanctioning that are not part of your organic documents? Y N Please describe your sanctioning procedures. Attachment Q Revised February 27, 2012 Page 10 Section II. MEMBERSHIP REQUIREMENTS 29. Do you allow an amateur athlete to compete in any international amateur athletic competition conducted under your auspices or that of any other amateur sports organization or person as is required by Section 220524 (5) of the Act, unless you established that denial was based on evidence that the organization conducting the program did not meet the requirements stated in Section 220525 of the Act? Y N Please describe your policy relating to the rights of athletes to compete. As described in Article III, section 5, we are committed to protecting the opportunity for all athletes to compete in the sport of Ultimate. 30. Do you provide equitable support and encouragement for participation by women where separate programs for male and female athletes are conducted on a national basis as is required by Section 220524 (6) of the Act? Y N Please describe your programs for female athletes. Please provide the number of participants by gender. USA Ultimate has a strong gender equity policy (see below), and the gender equality of our sport was one of the strengths noted by the International Olympic Committee when welcoming WFDF into the Olympic family. We operate divisions for boys and girls, men and women, and mixed-gender teams. Currently, as of August 1, 2013, there are 13,405 female participants and 30,676 male members of USA Ultimate. In an attempt to strengthen the Ultimate community and ensure that the sport of Ultimate remains an inclusive and welcoming sport for female athletes, USA Ultimate endorses a policy of gender equity. USA Ultimate will ensure that USAU coverage and promotion of women's divisions is equal to that of the corresponding men’s division, and encourage outside partners and vendors to achieve gender equity in their coverage of and marketing of Ultimate. As long as the number of female players lags behind the number of male players, USA Ultimate will implement targeted outreach programs that strive to increase the number of female players. USA Ultimate, in order to promote and encourage the growth of female play in USA Ultimate competition, recommends the creation of comparable teams of each gender. In situations of unequal opportunity, reasonable accommodations should be made to include female participants. 31. Please describe how you encourage and support amateur athletic sports programs for disabled individuals in amateur athletic activity, including, where feasible, the expansion of opportunities for meaningful participation by individuals with disabilities in programs of athletic competition for ablebodied individuals as is required by Section 220524 (7) of the Act. USA Ultimate is working with WFDF to explore and develop new opportunities to provide athletic programs for disabled individuals. 32. Please describe how you provide and coordinate technical information on physical, equipment design, coaching and performance analysis as is required by Section 220524 (8) of the Act. USA Ultimate has a well-designed coaching education program that is delivered nationwide at a variety of levels. Included in both this program and regular columns Revised February 27, 2012 Page 11 Section II. MEMBERSHIP REQUIREMENTS in our quarterly magazine are a wide variety of articles and and up-to-date information on perfomance, training, strategy and skill development. We also have a disc standards group that reviews discs when appropriate for evaluation of whether they meet the technical standards established by WFDF and USA Ultimate. 33. Please describe how you encourage and support research, development and dissemination of information in the areas of sports medicine and sports safety as is required by Section 220524 (9) of the Act. USA Ultimate has a sports medicine group led by physicians that develop and update our coaching education materials and safety policies based on the latest research and national stantdards. USA Ultimate is a proud member of the USOC's "Make the Commitment" stop abuse in sports campaign. Revised February 27, 2012 Page 12 Section III. ATTACHMENTS In addition to responding to the above questions, please attach the following attachments (labeled with corresponding letter): A. Bylaws and Constitution B. Articles of Incorporation C. Most recent Annual Report D. Certificate of Good Standing from the State in which you are incorporated E. IRS Form 990 F. Letter from your International Federation confirming your membership G. Organizational chart showing the relationship between your governing boards, committees, officers and paid staff H. Most recent audit statement with management letter I. Current and ensuing years’ budget J. Chart that shows the various member components of your organization and their relationships K. Denial of eligibility (If answered “Y” to the last question of number 12) L. Narrative describing how the members of your governing board(s) are selected/elected. M. List of: a. “Designated Committees,” b. All committees that are not “Designated Committees” within your NGB, and for each identify those members that are athletes, and how they qualify as such N. List the members of your board of directors, executive committee and other governing board(s) and identify those members that are athletes, and how they qualify as such O. Procedures for the prompt and equitable resolution of grievances (If answered “Y” to number 17) P. International Federation’s eligibility requirements Q. Published procedures relating to sanctioning (If answered “Y” to the 3rd question of number 28) R. Organization’s strategic plan that addresses at minimum, the following components: a. High Performance – how the organization strives to achieve sustained competitive excellence on the field of play. b. Business Development/Revenue Generation – how the organization develops business operations to maximize revenue to support athletes in their quest to achieve sustained competitive excellence on the field of play. c. Staffing Plan – Staff your organization has in place and their specific responsibilities. d. Membership Development – how the organization recruits and retains members to provide a consistent revenue stream and talent base to develop elite athletes. Section IV. SUBMISSION This form and its attachments should be returned to: USOC Membership Task Force c/o Rick Adams, Managing Director NGB Organizational Development -orrick.adams@usoc.org 1 Olympic Plaza Colorado Springs, CO 80909-5760 Fax (719) 866-2173 If you have questions regarding this application, please contact Rick Adams at (719) 866-4138 or rick.adams@usoc.org. Revised February 27, 2012 Page 13 USA ULTIMATE BYLAWS Approved May 22, 2013 Table of Contents ARTICLE 1 ARTICLE II ARTICLE III ARTICLE IV ARTICLE V ARTICLE VI ARTICLE VII ARTICLE VIII ARTICLE IX ARTICLE X ARTICLE XI ARTICLE XII ARTICLE XIII Names and Officers Definitions Purposes Powers Board of Directors Officers Committees Chief Executive Officer Members Grievances and Appeals Representation to WFDF Sanctioning Events Miscellaneous 1 1 2 3 4 12 14 17 18 18 22 22 22 USA Ultimate Bylaws Approved May 22, 2013 ARTICLE I NAME AND OFFICES Section 1.1 Name and Offices. The name of USA Ultimate shall be the Ultimate Players Association which shall be referred to in these Bylaws as USA Ultimate. USA Ultimate may establish such acronyms or abbreviations as may be appropriate for business use, and may establish logos, service marks, or trademarks as may be appropriate to further its purposes, mission recognition and goals. Section 1.2 Nonprofit Status. USA Ultimate shall be a non-profit corporation incorporated and licensed pursuant to the laws of the State of Colorado. USA Ultimate shall be operated for charitable and educational purposes and it shall also have as its purpose to foster national and International Amateur Sports Competition in the sport of ultimate. USA Ultimate shall operate consistent with and shall maintain a tax-exempt status in accordance with section 501(c)(3) of the Internal Revenue Code. Section 1.3 Offices. (a) The principal office of USA Ultimate shall be in Colorado. USA Ultimate may at any time and from time to time change the location of its principal office. USA Ultimate may have such other offices, either within or outside Colorado, as the Board of Directors may designate or as the affairs of USA Ultimate may require from time to time. (b) The registered office of USA Ultimate required by the Colorado Revised Nonprofit Corporation Act (the “Nonprofit Corporation Act) shall be maintained in Colorado. The registered office may be changed from time to time by the Board of Directors or by the officers of USA Ultimate, or to the extent permitted by the Nonprofit Corporation Act or by the registered agent of USA Ultimate. The registered office may be, but need not be, the same as the principal office. ARTICLE II DEFINITIONS Capitalized terms not otherwise defined herein shall have the meanings set forth in the Ted Stevens Olympic and Amateur Sports Act (36 U.S.C. Sec. 220501 et seq.) (the “Ted Stevens Olympic and Amateur Sports Act”). 1 USA Ultimate Bylaws Approved May 22, 2013 ARTICLE III PURPOSES USA Ultimate is organized exclusively for educational purposes and to foster national and International Amateur Sports Competition within the meaning of and pursuant to Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (or under the corresponding provision of any future United States Internal Revenue law) and in furtherance of such purposes, USA Ultimate shall: 1. Serve as the national governing body of the sport of Ultimate in the United States, representing the interests of the sport and the interests of all players and exercise exclusive jurisdiction over all matters pertaining to the participation of the United States in the sport of Ultimate in world championships and other international competitions; 2. Establish national goals for athletic activities related to the sport of Ultimate and encourage the attainment of those goals; 3. Promote the Spirit of the Game so that Ultimate is conducted in accordance with the spirit of true sportsmanship and establish principles for ethical behavior; 4. Develop interest and expand participation in Ultimate throughout the United States; 5. Protect the right of opportunity, without discrimination on the basis of race, color, religion, age, gender, sexual orientation, national origin or disability of an athlete, coach, manager, administrator or official to participate in Ultimate; 6. Establish rules regarding eligibility, participation, and competition of USA Ultimate members on a local, regional, national and international level and disseminate and distribute in a timely manner the applicable rules and any changes to such rules of the national governing body, USA Ultimate, the appropriate international sports federation, the International Olympic Committee, the International Paralympic Committee, and the Pan-American Sports Organization as applicable; 7. Coordinate and develop athletic activity and competition in the United States relating to the sport of Ultimate and promote participation and the development of athletes’ skills at all levels through programs for players, coaches, administrators and officials; 8. Honor men and women, past and present, who by their deeds as players, coaches, officials and/or contributors to the sport of Ultimate, and by the example of their lives, personify the Spirit of the Game and the highest levels of competition and to enshrine such persons in the Ultimate Hall of Fame; 9. Keep its members informed of organizational policy matters and reasonably reflect the views of its members in its policy decisions; 2 10. USA Ultimate Bylaws Approved May 22, 2013 Provide and coordinate technical information on physical training, equipment design, coaching, and performance analysis and encourage and support research, development, and dissemination of information in the areas of sports medicine and sports safety; 11. Provide procedures for the prompt and equitable resolution of grievances of USA Ultimate members; and 12. Consistent with the above purposes, to transact any and all other lawful business or businesses for which a corporation may be incorporated pursuant to the Colorado Nonprofit Corporation Act, as it may be amended from time to time. ARTICLE IV POWERS USA Ultimate shall be autonomous in its governance of the sport of Ultimate, in that it independently shall determine and control all matters central to such governance, shall not delegate such determination and control to other organizations, and shall be free from outside restraint. This provision shall not be construed as preventing USA Ultimate from contracting with third parties for administrative assistance and support in connection with its purposes or from delegating to its members the authority to conduct certain portions of USA Ultimate’s program. In connection therewith, and without limiting any powers granted by applicable state law, USA Ultimate shall have the following powers: 1. Represent the United States in all relations with any international federation; 2. Serve as the coordinating body for Amateur Athletic Competition in the sport of Ultimate in the United States; 3. Exercise jurisdiction over international amateur athletic activities and sanction International Amateur Athletic Competition held in the United States and sanction the sponsorship of International Amateur Athletic Competition held outside the United States in the sport of Ultimate; 4. Conduct Amateur Athletic Competition in the sport of Ultimate, including regional and national championships and festivals, and International Amateur Athletic Competition in the United States, and establish procedures for the determination of eligibility standards for participation in such competitions; 5. Designate individuals and teams to represent the United States in international Amateur Athletic Competition (other than the Olympic or Pan American Games) in the sport of Ultimate and certify, in accordance with the rules of any international federation, the eligibility of such individuals and teams; 3 6. USA Ultimate Bylaws Approved May 22, 2013 Facilitate, through orderly and effective administrative procedures, the resolution of conflicts or disputes which involve any of its members, any Amateur Athlete, coach, trainer, manager, administrator, official, or Amateur Sports Organizations, and which may arise in connection with their eligibility for and participation in world championship competition or other international or national competitions; 7. Establish and maintain offices for the conduct of the affairs of USA Ultimate; 8. Publish one or more newspapers, magazines, online publications or other publications consistent with its corporate purposes; 9. Promote and encourage educational programs in the sport of Ultimate, including programs that inform people of the virtues of good citizenship and Spirit of the Game, of the cultural aspects of amateur athletic activities, and of the benefits of physical fitness and participation in amateur athletic activities; and 10. Take such other actions and engage in such other activities as may be consistent with and in furtherance of the purposes of USA Ultimate. ARTICLE V BOARD OF DIRECTORS Section 5.1 In General. USA Ultimate shall be governed by a Board of Directors whose members are selected in accordance with the provisions of these Bylaws. Section 5.2 Authority and Powers. The USA Ultimate Board of Directors shall represent the interests of the Ultimate community for Ultimate in the United States and its athletes by providing USA Ultimate with policy, guidance and strategic direction. The Board of Directors shall oversee the management of USA Ultimate and its affairs, but it does not manage USA Ultimate. The Board of Directors shall select a well-qualified and ethical Chief Executive Officer (the “CEO”) and diligently oversee the CEO in the operation and management of USA Ultimate. The Board of Directors shall focus on long-term objectives and impacts rather than on day-to-day management, empowering the CEO to manage a staff-driven organization with effective oversight. In addition, the Board of Directors shall perform the following specific functions, among others: (a) implements, procedures to orient new Board members, to educate all Board members on the business and governance affairs of USA Ultimate, and to evaluate the performance of the Board of Directors. (b) selects, compensates, and evaluates the CEO and such other corporate officers as it designates from time to time and plans for management succession; (c) reviews and approves USA Ultimate’s strategic plan and the annual operating plans, budget, business plans, and corporate performance; 4 (d) USA Ultimate Bylaws Approved May 22, 2013 sets policy and provides guidance and strategic direction to management on significant issues facing USA Ultimate; (e) reviews and approves significant corporate actions; (f) oversees the financial reporting process, communications with stakeholders, and USA Ultimate's legal and regulatory compliance program; (g) oversees effective corporate governance; (h) approves financial strategies, borrowing commitments, and long-range financial planning; (i) reviews and approves financial statements, annual reports, audit and control policies, and, upon the recommendation of the Audit and Ethics Committee, selects independent auditors; (j) monitors whether USA Ultimate’s assets are being prudently invested; (k) monitors USA Ultimate’s compliance with laws and regulations and the performance of its broader responsibilities; and (l) ensures that the Board of Directors and management are properly structured and prepared to act in case of an unforeseen corporate crisis. Section 5.3 Diversity. USA Ultimate is committed to taking meaningful and intentional actions to promote diversity among Board members. USA Ultimate recognizes the need to promote and enhance diversity throughout the sport of Ultimate and diversity among Board members is consistent with and in furtherance of that overall goal. Board members shall be selected without regard to race, color, religion, age, gender, sexual orientation, national origin or disability. Section 5.4 Composition. The Board of Directors shall consist of a total of twelve (12) individuals, comprised as follows: four (4) At-Large Board members who shall be elected by the members of USA Ultimate, three (3) Elite Athlete Board members who shall be elected by Elite Athletes, two (2) Appointed Board members who shall be appointed by the Board of Directors, and three (3) Independent Board members who shall be appointed by the Board of Directors Section 5.5 General Qualifications. Each Board member shall exhibit the following general qualifications in addition to the specific qualifications set forth in Section 5.6 below: (a) Be a citizen of the United States and not be an officer of any other national federation other than USA Ultimate; (b) Be at least eighteen (18) years of age; 5 USA Ultimate Bylaws Approved May 22, 2013 (c) Be of good character; (d) Be judged qualified and appropriate for the particular position; (e) Be committed to serving in the best interest of USA Ultimate and the sport of Ultimate regardless of the constituency that selects the Board member; (f) Be willing to adhere to USA Ultimate’s policies and procedures; and (g) Possess strong communication and interpersonal skills. Section 5.6 Additional Qualifications. (a) At-Large Board Members. Each At-Large Board member must be a member of USA Ultimate in good standing. At-Large Board members shall not represent any one region, district or constituency group and shall act in the best interests of USA Ultimate without regard to geographic allegiance or other concerns. (b) Elite Athlete Board Members. Each Elite Athlete Board member must qualify as an Elite Athlete at the time of election and must be a current member of USA Ultimate in good standing. “Elite Athlete” shall mean a USA Ultimate member who has either (i) within the last ten (10) years preceding election, represented the United States in a world championship event recognized by WFDF for which a competitive selection process was administered by USA Ultimate or an international championship recognized by WFDF or (ii) within twenty-four (24) months prior to election (a) finished in the top half of USA Ultimate’s national championship or team selection competition for an international championship recognized by WFDF or (b) has been a member of USA Ultimate’s national team. (c) Appointed Board Members. Appointed Board members shall not represent any one region, district or constituency group and shall act in the best interests of USA Ultimate without regard to geographic allegiance or other concerns. (d) Independent Board Members. The Board of Directors, through its Nominating Committee, shall affirmatively make a determination as to the independence of each Independent Board member, and shall disclose those determinations to the Board of Directors. An “Independent Board member” shall be determined to have no material relationship with USA Ultimate, either directly or through an organization that has a material relationship with USA Ultimate. A relationship is “material” if, in the judgment of the Nominating Committee, it would interfere with the Board member’s independent judgment. To assist it in determining whether a 6 USA Ultimate Bylaws Approved May 22, 2013 Board member is independent, the Nominating Committee shall apply the following guidelines on a case by case basis: (i) (ii) (e) A Board member shall not be considered independent if, within the preceding two (2) years: (1) The Board member was employed by USA Ultimate, any international federation that governs the sport of Ultimate, the international regional sport entity of Ultimate, or any sport family entity of Ultimate; (2) An immediate family member of the Board member was employed by USA Ultimate, the United States Olympic Committee (“USOC”), the relevant international federation of, any international, any regional federation of Ultimate, or any sport family entity of Ultimate; (3) The Board member was employed by USA Ultimate’s outside auditor or outside counsel or was involved in a business venture with USA Ultimate’s outside auditor or outside counsel as a partner, principal or manager; (4) An immediate family member of the Board member was employed by or was a involved in a business venture with USA Ultimate’s outside auditor or outside counsel as a partner, principal or manager; (5) The Board member receives any compensation from USA Ultimate, directly or indirectly; (6) The Board member is an executive officer, controlling shareholder, or partner of a corporation or partnership or other business entity that does business with USA Ultimate; or (7) The Board member was a member of USA Ultimate and was involved in an active role or identified with any constituent group. Where the guidelines above do not specifically address a particular relationship, the determination of a Board member’s independence, shall be made by the Nominating Committee. At least one (1) Board member shall serve on the Audit and Ethics Committee and shall have financial expertise. 7 USA Ultimate Bylaws Approved May 22, 2013 Section 5.7 (a) Classes and Term. The Board of Directors shall be divided into three (3) classes of Board members. Each class shall be comprised of four (4) Board members as follows: Class 1 – One (1) At-Large Board member, One (1) Elite Athlete Board member, One (1) Independent Board members, One (1) Appointed Board member Class 2 –Two (2) At-Large Board members, One (1) Elite Athlete Board member, One (1) Independent Board member. Class 3 – One (1) At Large Board member, One (1) Elite Athlete Board member, One (1) Independent Board members, One (1) Appointed Board member. (b) The Board members in each class shall be elected or appointed for a three (3) year term. The next subsequent three (3) year term for Class 1 shall commence in January 2014, for Class 2 in 2015 and Class 3 in 2016. Section 5.8 Term Limits. No Board member shall serve more than two (2) consecutive terms and there shall be a minimum of one (1) year between the expiration of the second consecutive term and the start of any new term. A term of one and one-half years shall constitute a full term. Section 5.9 as follows: Election and Appointment. Board members shall be elected and appointed (a) At-Large Board Members. At-Large Board members shall be elected directly by USA Ultimate eligible members. If a member of USA Ultimate is an active member in good standing with USA Ultimate, he or she is eligible to vote in the election of At-Large Board members. (b) Elite Athlete Board Members. Elite Athlete Board members shall be elected directly by Elite Athletes. If an Elite Athlete is an active member in good standing with USA Ultimate, he or she is eligible to vote in the election of Elite Athlete Board Members. (c) Independent Board Members. Independent Board Members shall be appointed to the Board of Directors after a vote of the Board of Directors at a duly convened meeting of the Board of Directors. (d) The slate of candidates for each vacant Board member position shall be determined by the Nominating Committee. Section 5.10 Meetings. 8 (a) (b) USA Ultimate Bylaws Approved May 22, 2013 The Board of Directors shall meet at least four (4) times per year. Additional meetings may be scheduled by the President as necessary. The annual meeting shall be a face to face meeting occurring once per year, and shall constitute one of the four meetings required by this Section. A special meeting of the Board of Directors may be held at any time and at any place when called by the President of the Board or by four (4) or more Board members after proper notice has been given pursuant to Section 5.13(b). Section 5.11 Attendance at Meetings. Board members shall attend all regular meetings of the Board of Directors whenever practicable, and physical attendance is required at the annual meeting and at other regular meetings unless alternative arrangements have been made with the President. The Secretary shall monitor the attendance of Board members at meetings of the Board of Directors and Board members who fail to attend meetings shall be required to explain the reason or reasons for their absence to the President and the Governance and Board Development Committee. Any member of the Board of Directors who fails to attend at least three-quarters of the meetings of the Board of Directors during his or her initial term shall not be eligible for re-election to a second term unless the Governance and Board Development Committee determines that unique and extraordinary circumstances prevented a particular individual from attending at least three-quarters of the meetings of the Board of Directors during his or her initial term, in which case such individual shall be deemed eligible for re-election to a second term. Section 5.12 Presence Through Communication Device. Unless otherwise provided by law, the Articles of Incorporation or these Bylaws, Board members may participate in any meeting by means of a conference telephone or similar communication device through which all persons participating in the meeting can hear each other at the same time, and participation by such means shall constitute presence in person at a meeting. Meetings of the Board of Directors may take place entirely through the use of a conference telephone or similar communication device if circumstances require that a meeting be conducted in such manner, as determined by the President. Section 5.13 Notice. (a) Notice of any meeting of the Board of Directors shall be given by the President or by the President’s designee. Notice of each regular meeting of the Board of Directors, stating the place, day and hour of the meeting, along with the agenda and any supporting materials, shall be given to each Board member prior to the time designated for the meeting. Written notice may be delivered either personally, by mail to the Board member’s business address (or such other address provided by the Board member for such purpose), by private carrier, by facsimile or by electronic transmission. If mailed, such notice shall be deemed to be given when deposited in the United States mail, with postage thereon prepaid. If 9 USA Ultimate Bylaws Approved May 22, 2013 transmitted by facsimile or electronic transmission, such notice shall be deemed to be given when the transmission is received. (b) Reasonable notice consisting of at least five (5) days prior notice of the time and place of special meetings of the Board of Directors shall be given to each Board member. Such notice need not specify the purposes of a meeting, unless otherwise required by law, the articles of incorporation or these Bylaws or unless there is to be considered at the meeting: (i) contracts or transactions of USA Ultimate with interested persons; (ii) amendments to the Articles of Incorporation or these Bylaws; (iii) an increase or decrease in the number of Board members; (iv) removal or suspension of a Board member; or (v) the merger or conversion of USA Ultimate. (c) Subject to all applicable law, the transactions of any meeting of the Board of Directors, however called and noticed or wherever held, shall be as valid as though there had been a meeting duly held after regular call and notice if a quorum is present and if, either before or after the meeting, each of the Board members not present signs a written waiver of notice. (d) A Board member may waive notice of any meeting before or after the time and date of the meeting. Except as otherwise provided in this Section 5.13(d), the waiver shall be in writing and signed by the Board member entitled to the notice. Such waiver shall be delivered to USA Ultimate for filing with the corporate records, but such delivery and filing shall not be conditions of the effectiveness of the waiver. A Board member’s attendance at or participation in a meeting waives any required notice to that Board member of the meeting unless: (i) at the beginning of the meeting or promptly upon the Board member’s later arrival, the Board member objects to holding the meeting or transacting business at the meeting because of lack of notice or defective notice and does not thereafter vote for or assent to action taken at the meeting; or (ii) if special notice was required of a particular purpose pursuant to the Nonprofit Corporation Act or these Bylaws, the Board member objects to transacting business with respect to the purpose for which such special notice was required and does not thereafter vote for or assent to action taken at the meeting with respect to such purpose. Neither the business to be transacted at, nor the purpose of, any meeting of the Board of Directors need be specified in the notice or waiver of notice of such meeting unless otherwise required by law, the articles of incorporation or these Bylaws. All such waivers shall be filed with the corporate records or made a part of the meeting. Section 5.14 Quorum. At any meeting of the Board of Directors a simple majority of the Board members then in office shall constitute a quorum. Any meeting may be adjourned by 10 USA Ultimate Bylaws Approved May 22, 2013 a majority of the votes cast upon the question, whether or not a quorum is present, and the meeting may be held as adjourned without further notice. Section 5.15 Action by Vote. When a quorum is present at any meeting, a majority of the Board members present at the meeting shall decide any question, including election of officers, unless otherwise provided by law, the Articles of Incorporation or these Bylaws. Section 5.16 Action by Writing. Any action required or permitted to be taken at any meeting of the Board of Directors may be taken without a meeting if the Board members are provided the notice required by C.R.S. 7-128-202, two-thirds of all Board members then in office consent to the action in writing and the written consents are filed with the records of the meetings of the Board of Directors. Such consents shall be treated for all purposes as a vote at a meeting. If the President or presiding officer receives a written demand that such action not be taken without a meeting, then the Board of Directors shall hold a meeting to vote on the action. Section 5.17 Removal. At any meeting of the Board of Directors, any Board member who is elected by the Board of Directors may, by a vote of not less than two-thirds of the directors then in office, be removed from office for cause and a successor may be appointed pursuant to Section 5.19 below. For purposes of this Section “cause” shall mean the failure by the Board member to carry out his or her duties or responsibilities as a Board member or any action or inaction which materially and adversely affects or may affect USA Ultimate. A Board member elected by a voting group (i.e., an At-Large Board member or an Elite Athlete Board member) may be removed, with or without cause, by such voting group at a meeting called for the purpose of removing such Board member. Section 5.18 Resignation. Any Board member may resign at any time by giving written notice to the President. Such resignation shall take effect at the time specified therein or, if no time is specified, at the time of acceptance of the resignation as determined by the Board of Directors. Section 5.19 Vacancies. In the event of the death, resignation, or removal of a Board member, the Board of Directors may elect a successor for the unexpired term. The Board of Directors shall have and may exercise all their powers notwithstanding the existence of one or more vacancies in their number. Section 5.20 Each Board member so elected shall serve for the unexpired portion of the term of the Board member being replaced. If the remaining term is less than one-half (1/2) of the length of a full term, such unexpired term shall not be counted toward the two-term service limit set forth in Section 5.8 of these Bylaws. If the remaining term is one-half (1/2) or more of the length of a full term, the remaining term shall be counted as a full term with respect to the Board member elected to fill such vacancy for purposes of said two-term service limit. Section 5.21 Compensation. No compensation shall be paid to any Board member for services as a Board member but, at the discretion of the Board of Directors, a Board member may be reimbursed for travel and actual expenses necessarily incurred in attending meetings and performing other duties on behalf of USA Ultimate. 11 USA Ultimate Bylaws Approved May 22, 2013 ARTICLE VI OFFICERS Section 6.1 Enumeration. The officers of USA Ultimate shall be elected or appointed by the Board of Directors. The officers of USA Ultimate shall be as follows: a President, one or more Vice Presidents (the number thereof to be determined by the Board of Directors), a Chief Executive Officer, a Secretary, a Treasurer, and such other officers as may be elected in accordance with the provisions of this Article. The Board of Directors may elect or appoint such other officers, including, but not limited to, one or more Assistant Secretaries and one or more Assistant Treasurers, as it shall deem desirable, such officers to have the authority and perform the duties prescribed, from time to time, by the Board of Directors. Section 6.2 Term of Office. Each of the President and Vice President shall serve for a term of two (2) years or until a successor is duly elected and takes office or until the officer’s earlier, death, resignation, or removal. No individual may serve simultaneously as an officer of an organization holding membership in USA Ultimate or as an officer of another Amateur Sports Organization that is recognized by the USOC as a national governing body. Section 6.3 Term Limits. No individual may serve as President more than two consecutive (2) terms and no individual may serve as President more than two (2) terms during a six (6) year period. When an individual is elected to fill a vacancy because of a past President’s resignation, removal, incapacity, disability or death, and the remaining term is more than one (1) year, such term shall constitute a full term. If the vacancy being filled is for less than one (1) year, the term shall not be a full term and the newly elected President may serve two (2) additional two (2) year terms following completion of the filled vacancy term. Section 6.4 Election. The officers of USA Ultimate shall be elected by Board members at the first meeting of the Board of Directors of the calendar year. If the election of officers is not held at such meeting, such election may take place at a subsequent meeting as determined by the Board of Directors. Section 6.5 Vacancies. Any vacancy in the officers of USA Ultimate shall be filled by the Board of Directors. Section 6.6 Resignation and Removal. Any officer may resign at any time by giving written notice to the President and/or the full Board of Directors. Such resignation shall take effect at the time specified therein, or if no time the Board if Directors accepts the resignation. Any officer of USA Ultimate may be removed from office at any time by a two-thirds (2/3) vote of all the Board members who are entitled to vote, with or without assigning cause, whenever in their judgment the best interests of USA Ultimate will be served. Section 6.7 President. The President shall be the chair of the Board of Directors. The President shall in general supervise the business and affairs of USA Ultimate, and shall serve as the commissioner of the sport of Ultimate. He or she shall preside at all meetings of the members and of the Board of Directors and shall perform such other duties as may be assigned by the Board of Directors. The President shall, unless a regular member, be an ex-officio, non-voting 12 USA Ultimate Bylaws Approved May 22, 2013 member of all standing and all other committees of USA Ultimate. The President must be a current member of the Board of Directors of USA Ultimate. Section 6.8 Vice President. In the absence of the President or in event of his or her inability or refusal to act, the Vice President (or in the event there be more than one Vice President, the Vice Presidents in the order of their election) shall perform the duties of the President, and when so acting, shall have all the powers of and be subject to all the restrictions upon the President. Any Vice President shall perform such other duties as from time to time may be assigned to him or her by the Board of Directors. The Vice President must be a current member of the Board of Directors of USA Ultimate. Section 6.9 Chief Executive Officer. The CEO shall be selected by and shall serve at the direction and will of the Board of Directors. The CEO shall serve as a non-voting, ex-officio member of the Board of Directors. The CEO shall have all of the powers and shall perform the functions and responsibilities usually vested in the office of the CEO of a business corporation, including, but not limited to, the responsibilities described in Article VI of these Bylaws. Section 6.10 Secretary. The Secretary shall keep, or shall direct and cause another to keep, the minutes of the meetings of the Board of Directors and members in one or more books provided for that purpose; see that all notices are duly given in accordance with the provisions of these Bylaws or as required by law; be custodian of the corporate records; keep a register of the post-office address of each Board member and in general perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned to him or her by the Board of Directors. The Secretary need not be a Board member and the CEO may designate one member of the staff of USA Ultimate to serve as Assistant Secretary to handle the functions usually required by that position under corporate law and take minutes at meetings of the Board of Directors. Section 6.11 Treasurer. The Treasurer shall keep, or shall direct another to keep, the accounting records of USA Ultimate. From time to time at the request of the President or the Board of Directors, but in any case no less than once per year, and with the cooperation and assistance of the staff, the Treasurer shall prepare or cause to be prepared, and submit to the Board of Directors statements of the financial condition of USA Ultimate. Periodically, but no less than annually, the Treasurer shall review the budget to ensure compliance with the approval of expenditures and financial policy of the Board of Directors, cause independently audited financial reports to be prepared. The Treasurer shall in general perform all the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him or her by the Board of Directors. Section 6.12 Other Officers. The Board of Directors shall appoint such other officers from time to time as may be necessary to conduct the business of USA Ultimate and shall assign such duties and responsibilities as the Board of Directors deems necessary. In addition, the Board of Directors may designate special consultants or agents at any time. Section 6.13 Compensation. The Officers of USA Ultimate who are also Board members shall serve without compensation. This provision shall not preclude the reimbursement of reasonable expenses incurred in the performance of official duties. 13 USA Ultimate Bylaws Approved May 22, 2013 ARTICLE VII COMMITTEES Section 7.1 In General. USA Ultimate shall have the following standing committees: (a) a Governance and Board Development Committee; (b) a Nominating Committee; (c) an Audit and Ethics Committee; (d) a Judicial Committee; (e) a Spirit, Observers and Rules (SOAR) Committee; and (f) such other committees as may be created from time to time by resolution of the Board of Directors. Section 7.2 General Composition, Term, and Appointment. The members of each committee shall be appointed by the President at the first meeting of the Board of Directors of each calendar year. Any vacant committee seats remaining after the first meeting of the Board of Directors of each calendar year shall be filled in accordance with the procedures of the relevant committee. The composition of each committee shall be determined by the Board of Directors pursuant to the resolution creating such committee. Notwithstanding the foregoing, all committees shall have at least twenty (20%) percent Elite Athlete representation as required by Section 8.8 of the USOC Bylaws. The term of each committee member shall set forth in the resolution approved by the Board of Directors for that committee. No paid employee of USA Ultimate may be appointed as a voting member of any committee. Section 7.3 Committee Chair. The President shall name the chair of each committee from among the members of such committee. Section 7.4 General Powers. Each committee shall have such power, authority, and duties as provided for in these Bylaws or in the resolution creating and controlling the committee. No committee shall have any independent decision-making authority except to the extent specifically conferred upon such committee by the Board of Directors. Section 7.5 (a) Specific Powers. Governance and Board Development Committee. The Governance and Board Development Committee shall: 1. Develop and implement an annual self-evaluation process of the Board of Directors and its committees, task forces and working groups; 14 2. (b) (c) USA Ultimate Bylaws Approved May 22, 2013 Educate Board members on best practices and responsibilities of being a Board member; 3. Develop and maintain the policies and procedures of the Board of Directors; 4. Perform such other duties as assigned by the Board of Directors. Nominating Committee. The Nominating Committee shall: 1. Identify and evaluate prospective candidates for the Board; 2. Select individuals to serve on the Board as provided in these Bylaws; 3. Recommend as requested by the Board individuals to serve on various committees and task forces; 4. Consult with the Audit and Ethics Committee with respect to vetting all nominations for potential conflict of interest or other problematic background issues; 5. Perform such other duties as assigned by the Board of Directors. Audit and Ethics Committee. The Audit and Ethics Committee shall: 1. Recommend the independent auditors of USA Ultimate, review the report of the independent auditors and management letter, and recommend action as needed; 2. Investigate matters of fiscal controls and disclosure and such other matter as directed by the Board of Directors; 3. Develop, and review on an annual basis, a Code of Ethics for the Board of Directors, officers, committee and task force members, volunteers, staff and member organizations for adoption by the Board of Directors; 4. Oversee implementation of, and compliance with, the Code of Ethics for USA Ultimate; 5. Report to the Board of Directors on all ethical issues; 6. Generally administer and oversee compliance with the Code of Ethics; 7. Review and investigate matters of ethical impropriety and make recommendations on such matters to the Board; 15 (d) (e) 8. USA Ultimate Bylaws Approved May 22, 2013 Review and provide guidance on ethical questions presented to it by the Board, officers, committee and task force members, volunteers, staff and USA Ultimate members; 9. Perform such other duties as assigned by the Board of Directors. Judiciary Committee. The Judiciary Committee shall: 1. Generally administer and oversee all administrative grievances and right to compete matters filed with USA Ultimate; 2. Identify individuals who would be fair and impartial and who would have the qualifications and ability to serve on haring panels; 3. Hear and render a decision, or appoint a panel to hear and render a decision, on grievances and disciplinary matters; 4. Perform such other duties as assigned by the Board of Directors. Spirit, Observers and Rules (SOAR) Committee. The Spirit, Observers and Rules (SOAR) Committee shall: 1. Oversee, review and recommend policy-level decisions related to observers, rules, and Spirit of the Game (SOTG) 2. Ensure consistency in strategy, policy, and tactics across these three key areas of USA Ultimate’s operation Section 7.6 Special Committees. The President, subject to the approval of the Board of Directors, may establish such special committees, working groups and task forces as the President and Board of Directors considers necessary and shall determine the responsibilities and appoint necessary members. Section 7.7 Meetings. Committees shall hold meetings as frequently as necessary in order to ensure that the committee’s business is being carried out effectively. At a minimum each committee shall meet prior to any meeting of the Board of Directors and shall deliver a report to the Board of Directors on the actions of the committee to date. Section 7.8 Term Limits. The term limits applicable to each Board member serving on a committee shall be the same as the term limit applicable to such Board member generally. Each individual that serves on a committee who is not a Board member shall be limited to serving on such committee for a maximum period of two (2) successive two (2) year terms. Section 7.9 Removal. At any meeting of the Board of Directors, any committee member, including the chair, may be removed from the relevant committee, with or without cause, by the Board of Directors, and a successor who meets the requirements for membership in that committee may be selected. 16 USA Ultimate Bylaws Approved May 22, 2013 Section 7.10 Resignation. Any committee member may resign at any time by giving written notice to the chair of the relevant committee and the President. Such resignation shall take effect at the time specified therein or, if no time is specified, at the time of acceptance by the Board of Directors. Section 7.11 Vacancies. In the event of the death, resignation, or removal of a committee member, the persons or body responsible for the selection of such committee member shall select a replacement. If the remaining term is more than one-half of a full term, the replacement committee member shall be deemed to have served for a full term. Section 7.12 Compensation. No compensation shall be paid to any committee member for services but, at the discretion of the Board of Directors, a committee member may be reimbursed for travel and actual expenses necessarily incurred in attending meetings and performing other duties on behalf of USA Ultimate. ARTICLE VIII CHIEF EXECUTIVE OFFICER Section 8.1 Designation. USA Ultimate shall have a CEO, who shall be an officer of USA Ultimate, a non-voting, ex-officio member of the Board of Directors, and the leader of management and vested with the authority to make decisions on behalf of management. Section 8.2 Tenure. The CEO shall be employed by the Board of Directors for whatever term the Board of Directors deems appropriate which may be memorialized by contract on such terms and conditions as the Board of Directors deems appropriate. Section 8.3 Responsibilities. Subject to the general direction and policies of the Board of Directors as may be adopted from time to time, the CEO shall either directly or by delegation perform the following responsibilities: Section 8.4 Staff. Manage all staff functions; determine the size and compensation of professional staff; and hire and terminate the professional staff in accordance with USA Ultimate's compensation policies and guidelines. Section 8.5 Strategy. Develop a strategy for achieving the mission, goals and objectives of USA Ultimate in keeping with the policies adopted by the Board of Directors, implement the policies established by the Board of Directors and report to the Board of Directors concerning the results achieved. Section 8.6 Finances. Be responsible for resource generation allocation and prepare and submit semi-annual and annual budgets to the Board of Directors. Section 8.7 International Communications and Representation. Manage key international relationships and coordinate international activities of staff. 17 USA Ultimate Bylaws Approved May 22, 2013 Section 8.8 Other Duties. Perform such other functions as usually vested in the office of the CEO of a business corporation and as may be delegated by the Board of Directors. Section 8.9 Contracts. The CEO shall have the authority to enter into ordinary operational contracts as well as to negotiate and execute on behalf of USA Ultimate any contract specifically authorized by the Board of Directors. The CEO may delegate this authority to members of the staff. Any proposed contract which extends beyond four years and/or exceeds (10%) percent of the USA Ultimate’s annual operating budget for the fiscal year in which the contract is signed shall require approval by the Board of Directors. ARTICLE IX MEMBERS Section 9.1 Membership. USA Ultimate shall establish various types and categories of membership in USA Ultimate as USA Ultimate and the Board of Directors shall from time to time determine in the best interest of USA Ultimate. USA Ultimate shall establish the criteria and conditions for each category of membership including the amount of dues or fees, if any. Section 9.2 Membership Rights. The members of USA Ultimate shall have such rights and privileges as granted by USA Ultimate in its sole discretion. The members of USA Ultimate may vote to elect the members of the Board of Directors subject to the conditions of these Bylaws but shall otherwise not have voting rights with respect to any other actions of USA Ultimate. Section 9.3 Member Quorum. One (1%) percent of the members of USA Ultimate shall constitute a quorum for the purposes of electing the Board of Directors. One (1%) of members who are Elite Athletes shall constitute a quorum for the purposes of electing Elite Athletes to the Board of Directors. Section 9.4 Annual Meeting of Members. There shall be no annual meeting of the members of USA Ultimate unless called by the Board of Directors after giving such notice as may be required by applicable law or these Bylaws. ARTICLE X GRIEVANCES AND APPEALS Section 10.1 Designation of Complaints. The following types of complaints may be filed with USA Ultimate: (a) Administrative Grievance. USA Ultimate or any member of USA Ultimate may file a complaint pertaining to any matter within the cognizance of USA Ultimate, including but not limited to any alleged violation of or grievance concerning: (i) any USA Ultimate rule or regulation, (ii) any provision of USA Ultimate’s Bylaws, or (iii) any provision of the Ted 18 USA Ultimate Bylaws Approved May 22, 2013 Stevens Olympic and Amateur Sports Act relating to USA Ultimate’s recognition as a national governing body; (b) Right to Compete. Any athlete, coach, trainer, manager, administrator or official may file a complaint pertaining to any alleged denial, or alleged threat to deny, of that individuals opportunity to compete in a USA Ultimate sanctioned competition. Section 10.2 Manner of Filing. The complainant shall file the complaint with the Judicial Committee pursuant to the requirements set forth in the Conduct Policy or any other rules, regulations or procedures as determined by the Board of Directors and/or the Judicial Committee. Section 10.3 Timing and Statute of Limitations. A complaint filed under these Bylaws or the Conduct Policy shall be filed within the timeframes set forth in the Conduct Policy. Section 10.4 Field of Play Decisions. The final determination of a official during a competition regarding a field of play decision (a matter set forth in the rules of the competition to be within the discretion of the official) shall not be reviewable through this process unless the decision is: (i) outside the authority of the official to make or (ii) the product of fraud, corruption, partiality or other misconduct of the official. For purposes of this Section, the term “official” shall include any individual with discretion to make field of play decisions. Section 10.5 Administration. (a) The Judicial Committee shall generally administer and oversee all administrative grievances and right to compete matters filed with USA Ultimate. The Judicial Committee shall ensure that all complaints are heard in a timely, fair and impartial manner. The Judicial Committee may promulgate procedures in addition to those set forth in these Bylaws for the effective administration of complaints filed with USA Ultimate. (b) Upon the filing of a complaint, the chair of the Judicial Committee shall notify the other committee members and make a determination whether to hear the matter. The Judicial Committee may appoint a hearing panel or subcommittee consisting of a minimum of three (3) individuals to hear the complaint. The hearing panel shall be considered an extension of the Judicial Committee and shall follow the same rules and procedures as the Judicial Committee. Section 10.6 Conduct of the Proceeding. (a) The Judicial Committee shall rule on all motions and other matters raised in the proceeding in accordance with its procedures and practices as set forth in the Conduct Policy. If the complaint is not dismissed, the Judicial Committee shall adjudicate the matter in accordance with its procedures and practices which may include holding a hearing on the complaint. The 19 USA Ultimate Bylaws Approved May 22, 2013 Judicial Committee shall set such timelines and other rules regarding the proceeding and the conduct of the hearing as it deems necessary. The hearing shall be informal, except that testimony shall be taken under oath. (b) The hearing may be conducted by teleconference, if necessary or convenient to the parties. Each party shall have the right to appear personally or through a legal representative. All parties shall be given a reasonable opportunity to present and examine evidence, cross-examine witnesses and to present argument. Members of the Judicial Committee shall have the right to question witnesses or the parties to the proceeding at any time. (c) Any party may have a record made of the hearing. A court reporter may be present at the hearing at the request of a party. The court reporter shall be paid for by the party requesting the court reporter, or if mutually agreed, the cost may be equally divided. Any transcript shall be paid for by the party requesting the transcript. Section 10.7 Complaints Involving Selection to Participate in a Competition. Where a complaint is filed involving selection of an individual to participate in a competition, the complainant shall include with the complaint a list of all other individuals, together with their contact information, that may be adversely affected by a decision rendered on the complaint. The Judicial Committee shall determine which additional individuals must receive notice of the complaint. The complainant shall then be responsible for providing appropriate notice to these individuals. Any individual so notified then shall have the option to participate in the proceeding as a party. If an individual is notified of the complaint, then that individual shall be bound by the decision of the Judicial Committee even though the individual chose not to participate as a party. Section 10.8 Decision. A decision shall be determined by a majority of the Judicial Committee. The Judicial Committee’s decision shall be in writing and distributed to the parties. Section 10.9 Arbitration. (a) Any party may appeal a final determination of the Judicial Committee to the American Arbitration Association. A “final determination” shall mean the party requesting the arbitration shall have exhausted all administrative remedies available to it, exhausted all other available appeals and received a final determination from USA Ultimate. Failure to receive a final determination and to take all administrative steps necessary to obtain a final determination is a jurisdictional requirement and shall be a bar to requesting arbitration. (b) Arbitration shall not be available for any decisions involving: 1. Playing rules; 2. Officiating; 20 3. (c) (d) USA Ultimate Bylaws Approved May 22, 2013 Doping and/or the use of illegal substances; 4. Disputes between USA Ultimate and affiliated associations and challenges to an affiliated association’s status, performance or function; 5. Any other decision specifically excepted by or any other provisions of these Bylaws; and 6. Monetary claims or disputes between parties. A request for arbitration shall be made in writing within fourteen (14) calendar days after receipt of the final determination being appealed. Filing shall be deemed made upon receipt of the request by USA Ultimate’s business office. The request shall be submitted in writing to the President, the chair of the Judicial Committee, and the CEO. The request shall contain the following information: 1. the name of the petitioning party, the governing body and the decision being appealed; 2. the date of said decision; 3. a description of all administrative steps taken and the exhaustion of the appeals process; 4. a concise and specific statement of the issues to be arbitrated; 5. a statement of reasons as to why the decision should be reversed or modified; 6. the relief requested; and 7. the required bond. The arbitrator appointed by the American Arbitration Association shall have the authority to hear the matter anew or if requested by a party to render a decision on a more limited review. Either party may submit the decision of the Judicial Committee to the arbitrator for the arbitrator’s consideration. The arbitrator may give whatever weight or authority to the Judicial Committee’s decision as the arbitrator deems appropriate. Provided however, the arbitrator may in his/her sole discretion assess the losing party and award to the prevailing party an amount equal to the prevailing party’s costs associated with the arbitration, including reasonable attorneys’ fees, if the arbitrator shall determine the position or arguments of the losing party is frivolous or without merit. 21 USA Ultimate Bylaws Approved May 22, 2013 ARTICLE XI REPRESENTATION TO THE WORLD FLYING DISC FEDERATION Section 11.1 Selection. The Nominating Committee shall submit to the Board its nominees for representatives and alternates to serve as delegates to the World Flying Disc Federation (“WFDF”). Such nomination shall be subject to the review and approval of the Board of Directors. Section 11.2 Responsibility of Delegates. Any representatives of USA Ultimate selected by the Board to serve as delegates to WFDF are expected to attend all appropriate meetings of WFDF and shall submit timely reports and status updates to the Board. USA Ultimate shall reimburse such representatives for reasonable expenses incurred during their representation of USA Ultimate to WFDF. ARTICLE XII SANCTIONING EVENTS The Board may from time to time establish an impartial policy concerning the sanctioning of Amateur Athletic Competition in the sport of Ultimate, which policy shall be consistent with the purposes of the Ted Stevens Olympic and Amateur Sports Act.. ARTICLE XIII– MISCELLANEOUS Section 13.1 Amendments. (a) These Bylaws may be amended, repealed, or altered, in whole or in part, and new Bylaws may be adopted, by a majority of directors then in office at any meeting duly called and at which two-thirds of the directors then in office are present. (b) The text, or a summary thereof, or any proposed amendment to be adopted at a meeting shall be sent to the directors at least ten (10) days prior to the meeting at which such action is to be taken. (c) Such amendment shall be effective as of the date of adoption unless otherwise specified in either the amendment or the resolutions adopting the amendment. Section 13.2 Indemnification. To the fullest extent permitted by law, USA Ultimate shall indemnify any person made a Party to a Proceeding because the person is [or was] a Director or officer against Liability incurred in, relating to, or as a result of, the Proceeding. The capitalized terms used in the foregoing sentence that are not otherwise defined shall have the meanings ascribed thereto in C.R.S. 7-129-101 or any successor statute. 22 USA Ultimate Bylaws Approved May 22, 2013 Section 13.3 Individual Liability. No individual Board member or officer shall be personally liable in respect of any debt or other obligation incurred in the name of USA Ultimate pursuant to the authority granted directly or indirectly by the Board of Directors. Section 13.4 Discharge of Duties. Each Board member and officer shall discharge his or her duties: (i) in good faith, (ii) with the care an ordinarily prudent individual in a like position would exercise under similar circumstances, and (iii) in a manner the Board member or officer reasonably believes to be in the best interests of USA Ultimate. Section 13.5 Code of Ethics. USA Ultimate shall adopt a Code of Ethics and an Ethics and Conflicts of Interest Policy applicable to all USA Ultimate employees, Board members, committee members and volunteers (the “Code of Ethics”). Each USA Ultimate employee, Board member, standing committee member and volunteer shall annually certify compliance with the Code of Ethics. Section 13.6 Conflicts of Interest. If any Board member, officer, committee or task force member has a financial interest in any contract or transaction involving USA Ultimate, or has an interest adverse to USA Ultimate’s business affairs, and that individual is in a position to influence a determination with regard to the contract, transaction or business affair, such individual shall: (i) disclose the conflict of interest, (ii) not participate in the evaluation of the contract, transaction or business affair and (iii) not vote on the contract, transaction or business affair. Section 13.7 Fiscal Year. The fiscal year of USA Ultimate shall commence January 1 and end on December 31 each year. Section 13.8 Accounts, Books, Minutes and Records. USA Ultimate shall keep correct and complete books and records of account and shall keep minutes of the proceedings of its Board and standing committees. All books and records of USA Ultimate may be inspected by any Board member, or such authorized agent or attorney, for proper purpose at any reasonable time. Records shall be maintained at the principal office of USA Ultimate. Section 13.9 Auditors. The accounts and financial reports of USA Ultimate shall be audited annually by an independent firm of auditors. The independent firm of auditors shall be selected by the Board after the Board receives and considers the recommendations of the Audit and Ethics Committee. Section 13.10 Conveyances and Encumbrances. The assignment, conveyance or encumbrance or sale, exchange, lease or other disposition of any real property of USA Ultimate of all or substantially all of the real property and assets of USA Ultimate shall only be authorized by the Board if the purposes of such assignment, conveyance or encumbrance or sale, exchange, lease or other disposition of any of the real property of USA Ultimate or all or substantially all of the property and assets of USA Ultimate complies with applicable law and the purposes and restrictions on the powers of USA Ultimate set forth in these Bylaws. Section 13.11 Designated Contributions. USA Ultimate may accept any designated contribution, grant, bequest or device consistent with its general tax-exempt purposes as set forth 23 USA Ultimate Bylaws Approved May 22, 2013 in these Bylaws, and any restricted gifts policy adopted by the Board of Directors. USA Ultimate shall acquire and retain sufficient control over all donated funds (including designated contributions) to assure that such funds will be used to carry out USA Ultimate’s tax exempt purposes. Section 13.12 Irrevocable Dedication and Dissolution. The property of USA Ultimate is irrevocably dedicated to charitable purposes, and no part of the net income or assets of USA Ultimate shall inure to the benefit of private persons. Upon the dissolution or winding up of USA Ultimate, its assets remaining after payment, or provision for payment, of all debts and liabilities of USA Ultimate, shall be distributed to a nonprofit fund, foundation, or corporation which is organized and operated for charitable purposes and which has established its tax exempt status under Section 501(c)(3) of the Internal Revenue Code, as amended. Section 13.13 Prohibited Loans. No loans shall be made by USA Ultimate to the President, to any Board member, or to any committee or task force member or to any USA Ultimate employee. Any President, Board member, committee or task force member or USA Ultimate employee, who assents to or participates in the making of any such loan, shall be liable to USA Ultimate for the amount of such loan until it is repaid. Section 13.14 Special Counsel. The Board of Directors may authorize the appointment of special legal counsel or consultants as may be required from time to time at such fees and compensation as agreed upon. Section 13.15 Gender. Use of the feminine herein shall also refer to the masculine and the use of the masculine herein shall also refer to the feminine, unless otherwise expressly provided. The use of the singular herein shall also refer to the plural unless the context requires otherwise. Section 13.16 Severability and Headlines. The invalidity of any provision of these Bylaws shall not affect the other provisions these Bylaws, and in such event these Bylaws shall be construed in all respects as if such invalid provision were omitted. Section 13.17 Saving Clause. Failure of literal or complete compliance with any provision of these Bylaws in respect of dates and times of notice, or the sending or receipt of the same, or errors in phraseology of notice of proposals, which in the judgment of the Board of Directors do not cause substantial injury to the rights of the members of USA Ultimate, shall not invalidate the actions or proceedings of the Board of Directors. Section 13.18 Effective Date. These Bylaws shall be effective when adopted by the current Board of Directors. 24 • • CERTIFICATE I, NATALIE MEYER, Secretary Colorado hereby certify issuance of this certificate of State of the State of that the prerequisites have been fulfilled ance with law and are found to conform Accordingly, vested the undersigned, in me by law, hereby AMENDMENT TO ULTIMATE CORPORATION. Dated: FEBRUARY • for the to law. by virtue of the authority issues A CERTIFICATE PLAYERS in compli- ASSOCIATION, OF A NONPROFIT 12, 1991 • • • STATE OF COLORADO DEPARTMENT OF STATE CERTIFICATE I, NATALIE Colorado hereby issuanoe of this oertifioate anoe with vested oertify of state of the State of that the prerequisites the undersigned, in me by law, hereby INCORPORATION CORPORATION. TO ULTIMATE Dated: FEBRUARY 23, for the have been fulfilled law and are found to oonform Aooordingly, • MEYER, Seoretary to law. by virtue of the authority issues A CERTIFICATE PLAYERS in oompli- ASSOCIATION, OF A NONPROFIT 1990 • FILED RECEIVED I2 fEB 1' bUDD1ft' TO Hit r'E~ D I?"'" !;""lAlJ.:'1'~L.8 ! r!A1(rt'CLI8 0 01' III'COR'Ob'l'IOH 0)1 c-'- ,-.,-, , UlaTI}O.'1'1 PLAYDS A88OCIA'l'IOlf 'J;: t.;~.•;,~~,. Lh-~-i 1 ~.)t ::: L;", f t 'fifij Ij~: -c -_. STATE -, 1991 OF COLORADO DE.PARTMENT OF STATE S TATE OF CDlOHAOO Pursuant to ~he provisions of the Colorado Nonprofit Corporation Act, the undersigned corporation adop~s the following Articles of Amendment to its Articles ot Incorporation: FIRST: Association. The name ot the Corporation is ultimate Players SECOND: The followinq amendments to the Articles of Incorporation were adopted by a majority of the Board of Directiors of the Corporation on February 2, 1991 in the manner prescribed by the Colorado Nonprofit corporation Act: Article 1I1 shall begin with ~e followinq: "The stated purposes will be accomplished in a manner consistent with exemption under Section 501 (c) (3) of ~e Internal Revenue Code." Article III, Number 7 shall be amended in its entirety to read: "7. To transact all other lawful business or businesses tor which a corporation may _be incorporated pursuant to the Colorado Nonprofit Corporation Act and within the meaning of Section 501 (0) (3) of the Internal Revenue Code. II THIRD: amendments. There are Dated as of February no members anti tled to vote on these 2, 1991. By: And By: , ~ STATE OF N€iV f"I"k )) COUNTY OF M;zp! fr/<. ) SB. 0-(1The foregoing instrument was acknowledged before me this ~ day of February, 1991, by Ro~ert L. Rauch-as President of UltImate Players Association. HARRY F. EVARTS Witness my hand and official My commission seal. Notary Public, State of New York No. 31-4976775 Qualified In New York County Commission Expires January 22. 199 L- expires: ACKNOWLEDGEMENT STATE OF COLORADO ) ) COUNTY OF EL PASO 88. ) (I The foregoing1991, instrument wasT.acknowledged before meotthis eL day of February, by Brian MUrphy as Secretary Ult mate Players Association. Witness my hand and official My commission 18024 expires: seal. ARTICLES ULTIMATE OF INCORPORATION OF PLAYERS ASSOCIATION KNOW ALL MEN BY THESE PRESENTS, that I, the undersigned, acting as the incorporator of a corporation pursuant to the Colorado Nonprofit corporation Act do hereby adopt the following Articles of Incorporation of such corporation ("the Corporation"), and I do hereby certify as follows: ARTICLE I - NAME The name of the Corporation is Ultimate Players Association. ARTICLE II - DURATION The Corporation shall have perpetual existence. ARTICLE III - PURPOSES The purposes for which the Corporation has been formed are as follows: 1. To competition; foster national and international amateur sports 2. To conduct national and international competition in Ultimate and to support and develop amateur athletes for such competitions; 3. To serve as the governing body of the sport of Ultimate, representing the interests of the sport and the interests of all players worldwide; 4. To maintain the "spirit of the game" as the central governing principle of the sport; 5. To promote the growth and development of the sport of ultimate throughout the world; 6. To act as the vehicle through which the ongoing activities of the sport are organized, including, but not limited to, overseeing national and international competition, developing and disseminating educational programs, maintaining a standardized body of rules and serving as a medium for the exchange of information; and 7. To transact all other lawful business or"businesses for which a corporation may be incorporated pursuant to the Colorado Nonprofit Corporation Act. ARTICLE IV - OPERATION Operation. The Corporation is to be operated exclusively for national and international amateur sports competition. Foreiqn Operations. The Corporation is specifically authorized to carry out its purposes in the jurisdiction of any state, territory, district or possession of the United states, or in any foreign country, to the extent that such purposes are not forbidden by the laws of such jurisdiction. In the event the laws of any such jurisdiction forbid or limit the purposes of the Corporation, then the activities of the Corporation in such jurisdiction shall be limited accordingly. Restrictions. The operation and powers of the Corporation shall be restricted as follows: 1. No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to, any member, director, trustee, officer of the corporation, or any private individual, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article III. No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation to an extent so as to result in the denial of exemption from federal income tax under section 501(c) (3) and (h) of the Internal Revenue Code of 1986 (or corresponding provisions of any subsequent federal tax laws). The Corporation shall not participate in, or intervene in (including the publication or distribution of statements) any political campaign on behalf of any candidate for public office. 2. Notwithstanding any other provisions of these Articles, the Corporation shall not conduct or carryon any activities not permitted to be conducted or carried on by an organization exempt under section 501 (c)(3) of the Internal Revenue Code of 1986 (or corresponding provisions of any subsequent federal tax law), or by a corporation, contributions to which are deductible under section 170(c) (2) of such Code (or corresponding provisions of any subsequent federal tax law). ARTICLE V - POWERS Except as restricted elsewhere in these Articles, the Corporation will have all powers to carry out its purposes and its lawful activities incidental to its purposes, including in furtherance of these purposes the powers conferred by law and the -2- colorado Nonprofit corporation the Colorado Revised statutes, ARTICLE Act, Articles 20-29 of Title 7 of at present or as amended. VI - BOARD OF DIRECTORS The number of Directors constituting the initial Board of Directors of the corporation is seven (7), and the names and addresses of the persons who are to serve as Directors until their successors are elected and shall qualify (as shall be specified in the Bylaws) are: Name Robert Kathy Address L. Rauch (Chair) Pufahl Box 302E, Remsen Road Wading River, NY 11792 J. Carney Foy Marcia ARTICLE P.O. Box 1209 Chelsea station New York, NY 10011 Dutcher P.O. Box 2331 Silver city, NM 88062 2930 Campbell Kansas City, MO 64109 Frank Revi 484 North Austin Blvd., Oak Park, IL 60302 Eric simon 3116 South 12th Street Arlington, VA 22204 Robert 220 Rankin street Santa Cruz, CA 75060 Palleres VII - Elimination of Certain Liabilities #3 of Directors There shall be no personal liability, either direct or indirect, of any director of the corporation to the corporation or to its members for monetary damages for any breach or breaches of fiduciary duty as a director: except that this provision shall not eliminate the liability of a director to the corporation or to its members for monetary damages for any breach, act, omission or transaction as to which the Colorado Nonprofit Corporation Act (as in effect from time to time) prohibits expressly the elimination of liability. This provision is in the corporation's original Articles of Incorporation and thus is effective on the date of the corporation's incorporation. This provision shall not limit the rights of directors of the corporation for indemnification or other -3- assistance from the corporation. This provision shall not restrict or otherwise diminish the provisions of Section 13-21-116(2) (b), Colorado Revised Statutes (concerning no liability of directors except for wanton and willful acts or omissions), any amendment or successor provision to such Section, or any other law limiting or eliminating liabilities. Any repeal or modification of the foregoing provisions of this Article by the members of the corporation or any repeal or modification of the provision of the Colorado Nonprofit Corporation Act which permits the elimination of liability of directors by this Article shall not affect adversely any elimination of liability, right or protection of a director of the corporation with respect to any breach, act, omission, or transaction of such director occurring prior to the time of such repeal or modification. ARTICLE VIII - INDEMNIFICATION Any person who shall at any time serve, or have served, as Director, officer or employee of the Corporation, or of any other enterprise at the request of the Corporation, and the heirs, executors, and administrators of such person, shall be indemnified by the Corporation against all costs and expenses reasonably incurred in connection with the defense of any claim, action, suit or proceeding, to the extent such indemnification is permitted by the Colorado Nonprofit corporation Act, at present or as amended. The foregoing indemnification shall not be exclusive of any other rights to which those indemnified may be entitled by any agreement, vote of members or otherwise. ARTICLE IX - MEMBERS The Corporation may have such Members as may be set forth in the Bylaws. ARTICLE X - DISSOLUTION Upon the dissolution of the corporation, the Board of Directors shall, after paying or making provisions for the payment of all the liabilities of the Corporation, dispose of all the assets of the corporation exclusively for the purposes of the Corporation in such a manner, or to such organization or organizations, organized and operated exclusively for charitable, educational, literary, or scientific purposes, as shall at the time qualify as an exempt organization or organizations under Section 501(c) (3) of the Internal Revenue Code of 1986 (or corresponding provisions of any subsequent federal tax laws). Any such assets not so disposed of shall be disposed of by the district court of the county in which the principal office of the Corporation is then located, exclusively for such purposes or to -4- such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes. ARTICLE X - AMENDMENTS The Board of Directors shall have Articles by affirmative vote of a majority ARTICLE XI - REGISTERED power to amend of the Board. these OFFICE AND AGENT The address of the registered office of the corporation is 1650 Gatehouse Circle, B-2, Colorado Springs, Colorado 80904 and the registered agent at such address shall be M.A. Wingate. ARTICLE XII - INCORPORATOR The name and address COUNTY is: Name Address Brian T. Murphy suite 1400 Holly Sugar Bldg. Palmer Center Colorado Springs, CO 80903 DATED this STATE of the Incorporator OF COLORADO OF EL PASO .~ day of February, 1990. ) ) SSe ) 4tJ~ day of February, 1990, I hereby certify that on the personally appeared before me Brian T. Murphy, who being by me first duly sworn, declared that he is the person who signed the foregoing document as Incorporator, and that the statements therein contained are true. (JCVW/3761) 2012 ANNUAL RE P ORT usaultimate.org 1 TABLE OF CONTENTS 30 Club U.S. Open Club Championships Masters Championships Grand Masters Championships 35 About USA Ultimate Mission Statement & Vision International World Ultimate and Guts Championships World Junior Ultimate Championships Strategic Plan THE FUTURE 4 Board of Directors 5 Headquarters and Volunteer Staff 6 Letter from the President 9 Letter from the CEO 10 12 MEMBERSHIP Triple Crown Tour PROGRAM GROWTH 15 League Affiliates 16 Membership Growth 43 Sanctioning 18 Member Benefits 44 Youth COMPETITION 46 Outreach Youth High School Regionals High School States Youth Club Championships 46 Coaching 47 Observers College Division I Division III 48 Media/Sponsorships 49 Broadcasting 52 FINANCIAL REVIEW 22 26 2 40 MARKETING AND COMMUNICATIONS usaultimate.org 3 USA ULTIMATE BOARD OF DIRECTORS Mike Payne – President Northwest Region Representative Mandy Eckhoff Northeast Region Representative Gwen Ambler – Vice President At-Large Representative Stephen Hubbard Southwest Region Representative Kathy Hendrickson – Treasurer Mid-Atlantic Region Representative Colin McIntyre At-Large Representative Mike Kinsella – Secretary Central Region Representative Sandy Park At-Large Representative (Appointed) Mary-Clare Brennan At-Large Representative (Appointed) Ben Slade South Region Representative Greg Downey At-Large Representative (Appointed) Henry Thorne At-Large Representative 4730 Table Mesa Drive, Suite I-200C Boulder, CO 80305 Phone (303) 447-3472 • Fax (303) 447-3483 info@usaultimate.org • usaultimate.org 4 HEADQUARTERS STAFF NATIONAL VOLUNTEERS Dr. Tom Crawford – Chief Executive Officer tom@hq.usaultimate.org COLLEGE DIVISION COORDINATORS ADMINISTRATION & FINANCE Jeff Kula – National Open College Director nocd@usaultimate.org Julia Lee – Director of Finance & Development julia@hq.usaultimate.org Beth Nakamura – National Women’s College Director nwcd@usaultimate.org COMPETITION & ATHLETE PROGRAMS Kevin Kula – National Division III College Coordinator nd3cc@usaultimate.org Will Deaver – Managing Director of Competition & Athlete Programs will@hq.usaultimate.org Byron Hicks – Manager of Competition & Athlete Programs (Club) byron@hq.usaultimate.org Michael Lovinguth – Manager of Education & Youth Programs mike@hq.usaultimate.org Baker Pratt – Manager of Competition & Athlete Programs (Youth) baker@hq.usaultimate.org David Raflo – Events Manager david.raflo@hq.usaultimate.org MARKETING & COMMUNICATIONS Andy Lee – Director of Marketing & Communications andy@hq.usaultimate.org Matthew Bourland – Manager of New Media matthew@hq.usaultimate.org Stacey Waldrup – Manager of Communications & Publications stacey@hq.usaultimate.org MEMBERSHIP & SPORT DEVELOPMENT Melanie Byrd – Director of Membership & Sport Development melanie@hq.usaultimate.org CLUB DIVISION COORDINATORS Kyle Christoph – National Master’s Director nmd@usaultimate.org Adam Goff – National Men’s Director nod@usaultimate.org Dave Klink – National Mixed Director nxd@usaultimate.org Remy Schor – National Women’s Director nwd@usaultimate.org YOUTH DIVISION REGIONAL DIRECTORS Central – Luke Johnson ryd_central@usaultimate.org Northeast – Josh Seamon ryd_northeast@usaultimate.org South – Heather Ann Brauer ryd_south@usaultimate.org West – Ryan Segal ryd_west@usaultimate.org Anna Schott – Manager of Membership & Sport Development anna@hq.usaultimate.org Ryan Gorman – Manager of Membership & Sport Development ryan@hq.usaultimate.org usaultimate.org 5 LETTER FROM PRESIDENT I am honored to be kicking off USA Ultimate’s first annual report. USA Ultimate is the national governing body for the sport of ultimate in the United States, and I believe the report you hold in your hands (or see on your screen) shows that we are honoring that role by tirelessly growing the sport as well as increasing the quality of experience for those that play it. We believe ultimate has a big future, and that means planning and executing for that future, not just for the next 6-12 months. As a result, since 2008, USA Ultimate has been guided by long-term strategic plans. We are proud that in 2012 we concluded implementation of our 2008-12 Strategic Plan and approved the 2013-18 Strategic Plan that will guide the organization until the gala 50th celebration of the creation of our sport in 1968. In 2012, USA Ultimate had a number of key achievements, largely guided by our last strategic plan. These items are reviewed in more detail in this annual report, but as a preview: • Approval of the 2013-18 USA Ultimate Strategic Plan. • The inaugural U.S. Open was held in Colorado Springs, marking a new international ‘festival-style’ event, incorporating both elite competition and convention speakers/workshops. • The college series was restructured to include both a regular season (with influence on post-season standings) and divisional championship series play, designed to provide more college teams with more playing opportunities at their level. 6 • Initiation of the USA Ultimate Affiliate model, which seeks to turbocharge development of local area ultimate organizations and leagues. We believe growth of local organizations is symbiotic with the growth of youth ultimate. Together these two forces will drive growth of ultimate for years to come. • U.S. National Teams participated at the World Ultimate and Guts Championship in Sakai, Japan and took home 2 golds and 1 silver. • Significant (15+ percent) growth in foundational programs such as sanctioning, coaching certification and observer certification. • Membership exceeded 35,000 for the first time in USA Ultimate’s history. • USA Ultimate’s operating budget surpassed $2.5M, demonstrating continually growing investments in programs and services for all our members. Ultimate is a sport that seems to appeal to everyone – young and old, players and fans, individuals and families, corporate sponsors and media partners. Whichever category you fall into (perhaps several at the same time!), I hope you read this report and agree with me that it is an exciting time to be involved with the sport, and with USA Ultimate as the leading organization for ultimate in the United States. Sincerely, Mike Payne, President, USA Ultimate usaultimate.org 7 8 LETTER FROM CEO 2012 was certainly an exciting year for USA Ultimate! As Mike Payne outlined in his letter, we made great strides in planning an ambitious future while simultaneously executing the final year of our previous strategic plan. I want to take this opportunity to reflect a bit on how the professional staff is organized to plan and execute our goals and our financial performance which supports these efforts. We are blessed to have a very conscientious, dedicated and professional staff. As you read through this report, you will see a past and current growth trajectory that requires tremendous discipline, planning and execution to achieve. In order to sustain this level of productivity and efficiency, we have organized the staff into four focused groups: Finance and Administration; Athlete and Competition Programs; Membership Services and Sport Development; Marketing and Communications. Each of these four distinct business units is managed by a director responsible for the budget and operations of their area. We have also organized the office into geographic ‘pods’ reflective of these four areas. The staff organizational plan is supplemented by both full-staff and directorlevel meetings held on a regular basis. These meetings allow the entire team to integrate closely with their colleagues, as well as across functions. We also allow each and every member of the team to ask for help at any of these staff meetings if they are feeling the need for additional support or resources. This approach fosters a disciplined focus for each functional unit, while creating an atmosphere and philosophy of ‘all hands on deck’ throughout the year and for our major events. I am very proud of the staff and can report that they are a joy to work with every day. Our Board of Directors is always both pleasantly surprised and inspired by the volume and quality of work the staff achieves each year. None of this hard work would be possible without a sound financial and business plan. Our financial performance is summarized later in this report via our audited financial statements. We had a solid year as highlighted by the following. • We managed our budget carefully to finish the year, after capital expenses, with a net of $47,000. • We established and funded an operating reserve, with policy guidance from a highly sophisticated investment advisory group that also guides our cash on-hand investments. • We invested in hiring several new staff members to increase the quality and scale of services for our members. • We continued to increase the diversification of our revenue streams, considerably decreasing our dependence on membership revenue compared to years past, and allowing us to significantly subsidize the costs of our major events. •W e made important capital investments in our technology operating systems, building a new technology platform for introduction in the near future. While we are proud of this financial performance, we have a long way to go to match the resources accrued by sports we compete against. Financially, we are still one of the smallest national governing bodies. Relative to the sports we compete against to attract players, we are tiny. For example, the budgets of US Soccer ($53 million), Lacrosse ($17 million), Rugby ($10 million), Swimming ($30 million) and Hockey ($35 million), who have large numbers of youth participants, far exceed our resources. Thus, we are very strategic and careful in the allocation of our resources. We have a thoughtful and bold strategic plan to guide our work for the next six years when we will celebrate our 50th anniversary! We have come a long way and have a plan that will take us to higher and higher heights and accomplishments as a sport and organization. All of this is made possible due to your support and the tremendous amount of help we receive from our hundreds of generous volunteers all over the country. We could not do it without all of you. Thank you very much! Sincerely, Tom Crawford, USA Ultimate Chief Executive Officer usaultimate.org 9 ABOUT USA ULTIMATE USA Ultimate is the national governing body for the sport of ultimate in the United States. USA Ultimate’s full-time staff is headquartered in Boulder, Colo., although we work with volunteers all across the country to create opportunities to advance the sport. Founded in 1979 as the Ultimate Players Association, the governing body was rebranded as USA Ultimate in 2010. MISSION: USA Ultimate is a member of the World Flying Disc Federation which, up until early 2013, belonged to the General Association of International Sport Federations and the International World Games Association. In early 2013, after fulfilling all criteria of the International Olympic Committee (IOC) recognition procedure, the World Flying Disc Federation became a provisional member of the IOC. Ultimate is widely known, played and respected in the United States as a sport that inspires athletic excellence and integrity among participants and fans. USA Ultimate oversees the sport at all competitive levels, from youth and recreational leagues, to college competition and elite, club-level ultimate. USA Ultimate has an annual membership of nearly 40,000 comprised of players ranging in age from 5 to 68 and sanctions over 300 competitive events each year. The mission of USA Ultimate is to advance the sport of ultimate in the United States by enhancing and promoting Character, Community and Competition. VISION: CORE VALUES: RESPECT – We honor the rights, views, dignity and inherent value of others, striving for an environment of mutual trust. INTEGRITY – We stay true to the mission of USA Ultimate and the highest ethical standards, demonstrating honesty and fairness in every action we take. RESPONSIBILITY – We hold ourselves accountable for our decisions and actions, while striving for excellence in all that we do; we are dedicated stewards of the sport of ultimate. LEADERSHIP – We drive thoughtful growth, development and innovation in competition and the ultimate community, enhancing and promoting the sport as a joy to play and watch. TEAMWORK – We encourage a diverse and inclusive ultimate community and work cooperatively with members and partners to achieve our mission. 10 usaultimate.org 11 STRATEGIC PLAN In the fall of 2012, USA Ultimate announced its new six-year strategic plan that will outline 2013-2018. The plan will guide decision making, resource allocation and prioritization of work for the next six years. In addition, for the first time ever, USA Ultimate set out a vision and set of core values that reflect who we are and what we stand for. The plan was developed with the help of Rader Consulting, a top-notch firm considered one of the gurus of strategic planning for national governing bodies and the Olympic movement. The strategic plan will take ultimate to the next level by increasing our visibility and driving growth across all age groups and divisions, with a particular emphasis on youth. Eighteen months of research and community outreach was taken into account and examined throughout the process that resulted in the six goals and complementary strategies outlined below. 1 2 GOAL GOAL 12 INCREASE THE VISIBILITY OF ULTIMATE. Strategies 1. P artner with media to broadcast USA Ultimate’s premier 3-5 events to a mass audience. 2. Reach a broad audience via promotions done in collaboration with sponsors and other partners. 3. Reach targeted populations through emerging media channels. 4. Achieve national sports news visibility with a targeted publicity plan. 5. Develop a promotional plan specifically for youths and parents. GROW YOUTH, COLLEGE, AND LEAGUE ULTIMATE. Strategies 1. D evelop and oversee a broad spectrum of programs for a diverse community of youth players and administrators. 2. Facilitate knowledge transfer and program integration between leagues, other local organizations, and USA Ultimate. 3. Provide tools to players and administrators to increase the number of sustainable college programs. 4. Vastly increase the number of qualified coaches and observers via training and certification programs. 5. Encourage lifetime participation in programs, competitive divisions, and roles (coaching, observing, etc.) 3 GOAL ORGANIZE THE HIGHEST QUALITY U.S. COMPETITIVE EVENTS. Strategies 1. Complete Club division restructuring efforts. 2. Establish the U.S. Open as a top international event focused on premier competition, education, and community building. 3. Attract the best athletes and teams to play in USA Ultimate’s premier events 4. Evolve and enforce operational quality standards for all stages of USA Ultimate’s championship events. 5. Oversee event organizer certification programs, and provide resources for profitable event planning. 6. Lead a world-class marketing and promotional program to showcase USA Ultimate events and athletes. 7. Attract and retain in-person and media viewership of both Ultimate-playing and other fans. 4 GOAL MAKE SPIRIT OF THE GAME REAL FOR TODAY’S ULTIMATE PLAYERS AND COMMUNITY. Strategies 1. L ead a community-wide effort to clarify and communicate how Spirit of the Game applies to behaviors on and off the field. 2. Exercise watchful, decisive, and fair oversight of SOTG and values at USA Ultimate events. 3. Develop coordinated values-focused internal publicity program focusing on exemplary teams and individuals. 5 6 GOAL GOAL ACHIEVE SUSTAINED EXCELLENCE OF USA ULTIMATE TEAMS IN INTERNATIONAL COMPETITION. Strategies 1. R efine and maintain fair and effective Team USA player and team selection processes at all levels. 2. Provide training and operational support for teams at priority international competition. 3. Develop and support an ongoing Team USA Coaching program. 4. Communicate guidelines for athlete development across all levels. 5. Support gradual progress of Ultimate towards Pan-American, and eventually Olympic Games participation. GOVERN THE ORGANIZATION TO ENSURE STABILITY AND EXCELLENCE. Strategies 1. E volve governance model and organizational structure to support growth and quality. 2. Maintain transparent and sound financial practices. 3. Evolve risk management policies and processes to minimize organizational liability. 4. Diversify and expand revenue base including a USA Ultimate fundraising program. 5. Develop USA Ultimate’s branding strategy in relation to competitive, educational and recreational Ultimate. usaultimate.org 13 MEMBERSHIP Membership levels are available for all types of members, from players and coaches to friends and family: YOUTH – Specially priced membership for individuals under 19 or still in high school COLLEGE – For individuals that are enrolled at least half-time ADULT – For individuals age 19 and older COACH AND COACH/PLAYER – Includes player and non-player options for individuals age 18 and older FRIENDS AND FAMILY – A special membership for spectators, fans and supporters of ultimate ORGANIZATIONAL – Schools, ultimate organizations and community recreation programs can all benefit from becoming a member LIFETIME – Enjoy a lifetime of benefits! Anyone is eligible. Memberships are based on a calendar year (January 1 - December 31). All memberships expire on December 31, regardless of when you sign up. USA Ultimate begins accepting renewals on December 1 for the new membership cycle. 14 USA Ultimate Affiliate Program 2012 saw the beginning of USA Ultimate’s new Affiliate Program. It was created with the express purpose of supporting and formalizing the development of local area ultimate organizations into USA Ultimate affiliates. The Affiliate Program unifies and promotes the sport and assists with the provision and expansion of programs and services to the boys, girls, men and women playing ultimate in the local league’s geographic area. Through this closely connected partnership, affiliates will benefit from additional resources and opportunities to increase their reach. Affiliates An affiliate is an organization that has been approved as a partner of USA Ultimate. Through this partnership, USA Ultimate will support affiliates to unify, promote and provide programs and services to the players in its geographic area. While USA Ultimate maintains a close, programmatic and strategic relationship with affiliates, each affiliate is separate and distinct. Affiliates remain their own corporation that serves its constituents, elects board members and manages affairs as deemed appropriate under the affiliate bylaws. The goal is to build lasting partnerships which USA Ultimate and the local organization will strive to develop, strengthen and maintain. Much of 2012 was spent developing the materials and relationships necessary to launch the program. Everything from contracts to helpful materials for new partner organizations were created and finalized in 2012. The program officially launched in January 2013, but the program’s first three affiliates joined in 2012. • Ultimate Players League of Austin (Texas) • Columbus Ultimate Disc Association (Ohio) • Neuqua Valley Ultimate (Illinois) Each new partner also received an Infrastructure Support Grant to help in the transition phase and to support the growth of their respective organizations. The first official USA Ultimate League Affiliate event, the Ultimate Players League of Austin Winter League, kicked off in December 2012. usaultimate.org 15 39 121 2519 Male 69% 12 &UNDER 13-18 19-24 25-34 35-54 55 & UP GROWTH IN YOUTH MEMBERSHIPS Membership Growth 2012 MEMBERSHIP In 2012, USA Ultimate membership grew 5 percent to 36,508 members across all levels. Youth memberships saw the largest percentage of growth, adding 730 new members, good for 8 percent growth from 2011 to 2012. Memberships in nearly every other category increased as well: lifetime, adult, college, coach/player, coach and friends & family. 2002 2003 2004 2005 2006 Youth Lifetime 2007 Adult Coach/Player 2008 Coach College 2009 Volunteer Staff Friends and Family 2010 2011 2012 MEMBERSHIPS 2012 0 2000 4000 6000 8000 10000 Youth – 9,923 Lifetime – 451 Coach/Player – 522 Adult – 8,570 Coach – 247 18644 Volunteer Staff – 203 AGE GENDER College –MEMBERSHIP 16,467 Friends & Family – 125 ANNUAL GROWTH 9026 40000 35000 35001 31588 36508 34894 2519 25000 6159 29311 Membership retention also held steady, maintaining 58 percent of the 27396 24633 2011 membership in 2012. 30000 10000 12 &UNDER 121 15000 39 20000 13-18 19-24 25-34 35-54 55 & UP 5000 0 16 2006 2007 2008 2009 2010 2011 GROWTH IN YOUTH MEMBERSHIPS 2012 Female 31% Male 69% 2011 9026 2012 0 4000 6000 Female 31% 6159 2000 8000 10000 39 121 2519 Male 69% 12 &UNDER 13-18 19-24 25-34 35-54 55 & UP ANNUAL MEMBERSHIP GROWTH 40000 35001 35000 GROWTH IN YOUTH MEMBERSHIPS 30000 25000 2002 24633 27396 29311 36508 34894 31588 2012 MEMBERSHIP 20000 2003 15000 2004 10000 2005 5000 2006 Youth 0 2007 2006 2007 Adult 2009 Coach 2008 2008 2009 Volunteer Staff 2010 Lifetime Coach/Player 2010 2011 College 2012 Friends and Family AGE 2011 0 4000 6000 8000 10000 6159 9026 2000 18644 2012 25000 20000 15000 24633 27396 29311 31588 36508 121 30000 34894 39 35001 35000 2519 ANNUAL MEMBERSHIP GROWTH 40000 12 &UNDER 13-18 19-24 25-34 35-54 55 & UP usaultimate.org 17 Member Benefits USA Ultimate members may participate in an unlimited number of sanctioned events during the calendar year, participate in the USA Ultimate insurance program, receive the quarterly magazine, take advantage of partner discounts and much more! • All members receive a membership card and gift. • Members joining for the first time receive a complimentary, pocketsized official rulebook. • Members may apply for grants or kits to assist with developing local programs, become a certified coach, or apply to sanction a local event and receive benefits such as insurance. • Receive the quarterly USA Ultimate magazine – the top ultimate magazine in the world, featuring highlights, photos and stories from the biggest events; player tips; coaching advice; and much more. • Members are eligible for merchandise, ticket and travel discounts from our partners, including: - 20 percent off at Wyndham Hotels - 20 percent off custom printed Ultrastar discs from Discraft - 30 percent off Rudy Project sunglasses • Members can make a difference in the sport with their eligibility to vote in USA Ultimate elections and have the option to seek election to the Board of Directors; become a sectional, regional or national coordinator; or join other volunteer committees. We continue to work hard to add additional exclusive and valuable benefits like these. Check the USA Ultimate website regularly for updates on special offers such as those listed above. 18 usaultimate.org 19 COMPETITION Each year, hundreds of ultimate tournaments take place across the United States, and each year, USA Ultimate helps the sport continue to grow. In 2012, USA Ultimate sanctioned 336 events and designated 80 regular-season college events and 37 regular-season club events. In addition, USA Ultimate delivered 10 high-quality championship events across the youth, college and club divisions. One of the biggest moves in the calendar year was the launch of the U.S. Open Ultimate Championships & Convention. 20 U.S. Open Ultimate Championships & Convention In line with Goals 1 and 3 of the newly designed strategic plan, USA Ultimate, in partnership with the Colorado Springs Sports Corporation, launched the inaugural U.S. Open Ultimate Championships & Convention in 2012 as a top international event focused on premier competition, education and community building. The event was scheduled to be held at the Air Force Academy in Colorado Springs, Colo., but was moved to Fountain Valley School in the southeastern part of the city after wildfires began ravaging areas north and west of the city. Twenty-four teams and over 600 athletes competed in the inaugural event, set to continue as an invite-only competition for the world’s best teams each year. In conjunction with the tournament portion of the event, a convention was also held, open to anyone and everyone in the ultimate community who desires to advance and develop the sport of ultimate worldwide. Although the convention aspect of the event was forced to be truncated due to the wildfire disaster, several expert speakers and discussion panels presented on topics ranging from marketing ultimate in the U.S. to developing leagues across age groups, maximizing athletic potential and more. The competition portion of the event highlighted the best the sport has to offer: the best teams, athletes and competition. usaultimate.org 21 YOUTH COMPETITION Each year, USA Ultimate hosts and helps organize dozens of youth division events across the country. Specifically hosted by USA Ultimate are regional championships and the Youth Club Championships. High school state championships are organized locally, but USA Ultimate assists with the organization and expansion of the program and sanctions each event. High School Regionals 2012 marked the first year of four High School Regional Championships, an expansion from just Eastern and Western Championships in 2011. Devens MA Northeasterns - Open Division 22 FINISH TEAM SPIRIT AWARD WINNER Northeasterns - Girls Division FINISH TEAM SPIRIT AWARD WINNER 1 Amherst Regional Wesley Chow 1 Amherst Regional Leah Berlin 2 Needham Daniel Moder 2 Watchung Hills Annika Chan 3T Hampton Richie Giza 3 Haverford Kelly Milligan 3T Longmeadow Griffin Crafts 4 Mount Lebanon Rachel Greenwald 5T John Jay Laurent Rossignol 5 Amherst Regional – JVA Gloria Miller 5T Sharon Paul Southard 6 Allderdice Jorlyn Legarrec-Taylor 7T Columbia Alex Bruning 7 Pioneer Valley Izzy Oram-Brown 7T Pennsbury Tom Roper 8 Columbia Keely Zhang 9 Fieldston Aidan Penn 9 Pennsbury Bethany Tesarck 10 Xavier Zac Camer 10 Stuyvesant Victoria Chen 11T Watchung Hills Dylan Ma 11 Andover Lisa Qin 11T West Windsor-Plainsboro Wesley Chen 12 St. Johnsbury Victoria Lopez 13T Mount Lebanon Michael Ricci 13T St. Johnsbury Julian Grant 15T Falmouth Chloe Rowse 15T Radnor Chaudhri Usman Team Spirit Award Winner: Columbia Team Spirit Award Winner: Stuyvesant Southerns - Open Division FINISH TEAM 1 SPIRIT AWARD WINNER Centrals - Open Division FINISH TEAM SPIRIT AWARD WINNER University School of Nashville Miro Hurdle 2 Independence Mac McClellan 3 Grady Alex Glick 4 Fayetteville Carlin Purcell 5 Blackman Zack Avello 6 Lakeside Joe Bogan 5T Cathedral Mitch Hagan 7 Brookwood Mac Mothorpe 7T Edina Ian Andre-Knudsen 7T James Madison Memorial Greg Maddox 8 YHB Jay Boyle 9 Carolina Friends Crispin Whittier 10 Madison Central Spencer Brown 11 LC Bird Jericho Payne Team Spirit Award Winner: Grady Southerns - Girls Division FINISH TEAM SPIRIT AWARD WINNER 1 YHB Kelly Willner 2 Chapel Hill Dominica Sutherland 3 Grady Kallie Monroe 4 University School of Nashville Sophia Jelsma YHB-JV Amanda Pressman 5 Team Spirit Award Winner: YHB-JV Westerns - Open Division FINISH TEAM SPIRIT AWARD WINNER 1 Hopkins Zach Mekler 1 Denver East Mark Rawls 2 Holy Family Catholic Daniel Schuster 2 Boulder Joshua Armitage 3T St. Paul Charter Alec Olson 3T Summit Braedon Petrus 3T Neuqua Valley Johnny Saniat 3T Monarch Hayden Haun 5T Minneapolis South Pierre-Antoine Masscheleyn 5 Berkeley Dylan Owens 6 Brighton Sean Roberds 9 De Smet Tom Zitko 10 Harry D Jacobs Jan Szmanda 11 Como Park Sonny Erickson 12 Ames Brady Brinkmeyer 13 Neuqua Valley – B Adnan Ahmad 14 Monona Grove Andrew Everts Team Spirit Award Winner: Brighton Team Spirit Award Winner: Harry D Jacobs Centrals - Girls Division FINISH TEAM SPIRIT AWARD WINNER 1 Holy Family Catholic Kayla Fry 2 Cathedral Allison Prom 3 St. Paul Charter Olivia Olson 4 Armstrong Meg Lake 5 Neuqua Valley Alexa Kaczor 6 Minneapolis South Sylvia Reilly 7 James Madison Memorial McKenna Becker 8 Neuqua Valley – JV Megan Halverson Team Spirit Award Winner: James Madison Memorial usaultimate.org 23 High School State Championships Forty-one titles were awarded across 24 states in the open, girls’ or mixed divisions in 2012, right in line with the number of states participating in 2011 but with more states offering multiple divisions. Three more titles were awarded in 2012 than in the previous year. Here are the winning schools from 2012: CALIFORNIA Open: Alameda MAINE Open: Fryeburg NEW YORK Open: John Jay TEXAS Open: James Bowie COLORADO Open: Fairview Girls: Monarch MARYLAND Open: Calvert Hall NORTH CAROLINA Open: Chapel Hill UTAH Open: Lone Peak MASSACHUSETTS Open: Amherst Varsity Open D2: Hartsbrook Open D3: Xaverian Brothers B Girls: Pioneer Valley OHIO Open: Holy Family Catholic Girls: Holy Family Catholic VERMONT Open: St. Johnsbury Girls: St. Johnsbury OREGON Open: South Eugene Girls: Sheldon Mixed: Sheldon VIRGINIA Open: YHB Girls: YHB GEORGIA Open: Collins Hill Open D2: Lambert Girls: Atlanta International IDAHO Mixed: Borah ILLINOIS Open: Neuqua Valley Girls: Geneva INDIANA Open: Center Grove 24 MINNESOTA Open: Hopkins Girls: Cathedral MISSOURI Open: De Smet NEW JERSEY Open: Columbia Open D2: East Brunswick Girls: Watchung Hills PENNSYLVANIA Open: Fox Chapel Girls: Radnor TENNESSEE Open: University School of Nashville WASHINGTON Open: Northwest School Girls: Seattle Academy WISCONSIN Open: Madison West Youth Club Championships USA Ultimate hosted the eighth-annual Youth Club Championships in 2012 in Blaine, Minn. With numbers climbing each year, the event was again bigger than ever with a field of 35 teams across four divisions: U-19 open, U-19 girls, U-19 mixed and U-16 open. U-19 Open Division U-16 Open Division FINISH TEAM FINISH TEAM SPIRIT AWARD WINNER SPIRIT AWARD WINNER 1 Minnesota Joel Morton 1 Seattle Eric Huynh 2 Cincinnati Josh Fisher 2 DeVYL Matt Baker 3T Denver Mark Rauls 3 TYUL Everett Dang 3T DiscNW Jordon Lim 4 Bay Area Disc Skylar Johnson 5T BUDA Eliot Bemis 5 Cincinnati Tullus Dean 5T DeVYL Nico Lake 6 PHUL Max Thompson 7T Chicago Jan Szmanda 7 Minnesota Lucas Bulger 7T PHUL Arlo Galetko 8 Chicago Tyler Barrett 9 TYUL Eric Hewell 10 Atlanta Sebastian Di Francesco Team Spirit Award Winner: Cincinnati 11 Iowa Ethan Kumbera 12 DiscNY Danny Siegel 13 Denver-B Diego Lander-Saldana U-19 Mixed Division U-19 Girls Division 14 Spearfish Austin Walker FINISH TEAM FINISH TEAM Team Spirit Award Winner: Denver-B SPIRIT AWARD WINNER 1 BUDA Justin Wu 2 DiscNW Home Aalfs 3 Maine Chloe Rowse 4 Bay Area Disc Ali Mathews 5 Minnesota Emily Mattison 6 Chicago Devin Simonelli 7 DiscNY Nancy Ko 8 Madison Peter Walker Team Spirit Award Winner: Minnesota SPIRIT AWARD WINNER 1 DiscNW Lani Nguyen 2 Cincinnati Kelsey Gibboney 3 Denver Marcelle Spracklink 4 Minnesota Ellie Martin 5 TYUL Klara Calderon-Guthe Team Spirit Award Winner: Cincinnati usaultimate.org 25 College Division Competition The college division continues to be USA Ultimate’s largest member segment. The growth in sanctioned events and tournaments included in the college regular season reflect that trend. A total of 14,043 athletes participated in the 2012 college series, growth of approximately nine percent over 2011. The College Championship Series was again held to qualify teams for the 2012 College Championships. Championships were held for Division I and Division III schools in Boulder, Colo. and Appleton, Wis., respectively. 2012 marked the third year of the Division III Championships, and participation in the smaller division continued its upward growth trend. COLLEGE PARTICIPATION 16000 14000 308 12000 10000 4564 3863 8000 8045 8291 6000 4000 1493 136 1559 1362 1122 2460 2887 3161 3316 4546 4783 2011 2012 2000 0 2009 26 2010 D-I Open D-I Women D-III Open D-III Women Developmental Open Developmental Women usaultimate.org 27 Division I College Championships - Open FINISH TEAM SPIRIT AWARD WINNER FINISH TEAM SPIRIT AWARD WINNER 1 Pittsburgh Scott Marsh 1 Washington Lucy Williams 2 Wisconsin Shane Saddison-Bradford 2 Oregon Claire Stewart 3T Carleton College Clay Dewey-Valentine 3T Michigan Adrienne Lemberger 3T Oregon Morgan Cliburn 3T Tufts Eliza Earle 5T Central Florida Alex Bullock 5T Iowa Justine Hart 5T Luther Peter Storvick 5T North Carolina Amy Gilbert 5T Minnesota Matt Marinello 5T Ohio State Caitlin Harley 5T Tufts Matt Taylor 5T Texas Darbi Donaldson 9 Colorado Noah Baker 9 California Katelyn Barrett 10 Texas Marty Martinez 10 Iowa State Daisy Velasco 11 California Nick Okita 11 British Columbia Crystal Koo 12 Georgia Tech Ramu Annamalai 12 UCLA Kelly Wiese 13T North Carolina Adam Carr 13T Florida Lili Morris 13T Washington Ian Hash 13T Stanford Leslie Rogers 15T Michigan Carson Mailler 15T Sonoma State Erin Moses 15T Minnesota-Duluth Ryan Pekarna 15T Wisconsin Amelia Cuarenta 17T Michigan State Jesse Ellwood 17T Humboldt State Natalie Green 17T Ohio Luke Eastman 17T Virginia Rachel Schmidt 19T California-Davis Robby Merk 19T Delaware Grace Relf 19T Cornell Jesse Simons 19T Ottawa Tessa Van Leeuwen Team Spirit Award Winners: Georgia Tech & Minnesota-Duluth 2012 Callahan Award Winner: Nick Lance – Georgia Tech 28 Division I College Championships - Women’s Team Spirit Award Winner: Florida 2012 Callahan Award Winner: Paula Seville – Michigan Division III College Championships - Open FINISH TEAM 1 SPIRIT AWARD WINNER Carleton CollegeGOP Matt Godfrey 2 Puget Sound Henry Funk 3T North Park Sean Burke Division III College Championships - Women’s FINISH TEAM SPIRIT AWARD WINNER 1 Claremont Jenya Kahn-Lang 2 Grinnell Linnea Van Pilsum-Bloom 3T Carleton CollegeEclipse Claire Leichter 3T Rice Sean Murphy 3T Haverford Elinor Hickey 5T St. John’s Alex Sell 5T Lehigh Sarah Johnson 5T St. Olaf Eric Larsen 5T Valparaiso Mandi Lazzaro 7T Bentley Maxwell Rick 7T Bowdoin Tess Chardiet 7T Lewis & Clark Ben Lohre 7T Truman State Emily Firsching 9T Reed Michael Badr 9T Pacific Lutheran Chelsea Paulsen 9T Stevens Tech Mason Compton 9T St. Olaf Brynn Rathjen 11T Kenyon Dan Kipp 11T Elon Morgan Cannino 11T Rensselaer Polytech John Grover 11T Mary Washington Devon Davis 13T Bowdoin Jake Shorty 13T Princeton Julia Yue 13T Wake Forest Brett Kaiser 13T Willamette Susa Lynne 15T Claremont Zack Purdy 15T Hendrix Annemarie Beck 15T Georgia College Christopher Hannah 15T Stonehill Rachel Dauer Team Spirit Award Winner: Claremont Team Spirit Award Winner: Grinnell usaultimate.org 29 U.S. Open Championships The inaugural U.S. Open Championships were contested in Colorado Springs, Colo., over the Fourth of July weekend, despite wildfires raging in the area that devastated homes and businesses. The competition was moved from the Air Force Academy to Fountain Valley School in southeastern Colorado Springs. Twenty-four teams competed in the inaugural U.S. Open, eight each in the mixed, open and women’s divisions. The field included three international teams, one in each division: one team from Canada and two from Colombia. Open Division FINISH TEAM CITY SPIRIT AWARD WINNER 1 Johnny Bravo Boulder, Colo. Joe Kershner 2 Chain Lightning Atlanta, Ga. Jason Simpson 3T Truck Stop Washington, D.C. Jonathan Neeley 3T Ring of Fire Raleigh, N.C. N/A 5 Doublewide Austin, Texas Jerrod Wolfe 6 GOAT Toronto, Canada Dan Hassell 7 Kie Medellin, Colombia Camilo Buitrago 8 Inception Denver, Colo. Gabe Hart Team Spirit Award Winner: Chain Lightning Mixed Division FINISH TEAM Women’s Division CITY SPIRIT AWARD WINNER CITY SPIRIT AWARD WINNER 1 Polar Bears San Francisco, Calif. Palak Shah 1 Riot Seattle, Wash. Hana Kawai 2 Slow White Boston, Mass. Michael Miller 2 Scandal Washington, D.C. Sandy Jorgensen 3T Drag’n Thrust Minneapolis, Minn. Christie Dosch 3T Phoenix Raleigh, N.C. Lauren Gardner 3T Odyssée Montreal, Canada Raynald Nemours 3T Showdown Austin, Texas Diana Charrier 5 Chad Larson Experience Ames, Iowa Kurt Brorsen 5 Ozone Atlanta, Ga. Emily Lloyd 6 Overhaul Michigan Spencer Jolly 6 Molly Brown Boulder, Colo. Sally Lambert 7 Golden Spike Salt Lake City, Utah Kipp Robinson 7 Safari San Diego, Calif. Rosalind Tsao 8 Euforia Bogotá, Colombia Juanita McCallister 8 Aerosoul Bogotá, Colombia Johana Forero Team Spirit Award Winner: Golden Spike 30 FINISH TEAM Team Spirit Award Winner: Molly Brown Club Championships Series Team participation numbers in the Club Championship Series dropped slightly from 2011 to 2012, from 641 participating teams in 2011 to 604 participating teams in 2012. The open division remained the largest with 260 teams, followed closely by the mixed division with 231. Regions were redrawn for the 2012 season, resulting in eight regions, an increase from the six regions contested in 2011. The Great Lakes and North Central regions were added in 2012, formed from other, larger regions, and several others were adjusted to form the South Central and Southeast regions. The South region’s borders were redrawn, and the original area is largely contained in the current Southeast region. CLUB SERIES PARTICIPATION (TEAMS) 700 600 500 112 117 96 303 261 400 228 300 200 218 210 201 100 0 2010 2012 also marked the first club regular season of sanctioned events with direct implications for Nationals bid allocation. Rankings were maintained throughout the season, with a minimum threshold for inclusion of 10 sanctioned games. 2011 Open 2012 Women Mixed The following teams finished the regular season atop the rankings: CLUB SERIES PARTICIPATION (ATHLETES) * Open – Ironside Women’s – Fury 13000 12732 Mixed – Drag’n Thrust 12815 12000 * NOTE: As individual membership continues to increase (p.17) in all age categories, USA Ultimate is creating more program-specific opportunities for all divisions, including College and Club. As a result, fewer college teams participate in the Club Championship Series now than in the past. The decrease in Club Series participation by college teams is by design and a function of more directed program offerings in both the College and Club divisions. 12146 11518 11000 10000 2009 2010 2011 2012 usaultimate.org 31 Club Championships The 2012 Club Championships were once again held in Sarasota, Fla., from October 25-28. Sixty teams and roughly 1,500 athletes competed across four divisions – mixed, open, women’s and masters – to try and take home national titles. Mixed Division FINISH TEAM CITY SPIRIT AWARD WINNER 1 Blackbird San Francisco, Calif. Susan Batchelder 2 Polar Bears San Francisco, Calif. AJ Shankar 3T Drag’n Thrust Minneapolis, Minn. Christie Dosch 3T Mischief San Francisco, Calif. Hilary Vance 5 Cosa Nostra Austin, Texas Varun Pattani 6 Odyssée Montreal, Canada Julie Blais 7T Chad Larson Experience Ames, Iowa Nick Turco 7T The Ghosts Cambridge, Mass. Kree Graham 9 Bucket Atlanta, Ga. Molly Snipes 10 Slow White Boston, Mass. Chris Waite 11 American BBQ San Francisco, Calif. Kevin Manss 12 7 Figures Los Angeles, Calif. Caitlin Rugg 13 Overhaul Michigan Jesse Ellwood 14 AMP Philadelphia, Penn. Billy Olli 15 Wild Card Lexington, Mass. Kristen Stasinowsky 16 Mental Toss Flycoons Missoula, Mont. Sarah Megyesi Team Spirit Award Winner: Mental Toss Flycoons 32 Women’s Division FINISH TEAM Open Division CITY SPIRIT AWARD WINNER FINISH TEAM Masters Division CITY SPIRIT AWARD WINNER FINISH TEAM CITY SPIRIT AWARD WINNER 1 Fury San Francisco, Calif. Lauren Casey 1 Doublewide Austin, Texas Steven Darroh 1 Surly Minneapolis, Minn. Sky Davey 2 Riot Seattle, Wash. Hana Kawai 2 Revolver San Francisco, Calif. Martin Cochran 2 Boneyard Raleigh, N.C. Robbye Brooks 3T Scandal Washington, D.C. Katie Shepley 3T Ironside Boston, Mass. Russell Wallack 3 Boulder, Colo. Dave Remucal 3T Showdown Austin, Texas Tina Woodings 3T Ring of Fire Raleigh, N.C. Thomas Ward Johnny Encore 5 Molly Brown Boulder, Colo. Sally Lambert 5 Machine Chicago, Ill. Michael Shiel 4 Reckon Atlanta, Ga. Alan Reeves 6 Nemesis Chicago, Ill. Emily Hadel 6 GOAT Toronto, Canada Scotty Nicholls 5T GLUM Ottawa, Canada Brett Taylor 7 Capitals Toronto, Canada Kate Jardine 7T Atlanta, Ga. Jason Simpson No Country Brattleboro, Vt. Bill Stewart 8 Ozone Atlanta, Ga. Kirsten Shell Chain Lightning 5T 7T Burnside Portland, Ore. Gregg Andrick 9 Traffic Vancouver, Canada Candace Chan 7T Sockeye Seattle, Wash. Aly Lenon 7T Tejas Austin, Texas Brian Thompson 10 Nightlock San Francisco, Calif. Abby VanMuijen 9 Madison Club Madison, Wis. Nat Thibedeau 9 Chesapeaked Philadelphia, Penn. 10 Rhino Portland, Ore. Ben Lohre Anthony Iwaszko 11 Furious George Vancouver, Canada Bobo Eyrich 10 Wasted Talent Chicago, Ill. Paul Callaway 11 Figjam Calgary, Canada Paul Embregts 12 Johnny Bravo Boulder, Colo. Jack McShane 12 Crawl Phoenix, Ariz. Josiah Roberts 13T Sub Zero Minneapolis, Minn. Sean Breaux 13T Truck Stop Washington, D.C. Dave Cranston 15 Boost Mobile San Francisco, Calif. Henry Adams 16 PoNY New York, N.Y. Jody Avirgan 11 Heist Madison, Wis. Emily Langland 12 Brute Squad Boston, Mass. Jackie Boothe 13 Phoenix Raleigh, N.C. Alicia Lagasca 14 Hot Metal Pittsburgh, Penn. Susan Thomas 15 Underground Seattle, Wash. Petra Kowalski 16 Schwa Portland, Ore. Bre Austin Team Spirit Award Winner: Fury Kathy Pufahl Award: Lauren Casey – Fury Team Spirit Award Winner: Machine Farricker Award Winner: Martin Cochran – Revolver The master’s division continues to use the six-region format that was in place in 2011. Team Spirit Award Winner: Crawl Marty Bakko Award Winner: Dave Remucal – Johnny Encore usaultimate.org 33 Grand Masters Championships The 2012 Grand Masters Championships were held in Blaine, Minn., September 1-3. It was the first year in which the Championships were held over the course of three days and were moved from the traditional summer scheduling to Labor Day weekend. With the shift in time of year, there was not enough interest to hold a Masters Women’s Championship. It was the first time since the inception of the event that there was not a women’s division alongside the grand masters men. The event did grow on the men’s side. Two teams were added in 2012 for a total of 18, compared to 2010 and 2011’s 16-team fields. Grand Masters FINISH TEAM CITY SPIRIT AWARD WINNER 1 Surly GM Minneapolis, Minn. Eric Enge 2 Scrapple Philadelphia, Penn. Jay Soda 3T Boulder Gun Club Boulder, Colo. Peter Delamere 3T Georgetown Brewing Seattle, Wash. Fraser Stanton 5 The Le Grande Tigre Santa Fe, N.M. Jamal Yusof 6 DoG Boston, Mass. Simon Verghese 7 T-Rex Raleigh, N.C. Rod Hannon 8 Man Down Philadelphia, Penn. George Troemel 9 Old Line Cockeysville, Md. Len Pettiford 10 Moscow State New Rochelle, N.Y. Eric Diamond 11 Iron City Ultimate Pittsburgh, Penn. Tom Bohman 12 Brooklyn Brooklyn, N.Y. Phil Vlahakis 13 Sick Hammers Austin, Texas Doug McLaughlin 14 Ozark Hillbillys Fayetteville, Ark. Bob Lee 15 Grandmaster Trash St. Paul, Minn. Darryl Dahlheimer 16 Old Milwaukee Milwaukee, Wis. Scott Severson 17 Age Against the Machine Cincinnati, Ohio Dave Fry 18 Thirst’n Howl Fremont, Calif. Rick Colbeth Team Spirit Award Winner: Sick Hammers 34 International Competition Highlighted in Goal 5 of the new strategic plan, achieving sustained excellence of USA Ultimate teams in international competition will be a major focus for USA Ultimate over the next six years. U.S. national teams participated in two international events in 2012: the World Flying Disc Federation’s World Ultimate and Guts Championships and the U-19 World Junior Ultimate Championships. World Ultimate and Guts Championships The 2012 World Flying Disc Federation’s World Ultimate and Guts Championships were held in Sakai, Japan July 7-14. The United States fielded teams in each of the five ultimate divisions: open, mixed, women’s, open masters and open women’s. The teams that represented the U.S. earned their bids to Japan in the 2011 Club Championship Series. Amongst the five teams, they took home two gold medals and a silver from the 2012 WUGC. Results DIVISION U.S. CLUB TEAM FINAL STANDING Open Revolver 1st Women’s Fury 2nd Mixed Blackbird 4th Open Masters Surly 4th Open Women Team USA 1st usaultimate.org 35 World Junior Ultimate Championships The 2012 World Junior Ultimate Championships were held in Dublin, Ireland from August 12-18, but USA Ultimate began preparing for the event long before the summer of 2012. PLAYER HOMETOWN HIGH SCHOOL COLLEGE Tasha Arvanitis Hinsdale, Ill. Illinois Mathematics & Science Harvey Mudd Kersten Barton Mercer Island, Wash. Seattle Academy n/a Sarah Edwards Seattle, Wash. Holy Names Academy Washington TEAM FORMATION TIMELINE: Jojo Emerson Arlington, Va. H-B Woodlawn Secondary n/a Nina Finley Seattle, Wash. Seattle Academy n/a SUMMER 2011 - USA Ultimate’s U.S. Team Coaching Committee begins the search for head coaches. Zoe Freedman Coleman Amherst, Mass. Amherst Regional HS n/a Olivia Hampton Warren, N.J. Watchung Hills Regional HS n/a AUGUST 17, 2011 – Kyle Weisbrod and Ben Van Heuvelen named as head coaches of the girls and open teams, respectively. Margo Heffron Seattle, Wash. Nathan Hale HS Seattle n/a Hannah Henkin Radnor, Penn. Radnor HS n/a Ana Leon Atlanta, Ga. Paideia School n/a Nhi Nguyen Superior, Colo. Monarch HS n/a Eva Petzinger Pittsburgh, Penn. Allderdice HS Dartmouth DECEMBER 8, 2011 – Assistant coaches named for each team. Jamie Nuwer and Leila Tunnel for the girls team; Chase Sparling-Beckley and George Stubbs for the open team. Tiffany Phan* Seattle, Wash. Franklin HS n/a Marissa Rafter Alameda, Calif. Alameda CLS Laney College Claire Revere Seattle, Wash. Lakeside School n/a Erynn Schroeder* Plymouth, Minn. Armstrong HS St. Benedict JANUARY 2012 – Invitations sent to 160 most promising applicants, in deepest pool ever received, to attend tryouts in either Atlanta, Ga. or Burlington, Wash. Jesse Shofner Nashville, Tenn. University School of Nashville Oregon Jessie Thoreson Seattle, Wash. Nathan Hale HS n/a Qxhna Titcomb Sammamish, Wash. King's Academy Tufts Angela Zhu Amherst, Mass. Amherst Regional HS n/a OCTOBER 3 – NOVEMBER 30, 2011 – Application window for interested athletes MARCH 2012 – Tryouts in Atlanta, Ga., and Burlington, Wash. APRIL 9, 2012 – Final rosters announced RESULTS: The U-19 girls team came home with a silver medal after falling to Colombia in the finals. The U-19 boys team brought home a gold after defeating Colombia in the finals. 36 U-19 Girls *Originally listed as alternates but travelled with the team to compete in Dublin. U-19 Girls Alternates PLAYER HOMETOWN HIGH SCHOOL COLLEGE Camila Arevalo Atlanta, Ga. Paideia School NYU Sonja Haroldson Seattle, Wash. The Bush School n/a Alika Johnston Arlington, Va. H-B Woodlawn Secondary Virginia Alex Ode Boise, Idaho Boise HS Oregon 2013 International Events U-19 Open Calendar year 2013 holds some exciting opportunities for USA Ultimate’s international teams. Both the World Games and World Flying Disc Federation’s World Under-23 Ultimate Championships will be held in 2013, in Cali, Colombia and Toronto, Canada, respectively. The application window was open in 2012 for interested players, and coaches were selected to lead the four national teams in 2013 competition. PLAYER HOMETOWN HIGH SCHOOL COLLEGE Amos Adams Leverett, Mass. Amherst Regional HS Colorado College Eric Biggs Amherst, Mass. Amherst Regional HS Maryland Jay Boyle Arlington, Va. Yorktown HS n/a Nils Clauson Atlanta, Ga. The Paideia School n/a Khalif El-Salaam Seattle, Wash. The Northwest School n/a Harper Garvey St. Paul, Minn. Great River School n/a Anthony Gossard Meridian, Idaho Bishop Kelly HS Boise State Aaron Honn Eugene, Ore. South Eugene HS Oregon WORLD GAMES TEAM Paul Klimkowski Fairless Hills, Penn Pennsbury HS Florida Atlantic Natan Lee-Engel Seattle, Wash. Nathan Hale HS n/a Head Coach: Alex Ghesquiere Justin Lim Seattle, Wash. Seattle Academy n/a Michael Kilian Marsh Seattle, Wash. The Northwest School California-San Diego Eli Motycka Nasvhille, Tenn. University School of Nashville n/a Danny On Amherst, Mass. Amherst Regional HS n/a Henry Phan Seattle, Wash. Opportunity Skyway n/a Mixed: Martin Aguilera John Raynolds Seattle, Wash. Seattle Academy Carleton College John Stubbs Atlanta, Ga. Paideia School n/a Open: Bob Krier Mike Sylvester Seattle, Wash. University Preparatory Academy n/a Carter Thallon Eugene, Ore. South Eugene HS Tufts Mark Vandenberg Atlanta, Ga. Paideia School n/a Evan Walter Maplewood, N.J. Columbia HS n/a Garrett Yetman Walker, La. Catholic HS n/a Assistant Coach: Matty Tsang U-23 HEAD COACHES Women: Mike Whitaker U-19 Open Alternates PLAYER HOMETOWN HIGH SCHOOL COLLEGE Jesse Bolton Seattle, Wash. The Northwest School n/a Jesse Harris Amherst, Mass. Amherst Regional HS Northeastern John Kennedy Newport News, Va. Woodside HS Thomas Nelson Eli Leonard Minnetonka, Minn. Breck School Michigan usaultimate.org 37 38 THE FUTURE As the final step in the two-year club restructuring process outlined in USA Ultimate’s 2008-2012 strategic plan, the Triple Crown Tour was finalized and announced in the fall of 2012. The Triple Crown Tour is a competitive structure that provides something for everyone and represents the next step in the evolution of the sport. usaultimate.org 39 The Triple Crown Tour (TCT) builds on the success of the longstanding Club Series and was developed through feedback from the ultimate community. The TCT was structured with four main goals in mind: • Provide more meaningful playing opportunities TEAMS: Top eight teams in North America QUALIFICATION: Regular season Pro Flight champion, plus the next seven teams, based on results from the previous season’s National Championship • Provide more accessible playing opportunities • Encourage participation and growth • Showcase the sport at its best Every club ultimate team in North America is eligible to participate in the Triple Crown Tour. Teams are slotted into four flights based on competitive performance, and all are subject to relegation dependent on the current year’s results. Each year, the best of the best will get a chance to compete for the Triple Crown, the ultimate ultimate champion who wins the U.S. Open Championships, the regular season and the Club Championships in the same year. 40 TEAMS: 9th-16th best teams in North America QUALIFICATION: Teams placing 9th-16th at the previous season’s National Championship TEAMS: Up to four teams per geographic region, 32 teams maximum QUALIFICATION: Based on regional playoff results, in order of top teams that do not qualify for the National Championships TEAMS: Unlimited QUALIFICATION: Any USA Ultimate registered team eligible to compete in the regular season or the postseason Championship Series With a more formal regular season, games played at Tour events over the summer leading up the Championship Series really matter. Teams in each flight are provided opportunities to play in events specific to their flight, guaranteeing at-level competition for all participating teams throughout the Tour. Cross-flight challenges are built into the season schedule as well, ensuring that teams have access to playing opportunities that will help them develop and keep the Tour competitive. The more structured TCT format also provides showcase opportunities for the sport, for participating players, the current ultimate community, outside fans and media. The U.S. Open Championships is one such example. The best teams from the United States face off against some of the best from around the world. In the end, the system will lead to more consistency for teams and more opportunities for sponsorships and increased exposure. 2013 will be the inaugural season for the new Triple Crown Tour, as well as the kick-off for the new USA Ultimate strategic plan, which includes increasing the visibility of the sport as Goal 1. The Triple Crown Tour is a major first step to achieving that goal, and it promises to be an exciting ride for everyone involved. usaultimate.org 41 PROGRAM GROWTH 42 Sanctioning Program With the goal of encouraging and supporting the growth of ultimate at all levels, the USA Ultimate Sanctioning Program assists event organizers in providing their local communities with opportunities to participate and learn about the sport through high-quality, well-organized events. Tournaments and leagues sanctioned through USA Ultimate receive legitimacy through their association with USA Ultimate, insurance coverage, access to additional resources and materials and much more. USA Ultimate sanctioned 336 events in 2012, a growth of 15 percent over 2011. In addition to countless leagues and tournaments, those 336 sanctioned events included 80 college regular-season events and 37 club events to make up the division’s first official regular season. After announcing the new tiered structure for sanctioned events in late 2011, the changes truly went into effect in 2012. Recreational, competitive, league and insured events were all separated into different tiers, so competition requirements could be tailored to better suit the specific event level and its competitive goals. The changes ensured more uniformity across events that impacted regular-season rankings, enabling easier and more equal comparisons across events. Of sanctioned event participants, 88 percent of league and 96 percent of tournament participants were aware of the USA Ultimate sanctioning. Overall, the events received an average quality rating of 4.2 out of a possible 5. USA ULTIMATE SANCTIONED EVENTS 900 400 800 350 700 336 300 250 290 270 600 500 200 150 193 400 300 100 200 50 0 100 2009 2010* 2011 2012** 0 *2010 marked the beginning of the official college regular season **2012 marked the beginning of the official club regular season HIGH SCHOOL REGIONALS PARTICIPATING TEAMS* 80 80 70 25 70 60 60 50 40 30 22 50 17 47 40 30 31 30 20 20 10 0 10 2010 2011 Open 0 2012 Girls usaultimate.org 43 0 2010 2011 Open 0 2012 2011 2012 Girls HIGH SCHOOL REGIONALS PARTICIPATING TEAMS* 80 80 70 Youth CITIES REPRESENTED AT YCC 18 USA ULTIMATE SANCTIONED EVENTS 2012 400 saw the introduction of two additional high school regional 16 championship events, bringing the total to four: Northeastern, Southern, 14 350 Central and Western. 336 12 70 60 PARTICIPATING YCC TEAMS 50 USA ULTIMATE COACHING 22 MEMERSHIPS 40 900 40 35 800 30 30 700 20 25 290 10 The Youth Club Championships added representation from 10 new 250 270 8 communities and saw growth in its newest division – eight teams and more 200 193 athletes participated in the U-16 open division in 2012. 6 150 600 10 20 4 100 Forty-one State Championship titles were awarded across 24 states in the 50 open, girls’ or 2mixed divisions in 2012, right in line with the number of states 0 2011 but with more states offering multiple divisions. Three participating in 0 2005 2006 2008 2010 2012 2009 2010*2007 2011 2009 2012**2011 more titles were awarded in 2012 than in the previous year. The youth girls division is often the most difficult division in which to see growth, but two new states, Wisconsin and Utah, offered girls’ divisions at their state championship events in 2012. 300 300 25 500 400 200 17 30 615 60 50 47 8 8 661 31 Coach Player/Member 14 11 20 10 8 0 15 2010 10 2011 8 4 Open Girls 7 5 0 100 2009 118 165 U-19 Girls 0 2009 5 247 193 2010 U-19 Mixed 2010 2011 2012 U-19 Open 2011 0 2012 8 8 8 5 U-16 Open 2012 CITIES REPRESENTED AT YCC 18 40 16 HIGH SCHOOL REGIONALS PARTICIPATING TEAMS* 80 25 60 40 30 22 50 17 47 31 30 20 10 10 2010 2011 Open 44 40 30 20 0 70 60 50 2012 Girls 35 14 80 70 40 30 522 455 10 Coach Member 0 OBSERVER PROGRAM 12 30 10 71 8 Clinics 25 Newly Certified 20 Recertifications 66 6 50 4 15 10 5 2 0 0 2005 2006 2007 20 2008 2009 2010 2011 2012 13 8 2011 2012 *In 2012, the USA Ultimate High School Regional Championships transitioned from only two events, Eastern and Western, to four: Central, Northeastern, Southern and Western. usaultimate.org 45 Outreach Programs Coaching USA Ultimate held eight Learn to Play clinics in 2012 in five cities/states: North Carolina, Tampa, Colorado Springs, Sarasota and Missouri. Participants across the eight clinics totaled 108. Only one Learn to Play clinic was held in each of the two previous years. Through the Coaching Development Program, USA Ultimate has been running clinics to certify coaches since 2004. The Coaching Development Program, again sponsored by Five Ultimate in 2012, is a process of educating coaches, professionalizing and growing the vocation of coaching and creating a pool of qualified volunteers to help grow the sport of ultimate. USA Ultimate also held three week-long summer camps in Boulder with 48 campers aged 7-15. Comparatively, in 2011, one week-long camp was held which had only three participants. USA Ultimate staff members also attended three events held by the American Alliance for Health, Physical Education, Recreation and Dance (AAHPERD) and the National Parks and Recreation Association conference to network with associations like the YMCA and physical education teachers across the country. The staff worked to advance the sport of ultimate amongst these key groups and developed relationships that can be leveraged in future years. During the 2012 calendar year, 230 outreach kits were distributed to groups advancing ultimate as a teaching tool and recreational activity. USA ULTIMATE SANCTIONED EVENTS Physical education teachers received 130 of those kits, many of whom 400 were introduced to the sport and teaching possibilities through USA 350 Ultimate’s presence at the AAHPERD events. The remaining 100 kits 336 300 were distributed amongst other outreach programs including Playworks, 290 250 270 the Boy Scouts of Cincinnati and other groups. 200 150 193 USA ULTIMATE COACHING MEMERSHIPS 900 Coach Member 800 700 Coach Player/Member 661 522 615 455 600 500 300 247 200 50 46 In 2012, USA Ultimate’s Coaching Development Programs hosted 23 clinics across the United States for 327 participants. Coaching memberships have increased steadily since it became a membership level in 2009. 400 100 0 In an attempt to promote the professionalization of ultimate coaching and to further athlete safety, in 2012, USA Ultimate began requiring all coaches to receive background checks through our partners at NCSI. 2012 was also the first year in which coaches were required for each team participating in a USA Ultimate youth championship event. 100 2009 2010* 2011 2012** 0 118 2009 165 2010 193 2011 2012 Observer Program USA ULTIMATE SANCTIONED EVENTS 400 350 336 300 250 290 270 193 100 50 0 2009 2010* 2011 455 600 200 150 USA ULTIMATE USA Ultimate endorsesCOACHING the use of MEMERSHIPS observers in ultimate but does 900 Coach Member to not endorse the use of referees. Observers have the responsibility Coach Player/Member 800 661 uphold Spirit of the Game on the field, but responsibility for the integrity 522 615 Spirit of the Game remains with the players. of700 ultimate and 2012** The USA Ultimate Observer Program took on its current structure 500 in 2005 with the completion of a standardized training manual, 400 outlining the training clinic curriculum and development of criteria for 300 certification. The Observer Program is overseen by the USA Ultimate 247 200 Observer Committee which is responsible for determining guidelines for 193 165 100 observing, including current standards for USA Ultimate competition, 118 and0 training materials and methods. 2009 2010 2011 2012 In 2012, the USA Ultimate Observer Program held 13 successful clinics, training 71 new certified observers. Fifty observers were also recertified, and six new trainers were trained over the course of the year. HIGH SCHOOL REGIONALS PARTICIPATING TEAMS* 80 70 25 60 30 22 47 50 40 20 10 10 2010 2011 Open Recertifications 66 30 31 30 Newly Certified 71 50 17 20 0 Clinics 70 60 50 40 OBSERVER PROGRAM 80 2012 0 20 13 8 2011 2012 Girls usaultimate.org 47 MARKETING AND COMMUNICATIONS Sponsorship and Merchandising USA Ultimate secured its first-ever Fortune 500 partner and biggest non-endemic cash sponsor in a partnership with CORT Furniture. CORT provided financial support to USA Ultimate and sponsored prize money for the Division I College Championship winners in each division. Successful relationships with endemic merchandisers continued in 2012. Breakmark, Five Ultimate, Spin and VC Ultimate were all named official merchandisers for at least one USA Ultimate championship event in 2012. Five Ultimate also sponsored the U.S. national teams competing at the World Ultimate and Guts Championships and the World Junior Ultimate Championships. Merchandise revenues increased nine percent in 2012, bringing USA Ultimate licensed merchandise sales to their highest levels in the organization’s history. Other partnerships also continued to be successful. USA Ultimate received royalties from an ongoing relationship with the Wyndham Hotel Group, and new revenue streams in sponsorship, licensing and advertising provided additional funds for USA Ultimate in 2012. 48 Broadcasting USA Ultimate continued the relationship with CBS Sports to broadcast the Division I College Championships for the tenth consecutive year. New partnerships were also initiated to provide ultimate fans everywhere unparalleled coverage of the year’s biggest events. USA Ultimate partnered with YouTube in 2012 to become a premium live sports channel. The platform was used to broadcast live footage from the 2012 Club Championships. Archived content is also available for viewing, and advertising revenues are shared. Over the course of the year, the USA Ultimate YouTube channel received 568,000 views and 4,507 subscribers, which equates to more than 1000 percent growth in channel subscriptions. In addition, USA Ultimate hired NexGen Productions to provide the ultimate community with extended live coverage of the College Championships and Club Championships. A new partnership with Wink, Inc. Productions providing live streaming of the inaugural U.S. Open Championships; five hours of television coverage of the U.S. Open was also broadcast on the Comcast Entertainment Network. In line with the new strategic plan, USA Ultimate explored the broadcast marketplace and developed a landmark multi-year broadcast relationship with ESPN. Our new broadcast partner will distribute the USA Ultimate College Championships, U.S. Open Championships and Club Championships on ESPN’s family of networks. Alignment with the “Worldwide Leader in Sports” provides exposure for the sport of ultimate unmatched in previous years and correlates directly with Goal 1 in the new strategic plan. The new relationship also allowed USA Ultimate to place three highlight clips from the 2012 Club Championships in SportsCenter’s Top 10. usaultimate.org 49 Magazine, Social Media, Website FACEBOOK LIKES FACEBOOK LIKES TWITTER FOLLOWERS TWITTER FOLLOWERS 10000 10000 3500035000 USA Ultimate again produced its four quarterly issues of the USA Ultimate magazine and reduced production costs by $83,000 after 94 percent of members elected to receive the magazine electronically. 3000030000 2500025000 2000020000 USA Ultimate’s social media outlets each ended 2012 with impressive increases in followers, largely due to improvements in interaction and engagement of followers. 6000 6000 21807 21807 15000 15000 0 0 0 DEC 2011DEC 2012 DEC 2012 DEC 2011 TWITTER: 80 PERCENT INCREASE IN FOLLOWERS 5134 2000 2000 5000 5000 0 5134 4000 4000 10000 10000 FACEBOOK: 35 PERCENT INCREASE IN LIKES 9282 9282 8000 8000 29520 29520 DEC 2011DEC 2012 DEC 2012 DEC 2011 YOUTUBE: 4,507 SUBSCRIBERS, 1000 PERCENT INCREASE 2000 0 DEC 2012 C 2012 50 PAGE VIEWS YOUTUBE SUBSCRIBERS 1 0 2011 DEC 20112010 DEC 2012 2012 20.5 20 GOOGLE+VISITS FOLLOWERS WEBSITE MILLONS MILLONS 4507 9520 WEBSITE VISITS TWITTER FOLLOWERS The USA Ultimate website also ended the year with increases 5 10000 5000 in visits and page views. Late in the year, the archives section of the website launched with 9282 information dating back 4000 to 4 8000 the founding of the Ultimate Players Association, including 3 and media coverage. The archives page 6000 data 3000 championship will continue to grow and 5134 add new information, making it easily 2 4000 2000 accessible to ultimate fans everywhere. MILLONS BSCRIBERS IKES 4507 5 4 600 571 500 400 19.5 3 19 2 1000 18.5 1 0 381 18 300 DEC 2011 200 100 0 0 DEC DEC2011 2012 DEC 2012 120 2010 DEC 2011 2011 DEC 2012 2012 8000 500 6000 4000 YOUTUBE SUBSCRIBERS 5000 9282 571 4507 4000 400 300 5134 WEBSITE VISITS 5 PAGE V MILLONS 600 MILLONS TWITTER FOLLOWERS GOOGLE+ FOLLOWERS 10000 4 20.5 20 3000 3 19.5 2000 2 19 1000 1 18.5 200 2000 0 100 120 0 0 DEC 2011 DEC2011 2012 DEC DEC 2012 381 DEC 2011 0 DEC 2012 18 2010 2011 2012 DEC 2011 Staff The marketing and communications department added a new staff member in December 2012. Stacey Waldrup was hired as the new Manager of Communications & Publications. She assumes responsibility for the USA Ultimate magazine, editorial content on the USA Ultimate website, championships event guide production and other tasks in support of the marketing and communications department and USA Ultimate. usaultimate.org 51 FINANCIAL REVIEW 52 S REVENUE SOURCES Membership: 59% Championship Events: 17% Special Thanks to our 2012 Supporters: Sponsorship/Merchandise Sales/Licensing: 12% Anonymous Other: 12% Tom & Kat Barton AUD Youth, Colleg Champ Comm Memb Nation Jit Bhattacharya Youth Other Hallidie & Don Haid Board Diane Honda HQ/O Mark Laffoon Charlie Mullin SUPPORTING AUDITED EXPENSES Youth, High School, EXPENSES SERVICES College & Club Events and Championship Series: 36.69% Headquarters: 42% Communications & 56% Publications: 18.05% Board of Directors: Member Services Fundraising: 2% & Outreach: 13.52% National Teams: 8.47% Youth & Coaching Development: 8.11% Garret & Erin Newkirk Diane Pagel David Raflo HOW MEM IS AL Champi James M. Rehg Commu Alan “Showcase” Salzberg Nationa Membe Karen A. Ubelhart Other Expenses: 7.86% Youth D Board: 4.06% Coachin HQ/Operations: 3.25% Marketi Sport D Other P usaultimate.org 53 Support ULTIMATE PLAYERS ASSOCIATION d/b/a USA Ultimate (A Colorado Nonprofit Corporation) STATEMENT OF FINANCIAL POSITION as of December 31 ASSETS CURRENT ASSETS Cash and cash equivalents Certificates of deposit Accounts receivable net of allowance for doubtful accounts of $1,000 and $10,000 Inventory Prepaid expenses Total current assets PROPERTY AND EQUIPMENT Furniture, fixtures and equipment Less accumulated depreciation Net property and equipment OTHER ASSETS Trademarks Security deposit Total other assets TOTAL ASSETS LIABILITIES AND NET ASSETS CURRENT LIABILITIES Accounts payable Accrued liabilities Deferred revenue Total current liabilities NET ASSETS Unrestricted net assets Total net assets TOTAL LIABILITIES AND NET ASSETS 54 ULTIMATE PLAYERS ASSOCIATION d/b/a USA Ultimate (A Colorado Nonprofit Corporation) STATEMENT OF FINANCIAL POSITION 2012 2011 $ 1,026,156 733,653 $ 1,604,081 - 7,750 20,000 42,213 1,829,772 18,112 11,647 10,983 1,644,823 248,384 (110,339) 138,045 142,213 (95,012) 47,201 1,300 2,200 3,500 $ 1,971,317 1,300 2,200 3,500 $ 1,695,524 $ 54,957 83,288 497,481 635,726 $ 31,389 66,340 426,947 524,676 1,335,591 1,335,591 1,170,848 1,170,848 $ 1,971,317 $ 1,695,524 for the years ended December 31 Unrestricted SUPPORT AND REVENUE Membership dues Championship events Corporate sponsorship Merchandise sales Cost of sales Sport Development National Teams Youth and Coaching Development Advertising Donations Other 10,712 Sanctioning Interest and dividends TOTAL SUPPORT AND REVENUE EXPENSES Program sevvrvices Championship series Communication and publications National teams Member services Youth development Coaching development Observer development Marketing Sport Development and Outreach International Information technology SOTG/ Rules Total program expenses Supporting services Headquarters Board of directors Fundraising Total supporting services Total Expenses CHANGE IN NET ASSETS Net assets, beginning of year Net assets, end of year 2012 Unrestricted 2011 $ 1,519,692 434,597 265,735 51,378 (33,371) 92,577 117,806 34,971 9,028 26,200 4,036 14,150 7,745 2,551,220 $ 1,465,347 347,650 353,844 39,722 (36,520) 95,715 200 25,630 10,775 13,235 875,502 430,780 202,153 141,448 82,333 73,643 37,563 149,771 144,061 29,367 37,033 8,434 2,212,088 772,069 398,636 14,431 164,607 65,540 81,388 32,711 181,663 162,381 30,732 14,093 1,918,251 73,632 96,904 3,853 174,389 2,386,477 31,314 110,388 141,702 2,059,953 164,743 1,170,848 $ 1,335,591 278,274 892,574 $ 1,170,848 11,600 6,993 2,338,227 ULTIMATE PLAYERS ASSOCIATION d/b/a USA Ultimate (A Colorado Nonprofit Corporation) STATEMENT OF FINANCIAL POSITION for the years ended December 31 2012 Cash flows from operating activities: Change in net assets $ 164,743 Adjustments to reconcile changes in net assets to cash provided by operating activities: Depreciation 26,102 Increase (decrease) in allowance for doubtful accounts (9,000) Decreases (increases) in operating assets: Accounts receivable 19,362 Inventory (8,353) Prepaid expenses (31,230) Increase (decrease) in operating liabilities: Accounts payable 23,568 Accrued liabilities 16,948 Deferred revenue 70,534 Net cash flows from operating activities 272,674 2011 $ 278,274 21,049 43,528 (318) 5,090 51,003 86,737 485,363 Cash flows from investing activities: Purchase of property and equipment Net cash flows from investing activities (733,653) (116,946) (850,599) (5,457) (5,457) NET INCREASE (DECREASE) IN CASH (577,925) 479,906 1,604,081 $ 1,026,156 1,124,175 $ 1,604,081 Cash at beginning of period Cash at December 31 usaultimate.org 55 usaultimate.org 56 4730 Table Mesa Dr., Suite I-200C Boulder, CO 80305 OFFICE OF THE SECRETARY OF STATE OF THE STATE OF COLORADO CERTIFICATE I, Scott Gessler, as the Secretary of State of the State of Colorado, hereby certify that, according to the records of this office, ULTIMATE PLAYERS ASSOCIATION is a Nonprofit Corporation formed or registered on 02/23/1990 under the law of Colorado, has complied with all applicable requirements of this office, and is in good standing with this office. This entity has been assigned entity identification number 19901010464. This certificate reflects facts established or disclosed by documents delivered to this office on paper through 10/01/2013 that have been posted, and by documents delivered to this office electronically through 10/02/2013 @ 16:42:52. I have affixed hereto the Great Seal of the State of Colorado and duly generated, executed, authenticated, issued, delivered and communicated this official certificate at Denver, Colorado on 10/02/2013 @ 16:42:52 pursuant to and in accordance with applicable law. This certificate is assigned Confirmation Number 8656756. _____________________________________ Secretary of State of the State of Colorado *********************************************End of Certificate******************************************** Notice: A certificate issued electronically from the Colorado Secretary of State’s Web site is fully and immediately valid and effective. However, as an option, the issuance and validity of a certificate obtained electronically may be established by visiting the Certificate Confirmation Page of the Secretary of State’s Web site, http://www.sos.state.co.us/biz/CertificateSearchCriteria.do entering the certificate’s confirmation number displayed on the certificate, and following the instructions displayed. Confirming the issuance of a certificate is merely optional and is not necessary to the valid and effective issuance of a certificate. For more information, visit our Web site, http://www.sos.state.co.us/ click Business Center and select “Frequently Asked Questions.” CERT_GS_D Revised 08/20/2008 Form 8868 (Rev. January 2013) Application for Extension of Time To File an Exempt Organization Return OMB No. 1545-1709 File a separate application for each return. Department of the Treasury Internal Revenue Service If you are filing for an Automatic 3-Month Extension, complete only Part I and check this box . . . . . . . . . . . . . . . . . . . . If you are filing for an Additional (Not Automatic) 3-Month Extension, complete only Part II (on page 2 of this form). Do not complete Part II unless you have already been granted an automatic 3-month extension on a previously filed Form 8868. Electronic filing (e-file). You can electronically file Form 8868 if you need a 3-month automatic extension of time to file (6 months for a corporation required to file Form 990-T), or an additional (not automatic) 3-month extension of time. You can electronically file Form 8868 to request an extension of time to file any of the forms listed in Part I or Part II with the exception of Form 8870, Information Return for Transfers Associated With Certain Personal Benefit Contracts, which must be sent to the IRS in paper format (see instructions). For more details on the electronic filing of this form, visit www.irs.gov/efile and click on e-file for Charities & Nonprofits. Part I Automatic 3-Month Extension of Time. Only submit original (no copies needed). A corporation required to file Form 990-T and requesting an automatic 6-month extension—check this box and complete Part I only . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . All other corporations (including 1120-C filers), partnerships, REMICs, and trusts must use Form 7004 to request an extension of time to file income tax returns. Enter filer's identifying number, see instructions Type or print File by the due date for filing your return. See instructions. Employer identification number (EIN) or Name of exempt organization or other filer, see instructions. Ultimate Players Association 84-1152993 Number, street, and room or suite no. If a P.O. box, see instructions. Social security number (SSN) 4730 Table Mesa Drive, Room I-200C City, town or post office, state, and ZIP code. For a foreign address, see instructions. Boulder CO 80305 Enter the Return code for the return that this application is for (file a separate application for each return) . . . . . . . . . . . . 01 . . . . . . Application Is For Return Code Form 990 or Form 990-EZ Form 990-BL Form 4720 (individual) Form 990-PF Form 990-T (sec. 401(a) or 408(a) trust) Form 990-T (trust other than above) The books are in the care of 01 02 03 04 05 06 Application Is For Return Code Form 990-T (corporation) Form 1041-A Form 4720 Form 5227 Form 6069 Form 8870 07 08 09 10 11 12 The Association Telephone No. 303.447.3472 FAX No. If the organization does not have an office or place of business in the United States, check this box . . . . . . . . . . . . . . . . . . . If this is for a Group Return, enter the organization's four digit Group Exemption Number (GEN) . If this is for the whole group, check this box . . . . . . . . . . . If. it. is. for . . part . . .of.the . .group, . . . .check . . . this . . box. . . . .. .. .. .. .. .. .. .. .. .. .. .. .. .. and .. .. ..attach .. .. .. a.. .. .. .. .. .. . list with the names and EINs of all members the extension is for. 1 I request an automatic 3-month (6 months for a corporation required to file Form 990-T) extension of time until 8/15/2013 , to file the exempt organization return for the organization named above. The extension is for the organization's return for: X calendar year 2012 or tax year beginning , and ending 2 If the tax year entered in line 1 is for less than 12 months, check reason: Change in accounting period 3a If this application is for Form 990-BL, 990-PF, 990-T, 4720, or 6069, enter the tentative tax, less any nonrefundable credits. See instructions. If this application is for Form 990-PF, 990-T, 4720, or 6069, enter any refundable credits and estimated tax payments made. Include any prior year overpayment allowed as a credit. Balance due. Subtract line 3b from line 3a. Include your payment with this form, if required, by using EFTPS (Electronic Federal Tax Payment System). See instructions. b c Initial return . Final return 3a $ 0 3b $ 0 3c $ 0 Caution. If you are going to make an electronic fund withdrawal with this Form 8868, see Form 8453-EO and Form 8879-EO for payment instructions. Form 8868 (Rev. 1-2013) For Privacy Act and Paperwork Reduction Act Notice, see instructions. HTA Page 2 Form 8868 (Rev. 1-2013) If you are filing for an Additional (Not Automatic) 3-Month Extension, complete only Part II and check this box . . . . . . . . .X . . . . Note. Only complete Part II if you have already been granted an automatic 3-month extension on a previously filed Form 8868. If you are filing for an Automatic 3-Month Extension, complete only Part I (on page 1). Part II Additional (Not Automatic) 3-Month Extension of Time. Only file the original (no copies needed). Enter filer's identifying number, see instructions Type or print Employer identification number (EIN) or Name of exempt organization Ultimate Players Association 84-1152993 Number, street, and room or suite no. If a P.O. box, see instructions. File by the due date for filing your return. See instructions. Social security number (SSN) 4730 Table Mesa Drive, Room I-200C City, town or post office, state, and ZIP code. For a foreign address, see instructions. Boulder CO 80305 Enter the Return code for the return that this application is for (file a separate application for each return) . . . . . . . . . . . . 01 . . . . . . Application Is For Return Code Application Is For Return Code 01 02 03 04 05 06 Form 1041-A Form 4720 Form 5227 Form 6069 Form 8870 08 09 10 11 12 Form 990 or Form 990-EZ Form 990-BL Form 4720 (individual) Form 990-PF Form 990-T (sec. 401(a) or 408(a) trust) Form 990-T (trust other than above) STOP! Do not complete Part II if you were not already granted an automatic 3-month extension on a previously filed Form 8868. The books are in the care of The Association Telephone No. 303.447.3472 FAX No. If the organization does not have an office or place of business in the United States, check this box . . . . . . . . . . . . . . . . . . . If this is for a Group Return, enter the organization's four digit Group Exemption Number (GEN) . If this is for the whole group, check this box . . . . . . . . . .If it. is. for . part . . of. the . .group, . . check . . . this . .box . .. .. .. .. .. .. .. .. .. .. .. and .. .. attach .. .. .a . .. .. .. .. . list with the names and EINs of all members the extension is for. 4 5 I request an additional 3-month extension of time until For calendar year 2012 , or other tax year beginning 6 If the tax year entered in line 5 is for less than 12 months, check reason: Initial return Final return Change in accounting period State in detail why you need the extension Additional time is needed to complete the organization's audited financial statements. Certain information needed from financial institutions has been difficult to obtain. 7 8a b c 11/15/2013 . , and ending If this application is for Form 990-BL, 990-PF, 990-T, 4720, or 6069, enter the tentative tax, less any nonrefundable credits. See instructions. If this application is for Form 990-PF, 990-T, 4720, or 6069, enter any refundable credits and estimated tax payments made. Include any prior year overpayment allowed as a credit and any amount paid previously with Form 8868. Balance due. Subtract line 8b from line 8a. Include your payment with this form, if required, by using EFTPS (Electronic Federal Tax Payment System). See instructions. . 8a $ 0 8b $ 0 8c $ 0 Signature and Verification must be completed for Part II only. Under penalties of perjury, I declare that I have examined this form, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete, and that I am authorized to prepare this form. Signature Title Date Form 8868 (Rev. 1-2013) OMB No. 1545-0047 990 Form Return of Organization Exempt From Income Tax Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except black lung benefit trust or private foundation) The organization may have to use a copy of this return to satisfy state reporting requirements. Department of the Treasury Internal Revenue Service A For the 2012 calendar year, or tax year beginning B Check if applicable: C Name of organization Ultimate Players Association Address change Doing Business As Name change Number and street (or P.O. box if mail is not delivered to street address) Initial return , and ending D USA Ultimate Employer identification number 84-1152993 4730 Table Mesa Drive Room/suite I-200C E Telephone number 303.447.3472 City, town or post office, state, and ZIP code Terminated I Open to Public Inspection Amended return Boulder Application pending F Name and address of principal officer: H(a) Is this a group return for affiliates? Yes Tom Crawford 4730 Table Mesa Drive, Ste I-200C, Boulder, CO 80305 H(b) Are all affiliates included? Yes Tax-exempt status: J Website: 501(c)(3) 501(c) ( ) (insert no.) 4947(a)(1) or www.usaultimate.org K Form of organization: Part I X CO X Corporation 80305 527 G 2,584,591 Gross receipts $ X No No If "No," attach a list. (see instructions) H(c) Group exemption number Trust Association Other L Year of formation: 1990 M State of legal domicile: CO Summary 1 Briefly describe the organization's mission or most significant activities: Ultimate Players Association serves as the governing body of the sport of Ultimate in the United States of America, making it responsible for the promotion and support of the sport, preserving the integrity of the sport and serving the needs of the players. 2 3 4 5 6 7a b Check this box if the organization discontinued its operations or disposed of more than 25% of its net assets. Number of voting members of the governing body (Part VI, line 1a) . . . . . . . . . . . . . . .3 . . . . . . . . . .12. . . . Number of independent voting members of the governing body (Part VI, line 1b) . . . . . . . . . .4 . . . . . . . . . 12 . . . . . Total number of individuals employed in calendar year 2012 (Part V, line 2a) . . . . . . . . . . . 5 . . . . . . . . . . 16. . . . Total number of volunteers (estimate if necessary) . . . . . . . . . . . . . . . . . . . . . 6. . . . . . . . . .250 . . . . Total unrelated business revenue from Part VIII, column (C), line 12 . . . . . . . . . . . . . . 7a . . . . . . . . . 9,028 . . . . . Net unrelated business taxable income from Form 990-T, line 34 . . . . . . . . . . . . . . . 7b . . . . . . . . . . . 0. . . . Prior Year Current Year 8 9 10 11 12 13 14 15 16a b 17 18 19 Contributions and grants (Part VIII, line 1h) . . . . . . . . . . . . Program service revenue (Part VIII, line 2g) . . . . . . . . . . . . Investment income (Part VIII, column (A), lines 3, 4, and 7d) . . . . . Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) . . . . . . . . . . 1,832,426 . . . . . . . . . . 1,811,627 . . . . . . . . . . . . . . . . . 491,570 . . . . . . . . . .703,129 . . . . . . . . . . . . . . . . . 6,993 . . . . . . . . . . 7,745 . . . . . . . . . . . . . . . . 7,238 . . . . . . . . . .28,719 . . . . . Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12) . . . . . . . . . 2,338,227 . . . . . . . . . .2,551,220 . . . . . . . Grants and similar amounts paid (Part IX, column (A), lines 1–3) . . . . . . . . . . . . . . .4,054 . . . . . . . . . 4,074 . . . . . . Benefits paid to or for members (Part IX, column (A), line 4) . . . . . . . . . . . . . . . . . . 0. . . . . . . . . . 0. . . . Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10) . . . . . . . . . 739,351 . . . . . . . . . . 866,613 . . . . . . Professional fundraising fees (Part IX, column (A), line 11e) . . . . . . . . . . . . . . . . . . 0. . . . . . . . . . 0. . . . Total fundraising expenses (Part IX, column (D), line 25) 3,853 Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e) . . . . . . . . . . . . . .1,316,548 . . . . . . . . . .1,515,790 . . . . . . . Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) . . . . . . . . . 2,059,953 . . . . . . . . . . 2,386,477 . . . . . . . Revenue less expenses. Subtract line 18 from line 12 . . . . . . . . . . . . . . . . . . 278,274 . . . . . . . . . .164,743 . . . . . . 20 21 22 Total assets (Part X, line 16) . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,695,524 . . . . . . . . . . 1,971,317 . . . . . . . Total liabilities (Part X, line 26) . . . . . . . . . . . . . . . . . . . . . . . . . . . 524,676 . . . . . . . . . . 635,726 . . . . . . Net assets or fund balances. Subtract line 21 from line 20 . . . . . . . . . . . . . . . 1,170,848 . . . . . . . . . . 1,335,591 . . . . . . . Beginning of Current Year Part II End of Year Signature Block Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge. Sign Here Signature of officer Date Type or print name and title Print/Type preparer's name Paid Preparer Use Only Jon Blomberg CPA Preparer's signature Jon Blomberg CPA Firm's name Firm's address Date PTIN 9/11/2013 Check X if self-employed P00188093 Firm's EIN 1630 30th Street #A308, Boulder, CO 80301 Phone no. (303) 443-8490 May the IRS discuss this return with the preparer shown above? (see instructions) . . . . . . . . . . . . . . . . . . .Yes . . .X . No . . . . For Paperwork Reduction Act Notice, see the separate instructions. HTA Form 990 (2012) Form 990 (2012) Part III Page 2 Ultimate Players Association 84-1152993 Statement of Program Service Accomplishments Check if Schedule O contains a response to any question in this Part III . . . . . . . . . . . . . . X. . . . 1 Briefly describe the organization's mission: Ultimate Players Association serves as the governing body of the sport of Ultimate in the United States of America, making it responsible for the promotion and support of the sport, preserving the integrity of the sport and serving the needs of the players. 2 Did the organization undertake any significant program services during the year which were not listed on the prior Form 990 or 990-EZ? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Yes . . . X. .No. . . . If "Yes," describe these new services on Schedule O. Did the organization cease conducting, or make significant changes in how it conducts, any program services? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Yes . . . .X . No . . . . If "Yes," describe these changes on Schedule O. Describe the organization's program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported. 3 4 4a (Code: ) (Expenses $ 875,502 including grants of $ ) (Revenue $ Championship series: Run highest quality events at the National, Regional and Sectional level for all divisions and age groups. Expenses include: Championship series 434,597 ) 4b (Code: ) (Expenses $ 730,433 including grants of $ ) (Revenue $ Member services: Develop and distribute rules of the game and other informative literature to members that promote and enhance participation in the sport of Ultimate for approximately 30,000 members. Revenues include: member dues, corporate sponsorships, contributions and advertising. Expenses include: member services, SOTG/rules, marketing,communications and publications. 1,820,655 ) 4c (Code: ) (Expenses $ 144,061 including grants of $ ) (Revenue $ Outreach/sport development: Provide program development and sanctioning support to hundreds of tournaments and leagues for both youth and adults at the local level. Revenue includes: sport development, sales and sanctioning. Expenses include sport development and outreach. 124,734 ) 4d Other program services. (Describe in Schedule O.) (Expenses $ 462,092 including grants of $ Total program service expenses 2,212,088 4e 0 ) (Revenue $ 152,777 ) Form 990 (2012) Form 990 (2012) Part IV Ultimate Players Association 84-1152993 Page Yes 1 2 3 4 5 6 7 8 9 10 11 a b c d 3 Checklist of Required Schedules No Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule A . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1 . . X . . . . . . Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? . . . . . . . . . . 2. . .X . . . . . . Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If "Yes," complete Schedule C, Part I . . . . . . . . . . . . . . . . . . . . . . . 3. . . . X. . . . Section 501(c)(3) organizations. Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If "Yes," complete Schedule C, Part II . . . . . . . . . . . . . . . . . . . 4. . . . .X . . . . Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If "Yes," complete Schedule C, Part III . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5 . . . . . . . . Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes," complete Schedule D, Part I . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 . . . . X. . . . Did the organization receive or hold a conservation easement, including easements to preserve open space, the environment, historic land areas, or historic structures? If "Yes," complete Schedule D, Part II . . . . . . . . . . .7 . . . . X . . . . Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes," complete Schedule D, Part III . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 . . . . .X . . . . Did the organization report an amount in Part X, line 21, for escrow or custodial account liability; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes," complete Schedule D, Part IV . . . . . . . . . . . . . . . . . . . . . . . . . 9. . . . X . . . . . Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If "Yes," complete Schedule D, Part V . . . . . . . . . 10. . . . X. . . . If the organization's answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable. Did the organization report an amount for land, buildings, and equipment in Part X, line 10? If "Yes," complete Schedule D, Part VI. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11a . . X. . . . . . Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VII. . . . . . . . . . . . . . . . 11b . . . . .X . . . . Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIII. . . . . . . . . . . . . . . .11c . . . . X . . . . . Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part IX. . . . . . . . . . . . . . . . . . . . . . . 11d . . . . . X. . . . Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part X. . . . 11e . . . . . X. . . . e f Did the organization's separate or consolidated financial statements for the tax year include a footnote that addresses the organization's liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes," complete Schedule D, Part X. . . . . . 11f . . . . . X. . . . 12a Did the organization obtain separate, independent audited financial statements for the tax year? If "Yes," complete Schedule D, Parts XI and XII. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12a . . .X . . . . . . b Was the organization included in consolidated, independent audited financial statements for the tax year? If "Yes," and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII is optional . . . . . . 12b . . . . .X . . . . 13 Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," complete Schedule E . . . . . . . . . . . 13. . . . X . . . . 14a Did the organization maintain an office, employees, or agents outside of the United States? . . . . . . . . . . . . 14a . . . . . X. . . . b Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? If "Yes," complete Schedule F, Parts I and IV . . . . . . . . . . . 14b . . .X . . . . . . 15 Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or assistance to any organization or entity located outside the United States? If "Yes," complete Schedule F, Parts II and IV . . . . . . . . 15 . . . . .X . . . . 16 Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or assistance to individuals located outside the United States? If "Yes," complete Schedule F, Parts III and IV . . . . . . . . . . . 16 . . . . .X . . . . 17 Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If "Yes," complete Schedule G, Part I (see instructions). . . . . . . . . . . 17 . . . . .X . . . . 18 Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If "Yes," complete Schedule G, Part II . . . . . . . . . . . . . . . . . . . . . . . 18 . . . . . X. . . . 19 Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If "Yes," complete Schedule G, Part III . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .19. . . . X. . . . 20a Did the organization operate one or more hospital facilities? If "Yes," complete Schedule H . . . . . . . . . . . . .20a . . . . X . . . . b If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return? . . . . . . . . 20b . . . . . . . . . Form 990 (2012) Form 990 (2012) Part IV Ultimate Players Association 84-1152993 Page Yes 21 22 23 24a b c d 25a b 26 27 28 a b c 29 30 31 32 33 34 35a b 36 37 38 4 Checklist of Required Schedules (continued) No Did the organization report more than $5,000 of grants and other assistance to any government or organization in the United States on Part IX, column (A), line 1? If "Yes," complete Schedule I, Parts I and II . . . . . . . . . . . 21 . . . . .X . . . . Did the organization report more than $5,000 of grants and other assistance to individuals in the United States on Part IX, column (A), line 2? If "Yes," complete Schedule I, Parts I and III . . . . . . . . . . . . . .22. . . . X. . . . Did the organization answer "Yes" to Part VII, Section A, line 3, 4, or 5 about compensation of the organization's current and former officers, directors, trustees, key employees, and highest compensated employees? If "Yes," complete Schedule J . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 . . X . . . . . . . Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If "Yes," answer lines 24b through 24d and complete Schedule K. If "No," go to line 25 . . . . . . . . . . . . . . . . . . . . . . . 24a . . . . . X. . . . Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception? . . . . . . . . 24b . . . . . . . . . Did the organization maintain an escrow account other than a refunding escrow at any time during the year to defease any tax-exempt bonds? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24c . . . . . . . . . Did the organization act as an "on behalf of" issuer for bonds outstanding at any time during the year? . . . . . . . . 24d . . . . . . . . . Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes," complete Schedule L, Part I . . . . . . . . . . . . . . . . . 25a . . . . .X . . . . Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization's prior Forms 990 or 990-EZ? If "Yes," complete Schedule L, Part I . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25b . . . . . X. . . . Was a loan to or by a current or former officer, director, trustee, key employee, highest compensated employee, or disqualified person outstanding as of the end of the organization's tax year? If "Yes," complete Schedule L, Part II . . . . 26. . . . X. . . . Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If "Yes," complete Schedule L, Part III . . . . . . . . . . . . . . 27 . . . . .X . . . . Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions): A current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L, Part IV . . . . . . . . .28a . . . . X . . . . A family member of a current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L, Part IV . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28b . . . . .X . . . . An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If "Yes," complete Schedule L, Part IV . . . . . . . . . . 28c . . . . .X . . . . Did the organization receive more than $25,000 in non-cash contributions? If "Yes," complete Schedule M . . . . . . . 29. . X. . . . . . Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If "Yes," complete Schedule M . . . . . . . . . . . . . . . . . . . . . . . . . .30. . . . X. . . . Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N, Part I . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31. . . . X. . . . Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes," complete Schedule N, Part II . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 . . . . .X . . . . Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If "Yes," complete Schedule R, Part I . . . . . . . . . . . . . . . . . . . 33. . . . X. . . . Was the organization related to any tax-exempt or taxable entity? If "Yes," complete Schedule R, Part II, III, or IV, and Part V, line 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .34. . . . X. . . . Did the organization have a controlled entity within the meaning of section 512(b)(13)? . . . . . . . . . . . . . . 35a . . . . . . . . . If "Yes" to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If "Yes," complete Schedule R, Part V, line 2 . . . . . . . . . . . 35b . . . . . . . . . Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If "Yes," complete Schedule R, Part V, line 2 . . . . . . . . . . . . . . . . . . . . . . . . . .36. . . . X. . . . Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If "Yes," complete Schedule R, Part VI . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37 . . . . .X . . . . Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11b and 19? Note. All Form 990 filers are required to complete Schedule O. . . . . . . . . . . . . . . . . . . . . . . 38 . . .X . . . . . . Form 990 (2012) Form 990 (2012) Part V Page 5 Ultimate Players Association 84-1152993 Statements Regarding Other IRS Filings and Tax Compliance Check if Schedule O contains a response to any question in this Part V . . . . . . . . . . . . . . . . . . . Yes 1a b c 2a b 3a b 4a b 5a b c 6a b 7 a b c d e f g h 8 9 a b 10 a b 11 a b 12a b 13 a b c 14a b No Enter the number reported in Box 3 of Form 1096. Enter -0- if not applicable . . . . . . . . . . 1a. . . . . . .40. . . . . . . . . . Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable . . . . . . . . .1b. . . . . . . 0. . . . . . . . . . Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1c . . .X . . . . . . Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax Statements, filed for the calendar year ending with or within the year covered by this return . . . . 2a . . . . . . . 16. . . . . . . . . . If at least one is reported on line 2a, did the organization file all required federal employment tax returns? . . . . . . . 2b . . X. . . . . . Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file. (see instructions) Did the organization have unrelated business gross income of $1,000 or more during the year? . . . . . . . . . . . 3a. . X. . . . . . If "Yes," has it filed a Form 990-T for this year? If "No," provide an explanation in Schedule O . . . . . . . . . . . .3b. . X. . . . . . At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4a. . . . X. . . . If "Yes," enter the name of the foreign country: See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts. Was the organization a party to a prohibited tax shelter transaction at any time during the tax year? . . . . . . . . . 5a . . . . .X . . . . Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction? . . . . . . 5b . . . . .X. . . . If "Yes" to line 5a or 5b, did the organization file Form 8886-T? . . . . . . . . . . . . . . . . . . . . . . . . 5c. . . . . . . . Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions? . . . . . . . . . . . .6a. . . . X. . . . If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6b . . . . . . . . . Organizations that may receive deductible contributions under section 170(c). Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7a . . . . . X. . . . If "Yes," did the organization notify the donor of the value of the goods or services provided? . . . . . . . . . . . . 7b . . . . . . . . . Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7c. . . . X. . . . If "Yes," indicate the number of Forms 8282 filed during the year . . . . . . . . . . . . . . .7d. . . . . . . . . . . . . . . . . Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract? . . . . . 7e . . . . .X . . . . Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? . . . . . . . 7f. . . . X . . . . If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required? . . . 7g . . . . . . . . . If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C? . . .7h. . . . . . . . . . Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year? . . . . . . . . . . . . . . . . . . . .8 . . . . . . . . Sponsoring organizations maintaining donor advised funds. Did the organization make any taxable distributions under section 4966? . . . . . . . . . . . . . . . . . . . . 9a. . . . . . . . Did the organization make a distribution to a donor, donor advisor, or related person? . . . . . . . . . . . . . . .9b. . . . . . . . Section 501(c)(7) organizations. Enter: Initiation fees and capital contributions included on Part VIII, line 12 . . . . . . . . . . . . . 10a . . . . . . . . . . . . . . . . . Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities . . . . . .10b . . . . . . . . . . . . . . . . . Section 501(c)(12) organizations. Enter: Gross income from members or shareholders . . . . . . . . . . . . . . . . . . . . . .11a . . . . . . . . . . . . . . . . . Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) . . . . . . . . . . . . . . . . . . . . . . 11b . . . . . . . . . . . . . . . . . Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041? . . . . . 12a . . . . . . . . . If "Yes," enter the amount of tax-exempt interest received or accrued during the year . . . . . . 12b . . . . . . . . . . . . . . . . . . Section 501(c)(29) qualified nonprofit health insurance issuers. Is the organization licensed to issue qualified health plans in more than one state? . . . . . . . . . . . . . . . .13a . . . . . . . . . Note. See the instructions for additional information the organization must report on Schedule O. Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans . . . . . . . . . . . . . . . . . 13b . . . . . . . . . . . . . . . . . Enter the amount of reserves on hand . . . . . . . . . . . . . . . . . . . . . . . . .13c . . . . . . . . . . . . . . . . . Did the organization receive any payments for indoor tanning services during the tax year? . . . . . . . . . . . . 14a . . . . . X. . . . If "Yes," has it filed a Form 720 to report these payments? If "No," provide an explanation in Schedule O . . . . . . . 14b . . . . . . . . . Form 990 (2012) Form 990 (2012) Part VI Ultimate Players Association 84-1152993 Page 6 Governance, Management, and Disclosure For each "Yes" response to lines 2 through 7b below, and for a "No" response to line 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions. Check if Schedule O contains a response to any question in this Part VI . . . . . . . . . . . . . . . X . . . . Section A. Governing Body and Management Yes 1a b 2 3 4 5 6 7a b 8 a b 9 No Enter the number of voting members of the governing body at the end of the tax year . . . . . . 1a . . . . . . . 12 . . . . . . . . . . If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O. Enter the number of voting members included in line 1a, above, who are independent . . . . . . 1b . . . . . . . 12 . . . . . . . . . . Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2. . . . X. . . . Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors, or trustees, or key employees to a management company or other person? . . . . . . 3 . . . . X. . . . Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? . . . . . . . 4 . . . . X. . . . Did the organization become aware during the year of a significant diversion of the organization's assets? . . . . . . . 5. . . . X. . . . Did the organization have members or stockholders? . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 . . X. . . . . . Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7a . . X . . . . . . . Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? . . . . . . . . . . . . . . . . . . . . . . . . . . 7b . . . . .X . . . . Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following: The governing body? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8a . . .X . . . . . . Each committee with authority to act on behalf of the governing body? . . . . . . . . . . . . . . . . . . . . . 8b. . X. . . . . . Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization's mailing address? If "Yes," provide the names and addresses in Schedule O . . . . . . . . . . .9 . . . . X. . . . Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.) Yes No Did the organization have local chapters, branches, or affiliates? . . . . . . . . . . . . . . . . . . . . . . . 10a . . . . .X . . . . If "Yes," did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes? . . . . . . 10b . . . . . . . . . 11a Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? . . . 11a . . .X . . . . . . b Describe in Schedule O the process, if any, used by the organization to review this Form 990. 12a Did the organization have a written conflict of interest policy? If "No," go to line 13 . . . . . . . . . . . . . . . . 12a . . .X . . . . . . b Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? 12b X c Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describe in Schedule O how this was done . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12c . . X. . . . . . 13 Did the organization have a written whistleblower policy? . . . . . . . . . . . . . . . . . . . . . . . . . . 13 . . X . . . . . . . 14 Did the organization have a written document retention and destruction policy? . . . . . . . . . . . . . . . . . 14 . . .X . . . . . . 15 Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision? a The organization's CEO, Executive Director, or top management official. . . . . . . . . . . . . . . . . . . . 15a . . .X . . . . . . b Other officers or key employees of the organization . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15b . . .X . . . . . . If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions). 16a Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16a . . . . X . . . . . b If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization's exempt status with respect to such arrangements? . . . . . . . . . . . . . . . . . . . . . 16b . . . . . . . . . 10a b Section C. Disclosure 17 18 19 20 List the states with which a copy of this Form 990 is required to be filed CO Section 6104 requires an organization to make its Forms 1023 (or 1024 if applicable), 990, and 990-T (Section 501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply. Own website Other (explain in Schedule O) X Another's website X Upon request Describe in Schedule O whether (and if so, how), the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year. State the name, physical address, and telephone number of the person who possesses the books and records of the Name: The Association Phone Number: 303.447.3472 organization: Physical Address: 4730 Table Mesa Drive #I-200C, Boulder, CO 80305 Form 990 (2012) Form 990 (2012) Part VII Section A. Page 7 Ultimate Players Association 84-1152993 Compensation of Officers, Directors, Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors Check if Schedule O contains a response to any question in this Part VII . . . . . . . . . . . . . . . . . . . Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees 1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization's tax year. List all of the organization's current officers, directors, trustees (whether individuals or organizations), regardless of amount of compensation. Enter -0- in columns (D), (E), and (F) if no compensation was paid. List all of the organization's current key employees, if any. See instructions for definition of "key employee." List the organization's five current highest compensated employees (other than an officer, director, trustee, or key employee) who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the organization and any related organizations. List all of the organization's former officers, key employees, and highest compensated employees who received more than $100,000 of reportable compensation from the organization and any related organizations. List all of the organization's former directors or trustees that received, in the capacity as a former director or trustee of the organization, more than $10,000 of reportable compensation from the organization and any related organizations. List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest compensated employees; and former such persons. Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee. (C) (A) Name and Title (1) Mike Payne President (2) Mike Kinsella Secretary (3) Gwen Ambler Vice President (4) Kathy Hendrickson Treasurer (5) Henry Thorne Director (6) Mandy Eckhoff Director (7) Sandy Park Director (8) Stephen Hubbard Director (9) Mary-Clare Brennan Director (10) Greg Downey Director (11) Colin McIntyre Director (12) Ben Slade Director (13) Thomas Crawford Chief Executive Officer (14) (B) Average hours per week (list any hours for related organizations below dotted line) 3.00 0.00 3.00 0.00 3.00 0.00 3.00 0.00 3.00 0.00 3.00 0.00 3.00 0.00 3.00 0.00 3.00 0.00 3.00 0.00 3.00 0.00 3.00 0.00 40.00 0.00 Position (do not check more than one box, unless person is both an officer and a director/trustee) X X X X X X X X (D) Reportable compensation from the organization (W-2/1099-MISC) (E) Reportable compensation from related organizations (W-2/1099-MISC) (F) Estimated amount of other compensation from the organization and related organizations X X X X X X X X X X X 177,280 0 0 Form 990 (2012) Form 990 (2012) Part VII Ultimate Players Association 84-1152993 Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued) (A) Name and title (B) Average hours per week (list any hours for related organizations below dotted line) (C) Position (do not check more than one box, unless person is both an officer and a director/trustee) (D) Reportable compensation from the organization (W-2/1099-MISC) (E) Reportable compensation from related organizations (W-2/1099-MISC) Page 8 (F) Estimated amount of other compensation from the organization and related organizations (15) (16) (17) (18) (19) (20) (21) (22) (23) (24) (25) 1b c d 2 3 4 Sub-total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .177,280 . . . . . . . . .0 . . . . . Total from continuation sheets to Part VII, Section A . . . . . . . . . . . . . . . . . . . 0. . . . . . .0 . . . . . Total (add lines 1b and 1c). . . . . . . . . . . . . . . . . . . . . . . . . . . 177,280 . . . . . . . . . .0 . . . . . Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organization 1 Yes Did the organization list any former officer, director, or trustee, key employee, or highest compensated employee on line 1a? If "Yes," complete Schedule J for such individual . . . . . . . . . . . . . . . . . . . . . 3. . . . . 0. . . . . 0. . . . 0. . . . No X. . . . For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If "Yes," complete Schedule J for such individual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4. . .X . . . . . . Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "Yes," complete Schedule J for such person . . . . . . . . . . . . . . 5. . . . X. . . . Section B. Independent Contractors 1 Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization's tax year. 5 (A) Name and business address (B) Description of services (C) Compensation 0 0 0 0 0 2 Total number of independent contractors (including but not limited to those listed above) who received 0 more than $100,000 of compensation from the organization Form 990 (2012) Ultimate Players Association Form 990 (2012) Part VIII 84-1152993 Page 9 Statement of Revenue Check if Schedule O contains a response to any question in this Part VIII. . . . . . . . . . . . . . . . . . . . . . . . . (A) Total revenue 1a b c d e f g h (B) Related or exempt function revenue (C) Unrelated business revenue (D) Revenue excluded from tax under sections 512, 513, or 514 Federated campaigns . . . . . . . . . . 1a. . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Membership dues . . . . . . . . . . . 1b . . . . 1,519,692 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Fundraising events . . . . . . . . . . . 1c. . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . . . Related organizations . . . . . . . . . .1d. . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Government grants (contributions) . . . . . 1e. . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . All other contributions, gifts, grants, and similar amounts not included above . . . . 1f . . . . .291,935 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Noncash contributions included in lines 1a-1f: $ 165,093 Total. Add lines 1a–1f . . . . . . . . . . . . . . . . . . . 1,811,627 . . . . . . . . . . . . . . . . . . . . . . . . . . . Business Code 2a b c d e f g 3 4 5 Event Fees 713990 Newsletter advertising 541800 Sanctioning fees 713990 Sport development 713990 National teams 713990 All other program service revenue . . . . . . . . . . Total. Add lines 2a–2f . . . . . . . . . . . . . . . Investment income (including dividends, interest, and other similar amounts) . . . . . . . . . . . . . . . Income from investment of tax-exempt bond proceeds . . Royalties . . . . . . . . . . . . . . . . . . . . (i) Real 6a b c d 7a b c d 8a b c 9a b c 10a b c 434,597 9,028 14,150 127,548 117,806 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7,745 . . . . . . . . . . . . . . . . . . . 7,745 . . . . . . . . . . . . . .0 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .0 . . . . . . . . . . . . . . . . . . . . . . (ii) Personal Gross rents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Less: rental expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Rental income or (loss) . . . . . . . . . . 0 . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net rental income or (loss) . . . . . . . . . . . . . . . . . . . . . .0 . . . . . . . . . . . . . . . . . . . . . . (i) Securities (ii) Other Gross amount from sales of assets other than inventory . . . . . . . . 0. . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Less: cost or other basis and sales expenses . . . . . . . . . . . 0. . . . . . .0 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Gain or (loss) . . . . . . . . . . . . . .0 . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net gain or (loss) . . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . Gross income from fundraising events (not including $ 0 of contributions reported on line 1c). See Part IV, line 18 . . . . . . . . . . . a. . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Less: direct expenses . . . . . . . . . . b. . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net income or (loss) from fundraising events . . . . . . . . . . . . . . .0 . . . . . . . . . . . . . . . . . . . . . . Gross income from gaming activities. See Part IV, line 19. . . . . . . . . . . a. . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Less: direct expenses . . . . . . . . . . b. . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net income or (loss) from gaming activities . . . . . . . . . . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . Gross sales of inventory, less returns and allowances . . . . . . . . . a . . . . . 51,378 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Less: cost of goods sold . . . . . . . . . b. . . . .33,371 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net income or (loss) from sales of inventory . . . . . . . . . . . . .18,007 . . . . . . 18,007 . . . . . . . . . . . . . . . . . . . Miscellaneous Revenue 11a b c d e 12 434,597 9,028 14,150 127,548 117,806 . . . . . . . . .0 . . . . . . . . .703,129 . . . . . . other Business Code 900099 10,712 10,712 0 0 All other revenue . . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . Total. Add lines 11a–11d . . . . . . . . . . . . . . . . . . . . 10,712 . . . . . . . . . . . . . . . . . . . . . . . . . Total revenue. See instructions. . . . . . . . . . . . . . . . . 2,551,220 . . . . . . . 722,820 . . . . . . . 9,028 . . . . . . . 7,745 . . . . . Form 990 (2012) Form 990 (2012) Part IX Ultimate Players Association 84-1152993 Page 10 Statement of Functional Expenses Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A). Check if Schedule O contains a response to any question in this Part IX . . . . . . . . . . . . . . . . . . . . . . . . . Do not include amounts reported on lines 6b, 7b, 8b, 9b, and 10b of Part VIII. 1 2 3 4 5 6 7 8 9 10 11 a b c d e f g 12 13 14 15 16 17 18 19 20 21 22 23 24 a b c d e 25 26 (A) Total expenses (B) Program service expenses (C) Management and general expenses (D) Fundraising expenses Grants and other assistance to governments and 4,074 4,074 organizations in the United States. See Part IV, line 21 Grants and other assistance to individuals in the United States. See Part IV, line 22 . . . . . . . . . . . . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16 . . . . . . . . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . Benefits paid to or for members . . . . . . . . . . . . . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . Compensation of current officers, directors, trustees, and key employees . . . . . . . . . . . . . . . . 177,280 . . . . . . . . 133,046 . . . . . . . . 44,234 . . . . . . . . . . . . . . Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) . . . . . . . . . . . . . .0 . . . . . . . . . . . . . . . . . . . . . . . . . . Other salaries and wages . . . . . . . . . . . . . . . . . .557,576 . . . . . . . 500,354 . . . . . . . . .54,517 . . . . . . . . 2,705 . . . . . Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) . . . . . . . . . . .0 . . . . . . . . . . . . . . . . . . . . . . . . . . Other employee benefits . . . . . . . . . . . . . . . . . . .79,237 . . . . . . . 68,297 . . . . . . . . 10,648 . . . . . . . . . 292 . . . . Payroll taxes . . . . . . . . . . . . . . . . . . . . . . . 52,520 . . . . . . . . 45,269 . . . . . . . . 7,058 . . . . . . . . .193 . . . . Fees for services (non-employees): Management . . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . Legal . . . . . . . . . . . . . . . . . . . . . . . . . . .6,191 . . . . . . . 5,336 . . . . . . . . . 832 . . . . . . . . 23 . . . . Accounting . . . . . . . . . . . . . . . . . . . . . . . . 10,065 . . . . . . . . 8,676 . . . . . . . . 1,352 . . . . . . . . . 37. . . . Lobbying . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . Professional fundraising services. See Part IV, line 17 . . . . . . . . . . .0 . . . . . . . . . . . . . . . . . . . . . . . . . . Investment management fees . . . . . . . . . . . . . . . . . . .0 . . . . . . . . . . . . . . . . . . . . . . . . . . Other. (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O.) 207,878 205,873 1,952 53 Advertising and promotion . . . . . . . . . . . . . . . . . . 77,543 . . . . . . . .77,543 . . . . . . . . . . . . . . . . . . . . . Office expenses . . . . . . . . . . . . . . . . . . . . . . 55,357 . . . . . . . .54,505 . . . . . . . . .829 . . . . . . . . 23. . . . Information technology . . . . . . . . . . . . . . . . . . . 37,683 . . . . . . . . 36,864 . . . . . . . . . 797 . . . . . . . . 22 . . . . Royalties . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . Occupancy . . . . . . . . . . . . . . . . . . . . . . . 189,901 . . . . . . . . 180,617 . . . . . . . . . 9,036 . . . . . . . . 248 . . . . . Travel . . . . . . . . . . . . . . . . . . . . . . . . . 136,675 . . . . . . . . 136,030 . . . . . . . . . .628 . . . . . . . . 17. . . . Payments of travel or entertainment expenses for any federal, state, or local public officials . . . . . . . . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . Conferences, conventions, and meetings . . . . . . . . . . . . 39,457 . . . . . . . . 9,576 . . . . . . . 29,881 . . . . . . . . . . . . . . Interest . . . . . . . . . . . . . . . . . . . . . . . . . . . .0 . . . . . . . . . . . . . . . . . . . . . . . . . . Payments to affiliates . . . . . . . . . . . . . . . . . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . Depreciation, depletion, and amortization . . . . . . . . . . . . 26,102 . . . . . . . .22,498 . . . . . . . . 3,508 . . . . . . . . . 96. . . . Insurance . . . . . . . . . . . . . . . . . . . . . . . . 72,507 . . . . . . . . 71,172 . . . . . . . . 1,299 . . . . . . . . . 36 . . . . Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.) Player fees 101,966 101,966 Newsletter, printing and postage 146,160 144,896 1,230 34 Tournament costs 328,443 328,443 Bank fees and member processing 46,240 46,113 124 3 All other expenses Other 33,622 30,940 2,611 71 Total functional expenses. Add lines 1 through 24e . . . . . . 2,386,477 . . . . . . . . 2,212,088 . . . . . . . . 170,536 . . . . . . . . . 3,853 . . . . . Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and if fundraising solicitation. Check here following SOP 98-2 (ASC 958-720) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Form 990 (2012) Form 990 (2012) Part X Ultimate Players Association 84-1152993 Page 11 Balance Sheet Check if Schedule O contains a response to any question in this Part X . . . . . . . . . . . . . . . . . . . . . . . . . . (A) Beginning of year 1 2 3 4 5 6 7 8 9 10a b 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Cash—non-interest-bearing . . . . . . . . . . . . . . . . . . . . . . . . . 1,604,081 . . . . . .1 . . . . . . 1,026,156 . . . . . . . Savings and temporary cash investments . . . . . . . . . . . . . . . . . . . . . . . . . 2. . . . . . . . 733,653 . . . . . . Pledges and grants receivable, net . . . . . . . . . . . . . . . . . . . . . . . . . . 0. .3 . . . . . . . . . . 0. . . . Accounts receivable, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18,112 . . . . 4 . . . . . . . . .7,750 . . . . . Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5. . . . . . . . . . . . . . Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions). Complete Part II of Schedule L. . . . . . . . . . . . . . . . . . . . . . . . . 6. . . . . . . . . . . . . . . . . Notes and loans receivable, net . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. . 7. . . . . . . . . . 0 . . . . Inventories for sale or use . . . . . . . . . . . . . . . . . . . . . . . . . . . 11,647 . . . . 8. . . . . . . . 20,000 . . . . . . Prepaid expenses and deferred charges . . . . . . . . . . . . . . . . . . . . . .10,983 . . . .9 . . . . . . . . 42,213 . . . . . Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 248,384 Less: accumulated depreciation . . . . . . . 10b . . . . . . . . 110,339 . . . . . . . . . . 47,201 . . . 10c . . . . . . . . .138,045 . . . . . . Investments—publicly traded securities . . . . . . . . . . . . . . . . . . . . . . . . 0. .11. . . . . . . . . . 0. . . . Investments—other securities. See Part IV, line 11 . . . . . . . . . . . . . . . . . . . .0 . 12 . . . . . . . . . . . 0. . . Investments—program-related. See Part IV, line 11 . . . . . . . . . . . . . . . . . . . 0. . 13. . . . . . . . . . .0 . . . Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. .14. . . . . . . . . . 0. . . . Other assets. See Part IV, line 11 . . . . . . . . . . . . . . . . . . . . . . . . .3,500 . . . 15 . . . . . . . . . 3,500 . . . . . Total assets. Add lines 1 through 15 (must equal line 34) . . . . . . . . . . . . . 1,695,524 . . . . . 16 . . . . . . . .1,971,317 . . . . . . Accounts payable and accrued expenses . . . . . . . . . . . . . . . . . . . . . 97,729 . . . . 17. . . . . . . . 138,245 . . . . . . Grants payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 . . . . . . . . . . . . . . Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 426,947 . . . . 19 . . . . . . . . 497,481 . . . . . . Tax-exempt bond liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .20. . . . . . . . . . . . . . Escrow or custodial account liability. Complete Part IV of Schedule D . . . . . . . . . . . . . . 21. . . . . . . . . . . . . . Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified persons. Complete Part II of Schedule L . . . . . . . . . . . . . . . . . . . . .22. . . . . . . . . . . . . . Secured mortgages and notes payable to unrelated third parties . . . . . . . . . . . . . . 0. . 23. . . . . . . . . . .0 . . . Unsecured notes and loans payable to unrelated third parties . . . . . . . . . . . . . . . .0 . 24 . . . . . . . . . . .0 . . . Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 . . 25 . . . . . . . . . . .0 . . . Total liabilities. Add lines 17 through 25 . . . . . . . . . . . . . . . . . . . . . 524,676 . . . . 26 . . . . . . . . 635,726 . . . . . . Organizations that follow SFAS 117 (ASC 958), check here complete lines 27 through 29, and lines 33 and 34. 27 28 29 30 31 32 33 34 (B) End of year X and Unrestricted net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,170,848 . . . . . 27 . . . . . . . 1,335,591 . . . . . . . Temporarily restricted net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 . . . . . . . . . . . . . . Permanently restricted net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 . . . . . . . . . . . . . . Organizations that do not follow SFAS 117 (ASC958), check here complete lines 30 through 34. and Capital stock or trust principal, or current funds . . . . . . . . . . Paid-in or capital surplus, or land, building, or equipment fund . . . . Retained earnings, endowment, accumulated income, or other funds . Total net assets or fund balances . . . . . . . . . . . . . . . Total liabilities and net assets/fund balances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,170,848 . . . . .1,695,524 . . . . .30. . 31. . 32 . . 33 . .34. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,335,591 . . . . . . 1,971,317 . . . . . Form 990 (2012) . . . . . . . . . . Ultimate Players Association 84-1152993 Page 12 Reconciliation of Net Assets Check if Schedule O contains a response to any question in this Part XI . . . . . . . . . . . . . . . . . . . Form 990 (2012) Part XI 1 2 3 4 5 6 7 8 9 10 Total revenue (must equal Part VIII, column (A), line 12) . . . . . . . . . . . . . . . . . . . . . . 1 . . . . . . 2,551,220 . . . . . . . Total expenses (must equal Part IX, column (A), line 25) . . . . . . . . . . . . . . . . . . . . . . 2 . . . . . . 2,386,477 . . . . . . . Revenue less expenses. Subtract line 2 from line 1 . . . . . . . . . . . . . . . . . . . . . . . . 3 . . . . . . .164,743 . . . . . . Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) . . . . . . . . . 4 . . . . . . 1,170,848 . . . . . . . Net unrealized gains (losses) on investments . . . . . . . . . . . . . . . . . . . . . . . . . . 5. . . . . . . . . . . . . Donated services and use of facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6. . . . . . . . . . . . . Investment expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7 . . . . . . . . . . . . . Prior period adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 . . . . . . . . . . . . . Other changes in net assets or fund balances (explain in Schedule O) . . . . . . . . . . . . . . . . 9 . . . . . . . . . . . . . Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B)) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 . . . . . . .1,335,591 . . . . . . . Part XII Financial Statements and Reporting Check if Schedule O contains a response to any question in this Part XII . . . . . . . . . . . . . . . . . . . Yes 1 2a X Accrual Accounting method used to prepare the Form 990: Cash Other If the organization changed its method of accounting from a prior year or checked "Other," explain in Schedule O. Were the organization's financial statements compiled or reviewed by an independent accountant? . . . . . . . . . 2a . . . . . X. . . . If "Yes," check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both: X Separate basis b 3a b Consolidated basis Both consolidated and separate basis Were the organization's financial statements audited by an independent accountant? . . . . . . . . . . . . . . . 2b . . X. . . . . . . If "Yes," check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both: X Separate basis c No Consolidated basis Both consolidated and separate basis If "Yes" to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant? . . . . . . . 2c . . .X . . . . . . If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O. As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3a . . . . .X . . . . If "Yes," did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits . . . . . . . 3b . . . . . . . . . Form 990 (2012) Exempt Organization Business Income Tax Return 990-T Form (and proxy tax under section 6033(e)) For calendar year 2012 or other tax year beginning , and ending See separate instructions. . Department of the Treasury Internal Revenue Service Check box if address changed A B Name of organization ( Exempt under section X c 501 ( )( 3 OMB No. 1545-0687 ) 408(e) 220(e) 408A 530(a) Print or Type Open to Public Inspection for 501(c)(3) Organizations Only D Check box if name changed and see instructions.) Employer identification number (Employees' trust, see instructions) Ultimate Players Association 84-1152993 Number, street, and room or suite no. If a P.O. box, see instructions. E 4730 Table Mesa Drive #I-200C Unrelated business activity codes (see instructions) City or town, state, and ZIP code Boulder CO 80305 541800 F Group exemption number (see instructions) 501(c) trust 401(a) trust Other trust X 501(c) corporation 1,971,317 G Check organization type Describe the organization's primary unrelated business activity. Advertising in quarterly newsletter sent to membership During the tax year, was the corporation a subsidiary in an affiliated group or a parent-subsidiary controlled group? . . . . . . . . Yes . . .X . No . . . . . 529(a) C Book value of all assets at end of year H I If "Yes," enter the name and identifying number of the parent corporation. The books are in care of J Part I 1 a b 2 3 4 a b c 5 6 7 8 9 10 11 12 13 303.447.3472 (B) Expenses (C) Net Less returns and allowances c Balance 1c 0 Cost of goods sold (Schedule A, line 7) . . . . . . . . . . . 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Gross profit. Subtract line 2 from line 1c . . . . . . . . . . . 3 . . . . . . . 0. . . . . . . . . . . . . . . . . . 0. . . . . Capital gain net income (attach Schedule D) . . . . . . . . .4a. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net gain (loss) (Form 4797, Part II, line 17) (attach Form 4797) . . . 4b. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Capital loss deduction for trusts . . . . . . . . . . . . . .4c. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Income (loss) from partnerships and S corporations (attach statement) . . . .5 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Rent income (Schedule C) . . . . . . . . . . . . . . . . 6 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Unrelated debt-financed income (Schedule E) . . . . . . . . 7. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Interest, annuities, royalties, and rents from controlled organizations (Schedule F) . . . . . . . . . . . . . . . .8 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Investment income of a section 501(c)(7), (9), or (17) organization (Schedule G) . . . . . . . . . . . . . . . . 9 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Exploited exempt activity income (Schedule I) . . . . . . . . 10 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Advertising income (Schedule J) . . . . . . . . . . . . . 11 . . . . . . 8,528 . . . . . . . . . 3,479 . . . . . . . . . 5,049 . . . . . . . Other income (see instructions; attach statement) . . . . . . . 12 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total. Combine lines 3 through 12 . . . . . . . . . . . . .13. . . . . .8,528 . . . . . . . . .3,479 . . . . . . . . 5,049 . . . . . . . Deductions Not Taken Elsewhere (see instructions for limitations on deductions) (except for contributions, deductions must be directly connected with the unrelated business income) Compensation of officers, directors, and trustees (Schedule K) . . . . . . . . . . . . . . . . . . . 14 . . . . . . . . . . . . . Salaries and wages . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 . . . . . . . . . . . . . Repairs and maintenance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16. . . . . . . . . . . . . Bad debts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 . . . . . . . . . . . . . Interest (attach statement) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .18. . . . . . . . . . . . Taxes and licenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 . . . . . . . . . . . . . Charitable contributions (see instructions for limitation rules.) . . . . . . . . . . . . . . . . . . . . 20 . . . . . . . . . . . . . Depreciation (attach Form 4562) . . . . . . . . . . . . . . . . . . 21 . . . . . . . . . . . . . . . . . . . . . . . . . . Less depreciation claimed on Schedule A and elsewhere on return . . . . .22a . . . . . . . . . . . . 22b . . . . . . . . . . . . . Depletion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 . . . . . . . . . . . . . Contributions to deferred compensation plans . . . . . . . . . . . . . . . . . . . . . . . . . . 24 . . . . . . . . . . . . . Employee benefit programs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 . . . . . . . . . . . . . Excess exempt expenses (Schedule I) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26. . . . . . . . . . . . . Excess readership costs (Schedule J) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 . . . . . . 5,049 . . . . . . . Other deductions (attach statement) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28. . . . . . . . . . . . . Total deductions. Add lines 14 through 28 . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 . . . . . . 5,049 . . . . . . . Unrelated business taxable income before net operating loss deduction. Subtract line 29 from line 13 . . . . .30. . . . . . . 0. . . . . Net operating loss deduction (limited to the amount on line 30) . . . . . . . . . . . . . . . . . . . . 31. . . . . . . . . . . . . Unrelated business taxable income before specific deduction. Subtract line 31 from line 30 . . . . . . . . .32. . . . . . . 0. . . . . . Specific deduction (generally $1,000, but see line 33 instructions for exceptions.) . . . . . . . . . . . . 33 . . . . . . . . . . . . . Unrelated business taxable income. Subtract line 33 from line 32. If line 33 is greater than line 32, enter the smaller of zero or line 32 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34 . . . . . . . .0 . . . . . For Paperwork Reduction Act Notice, see instructions. HTA Telephone number (A) Income Gross receipts or sales Part II 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 The Association Unrelated Trade or Business Income Form 990-T (2012) Ultimate Players Association Form 990-T (2012) Part III 35 36 37 38 39 Page 2 84-1152993 Tax Computation Organizations taxable as corporations (see instructions for tax computation). Controlled group members (sections 1561 and 1563) check here See instructions and: a Enter your share of the $50,000, $25,000, and $9,925,000 taxable income brackets (in that order): (1) $ (2) $ (3) $ b Enter organization's share of: (1) Additional 5% tax (not more than $11,750) . . . $. . . . . . . . . . . . . . . . . . . . . . . . (2) Additional 3% tax (not more than $100,000) . . . . . . . . . . . . . . $. . . . . . . . . . . . . . . . . . . . . . . . c Income tax on the amount on line 34 . . . . . . . . . . . . . . . . . .. .. .. .. .. .. .. .. .. .. .. 35c .. . . . . . . . . . . . . . Trusts taxable at trust rates. (see instructions for tax computation) Income tax on the amount on line 34 from: Tax rate schedule or Schedule D (Form 1041) . . . . . . . . . 36 . . . . . . . . . . . . . Proxy tax (see instructions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .37. . . . . . . . . . . . . Alternative minimum tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .38. . . . . . . . . . . . . Total. Add lines 37 and 38 to line 35c or 36, whichever applies . . . . . . . . . . . . . . . . . . .39. . . . . . . 0. . . . . . Part IV 40 a b c d e 41 42 43 44 a b c d e f g Tax and Payments 40a Foreign tax credit (corporations attach Form 1118; trusts attach Form 1116) Other credits (see instructions) . . . . . . . . . . . . . . . . . . . . 40b . . . . . . . . . . . . . . . . . . . . . . . . . General business credit. Attach Form 3800 (see instructions) . . . . . . . . 40c . . . . . . . . . . . . . . . . . . . . . . . . . Credit for prior year minimum tax (attach Form 8801 or 8827) . . . . . . . 40d . . . . . . . . . . . . . . . . . . . . . . . . . Total credits. Add lines 40a through 40d . . . . . . . . . . . . . . . . . . . . . . . . . . . 40e . . . . . . . .0. . . . . . Subtract line 40e from line 39 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41 . . . . . . . . 0. . . . . . 42 Other taxes. Check if from: Form 4255 Form 8611 Form 8697 Form 8866 Other (attach statement) Total tax. Add lines 41 and 42 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43 . . . . . . . .0 . . . . . Payments: A 2011 overpayment credited to 2012 . . . . . . . . . . . . .44a . . . . . . . . . . . . . . . . . . . . . . . . 2012 estimated tax payments . . . . . . . . . . . . . . . . . . . . .44b . . . . . . . . . . . . . . . . . . . . . . . . Tax deposited with Form 8868 . . . . . . . . . . . . . . . . . . . .44c . . . . . . . . . . . . . . . . . . . . . . . . Foreign organizations: Tax paid or withheld at source (see instructions) . . . . 44d . . . . . . . . . . . . . . . . . . . . . . . . . Backup withholding (see instructions) . . . . . . . . . . . . . . . . . 44e . . . . . . . . . . . . . . . . . . . . . . . . . 44f Credit for small employer health insurance premiums (Attach Form 8941) Other credits and payments: Form 2439 44g Form 4136 Other Total 0 Total payments. Add lines 44a through 44g . . . . . . . . . . . . . . . . . . . . . . . . . .45. . . . . . . 0. . . . . . Estimated tax penalty (see instructions). Check if Form 2220 is attached . . . . . . . . . . . . . . . 46 . . . . . . . . . . . . . Tax due. If line 45 is less than the total of lines 43 and 46, enter amount owed . . . . . . . . . . . . 47 . . . . . . . .0 . . . . . Overpayment. If line 45 is larger than the total of lines 43 and 46, enter amount overpaid . . . . . . . .48. . . . . . . 0. . . . . . Refunded 49 0 Enter the amount of line 48 you want: Credited to 2013 estimated tax Part V Statements Regarding Certain Activities and Other Information (see instructions) 45 46 47 48 49 Yes No 1 At any time during the 2012 calendar year, did the organization have an interest in or a signature or other authority over a financial account (bank, securities, or other) in a foreign country? If "Yes," the organization may have to file Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts. If "Yes," enter the name of the foreign country here 2 During the tax year, did the organization receive a distribution from, or was it the grantor of, or transferor to, a foreign trust? . . . . . . . X. . . . 3 If "Yes," see instructions for other forms the organization may have to file. Enter the amount of tax-exempt interest received or accrued during the tax year X $ Schedule A—Cost of Goods Sold. Enter method of inventory valuation Inventory at beginning of year. . . . 1. . . . . . . . . . . . 6. .Inventory . . . .at.end . of . year . . . . . . . . . . . . 6. . . . . . . . . . . . . . . . . . . . . . . . . . Purchases . . . . . . . . . . . 2. . . . . . . . . . . . 7 . .Cost . . of. goods . . . sold. . . Subtract . . . . . . . . . . . . . . . . . . . Cost of labor . . . . . . . . . . 3 . . . . . . . . . . . . . . line . 6 . from . . line . . 5.. Enter . . here . . . . . . . . . . . . . . . . . . Additional section 263A costs and in Part I, line 2 . . . . . . . 7. . . . . . . 0 . . . . . . (attach statement) . . . . . . . . 4a . . . . . . . . . . . . 8 . .Do. the . .rules . .of.section . . . 263A . . (with . . respect . . . .to . . . Yes . . .No. . . . b Other costs (attach statement) . . . 4b . . . . . . . . . . . . . . property . . . produced . . . . or . acquired . . . . for . resale) . . . . . . . . . . . . . . 5 Total. Add lines 1 through 4b . . . . 5. . . . . . . 0. . . . . . apply . . .to .the . organization? . . . . . . .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. 1 2 3 4 a Sign Here Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge. Signature of officer Paid Preparer Use Only Date Title Print/Type preparer's name Preparer's signature Jon Blomberg CPA Jon Blomberg CPA Firm's name Firm's address May the IRS discuss this return with the preparer shown below (see instructions)? Yes X No Date 9/11/2013 Check X if self-employed PTIN P00188093 Firm's EIN 1630 30th Street #A308, Boulder, CO 80301 Phone no. (303) 443-8490 Form 990-T (2012) Form 990-T (2012) Ultimate Players Association 84-1152993 Page 3 Schedule C—Rent Income (From Real Property and Personal Property Leased With Real Property) (see instructions) 1. Description of property (1) (2) (3) (4) 2. Rent received or accrued (a) From personal property (if the percentage of rent for personal property is more than 10% but not more than 50%) (b) From real and personal property (if the percentage of rent for personal property exceeds 50% or if the rent is based on profit or income) 3(a) Deductions directly connected with the income in columns 2(a) and 2(b) (attach statement) (1) (2) (3) (4) 0 Total Total 0 (b) Total deductions. (c) Total income. Add totals of columns 2(a) and 2(b). Enter Enter here and on page 1, here and on page 1, Part I, line 6, column (A) . . . . . . . . . . . . . . . . . . . . . . .0 . Part . . I,. line . .6,.column . . . (B) . . . . . . . . . .0 . . . . Schedule E—Unrelated Debt-Financed Income (see instructions) 2. Gross income from or allocable to debt-financed property 1. Description of debt-financed property 3. Deductions directly connected with or allocable to debt-financed property (a) Straight line depreciation (attach statement) (b) Other deductions (attach statement) 7. Gross income reportable (column 2 × column 6) 8. Allocable deductions (column 6 × total of columns 3(a) and 3(b)) (1) (2) (3) (4) 4. Amount of average acquisition debt on or allocable to debt-financed property (attach statement) 5. Average adjusted basis of or allocable to debt-financed property (attach statement) 6. Column 4 divided by column 5 % % % % (1) (2) (3) (4) 0 0 0 0 0 0 0 0 Enter here and on page 1, Enter here and on page 1, Part I, line 7, column (A). Part I, line 7, column (B). Totals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . . . . . . . . . . 0. . Total dividends-received deductions included in column 8 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Schedule F—Interest, Annuities, Royalties, and Rents From Controlled Organizations (see instructions) Exempt Controlled Organizations 1. Name of controlled organization 2. Employer identification number 3. Net unrelated income (loss) (see instructions) 4. Total of specified payments made 5. Part of column 4 that is included in the controlling organization's gross income 6. Deductions directly connected with income in column 5 10. Part of column 9 that is included in the controlling organization's gross income 11. Deductions directly connected with income in column 10 Add columns 5 and 10. Enter here and on page 1, Part I, line 8, column (A). Add columns 6 and 11. Enter here and on page 1, Part I, line 8, column (B). (1) (2) (3) (4) Nonexempt Controlled Organizations 7. Taxable Income 8. Net unrelated income (loss) (see instructions) 9. Total of specified payments made (1) (2) (3) (4) Totals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . . . . . . . 0. Form 990-T (2012) Ultimate Players Association Form 990-T (2012) 84-1152993 Page 4 Schedule G—Investment Income of a Section 501(c)(7), (9), or (17) Organization (see instructions) 1. Description of income 2. Amount of income 3. Deductions directly connected (attach statement) 5. Total deductions and set-asides (col. 3 plus col. 4) 4. Set-asides (attach statement) 0 0 0 0 (1) (2) (3) (4) Enter here and on page 1, Enter here and on page 1, Part I, line 9, column (A). Part I, line 9, column (B). Totals . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. . Schedule I—Exploited Exempt Activity Income, Other Than Advertising Income (see instructions) 1. Description of exploited activity 2. Gross unrelated business income from trade or business 3. Expenses directly connected with production of unrelated business income 4. Net income (loss) from unrelated trade or business (column 2 minus column 3). If a gain, compute cols. 5 through 7. 5. Gross income from activity that is not unrelated business income 7. Excess exempt expenses (column 6 minus column 5, but not more than column 4). 6. Expenses attributable to column 5 0 0 0 0 (1) (2) (3) (4) Enter here and on page 1, Part I, line 10, col. (A). 0 0 0 0 Enter here and on page 1, Part I, line 10, col. (B). Enter here and on page 1, Part II, line 26. Totals . . . . . . . . . . . . . . . . . . . . . 0. . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. Schedule J—Advertising Income (see instructions) Part I Income From Periodicals Reported on a Consolidated Basis 1. Name of periodical (1) Newsletter 2. Gross advertising income 8,528 3. Direct advertising costs 4. Advertising gain or (loss) (col. 2 minus col. 3). If a gain, compute cols. 5 through 7. 7. Excess readership 5. Circulation income 3,479 costs (column 6 minus column 5, but not more than column 4). 6. Readership costs 7,500 48,144 (2) (3) (4) Totals (carry to Part II, line (5)) . . . . . . . . . 8,528 . . . . . . . . 3,479 . . . . . . . . 5,049 . . . . . . . 7,500 . . . . . . . 48,144 . . . . . . . 5,049 . . . . . . Part II Income From Periodicals Reported on a Separate Basis (For each periodical listed in Part II, fill in columns 2 through 7 on a line-by-line basis.) 1. Name of periodical 2. Gross advertising income 3. Direct advertising costs 4. Advertising gain or (loss) (col. 2 minus col. 3). If a gain, compute cols. 5 through 7. 6. Readership costs costs (column 6 minus column 5, but not more than column 4). 0 0 0 0 (1) (2) (3) (4) (5) 7. Excess readership 5. Circulation income 8,528 Totals from Part I Enter here and on page 1, Part I, line 11, col. (A). 0 0 0 0 5,049 3,479 Enter here and on page 1, Part I, line 11, col. (B). Enter here and on page 1, Part II, line 27. Totals, Part II (lines 1-5) . . . . . . . . . . . . 8,528 . . . . . . . .3,479 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,049 . . . . . . Schedule K—Compensation of Officers, Directors, and Trustees (see instructions) 1. Name (1) (2) (3) (4) 2. Title 3. Percent of time devoted to business 4. Compensation attributable to unrelated business % % % % Total. Enter here and on page 1, Part II, line 14 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . Form 990-T (2012) SCHEDULE A OMB No. 1545-0047 Public Charity Status and Public Support (Form 990 or 990-EZ) Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust. Department of the Treasury Internal Revenue Service Attach to Form 990 or Form 990-EZ. Open to Public Inspection See separate instructions. Name of the organization Employer identification number Ultimate Players Association Part I 84-1152993 Reason for Public Charity Status (All organizations must complete this part.) See instructions. The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.) 1 A church, convention of churches, or association of churches described in section 170(b)(1)(A)(i). 2 A school described in section 170(b)(1)(A)(ii). (Attach Schedule E.) 3 A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii). 4 A medical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state: 5 An organization operated for the benefit of a college or university owned or operated by a governmental unit described in section 170(b)(1)(A)(iv). (Complete Part II.) 6 A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v). 7 An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170(b)(1)(A)(vi). (Complete Part II.) 8 A community trust described in section 170(b)(1)(A)(vi). (Complete Part II.) 9 X An organization that normally receives: (1) more than 33 1/3% of its support from contributions, membership fees, and gross receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 33 1/3% of its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.) 10 An organization organized and operated exclusively to test for public safety. See section 509(a)(4). 11 An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box that describes the type of supporting organization and complete lines 11e through 11h. a Type I b Type II c Type III–Functionally integrated Type III–Non-functionally integrated d e By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). f If the organization received a written determination from the IRS that it is a Type I, Type II, or Type III supporting organization, check this box . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons? Yes No (i) A person who directly or indirectly controls, either alone or together with persons described in (ii) and (iii) below, the governing body of the supported organization? . . . . . . . . . . . . . . . . 11g(i) . . . . . .X . . . . (ii) A family member of a person described in (i) above? . . . . . . . . . . . . . . . . . . . . . 11g(ii) . . . . . . X. . . . . (iii) A 35% controlled entity of a person described in (i) or (ii) above? . . . . . . . . . . . . . . . . 11g(iii) . . . . . . X. . . . . Provide the following information about the supported organization(s). g h (i) Name of supported organization (ii) EIN (iii) Type of organization (described on lines 1–9 above or IRC section (see instructions)) (iv) Is the organization in col. (i) listed in your governing document? Yes No (v) Did you notify the organization in col. (i) of your support? Yes No (vi) Is the organization in col. (i) organized in the U.S.? Yes (vii) Amount of monetary support No (A) (B) (C) (D) (E) Total For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ. HTA 0 Schedule A (Form 990 or 990-EZ) 2012 Schedule A (Form 990 or 990-EZ) 2012 Ultimate Players Association Page 2 84-1152993 Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.) Section A. Public Support Part II Calendar year (or fiscal year beginning in) 1 2 3 4 5 6 (a) 2008 (b) 2009 (c) 2010 (d) 2011 (e) 2012 (f) Total Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .0 . . . Tax revenues levied for the organization's benefit and either paid to or expended on its behalf . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 . . . The value of services or facilities furnished by a governmental unit to the organization without charge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 . . . . Total. Add lines 1 through 3 . . . . . . . . . . . . 0. . . . . . 0. . . . . . 0. . . . . . 0. . . . . . 0. . . . . . 0. . . . The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Public support. Subtract line 5 from line 4. 0 Section B. Total Support Calendar year (or fiscal year beginning in) 7 8 9 10 11 12 13 (a) 2008 (b) 2009 (c) 2010 (d) 2011 (e) 2012 (f) Total Amounts from line 4 . . . . . . . . . . . . . . . 0 . . . . . . 0 . . . . . . 0 . . . . . . .0 . . . . . .0 . . . . . .0 . . . Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . Net income from unrelated business activities, whether or not the business is regularly carried on . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 . . . Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .0 . . . Total support. Add lines 7 through 10 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . Gross receipts from related activities, etc. (see instructions) . . . . . . . . . . . . . . . . . . . 12 . . . . . . . . . . . . . . First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Section C. Computation of Public Support Percentage 14 15 16a b 17a b 18 Public support percentage for 2012 (line 6, column (f) divided by line 11, column (f)) . . . . . . . . . .14. . . . . . . . 0.00% . . . . . . Public support percentage from 2011 Schedule A, Part II, line 14 . . . . . . . . . . . . . . . . . 15 . . . . . . . . .0.00% . . . . . 33 1/3% support test—2012. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box and stop here. The organization qualifies as a publicly supported organization . . . . . . . . . . . . . . . . . . . . . . . . . . 33 1/3% support test—2011. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this box and stop here. The organization qualifies as a publicly supported organization . . . . . . . . . . . . . . . . . . . . . . . . 10%-facts-and-circumstances test—2012. If the organization did not check a box on line 13, 16a, or 16b, and line 14 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10%-facts-and-circumstances test—2011. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line 15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see instructions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Schedule A (Form 990 or 990-EZ) 2012 Schedule A (Form 990 or 990-EZ) 2012 Ultimate Players Association Page 3 84-1152993 Support Schedule for Organizations Described in Section 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.) Section A. Public Support Part III Calendar year (or fiscal year beginning in) 1 2 3 4 5 6 7a b c 8 (a) 2008 (b) 2009 (c) 2010 (d) 2011 (e) 2012 (f) Total Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") 1,023,525 1,066,852 1,157,513 1,478,582 1,545,892 6,272,364 Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose . . . . . . . . . .358,300 . . . . . . 400,363 . . . . . . .540,629 . . . . . . 841,877 . . . . . . . 977,838 . . . . . .3,119,007 . . . . . . . Gross receipts from activities that are not an unrelated trade or business under section 513 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . Tax revenues levied for the organization's benefit and either paid to or expended on its behalf . . . . . . . . . . . . . . . . . . . . . . .0 . . . . . . 0. . . . . . . 0 . . . . . . . . . . . . . . . . . . . .0 . . . The value of services or facilities furnished by a governmental unit to the organization without charge . . . . . . . . . . . . . . . 0. . . . . . . 0 . . . . . . 0 . . . . . . . . . . . . . . . . . . . . 0. . . . Total. Add lines 1 through 5 . . . . . . . . . . . 1,381,825 . . . . . . . 1,467,215 . . . . . . 1,698,142 . . . . . . . 2,320,459 . . . . . . .2,523,730 . . . . . . 9,391,371 . . . . . . . . Amounts included on lines 1, 2, and 3 received from disqualified persons . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .0 . . . Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . Add lines 7a and 7b . . . . . . . . . . . . . . . . . . 0. . . . . . . 0. . . . . . .0 . . . . . . 0. . . . . . .0 . . . . . . 0. . . . Public support (Subtract line 7c from line 6.) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9,391,371 . . . . . . Section B. Total Support Calendar year (or fiscal year beginning in) 9 10a b c 11 12 13 14 (a) 2008 (b) 2009 (c) 2010 (d) 2011 (e) 2012 (f) Total Amounts from line 6 . . . . . . . . . . . . . . 1,381,825 . . . . . . . 1,467,215 . . . . . . .1,698,142 . . . . . . 2,320,459 . . . . . . . 2,523,730 . . . . . . 9,391,371 . . . . . . . . Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources 30,201 16,755 9,470 6,993 7,745 71,164 Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . Add lines 10a and 10b . . . . . . . . . . . . . . . 30,201 . . . . . . 16,755 . . . . . . . .9,470 . . . . . . 6,993 . . . . . . . 7,745 . . . . . . 71,164 . . . . . . Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 . . . . Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .243 . . . . . . . . . . . . . . . . . . . 243 . . . . . Total support. (Add lines 9, 10c, 11, and 12.) . . . . . . . . . . . . . . . . . . . 1,412,026 . . . . . . .1,483,970 . . . . . . 1,707,855 . . . . . . . 2,327,452 . . . . . . .2,531,475 . . . . . . 9,462,778 . . . . . . . First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Section C. Computation of Public Support Percentage 15 16 Public support percentage for 2012 (line 8, column (f) divided by line 13, column (f)) . . . . . . . . . . . . . . 15 . . . . . . . . . 99.25% . . . . . . . Public support percentage from 2011 Schedule A, Part III, line 15 . . . . . . . . . . . . . . . . . . . . . . 16. . . . . . . . .98.83% . . . . . . Section D. Computation of Investment Income Percentage 17 18 19a b 20 Investment income percentage for 2012 (line 10c, column (f) divided by line 13, column (f)) . . . . . . . . . . . .17. . . . . Investment income percentage from 2011 Schedule A, Part III, line 17 . . . . . . . . . . . . . . . . . . . . 18 . . . . . 33 1/3% support tests—2012. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization . . . . . . 33 1/3% support tests—2011. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3%, and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization . . . . . . 0.75% . . . . . . . . . . 1.17% . . . . . . . . . . . . X. . . . . . . . . . . . . . Private foundation. If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions . . . . . . . . . . . . . . . . Schedule A (Form 990 or 990-EZ) 2012 Schedule A (Form 990 or 990-EZ) 2012 Part IV Ultimate Players Association 84-1152993 Page 4 Supplemental Information. Complete this part to provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions). Schedule A (Form 990 or 990-EZ) 2012 Schedule B Schedule of Contributors (Form 990, 990-EZ, or 990-PF) OMB No. 1545-0047 Attach to Form 990, Form 990-EZ, or Form 990-PF. Department of the Treasury Internal Revenue Service Name of the organization Employer identification number Ultimate Players Association Organization type (check one): 84-1152993 Filers of: Section: Form 990 or 990-EZ X 501(c)( 3 ) (enter number) organization 4947(a)(1) nonexempt charitable trust not treated as a private foundation 527 political organization Form 990-PF 501(c)(3) exempt private foundation 4947(a)(1) nonexempt charitable trust treated as a private foundation 501(c)(3) taxable private foundation Check if your organization is covered by the General Rule or a Special Rule. Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions. General Rule X For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, $5,000 or more (in money or property) from any one contributor. Complete Parts I and II. Special Rules For a section 501(c)(3) organization filing Form 990 or 990-EZ that met the 33 1/3% support test of the regulations under sections 509(a)(1) and 170(b)(1)(A)(vi) and received from any one contributor, during the year, a contribution of the greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II. For a section 501(c)(7), (8), or (10) organization filing Form 990 or 990-EZ that received from any one contributor, during the year, total contributions of more than $1,000 for use exclusively for religious, charitable, scientific, literary, or educational purposes, or the prevention of cruelty to children or animals. Complete Parts I, II, and III. For a section 501(c)(7), (8), or (10) organization filing Form 990 or 990-EZ that received from any one contributor, during the year, contributions for use exclusively for religious, charitable, etc., purposes, but these contributions did not total to more than $1,000. If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose. Do not complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions of $5,000 or more during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ . . . . . . . . . . . . . . Caution. An organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (Form 990, 990-EZ, or 990-PF), but it must answer "No" on Part IV, line 2 of its Form 990; or check the box on line H of its Form 990-EZ or on Part I, line 2 of its Form 990-PF, to certify that it does not meet the filing requirements of Schedule B (Form 990, 990-EZ, or 990-PF). For Paperwork Reduction Act Notice, see the Instructions for Form 990, 990-EZ, or 990-PF. HTA Schedule B (Form 990, 990-EZ, or 990-PF) (2012) Page 2 Schedule B (Form 990, 990-EZ, or 990-PF) (2012) Name of organization Employer identification number Ultimate Players Association Part I Contributors (see instructions). Use duplicate copies of Part I if additional space is needed. (a) No. 1 84-1152993 (b) Name, address, and ZIP + 4 (c) Total contributions (d) Type of contribution El Pomar Foundation Person 10 Lake Circle Colorado Springs Payroll CO 80906 $ 7,500 Foreign State or Province: Foreign Country: (a) No. 2 (Complete Part II if there is a noncash contribution.) (b) Name, address, and ZIP + 4 (c) Total contributions (d) Type of contribution Discraft, Inc. Person 29592 Beck Road Wixom Payroll MI 48393 $ 94,236 Foreign State or Province: Foreign Country: (a) No. 3 (c) Total contributions Person 2610 Western Ave. Payroll WA 98121 $ 59,340 Foreign State or Province: Foreign Country: 4 (c) Total contributions Performance Vending & Concessions Person Payroll CO 80643 $ 975 Foreign State or Province: Foreign Country: 5 (c) Total contributions X (d) Type of contribution Colorado Springs Sports Corporation Person 1631 Mesa Avenue, Suite E Payroll CO 80906 $ 10,542 Foreign State or Province: Foreign Country: (a) No. Noncash (Complete Part II if there is a noncash contribution.) (b) Name, address, and ZIP + 4 Colorado Springs X (d) Type of contribution 3963 WCR 63 (a) No. Noncash (Complete Part II if there is a noncash contribution.) (b) Name, address, and ZIP + 4 Keensburg X (d) Type of contribution Five Ultimate (a) No. Noncash (Complete Part II if there is a noncash contribution.) (b) Name, address, and ZIP + 4 Seattle Noncash Noncash X (Complete Part II if there is a noncash contribution.) (b) Name, address, and ZIP + 4 (c) Total contributions (d) Type of contribution Person Payroll $ Foreign State or Province: Foreign Country: Noncash (Complete Part II if there is a noncash contribution.) Schedule B (Form 990, 990-EZ, or 990-PF) (2012) Page 3 Schedule B (Form 990, 990-EZ, or 990-PF) (2012) Name of organization Employer identification number Ultimate Players Association Part II 84-1152993 Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed. (a) No. from Part I (c) FMV (or estimate) (b) Description of noncash property given (see instructions) (d) Date received Sports equipment 2 $ (a) No. from Part I (c) FMV (or estimate) (b) Description of noncash property given (see instructions) (d) Date received Sports apparel 3 $ (a) No. from Part I (c) FMV (or estimate) (b) Description of noncash property given (see instructions) (d) Date received Food 4 $ (a) No. from Part I (c) FMV (or estimate) (b) Description of noncash property given (see instructions) (d) Date received Food and logistics 5 $ (a) No. from Part I (c) FMV (or estimate) (b) Description of noncash property given (see instructions) (d) Date received $ (a) No. from Part I (c) FMV (or estimate) (b) Description of noncash property given (see instructions) (d) Date received $ Schedule B (Form 990, 990-EZ, or 990-PF) (2012) Page 4 Schedule B (Form 990, 990-EZ, or 990-PF) (2012) Name of organization Employer identification number Ultimate Players Association 84-1152993 Exclusively religious, charitable, etc., individual contributions to section 501(c)(7), (8), or (10) organizations Part III total more than $1,000 for the year. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) $ Use duplicate copies of Part III if additional space is needed. (a) No. from Part I (b) Purpose of gift (c) Use of gift 0 (d) Description of how gift is held (e) Transfer of gift Relationship of transferor to transferee Transferee's name, address, and ZIP + 4 For. Prov. (a) No. from Part I Country (b) Purpose of gift (c) Use of gift (d) Description of how gift is held (e) Transfer of gift Relationship of transferor to transferee Transferee's name, address, and ZIP + 4 For. Prov. (a) No. from Part I Country (b) Purpose of gift (c) Use of gift (d) Description of how gift is held (e) Transfer of gift Relationship of transferor to transferee Transferee's name, address, and ZIP + 4 For. Prov. (a) No. from Part I Country (b) Purpose of gift (c) Use of gift (d) Description of how gift is held (e) Transfer of gift Transferee's name, address, and ZIP + 4 For. Prov. Relationship of transferor to transferee Country Schedule B (Form 990, 990-EZ, or 990-PF) (2012) SCHEDULE D (Form 990) Department of the Treasury Internal Revenue Service Complete if the organization answered "Yes," to Form 990, Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b. Attach to Form 990. See separate instructions. Name of the organization 84-1152993 Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" to Form 990, Part IV, line 6. (a) Donor advised funds 1 2 3 4 5 6 Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7. Purpose(s) of conservation easements held by the organization (check all that apply). Preservation of an historically important land area Preservation of land for public use (e.g., recreation or education) Protection of natural habitat 2 (b) Funds and other accounts Total number at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Aggregate contributions to (during year) Aggregate grants from (during year) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Aggregate value at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Did the organization inform all donors and donor advisors in writing that the assets held in donor advised funds are the organization's property, subject to the organization's exclusive legal control? . . . . . . . . . . .Yes . . . .No. . . . . Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? . . . . . . . . . . . . . . . . . . . . . . . . . . .Yes . . . . No . . . . . . Part II 1 Open to Public Inspection Employer identification number Ultimate Players Association Part I OMB No. 1545-0047 Supplemental Financial Statements Preservation of a certified historic structure Preservation of open space Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year. Held at the End of the Tax Year a b c d 3 4 5 6 Total number of conservation easements . . . . . . . . . . . . . . . . . . . . . . .2a. . . . . . . . . . . . . . . . . Total acreage restricted by conservation easements . . . . . . . . . . . . . . . . . . 2b . . . . . . . . . . . . . . . . . . Number of conservation easements on a certified historic structure included in (a) . . . . . . .2c. . . . . . . . . . . . . . . . . Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register . . . . . . . . . . . . . . . . . . . . 2d . . . . . . . . . . . . . . . . . . Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the tax year Number of states where property subject to conservation easement is located Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and enforcement of the conservation easements it holds? . . . . . . . . . . . . . . . . . . . Yes . . . . No . . . . . . Staff and volunteer hours devoted to monitoring, inspecting, and enforcing conservation easements during the year Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year $ 8 Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Yes . . . . No . . . . . . 9 In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and balance sheet, and include, if applicable, the text of the footnote to the organization's financial statements that describes the organization's accounting for conservation easements. Part III Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets. Complete if the organization answered "Yes" to Form 990, Part IV, line 8. 7 1a b 2 a b If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items. If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items: (i) Revenues included in Form 990, Part VIII, line 1 . . . . . . . . . . . . . . . . . . . . . . $. . . . . . . . . . . . . . (ii) Assets included in Form 990, Part X . . . . . . . . . . . . . . . . . . . . . . . . . . .$ . . . . . . . . . . . . . . If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the following amounts required to be reported under SFAS 116 (ASC 958) relating to these items: Revenues included in Form 990, Part VIII, line 1 . . . . . . . . . . . . . . . . . . . . . . . $. . . . . . . . . . . . . . Assets included in Form 990, Part X . . . . . . . . . . . . . . . . . . . . . . . . . . . . $. . . . . . . . . . . . . . For Paperwork Reduction Act Notice, see the Instructions for Form 990. HTA Schedule D (Form 990) 2012 Schedule D (Form 990) 2012 Part III 3 a c 84-1152993 Page 2 Using the organization's acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply): d Public exhibition Loan or exchange programs Scholarly research b 4 Ultimate Players Association Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued) Other e Preservation for future generations Provide a description of the organization's collections and explain how they further the organization's exempt purpose in Part XIII. During the year, did the organization solicit or receive donations of art, historical treasures, or other similar assets to be sold to raise funds rather than to be maintained as part of the organization's collection? . . . . . . . . .Yes . . . .No. . . . 5 Part IV 1a b c d e f Escrow and Custodial Arrangements. Complete if the organization answered "Yes" to Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21. Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not included on Form 990, Part X? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Yes . . If "Yes," explain the arrangement in Part XIII and complete the following table: Amount Beginning balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1c. . . . . . . . . . . . Additions during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1d . . . . . . . . . . . . Distributions during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . 1e . . . . . . . . . . . . Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1f. . . . . . . . . . . . . . No . . . . . . . . . . . . . . 0. . . . . . 0. . . . . . . . . . . 2a Did the organization include an amount on Form 990, Part X, line 21? . . . . . . . . . . . . . . . . . . . . .Yes . . X. .No. . . . b If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII . . . . . . . . . . . . . . . Part V Endowment Funds. Complete if the organization answered "Yes" to Form 990, Part IV, line 10. (a) Current year 1a b c d e f g 2 a b c 3a b 4 . . (b) Prior year (c) Two years back (d) Three years back (e) Four years back Beginning of year balance . . . . . . . . . . . . 0. . . . . . . . 0 . . . . . . . .0 . . . . . . . 0. . . . . . . . . . . . Contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Net investment earnings, gains, and losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Grants or scholarships . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other expenditures for facilities and programs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . End of year balance . . . . . . . . . . . . . . .0 . . . . . . . 0. . . . . . . . 0. . . . . . . .0 . . . . . . . 0 . . . . Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as: Board designated or quasi-endowment % Permanent endowment % Temporarily restricted endowment % The percentages in lines 2a, 2b, and 2c should equal 100%. Are there endowment funds not in the possession of the organization that are held and administered for the Yes No organization by: (i) unrelated organizations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3a(i) . . . . . . . . . . (ii) related organizations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3a(ii) . . . . . . . . . . If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? . . . . . . . . . . . . . . . 3b . . . . . . . . . . Describe in Part XIII the intended uses of the organization's endowment funds. Part VI Land, Buildings, and Equipment. See Form 990, Part X, line 10. Description of property (a) Cost or other basis (investment) (b) Cost or other basis (other) (c) Accumulated depreciation (d) Book value 1a Land . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . . . . . . 0 . . . . . . . . . . . . . . . . . . .0 . . . b Buildings . . . . . . . . . . . . . . . . . . . . . . .0 . . . . . . . . . 0 . . . . . . . . . 0 . . . . . . . . . 0 . . . c Leasehold improvements . . . . . . . . . . . . . . . . 0. . . . . . . . . 0. . . . . . . . . 0. . . . . . . . . 0. . . . d Equipment . . . . . . . . . . . . . . . . . . . . . . 0. . . . . . 248,384 . . . . . . . . . 110,339 . . . . . . . . . 138,045 . . . . . . . e Other . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . . . . . . 0. . . . . . . . . 0. . . . . . . . . 0. . . . Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).) . . . . . . . . . . . . . . .138,045 . . . . . . Schedule D (Form 990) 2012 Schedule D (Form 990) 2012 Part VII Ultimate Players Association 84-1152993 Page 3 Investments—Other Securities. See Form 990, Part X, line 12. (a) Description of security or category (including name of security) (c) Method of valuation: Cost or end-of-year market value (b) Book value (1) Financial derivatives . . . . . . . . . . . . . . . . . . . . . . 0 . . . . . . . . . . . . . . . . . . . . . . . . . . (2) Closely-held equity interests . . . . . . . . . . . . . . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . (3) Other (A) (B) (C) (D) (E) (F) (G) (H) (I) 0 Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.) Part VIII Investments—Program Related. See Form 990, Part X, line 13. (a) Description of investment type (c) Method of valuation: Cost or end-of-year market value (b) Book value (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) 0 Total. (Column (b) must equal Form 990, Part X, col. (B) line 13.) Part IX Other Assets. See Form 990, Part X, line 15. (a) Description (b) Book value (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) Total. (Column (b) must equal Form 990, Part X, col. (B) line 15.) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0. . . . Part X Other Liabilities. See Form 990, Part X, line 25. (a) Description of liability 1. (1) Federal income taxes (b) Book value 0 (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) 0 2. FIN 48 (ASC 740) Footnote. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII . . . . . . . . . . . . . . . . . . . . . . . Total. (Column (b) must equal Form 990, Part X, col. (B) line 25.) Schedule D (Form 990) 2012 Schedule D (Form 990) 2012 Part XI 1 2 a b c d e 3 4 a b c 5 a b c d e 3 4 a b c 5 84-1152993 Page 4 Total revenue, gains, and other support per audited financial statements . . . . . . . . . . . . . . . 1. . . . . 2,551,220 . . . . . . . . Amounts included on line 1 but not on Form 990, Part VIII, line 12: Net unrealized gains on investments . . . . . . . . . . . . . . . . . . .2a. . . . . . . . . . . . . . . . . . . . . . . Donated services and use of facilities . . . . . . . . . . . . . . . . . . 2b . . . . . . . . . . . . . . . . . . . . . . . . Recoveries of prior year grants . . . . . . . . . . . . . . . . . . . . . 2c. . . . . . . . . . . . . . . . . . . . . . . Other (Describe in Part XIII.) . . . . . . . . . . . . . . . . . . . . . .2d. . . . . . . . . . . . . . . . . . . . . . . Add lines 2a through 2d . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2e. . . . . . . . .0 . . . . Subtract line 2e from line 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3. . . . . 2,551,220 . . . . . . . . Amounts included on Form 990, Part VIII, line 12, but not on line 1: Investment expenses not included on Form 990, Part VIII, line 7b . . . . . . . 4a . . . . . . . . . . . . . . . . . . . . . . . . Other (Describe in Part XIII.) . . . . . . . . . . . . . . . . . . . . . .4b. . . . . . . . . . . . . . . . . . . . . . . Add lines 4a and 4b . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4c . . . . . . . . . 0. . . . Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) . . . . . . . . . . . . .5 . . . . .2,551,220 . . . . . . . Part XII 1 2 Ultimate Players Association Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Reconciliation of Expenses per Audited Financial Statements With Expenses per Return Total expenses and losses per audited financial statements . . . . . . . . . . . . . . . . . . . . 1. . . . . 2,386,477 . . . . . . . . Amounts included on line 1 but not on Form 990, Part IX, line 25: Donated services and use of facilities . . . . . . . . . . . . . . . . . . 2a . . . . . . . . . . . . . . . . . . . . . . . . Prior year adjustments . . . . . . . . . . . . . . . . . . . . . . . . 2b . . . . . . . . . . . . . . . . . . . . . . . Other losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2c . . . . . . . . . . . . . . . . . . . . . . . Other (Describe in Part XIII.) . . . . . . . . . . . . . . . . . . . . . .2d. . . . . . . . . . . . . . . . . . . . . . . Add lines 2a through 2d . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2e. . . . . . . . .0 . . . . Subtract line 2e from line 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3. . . . . 2,386,477 . . . . . . . . Amounts included on Form 990, Part IX, line 25, but not on line 1: Investment expenses not included on Form 990, Part VIII, line 7b . . . . . . . 4a . . . . . . . . . . . . . . . . . . . . . . . . Other (Describe in Part XIII.) . . . . . . . . . . . . . . . . . . . . . .4b. . . . . . . . . . . . . . . . . . . . . . . Add lines 4a and 4b . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4c . . . . . . . . . 0. . . . Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) . . . . . . . . . . . . 5. . . . . 2,386,477 . . . . . . . . Part XIII Supplemental Information Complete this part to provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part IV, lines 1b and 2b; Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information. Schedule D (Form 990) 2012 Schedule D (Form 990) 2012 Part XIII Ultimate Players Association 84-1152993 Page 5 Supplemental Information (continued) Schedule D (Form 990) 2012 Schedule F (Form 990) OMB No. 1545-0047 Statement of Activities Outside the United States Department of the Treasury Internal Revenue Service Complete if the organization answered "Yes" to Form 990, Part IV, line 14b, 15, or 16. Attach to Form 990. See separate instructions. Name of the organization Open to Public Inspection Employer identification number Ultimate Players Association Part I 84-1152993 General Information on Activities Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 14b. 1 For grantmakers. Does the organization maintain records to substantiate the amount of its grants and other assistance, the grantees' eligibility for the grants or assistance, and the selection criteria used to award the grants or assistance? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Yes . . . . . .No. . . . 2 For grantmakers. Describe in Part V the organization's procedures for monitoring the use of its grants and other assistance outside the United States. 3 Activities per Region. (The following Part I, line 3 table can be duplicated if additional space is needed.) (a) Region (b) Number of offices in the region (c) Number of employees, agents, and independent contractors in region (d) Activities conducted in region (by type) (e.g., fundraising, program services, investments, grants to recipients located in the region) (e) If activity listed in (d) is a program service, describe specific type of service(s) in region (f) Total expenditures for and investments in region Europe (1) 0 0 Program Services U-20 National Team East Asia and the (2) Pacific 29,015 0 0 Program Services Fees for 5 teams in World Championships 3,435 (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (14) (15) (16) (17) 3a Sub-total . . . . . . . . . . . . . .0 . . . . . . .0 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .32,450 . . . . . b Total from continuation sheets to Part I . . . . . . . . . . . 0. . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .0 . . . c Totals (add lines 3a and 3b) 0 0 32,450 For Paperwork Reduction Act Notice, see the Instructions for Form 990. HTA Schedule F (Form 990) 2012 Page 2 Ultimate Players Association 84-1152993 Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 15, for any recipient who received more than $5,000. Part II can be duplicated if additional space is needed. Schedule F (Form 990) 2012 Part II 1 (a) Name of organization (b) IRS code section and EIN (if applicable) (c) Region (d) Purpose of grant (e) Amount of cash grant (f) Manner of cash disbursement (g) Amount of non-cash assistance (h) Description of non-cash assistance (i) Method of valuation (book, FMV, appraisal, other) (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (14) (15) (16) 2 3 Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Enter total number of other organizations or entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 Schedule F (Form 990) 2012 Page 3 Ultimate Players Association 84-1152993 Grants and Other Assistance to Individuals Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 16. Part III can be duplicated if additional space is needed. Schedule F (Form 990) 2012 Part III (a) Type of grant or assistance (b) Region (c) Number of recipients (d) Amount of cash grant (e) Manner of cash disbursement (f) Amount of non-cash assistance (g) Description of non-cash assistance (h) Method of valuation (book, FMV, appraisal, other) (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (14) (15) (16) (17) (18) Schedule F (Form 990) 2012 Schedule F (Form 990) 2012 Part IV Ultimate Players Association 84-1152993 Page 4 Foreign Forms 1 Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 926, Return by a U.S. Transferor of Property to a Foreign Corporation (see Instructions for Form 926) . . . . . . . . . . . . . . . . . . . . . . . . . . . . Yes . . . . X. .No. . . . . . 2 Did the organization have an interest in a foreign trust during the tax year? If "Yes," the organization may be required to file Form 3520, Annual Return to Report Transactions with Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A) . . . . . . . . . . . . . . . . . . . . . . Yes . . . .X . No . . . . . . . 3 Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons With Respect To Certain Foreign Corporations. (see Instructions for Form 5471) . . . . . . . . . . . . . . . . . . . . .Yes . . . X . . No. . . . . . . 4 Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If "Yes," the organization may be required to file Form 8621, Information Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see Instructions for Form 8621) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Yes . . . . X. No . . . . . . . 5 Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons With Respect To Certain Foreign Partnerships. (see Instructions for Form 8865) . . . . . . . . . . . . . . . . . . . . . . . . Yes . . . .X . No . . . . . . . 6 Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to file Form 5713, International Boycott Report (see Instructions for Form 5713) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .Yes . . . X . . No. . . . . . . Schedule F (Form 990) 2012 Schedule F (Form 990) 2012 Part V Ultimate Players Association 84-1152993 Page 5 Supplemental Information Complete this part to provide the information required by Part I, line 2 (monitoring of funds); Part I, line 3, column (f) (accounting method; amounts of investments vs. expenditures per region); Part II, line 1 (accounting method); Part III (accounting method); and Part III, column (c) (estimated number of recipients), as applicable. Also complete this part to provide any additional information (see instructions). Schedule F (Form 990) 2012 SCHEDULE J (Form 990) Department of the Treasury Internal Revenue Service Name of the organization OMB No. 1545-0047 Compensation Information For certain Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees Complete if the organization answered "Yes" to Form 990, Part IV, line 23. Attach to Form 990. See separate instructions. Open to Public Inspection Employer identification number Ultimate Players Association Part I 84-1152993 Questions Regarding Compensation Yes 1a b No Check the appropriate box(es) if the organization provided any of the following to or for a person listed in Form 990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items. First-class or charter travel Housing allowance or residence for personal use Travel for companions Payments for business use of personal residence Tax indemnification and gross-up payments Health or social club dues or initiation fees Discretionary spending account Personal services (e.g., maid, chauffeur, chef) If any of the boxes on line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1b . . . . . . . . . . 2 Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all officers, directors, trustees, and the CEO/Executive Director, regarding the items checked in line 1a? . . . . . . . 2. . .X . . . . . . . 3 Indicate which, if any, of the following the filing organization used to establish the compensation of the organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III. X Compensation committee 4 a b c 5 a b 6 a b 7 8 9 X Written employment contract Independent compensation consultant X Compensation survey or study Form 990 of other organizations X Approval by the board or compensation committee During the year, did any person listed in Form 990, Part VII, Section A, line 1a, with respect to the filing organization or a related organization: Receive a severance payment or change-of-control payment? . . . . . . . . . . . . . . . . . . . . . . 4a . . . . . .X . . . . Participate in, or receive payment from, a supplemental nonqualified retirement plan? . . . . . . . . . . . . .4b. . . . . X. . . . . Participate in, or receive payment from, an equity-based compensation arrangement? . . . . . . . . . . . . .4c. . . . . X. . . . . If "Yes" to any of lines 4a–c, list the persons and provide the applicable amounts for each item in Part III. Only section 501(c)(3) and 501(c)(4) organizations must complete lines 5–9. For persons listed in Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any compensation contingent on the revenues of: The organization? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5a. . . . . X. . . . . Any related organization? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .5b. . . . . X. . . . . If "Yes" to line 5a or 5b, describe in Part III. For persons listed in Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any compensation contingent on the net earnings of: The organization? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6a. . . . . X. . . . . Any related organization? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6b. . . . . X. . . . . If "Yes" to line 6a or 6b, describe in Part III. For persons listed in Form 990, Part VII, Section A, line 1a, did the organization provide any non-fixed payments not described in lines 5 and 6? If "Yes," describe in Part III . . . . . . . . . . . . . . . . . . . .7 . . X. . . . . . . . Were any amounts reported in Form 990, Part VII, paid or accrued pursuant to a contract that was subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe in Part III . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 . . . . . .X . . . . If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9. . . . . . . . . . For Paperwork Reduction Act Notice, see the Instructions for Form 990. HTA Schedule J (Form 990) 2012 Schedule J (Form 990) 2012 Part II Ultimate Players Association 84-1152993 Page 2 Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed. For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII. Note. The sum of columns (B)(i)–(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual. (B) Breakdown of W-2 and/or 1099-MISC compensation (A) Name and Title Thomas Crawford 1 Chief Executive Officer 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 (i) Base compensation (i) (ii) (i) (ii) (i) (ii) (i) (ii) (i) (ii) (i) (ii) (i) (ii) (i) (ii) (i) (ii) (i) (ii) (i) (ii) (i) (ii) (i) (ii) (i) (ii) (i) (ii) (i) (ii) 177,280 (ii) Bonus & incentive compensation (iii) Other reportable compensation (C) Retirement and other deferred compensation (D) Nontaxable benefits (E) Total of columns (B)(i)–(D) (F) Compensation reported as deferred in prior Form 990 177,280 0 Schedule J (Form 990) 2012 Schedule J (Form 990) 2012 Ultimate Players Association 84-1152993 Page 3 Part III Supplemental Information Complete this part to provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II. Also complete this part for any additional information. Part I Line 7 Performance Bonus Schedule J (Form 990) 2012 SCHEDULE M (Form 990) Noncash Contributions OMB No. 1545-0047 Complete if the organizations answered "Yes" on Form Attach to Form 990. Employer identification number Ultimate Players Association Part I 84-1152993 Types of Property (a) Check if applicable 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30a b 31 32a b 33 (b) Number of contributions or items contributed (c) Noncash contribution amounts reported on Form 990, Part VIII, line 1g (d) Method of determining noncash contribution amounts Art—Works of art . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Art—Historical treasures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Art—Fractional interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Books and publications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Clothing and household goods . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Cars and other vehicles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Boats and planes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Intellectual property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Securities—Publicly traded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Securities—Closely held stock Securities—Partnership, LLC, or trust interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Securities—Miscellaneous . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Qualified conservation contribution—Historic structures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Qualified conservation contribution—Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Real estate—Residential . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Real estate—Commercial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Real estate—Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Collectibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Food inventory . . . . . . . . . .X . . . . . . . . . . . .325 . . . . . . . . . .11,517 . . .FMV . . . . . . . . . . . . . . . . Drugs and medical supplies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Taxidermy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Historical artifacts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Scientific specimens . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Archeological artifacts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . X Other ( Sports equipment ) 19,250 94,236 FMV X Other ( Sports uniforms ) 1,000 59,340 FMV Other ( ) Other ( ) Number of Forms 8283 received by the organization during the tax year for contributions for which the organization completed Form 8283, Part IV, Donee Acknowledgment . . . . . . . . . .29. . . . . . . . . . . . . . . Yes No During the year, did the organization receive by contribution any property reported in Part I, lines 1–28 that it must hold for at least three years from the date of the initial contribution, and which is not required to be used for exempt purposes for the entire holding period? . . . . . . . . . . . . . . . . . . 30a . . . . . X . . . . . If "Yes," describe the arrangement in Part II. Does the organization have a gift acceptance policy that requires the review of any non-standard contributions? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 . . . X. . . . . . . . Does the organization hire or use third parties or related organizations to solicit, process, or sell noncash contributions? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .32a . . . . . X. . . . . If "Yes," describe in Part II. If the organization did not report an amount in column (c) for a type of property for which column (a) is checked, describe in Part II. For Paperwork Reduction Act Notice, see the Instructions for Form 990. HTA Open To Public Inspection 990, Part IV, lines 29 or 30. Department of the Treasury Internal Revenue Service Name of the organization Schedule M (Form 990) (2012) Schedule M (Form 990) (2012) Part II Ultimate Players Association 84-1152993 Page 2 Supplemental Information. Complete this part to provide the information required by Part I, lines 30b, 32b, and 33, and whether the organization is reporting in Part I, column (b), the number of contributions, the number of items received, or a combination of both. Also complete this part for any additional information. Schedule M (Form 990) (2012) SCHEDULE O (Form 990 or 990-EZ) Supplemental Information to Form 990 or 990-EZ Department of the Treasury Internal Revenue Service Complete to provide information for responses to specific questions on Form 990 or 990-EZ or to provide any additional information. Attach to Form 990 or 990-EZ. Name of the organization Ultimate Players Association OMB No. 1545-0047 Open to Public Inspection Employer identification number 84-1152993 Form 990, Part III, Line 4d: Program Service Expenses: 193,539, Grants and allocations: 0, Revenue: 34,971 Coaching, Youth and Observer development: Develop instructional materials, tools and programs to foster growth and knowledge at the youth level and train certified coaches and observers for all levels. Revenue includes youth/coaching development Expenses include youth development, coaching development and observer development Form 990, Part III, Line 4d: Program Service Expenses: 231,520, Grants and allocations: 0, Revenue: 117,806 International development: Foster growth of the international Ultimate community through competition and play at the international level. Revenue includes national teams. Expenses include international and national teams Form 990, Part III, Line 4d: Program Service Expenses: 37,033, Grants and allocations: 0, Revenue: 0 Information technology to support other programs Form 990 Part VI Section B Line 12 At each board meeting any director with a conflict of interest is required to disclose that conflict. Form 990 Part VI Section B Line 10a A copy of the tax return was circulated to the entire board of directors for comment. Form 990 Part VI Section B Line 15 The Board of Directors has a closed personnel session and decides on compensation and hiring issues. For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ. HTA Schedule O (Form 990 or 990-EZ) (2012) Page 2 Schedule O (Form 990 or 990-EZ) (2012) Name of the organization Ultimate Players Association Employer identification number 84-1152993 Schedule O (Form 990 or 990-EZ) (2012) Ultimate Players Association 84-1152993 Extension Explanation (8868 Page 2) State in detail why you need the extension: Additional time is needed due to unavoidable absence of an individual having sole authority to execute the return Additional time is needed to reconstruct business records destroyed by fire or other casualty of the taxpayers place of business An attempt to obtain information necessary for filing a return was requested in a timely fashion, but the information was not furnished in sufficient time to permit the timely filing of the return, or the taxpayer personally visited an IRS office for the purpose of securing information or advice and was unable to meet with an IRS representative X Additional time is needed to complete the organization's audited financial statements. Certain information needed from financial institutions has been difficult to obtain. Part VIII, Lines 1a-h (990) - Contributions, Gifts, Grants, and Other Amounts Cash 1 2 3 4 5 6 Noncash Federated Campaigns . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 . . . . . . . . . . . . . . . . . . . . . Membership dues . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2 . . . 1,519,692 . . . . . . . . . . . . . . . . . . Fundraising events . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3. . . . . . . . . . . . . . . . . . . . . . Related organizations . . . . . . . . . . . . . . . . . . . . . . . . . . . 4. . . . . . . . . . . . . . . . . . . . . . Government grants (contributions) . . . . . . . . . . . . . . . . . . . . . . 5. . . . . . . . . . . . . . . . . . . . . . All other contributions, gifts, grants, and similar amounts not included above: Corporate sponsorships 111,184 154,551 Donations 8,158 10,542 Foundation grant 7,500 Other contributions total . . . . . . . . . . . . . . . . . . . . . . . . . . 6. . . . 126,842 . . . . . . . . . 165,093 . . . . . . . . . 7 Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7 . . . 1,646,534 . . . . . . . . . 165,093 . . . . . . . . . Part VIII, Line 10 (990) - Gross Sales of Inventory Total: Category 1 51,378 Gross Sales Disks, rulebooks, videos and posters 51,378 33,371 Cost of Goods Sold 33,371 18,007 Net 18,007 Part IX, Line 22 (990) - Depreciation, Depletion, and Amortization (A) Total 1 2 3 4 (B) (C) (D) Program Management Fundraising services and general Depreciation . . . . . . . . . . . . . . 1 . . . . .26,102 . . . . . . . . 22,498 . . . . . . . . . 3,508 . . . . . . . . . .96. . . . . . Depletion . . . . . . . . . . . . . . . 2. . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Amortization . . . . . . . . . . . . . . 3. . . . . . . 0. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total . . . . . . . . . . . . . . . . .4 . . . . 26,102 . . . . . . . . .22,498 . . . . . . . . .3,508 . . . . . . . . . 96 Ultimate Players Association 84-1152993 Part X, Line 4 (990) - Accounts Receivable 1 Accounts Recievable 2 3 4 5 6 7 8 9 10 11 Total accounts receivable . . . . . . . . Accounts receivable Beginning End 28,112 8,750 Allowance for doubtful accounts Beginning End 10,000 1,000 1 2 3 4 5 6 7 8 9 10 11 . . . . . 28,112 . . . . . . . . . 8,750 . . . . . . . . 10,000 . . . . . . . . .1,000 . . . . . . . . Ultimate Players Association 84-1152993 Part X, Lines 10a and 10b (990) - Land, Buildings, and Equipment Total: Category or Item 1 Equipment Land Leasehold ImproveBuildings ments Equipment X Other Check if Check if Investment Asset Asset Disposed 248,384 Cost/Other Basis 248,384 95,012 Beginning Accumulated Depreciation 95,012 110,339 Ending Accumulated Depreciation 110,339 0 Disposals/ Adjustments 47,201 Beginning Balance 47,201 138,045 Ending Balance 138,045 Ultimate Players Association 84-1152993 Part X, Line 15 (990) - Other Assets Total: Description 1 2 3,500 Beginning Security Deposit Trademarks 3,500 End 2,200 1,300 Line 38 (990-T) - Small Corporation Exempt from Alternative Minimum Tax Determination Complete this worksheet to determine if the 501(c) corporation qualifies as a small corporation exempt from the alternative minimum tax. Yes No X If "Yes", Stop here. If "Yes", Stop here. Tax Year 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 Yes or N/A X Is this the 501(c) corporation's first year tax year in existence? Enter date of incorporation: The 501(c) corporation is exempt from AMT with no other qualification requirements. Did the 501(c) corporation lose small corporation status in a prior year? If so, enter the change date: Once a 501(c) corporation loses its small corporation status, it cannot qualify in any subsequent tax year. Annualized Gross Receipts 1,588 -2,906 1,662 -806 -2,925 -1,856 -7,458 -12,318 5,049 Prior Three Year Average 0 0 0 0 0 0 0 0 1,588 -659 115 -683 -690 -1,862 -4,080 -7,211 Enter Gross Receipts for 1995. Enter Gross Receipts for 1996. Enter Gross Receipts for 1997. Enter Gross Receipts for 1998. Enter Gross Receipts for 1999. Enter Gross Receipts for 2000. Enter Gross Receipts for 2001. Enter Gross Receipts for 2002. Enter Gross Receipts for 2003. No Did the 501(c) corporation have average annual gross receipts of $5 million or less for the FIRST three-year period beginning after 1993 (for calendar year corporations in existence on 1/1/1994 through 1996)? X Were the 501(c) corporation's average gross receipts for EVERY three-year period beginning after 1994 and ending before its tax year beginning in 2012 $7.5 million or less? (For calendar year 501(c) corporations in existence on 1/1/1994, the three year periods are: 1995-1997, 1996-1998, 1997-1999, 1998-2000, 1999-2001, 2000-2002, 2001-2003, 2002-2004, 2003-2005, 2004-2006, 2005-2007, 2006-2008, 2007-2009, 2008-2010, 2009-2011). X If the 501(c) corporation had only one prior tax year, were the gross receipts for the prior tax year $5 million or less, (or was the 501(c) corporation established before 1994)? The 501(c) corporation qualifies as a small corporation and is exempt from the alternative minimum tax. 2,200 1,300 USA Ultimate Mr. Tom Crawford 4730 Table Mesa Drive, Suite I-200C Boulder, CO 80305 USA 12 August 2013 WFDF membership of USA Ultimate To whom it may concern This is to confirm that USA Ultimate is affiliated to the World Flying Disc Federation as a full/regular national member according to WFDF Bylaws - Article III 1.1. USAU is today a member in good standing and fully meets the national membership criteria as annexed hereto. The World Flying Disc Federation is the international sports federation responsible for world governance of flying disc (FrisbeeTM) sports, including Ultimate, Guts, and Individual Events. WFDF is a federation of member associations which represent flying disc sports and their athletes in more than 56 countries. WFDF is recognised by the International Olympic Committee (IOC) and a member of SportAccord and the International World Games Association, and it is a registered not-for-profit 501(c)(3) corporation in the state of Colorado, USA. Volker Bernardi WFDF Executive Director National membership – requirements as per WFDF Bylaws: Article III: Membership and Voting 1.1 National Member: A National Member shall be a flying disc association which is the governing body for one or more Disc Games solely within a single national boundary. A National Member may represent a single Disc Game or multiple Disc Games, but there can be only one National member per Disc Game per country. To become a National Member and/or remain in good standing, a flying disc association must meet all of the following criteria, receive preliminary approval of WFDF’s Board of Directors, and be confirmed by Congress. If an incumbent National Member fails to continue to meet the membership criteria, their membership may be revoked by Congress. (a) must be organized with bylaws acceptable to WFDF; (b) must operate under the rules, policies, and programs which are in compliance with all agreements to which WFDF is a party; (c) must be open to participation without regard to race, color, religion, national origin, sex, or sexual orientation; (d) must represent a minimum of 50 individual disc players who are members of its organization (“Constituents”); (e) must hold an annual meeting and/or have another representative mechanism for its Constituents to elect a board of directors; (f) must fairly represent the interests of Constituents for the Disc Sports they represent in the country; and (g) must pay dues to WFDF as established by the Congress, and report annually regarding the number of its Constituents per the requirements as established by the Board of Directors (the “Census”). USA Ultimate Organization & Governance (Third Quarter 2013) Board of Directors 12 Directors 4 officers (President, VP, Secretary, Treasurer) Committees Staff & Volunteers Governance & Board Development CEO Nominating Audit & Ethics Competition & Athlete Programs (6) Membership & Sport Development (3) Finance & Administration(2) Judicial Spirit, Observers & Rules (SOaR) Volunteers (100s) Marketing & Comms (3) --ooOoo-- ULTIMATE PLAYERS ASSOCIATION d/b/a USA Ultimate FINANCIAL STATEMENTS for the years ended December 31, 2012 and 2011 --ooOoo-- --ooOoo-- TABLE OF CONTENTS Accountants Letter 2 Statement of Financial Position 4 Statement of Financial Activity 5 Statement of Cash Flows 6 Notes to Financial Statements 7 --ooOoo-- Jon Blomberg Certified Public Accountant 1630 30th Street #308 Boulder, Colorado 80301 USA Telephone (303) 443-8490 Fax (303) 473-0778 Board of Directors Ultimate Players Association I have audited the accompanying financial statements of Ultimate Players Association, which comprise the statement of financial position as of December 31, 2012and the related statements of activities, functional expenses, and cash flows for the year then ended, and the related notes to the financial statements. Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor’s Responsibility My responsibility is to express an opinion on these financial statements based on my audit. I conducted my audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, I express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my audit opinion. 2 Opinion In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Ultimate Players Association as of December 31, 2012 and the results of their operations and their cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America. The financial information shown for 2011 in the accompanying financial statement is included to provide a basis for comparison with 2012 and presents summarized totals only. Such information should be read in conjunction with Ultimate Players Association’s financial statements for the year ended December 31, 2011, from which the summarized information was derived. Jon Blomberg Certified Public Accountant July 1, 2013 Boulder, Colorado 3 ULTIMATE PLAYERS ASSOCIATION d/b/a USA Ultimate (A Colorado Nonprofit Corporation) STATEMENT OF FINANCIAL POSITION as of December 31 2012 2011 $ 1,026,156 733,653 $ 1,604,081 - 7,750 20,000 42,213 18,112 11,647 10,983 1,829,772 1,644,823 PROPERTY AND EQUIPMENT Furniture, fixtures and equipment Less accumulated depreciation 248,384 (110,339) 142,213 (95,012) Net property and equipment 138,045 47,201 1,300 2,200 1,300 2,200 3,500 3,500 TOTAL ASSETS $ 1,971,317 $ 1,695,524 LIABILITIES AND NET ASSETS CURRENT LIABILITIES Accounts payable Accrued liabilities Deferred revenue $ $ ASSETS CURRENT ASSETS Cash and cash equivalents Certificates of deposit Accounts receivable net of allowance for doubtful accounts of $1,000 and $10,000 Inventory Prepaid expenses Total current assets OTHER ASSETS Trademarks Security deposit Total other assets Total current liabilities NET ASSETS Unrestricted net assets Total net assets TOTAL LIABILITIES AND NET ASSETS See Notes to Financial Statements 4 54,957 83,288 497,481 31,389 66,340 426,947 635,726 524,676 1,335,591 1,170,848 1,335,591 1,170,848 $ 1,971,317 $ 1,695,524 ULTIMATE PLAYERS ASSOCIATION d/b/a USA Ultimate (A Colorado Nonprofit Corporation) STATEMENT OF FINANCIAL ACTIVITY and CHANGES IN NET ASSETS for the years ended December 31 SUPPORT AND REVENUE Membership dues Championship events Corporate sponsorship Merchandise sales Cost of sales Sport Development National Teams Youth and Coaching Development Advertising Donations Other Sanctioning Interest and dividends TOTAL SUPPORT AND REVENUE EXPENSES Program services Championship series Communication and publications National teams Member services Youth development Coaching development Observer development Marketing Sport Development and Outreach International Information technology SOTG/ Rules Total program expenses Supporting services Headquarters Board of directors Fundraising Total supporting services Total Expenses CHANGE IN NET ASSETS Net assets, beginning of year Net assets, end of year See Notes to Financial Statements 5 2012 2011 Unrestricted Unrestricted $ 1,519,692 434,597 265,735 51,378 (33,371) 92,577 117,806 34,971 9,028 26,200 10,712 14,150 7,745 $ 1,465,347 347,650 353,844 39,722 (36,520) 95,715 200 25,630 10,775 13,235 4,036 11,600 6,993 2,551,220 2,338,227 875,502 430,780 202,153 141,448 82,333 73,643 37,563 149,771 144,061 29,367 37,033 8,434 772,069 398,636 14,431 164,607 65,540 81,388 32,711 181,663 162,381 30,732 2,212,088 1,918,251 73,632 96,904 3,853 31,314 110,388 - 14,093 174,389 141,702 2,386,477 2,059,953 164,743 278,274 1,170,848 892,574 $ 1,335,591 $ 1,170,848 ULTIMATE PLAYERS ASSOCIATION d/b/a USA Ultimate (A Colorado Nonprofit Corporation) STATEMENT OF CASH FLOWS for the years ended December 31 Cash flows from operating activities: Change in net assets Adjustments to reconcile changes in net assets to cash provided by operating activities: Depreciation Increase (decrease) in allowance for doubtful accounts Decreases (increases) in operating assets: Accounts receivable Inventory Prepaid expenses Increase (decrease) in operating liabilities: Accounts payable Accrued liabilities Deferred revenue 2012 $ 164,743 2011 $ 278,274 26,102 (9,000) 21,049 - 19,362 (8,353) (31,230) 43,528 (318) 23,568 16,948 70,534 5,090 51,003 86,737 272,674 485,363 (733,653) (116,946) (5,457) Net cash flows from investing activities (850,599) (5,457) NET INCREASE (DECREASE) IN CASH (577,925) 479,906 1,604,081 1,124,175 $ 1,026,156 $ 1,604,081 Net cash flows from operating activities Cash flows from investing activities: Purchase of property and equipment Cash at beginning of period Cash at December 31 See Notes to Financial Statements 6 ULTIMATE PLAYERS ASSOCIATION d/b/a USA Ultimate NOTES TO FINANCIAL STATEMENTS Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The financial statements of the Ultimate Players Association (Association) have been prepared on the accrual basis. The preparation of financial statements requires the organization’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The significant accounting policies followed are described below. Organization Ultimate Players Association serves as the governing body of the sport of Ultimate in the United States of America, making it responsible for the promotion and support of the sport, preserving the integrity of the sport and serving the needs of the players. During 2010 the Association trade marked the name USA Ultimate. Basis of Presentation The financial statement presentation follows the professional standards that require the Association to report information regarding its financial position and activities according to three classes of net assets: unrestricted net assets, temporarily restricted net assets, and permanently restricted net assets. Promises to Give Contributions are recognized when the donor makes a promise to give to the Association that is, in substance, unconditional. Contributions that are restricted by the donor are reported as increases in unrestricted net assets if the restrictions expire in the fiscal year in which the contributions are recognized. All other donor-restricted contributions are reported as increases in temporarily or permanently restricted net assets depending on the nature of the restrictions. When a restriction expires, temporarily restricted net assets are reclassified to unrestricted net assets. Contributions The Association has adopted professional standards that require contributions received to be recorded as unrestricted, temporarily restricted, or permanently restricted support depending on the existence and/or nature of any donor restrictions. The Association has not received any contributions with donor-imposed restrictions that would result permanently restricted net assets. Cash and Cash Equivalents The Association considers all unrestricted highly liquid investments with an initial maturity of three months or less to be cash equivalents. Cash and cash equivalents consist of the Association’s checking and money market accounts. The Association maintains its cash and cash equivalents at a commercial banks and at an online payment service. In the event of a bank failure the Association might only be able to recover the amounts insured. Inventory Inventory consists of discs, videos, publications, clothing and other merchandise and it is valued at the lower of cost or market. 7 ULTIMATE PLAYERS ASSOCIATION d/b/a USA Ultimate NOTES TO FINANCIAL STATEMENTS Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Functional Expenses The Association allocates its expenses on a functional basis among its various programs and support services. Expenses that can be identified with a specific program and support services are allocated directly according to their natural expenditure classification. Other expenses that are common to several programs or support services are allocated based on various statistical relationships. Credit Risk Assets that potentially subject the Association to concentrations of credit risk consist principally of cash and cash equivalents. The association has bank accounts at several financial and at an online payment processing service. Some of these balances are insured by the Federal Deposit Insurance Corporation. Land, Buildings and Equipment The Association capitalizes all expenditures for land, building, equipment and furniture in excess of $200. Fixed assets are recorded at cost or, in the case of donated property, at their estimated fair value at date of receipt. Depreciation is calculated by the straight-line method over the estimated useful lives of the assets, which range from five to seven years. Costs of repairs and maintenance are charged to operating expense as they are incurred. Donated Services No amounts have been reflected in the financial statements for donated services. The Association pays for most services requiring specific expertise. However, many individuals volunteer their time and perform a variety of tasks that assist the Association with specific programs, and various committee assignments. The value of these services has not been recognized in these financial statements because the criteria for recognition under SFAS Number 116 have not been satisfied. Advertising The Association follows a policy of charging the costs of advertising to expense as incurred. Comparative Financial Information The financial information shown for 2011 in the accompanying financial statement is included to provide a basis for comparison with 2012 and presents summarized totals only. Such information should be read in conjunction with Association’s financial statements for the year ended December 31, 2011, from which the summarized information was derived. Reclassifications Certain amounts in the prior-year financial statements have been reclassified for comparative purposes to conform to the presentation in the current year financial statements. Note 2 - INCOME TAXES The Association is exempt from Federal Income Taxes under Section 501(c) (3) of the United States Internal Revenue Code. Association is also exempt from State of Colorado Income Taxes. The Association has also been classified as an entity that is not a private foundation. 8 ULTIMATE PLAYERS ASSOCIATION d/b/a USA Ultimate NOTES TO FINANCIAL STATEMENTS Note 3 - INVESTMENTS The Association carries investments in marketable securities with a readily determinable fair value and all investments in debt securities at their fair values in the statement of financial position. Unrealized gains and losses are included in the change in net assets in the accompanying statement of activities. As of December 31, 2012 the Associations investments consisted of the following certificates of deposit: Maturity Interest Principal Date Rate Balance June 2014 August 2013 December 2015 1.04% 0.90% 0.70% $ Total 245,813 245,327 242,513 733,653 Note 4 – LEASE AGREEMENT The Association leases office space under a non-cancelable operating lease requiring payments of approximately $4,000 per month through December 31, 2013. Future minimum lease payments are approximately: 2013 $58,000 Note 5 – DEFERRED REVENUE The Association recognized membership dues as revenue when earned. Lifetime membership dues are amortized over 15 years. Deferred revenue consists of the following: as of December 31 2012 2011 Lifetime membership dues $ 86,377 $ 85,270 Prepaid membership dues 2011 through 2017 396,452 335,967 Sanction event fees 14,652 3,890 Other 1,820 Totals $ 497,481 $ 426,947 Note 6 – RELATED PARTY TRANSACTION The Association has an employment agreement with its Executive Director that runs through 2018. Note 5 – SUBSEQUENT EVENTS Management has evaluated subsequent events through July 1, 2013, the date which the financial statements were available to be issued. 9 USA Ultimate 2013 Approved Budget 2013 BUDGET INCOME 4000 · Member Dues 4100 · Outreach Revenue 4200 · Championship Series Events 4300 · Sponsorship & Licensing 4400 · Sales 4500 · Contributions 4600 · Media Advertising 4700 · Income from Sanctioned Events 4800 · Interest Income 4850 · National Teams Revenue 4900 · Other Income 4950 · Youth & Coaching Devevelopment Revenue TOTAL INCOME COST OF GOODS SOLD 5000 · Cost of Goods Sold GROSS PROFIT EXPENSES 6100 · Championship Series 6200 · Youth & Coaching Development Expenses 6300 · International Programs 6350 · National Teams Expenses 6400 · Member Services Expenses 6480 · Rules, Spirit of the Game and Disc Standards 6500 · Marketing Expenses 6600 · Communications & Publications 6700 · Outreach & Sanctioning 6750 · Fundraising Expenses 6800 · Operations 6900 · Board of Directors TOTAL EXPENSES NET INCOME/(LOSS) 1,584,800.00 106,100.00 483,700.00 276,300.00 57,600.00 23,500.00 20,000.00 12,000.00 10,000.00 120,000.00 51,000.00 52,400.00 2,797,400.00 52,700.00 2,744,700.00 644,000.00 121,300.00 4,800.00 213,100.00 82,100.00 500.00 199,000.00 131,700.00 83,000.00 12,100.00 1,170,700.00 25,600.00 2,687,900.00 56,800.00 USA Ultimate 2014 Approved Budget 2014 BUDGET INCOME 4000 · Member Dues 4100 · Outreach Revenue 1,715,300.00 112,100.00 4200 · Championship Series Events 573,400.00 4300 · Sponsorship & Licensing 325,100.00 4400 · Sales 59,200.00 4500 · Contributions 21,000.00 4600 · Media Advertising 20,000.00 4700 · Income from Sanctioned Events 15,000.00 4800 · Interest Income 4850 · National Teams Revenue 4900 · Other Income 4950 · Youth & Coaching Devevelopment Revenue TOTAL INCOME 14,000.00 121,200.00 36,000.00 51,400.00 3,063,700.00 COST OF GOODS SOLD 5000 · Cost of Goods Sold GROSS PROFIT 60,100.00 3,003,600.00 EXPENSES 6100 · Championship Series 673,800.00 6200 · Youth & Coaching Development Expenses 6300 · International Programs 124,400.00 6350 · National Teams Expenses 160,200.00 6400 · Member Services Expenses 6,300.00 89,000.00 6480 · Rules, Spirit of the Game and Disc Standards 6500 · Marketing Expenses 260,000.00 6600 · Communications & Publications 133,400.00 6700 · Outreach & Sanctioning 6750 · Fundraising Expenses 6800 · Operations 6900 · Board of Directors TOTAL EXPENSES NET INCOME/(LOSS) 500.00 78,200.00 13,400.00 1,391,300.00 23,000.00 2,953,500.00 50,100.00 Attachment L. Election/Selection of Governing Board Members USA Ultimate’s Board of Directors is composed of 12 members. Amongst the 12 members, there are four types of Directors: Elected (by whom, number) Elite Athlete (Elite Athletes, 3) At‐Large (Full USA Ultimate membership, 4) Selected (by whom, number) Independent (Board of Directors, 3) Appointed (Board of Directors, 2) Definitions/requirements for each type of Board Member, taken from USA Ultimate’s bylaws, are shown at the end of this document. For elected Directors, one percent of the relevant electorate must vote in order for a vote to be considered valid. For selected Directors, a majority of a quorum of the Board of Directors must vote in favor of a candidate for the vote to be considered valid. Directors serve for three‐year terms. The terms of four members expire each year, and simultaneously the terms of four members are initiated. Any individual may serve up to two consecutive three year terms, after which that individual may not be a member of the Board for at least one year. Definitions/requirements for Board member types: At‐Large Board Members. Each At‐Large Board Member must be a member of USA Ultimate in good standing. At‐Large Board members shall not represent any one region, district or constituency group and shall act in the best interests of USA Ultimate without regard to geographic allegiance or other concerns. Elite Athlete Board Members. Each Elite Athlete Board Member must qualify as an Elite Athlete at the time of election and must be a current member of USA Ultimate in good standing. "Elite Athlete" shall mean a USA Ultimate member who has either (i) within the last ten (10) years preceding election, represented the United States in a world championship event recognized by WFDF for which a competitive selection process was administered by USA Ultimate or an international championship recognized by WFDF or (ii) within twenty‐four (24) months prior to election (a) finished in the top half of USA Ultimate’s national championship or team selection competition for an international championship recognized by WFDF or (b) has been a member of USA Ultimate’s national team. Appointed Board Members. Appointed Board Members shall not represent any one region, district or constituency group and shall act in the best interests of USA Ultimate without regard to geographic allegiance or other concerns. Independent Board Members. The Board of Directors, through its Nominating Committee, shall affirmatively make a determination as to the independence of each Independent Board Member and shall disclose those determinations to the Board of Directors. An "Independent Board Member" shall be determined to have no material relationship with USA Ultimate, either directly or through an organization that has a material relationship with USA Ultimate. A relationship is "material" if, in the judgment of the Nominating Committee, it would interfere with the Board Member’s independent judgment. To assist it in determining whether a Board Member is independent, the Nominating Committee shall apply guidelines (omitted for brevity, available in USA Ultimate bylaws) on a case by case basis. Attachment M. USA Ultimate Designated Committees Governance and Board Development Nominating Audit and Ethics Judicial Spirit, Observers and Rules (SOaR) Attachment N. USA Ultimate Board of Directors Mike Payne, President Athlete: Mike captained and played for World and National Champion San Francisco Revolver through October 2011. Gwen Ambler, Vice President Athlete: Gwen plays on Seattle Riot. She was a member of our World Games Gold Medal team in 2009 and has played at multiple World Championships over the past decade. She won a silver medal at our 2012 National Championships. Kathy Hendrickson, Treasurer Mike Kinsella, Secretary Colin McIntyre Mandy Eckhoff Greg Downey Mary Clare Brennan Henry Thorne Stephen Hubbard Sandy Park Ben Slade Athlete: Sandy competed for USA Ultimate in the 2011 World Championships and won a gold medal USA Ultimate Mr. Tom Crawford 4730 Table Mesa Drive, Suite I-200C Boulder, CO 80305 USA 12 August 2013 WFDF membership of USA Ultimate To whom it may concern This is to confirm that USA Ultimate is affiliated to the World Flying Disc Federation as a full/regular national member according to WFDF Bylaws - Article III 1.1. USAU is today a member in good standing and fully meets the national membership criteria as annexed hereto. The World Flying Disc Federation is the international sports federation responsible for world governance of flying disc (FrisbeeTM) sports, including Ultimate, Guts, and Individual Events. WFDF is a federation of member associations which represent flying disc sports and their athletes in more than 56 countries. WFDF is recognised by the International Olympic Committee (IOC) and a member of SportAccord and the International World Games Association, and it is a registered not-for-profit 501(c)(3) corporation in the state of Colorado, USA. Volker Bernardi WFDF Executive Director National membership – requirements as per WFDF Bylaws: Article III: Membership and Voting 1.1 National Member: A National Member shall be a flying disc association which is the governing body for one or more Disc Games solely within a single national boundary. A National Member may represent a single Disc Game or multiple Disc Games, but there can be only one National member per Disc Game per country. To become a National Member and/or remain in good standing, a flying disc association must meet all of the following criteria, receive preliminary approval of WFDF’s Board of Directors, and be confirmed by Congress. If an incumbent National Member fails to continue to meet the membership criteria, their membership may be revoked by Congress. (a) must be organized with bylaws acceptable to WFDF; (b) must operate under the rules, policies, and programs which are in compliance with all agreements to which WFDF is a party; (c) must be open to participation without regard to race, color, religion, national origin, sex, or sexual orientation; (d) must represent a minimum of 50 individual disc players who are members of its organization (“Constituents”); (e) must hold an annual meeting and/or have another representative mechanism for its Constituents to elect a board of directors; (f) must fairly represent the interests of Constituents for the Disc Sports they represent in the country; and (g) must pay dues to WFDF as established by the Congress, and report annually regarding the number of its Constituents per the requirements as established by the Board of Directors (the “Census”). Attachment Q. Sanctioning Requirements League Sanctioning Our goal is to assist organizers with running SAFE, HIGH QUALITY, and WELL‐ORGANIZED events. It is mandatory that any organizer interested in applying for USAU event sanctioning first read the following guidelines which are required for hosting a USAU sanctioned event. The following requirements have been established by the USAU staff in collaboration with qualified committees in order to provide a standardized level of quality across the organization's events, sanctioned and affiliated activities. These are considered a minimum standard and organizers are always encouraged to exceed these expectations! Competition 1. Rules and Player Eligibility o All events must use the current edition of USA Ultimate rules (including Spirit of the Game). Experimental rules must be pre‐approved by USA Ultimate. o Organizers must be aware of the current college eligibility rules and must be aware that participation in a sanctioned event may initiate a player’s college eligibility period. o Any player that has been suspended or is appealing a suspension from USA Ultimate Conduct Committee may not participate in a USA Ultimate sanctioned event. 2. Observers o If observers are used, they must be USA Ultimate Certified Observers (there is no requirement to use observers) 3. Spirit Rankings/Ratings o If collecting spirit ranking scores, use USA Ultimate Spirit Ranking Guidelines and form Registration 1. Prior Organizer Experience/Training o Applicant must be a current USAU member in good standing and over 18 years of age. All applications are subject to approval. 2. Registration Requirements: Notice to Teams/Players o Publish that the league is sanctioned by USA Ultimate. o Announce player and event registration requirements. 3. Communication o All organizers must communicate the following information to teams/players attending the event: 4. Player Registration and Membership o Before play can begin, all participants must: complete/sign a USAU waiver of liability pay the USAU single event or annual membership fee 5. Rostering Process o All participants must be listed on a roster for that event. o Initial rosters must be received within one week of the event start date and initial waivers/fees within two weeks of the event start date. o Roster format: There are three ways that league rosters can be submitted. Please note that handwritten rosters are no longer accepted for leagues Hospital/safety and on‐site emergency info Schedule Format Field directions Event contacts Rosters may be entered in the USA Ultimate Online Rostering System (this requires names and ID#s for all players). An excel file listing all players can be emailed to sanctioning@usaultimate.org. The file must contain the following for all players; name, USAU ID# (if known), phone, address, email, birthday, gender. The USA Ultimate Sanctioned Event Roster Form can be used and emailed to sanctioning@usaultimate.org. 6. Post‐Event Deadlines o Final event materials must be sent to USAU no later than 5 business days (postmarked) after the event. Send via priority mail or comparable. Event materials are the responsibility of the event manager until received by HQ. Provisions & Amenities 1. Water/Bathrooms o Availability of water and bathrooms at the event field site(s) must be communicated to all players prior to the event. 2. Fields o Must use safe athletic fields with cones and safety buffers (minimum of 3 yds to equipment, 4 yds between fields, 5 yds to hazards/padding). o Event managers must avoid destruction of fields, communicate with field provider re: weather policies and field use, and obtain any required permits and permissions to use fields. 3. Event Name and Event Logo o Event must be identified as a USA Ultimate Sanctioned Event in publications or promotional material, using the USA Ultimate Sanctioned Event Logo. Health, Safety & Liability Requirements 1. Emergency Medical and Safety Plan o 2. Medical Area Requirements o Must keep copy at designated medic area at event site and communicate information in plan to teams prior to the event For any field site with more than 1 playing field, a set medical area must be designated for the duration of the event 3. Medical Staff Requirements Heat Time for Participant Normal Event Size (# Caution ambulance Age Conditions of people (Heat Index to arrive women>55, including (Heat Index >=90F and >15mins men>50 <90F) spectators) <100F)** < 50 A B C C 50 ‐ 250 B B D D 250‐500 D D D and AED D and AED 1ATC and 501‐999 1ATC 1ATC 1ATC and AED AED 2ATC* and 2ATC* and EMT, 2ATC* EMT, 2ATC* 1000‐1999 AED AED and AED and AED 3ATC* and EMT, 3ATC* EMT, 3ATC* EMT, 3ATC* >=2000 AED and AED and AED and AED *If majority of people are spectators, 2ATC can be replaced by D and 1ATC; 3ATC can be replaced by 2D and 1ATC. **When Heat Index gets to 100F, play must be suspended until heat index falls below 100F. Medical Contact (MC) must be 25 or older, must know how to get to the nearest hospital and must be able to call 911 immediately if needed. Key: A = MC is on‐site participant B = MC is on‐site non‐participant C = MC is on‐site participant with basic first aid knowledge and CPR training D = MC is on‐site non‐participant with basic first aid knowledge and CPR training ATC = Certified Athletic Trainer AED = An Automated External Defibrillator (AED) is present at the tournament site EMT = Emergency Medical Technician or Paramedic on‐site Note: If using satellite field sites, you must meet the above requirements for each satellite field site (more than 5 minutes away). For example: If there are 500 players at one field site and 50 on another (that is more than 5 minutes away) then the first field site must at least meet the 250‐500 event size requirements and the second field site must meet 50‐250 event size requirements for my small field site. 4. Health and Safety Tips o Information will be distributed to team contacts in a pre‐event email sent by USAU staff 5. Weather Policy o Complete the Inclement Weather Plan and share plan with team contacts. o In the event that changes need to be made to the competition format or schedule, the Formats Committee and Formats Manual are available as resources. (Note: Changes to Championship Series events must be approved by the appropriate USA Ultimate coordinator.) 6. Lightning Policy o Please review these guidelines before your event and keep on hand for reference. Adapted from the 2002‐2003 NCAA Sports Medicine Handbook Lightning Safety Guidelines: Lightning can be a significant threat to the safety of participants in outdoor athletic events like Ultimate. The odds of being struck by lightning are significant reduced when proper safety precautions are taken. The following preventative steps should be taken by USA Ultimate event coordinators in an effort to maintain the safety of participants and spectators. Establish a chain of command to determine who is watching for a potential lightning threat and who will make the call to stop play and send individuals to safety. Establish a means by which lightning safety decisions and procedures will be communicated effectively to participants and spectators. Establish a means to monitor local weather conditions and weather advisories / warnings both prior to and during the event. Be aware of and be able to communicate to participants and spectators the location of the closest safe shelter. Safe shelter includes the following: First choice: Any frequently used building with electrical wiring and plumbing facilities which will help to ground the structure. Shower facilities should be avoided. Showers and other plumbing facilities should not be used during a storm event. Second choice: Any fully enclosed vehicle with a hard top and closed windows. It is not the rubber tires that protect the occupants from a lightning strike, but the hard metal framework which dissipates the electric charge around the vehicle. It is important to not touch the sides of the vehicle. Use the Flash‐to Bang method to determine when and if you need to send people to shelter. By the time the Flash‐to‐Bang count has reached 30 seconds, all individuals should be in a safe shelter location. Flash‐to‐Bang: Begin counting when a lightning flash is sighted. Stop counting when the associated thunder is heard. Divide the count by 5 to determine how far away the lightning is. 30 seconds equals about 6 miles. Lightning has been known to strike from as far away as 10 miles, even under clear skies. Wait at least 30 minutes after the last flash of lightning or sound of thunder before resuming play. If you can't get to a safe shelter, try to avoid being the tallest object in an open field or on open water. Avoid other tall objects, metal objects, and water. Assume a crouch position with only the balls of your feet touching the ground, your arms wrapped around your knees, and your head lowered. Minimize contact with the ground. Do not lie flat. Avoid using telephone land lines. Cell phones are safe provided the person has followed other safety guidelines. If someone is struck by lightning, observe the following procedures: Survey the scene for safety Call 911 Lightning victims are safe to touch. They do not carry a charge. 7. Extreme Heat and Cold o Refer to Medical Staff Requirements above. When the Heat Index reaches 100F, play must be suspended. In colder temperatures and/or wetter conditions, it is important to be cognizant of conditions conducive to hypothermia. Organizers should consult with event medical staff, discuss the situation with team captains, and be willing to adjust the schedule or delay/cancel games to ensure player safety. 8. Nutrition o If necessary, move victim carefully to a safer location. Evaluate airway, breathing and circulation. Begin CPR if necessary. Evaluate and treat for hypothermia, shock, fractures, and/or burns Refer to the Health and Safety Tips for some basic nutrition information. 9. Alcohol Policy o USA Ultimate does not condone the unlawful or unauthorized use, possession, distribution, consumption, promotion, marketing, or sale of alcoholic beverages at USA Ultimate official, sponsored, sanctioned or affiliated events. USA Ultimate members, players, organizers or representatives of the organization, must not compete at USA Ultimate official, sponsored, sanctioned or affiliated events, or carry out responsibilities related to official organization and event business, while under the influence of alcohol or illegal/banned drugs. Additionally, these individuals must not engage in the unlawful or unauthorized use, possession, distribution or consumption of alcoholic beverages or illegal/banned drugs at said events or while representing USA Ultimate in an official capacity. Alcohol shall not be marketed, provided, served or sold at USA Ultimate official, sponsored, sanctioned or affiliated youth events (events where all of the participants are under 21). NOTE: USA Ultimate liability insurance for your event does not include alcohol liability. 10. Minors The following requirements apply to any event where youth (under 18) are allowed to participate. Chaperones For all USA Ultimate events, one* USA Ultimate approved chaperone is required for each team with a player under the age of 18. The chaperone must be listed on the team roster. An approved chaperone is an individual who: 1. has a USA Ultimate account (no membership required); 2. has completed a USAU liability waiver; 3. is 21 or older; 4. has completed a background screening through the National Center for Safety Initiatives and received a "green light" (This process takes 2‐10 days and is good for two years.). *Some championship events may require more than one approved chaperone. Medical Authorization Form A Medical Authorization form is required for all players under 18 and must be given to the team chaperone. The team chaperone must keep the form on site with them throughout the event in case of an emergency (please note that medical authorization forms are not submitted to USA Ultimate). Alcohol Policy at Youth Events Alcohol shall not be marketed, provided, served or sold at USA Ultimate official, sponsored, sanctioned or affiliated youth events (events where all of the participants are under 21). Competition Requirements For youth events, the following schedule parameters are mandatory: 1. Max 3 games/day and 6 max on the weekend when using full length (2 hour, games to 15); 2. Option to have more games within the 6 hour (per day) max game time (if # of teams/competition necessitates); 3. Minimum of 30 minutes from hard cap to start of next round; 4. If teams have more than 2 games in a day, one 1‐hour break between games is recommended. For non‐youth events with youth players‐ while the above schedule parameters are not required, please be aware of youth participants in the event when creating the event schedule. Additional Safety Considerations Organizers should give special consideration when youth are present. Keep safety a priority. When minors are permitted to play with adults, consider: o o o o o appropriate SKILL LEVEL adequate BODY SIZE LANGUAGE presence of ALCOHOL age‐appropriate SOCIAL ACTIVITIES 11. Liability Insurance o USA Ultimate sanctioned, sponsored and series events receive full coverage under our general liability policy. USA Ultimate insurance covers Ultimate and Ultimate‐related activities only. Tournament Sanctioning Competition Requirements Competitive Recreational Classic Premier Use current edition of USAU Rules. Experimental rules √ √ √ must be pre‐approved Minimum 11 point games √ √ Gender Ratios for mixed divisions must be 3/4 or 4/3 √ √ (offense decides) Players must meet all applicable eligibility √ √ √ requirements for event 2. Schedule Adhere to USAU Cap √ √ regulations No more than 5 games/day, √ √ 9/2days 3. Results Required Results Reporting √ √√ Reporting on Score Reporter 4. Observers Any observers used must be √ √ √ USAU certified 5. Spirit If collecting spirit ranking Ratings/Rankings scores: use USAU standards and feedback forms and √ √ √ awards and publishing processes Key: √ means requirement applies to that event type, multiple √s indicate an increased requirement. 1. Rules and Player Eligibility 1. Rules and Player Eligibility o All events must use the current edition of USA Ultimate rules (including Spirit of the Game). Experimental rules must be pre‐approved by USA Ultimate. Minimum Point Totals o Competitive events: games must be played to a score of at least 11 (unless affected by a cap). Recreational events: no requirements for game point totals. Gender Ratios: Competitive events: gender ratios for mixed division games must be 3/4 or 4/3 (offense decides). o Only college eligible participants are eligible to play on college teams at college regular season events. There are no college eligibility requirements for non‐college regular season events. o Organizers must be aware of the current college eligibility rules and must be aware that participation in a sanctioned event may initiate a player’s college eligibility period. o Any player that has been suspended or is appealing a suspension from USA Ultimate Conduct Committee may not participate in a USA Ultimate‐sanctioned event. 2. Schedule o Recreational events: no gender ratio requirements. Competitive events: events must follow USA Ultimate cap regulations. No more than 5 games per day, no more than 9 games over 2 days. Recreational events: no requirements 3. Results Reporting Competitive Recreational Classic Premier no requirements scores posted within scores posted by midnight on each day 24 hours on score of play reporter 4. Observers o 5. Spirit Rankings/Ratings o No requirements at this time 7. Statistics o If collecting spirit ranking scores: use USA Ultimate Spirit Ranking Guidelines and form 6. Uniforms o If observers are used, they must be USA Ultimate Certified Observers (there is no requirement to use observers) No requirements at this time 8. Format o No format requirements at this time 9. Placement Games o No requirements at this time Registration Requirement Competitive Classic Premier Recreational 1. Prior Organizer At least 18 years old and a member in good standing, √ √ √ / Experience / subject to approval Training Must have prior sanctioning experience or receive pre‐ √ approval 2. Event Two event √ √ √ Staff/Volunteers organizers/contacts required. Additional staff requirements (√=min 1 staff/field site; √ √√ √√=min 1 staff/field site plus 1 staff/4 fields) Notify teams of registration 3. Registration requirements prior to event √ √√ √ Requirements (√=5 days, √√=10 days) 4. Communication Communicate hospital/safety and on‐site emergency info, schedule, format, field √ √ √ directions, contacts, link to SRT to teams/players Post online √ √√ 5. Player Waiver and membership Registration and required √ √ √ Membership 6. Rostering All Participants must be on a √ √ √ Process roster for the event Online roster for each team √ √√ required 7. Post Event Final event materials due Deadlines within 5 days of conclusion of √ √ √ event Key: √ means requirement applies to that event type, multiple √s indicate an increased requirement. 1. Prior Organizer Experience/Training o All applicants must be a USAU member in good standing and be at least 18 years of age. All applications are subject to approval. o Competitive Premier: Applicant must have prior sanctioning experience or receive pre‐ approval. 2. Event Staff and Volunteers o See chart (*Staff can be overall event staff, not necessarily staff for only 4 fields.): Competitive Classic Recreational Premier 2 organizers/ contacts; min 2 organizers/ 2 organizers/ contacts; min. of 1/ of 1 staff/ field site and 1 contacts staff/ 4 fields* field site 3. Registration Requirements: Notice to Teams o Publish that the event is sanctioned by USA Ultimate o Recreational and Competitive Classic: Organizers must announce player and event registration requirements to teams at least 5 days prior to event o Competitive Premier: Organizers must announce player and event registration requirements to teams at least 10 days prior to event 4. Communication o All organizers must communicate the following Pre‐Event Information to teams/players attending the event: o Hospital/safety and on‐site emergency info Schedule Format Field directions Event contacts Link to the Score Reporting/Event Mgmt tool (SRT) Timeline for communicating the Pre‐event Info: Competitive Classic Premier 3 days before event: must email and post on score reporter page at a minimum, may also include on 5 days before event: must email and post on score reporter page at a minimum, may also include on Recreational Must be communicated to teams prior to the event‐ no online posting requirement a separate event website 5. Player Registration and Membership o Before play can begin, all participants must register by: a separate event website signing a USAU waiver of liability paying the USAU single event or annual membership fee 6. Rostering Process o All participants must be listed on a roster for that event. See rostering details below: Competitive Recreational Classic Premier Online rostering required; all rosters must be started (w/ chaperone listed if applicable) in the online system at least 3 days before event; on‐site player adds accepted. College/Club Regular Season events have additional requirements. Online rostering required; all rosters must be started in the online system at least 5 days before event (w/ chaperone listed if applicable); final roster due 48 hrs before event. College/Club Regular Season events have additional requirements. Online rosters pre‐event or paper rosters at event are accepted 7. Post‐Event Deadlines o Final event materials must be sent to USAU no later than 5 business days (postmarked) after the event. Send via priority mail or comparable. o Materials should be organized by team. Provisions & Amenities Requirements 1. Water 2. Bathrooms 3. Food Competitive Recreational Classic Premier Min. one water station per field site 1 bathroom/80 attendees Vendors must have permits; compliance with local health standards/ ordinances √ √ √ √ √ √ √ √ √ Communicate event food options to teams/ players prior to event 4. Fields Must have all required permits; Avoid destruction of fields; Communicate w/ field provider re: weather policies and field use Safe athletic fields w/cones and safety buffers Use full‐sized field OR one of 2 pre‐approved alternative sizes 5. Website Enter event in SRT Include required Pre‐Event Information on event site 6. Event Name / Logo Identify event as a USAU sanctioned event Event logo required 7. Travel Info / Post event and Lodging Arrangements accommodations information online 8. Event Guide Available online and copy provided to teams √ √ √ √ √ √ √ √ √ √ √ √ √ √ √√ √ √√ √ √ √ √ √√ √ √ 9. Scoreboards 10. Game Discs 11. Sponsorships Scores posted at event HQ √ √ Provide min. of 1/team √ Sponsorships may not conflict with USA Ultimate √ √ √ sponsors/commitments Key: √ means requirement applies to that event type, multiple √s indicate an increased requirement. 1. Water o Minimum of one water station (area with continuously accessible potable water readily available) per field site. One water station/4 fields is recommended. 2. Bathrooms o 1 unit/75 attendees/site; accessible throughout event o Portables cleaned daily 3. Food o Any vendors must have all required permits o If you are providing food, you must be in compliance with local health standards and ordinances o Communicate available food options (on or off‐site) to teams/players prior to the event 4. Fields o Organizers must obtain any required permits and permissions to use fields. o Safe athletic fields with cones and safety buffers (minimum of 3 yds to equipment, 4 yds between fields, 5 yds to hazards/padding). o Avoid destruction of fields and communicate with field provider re: weather policies and field use. o There are no field size requirements for Beach Ultimate. For grass fields, see the following field size requirements: Competitive Recreational Classic Premier Full sized OR the following variation: 105 yards length: 65 yard playing field and 20 yard end zones; 35 yard min width; recommend semis/finals be played on full‐sized fields Full sized OR the No field size following variation: requirements 105 yards length: 65 yard playing field and 20 yard end zones; 35 yard min width; recommend semis/finals be played on full‐sized fields 5. Website and Score Reporter Tool o Create your event including minimum of event name and contact information in the Score Reporter Tool. Timeline for Recreational and Competitive Classic events ‐ 5 days before the event, Competitive Premier events, 10 days before the event. o Identify your event as a USA Ultimate Sanctioned event o If hosting an additional event website (besides SRT), provide link between the two. 6. Event Name and Logo o All events must be identified as a USAU sanctioned event and include the USA Ultimate Sanctioned Event Logo on the event website and where the event logo appears. o Competitive Premier Events: Must have an event logo. 7. Travel Information and Lodging Arrangements o Directions and/or address to fields and any event lodging must be provided on the website. o Competitive Premier Events: Must provide lodging recommendations. 8. Event Guide/Program o 9. Scoreboards o Competitive Events: Scores must be posted at tournament HQ 10. Game Discs o Competitive Premier: Event guide/program required to be posted online and at least one printed copy provided to each team at the event; must include the required Communication Information, Event Logo and USAU Logo. Competitive Premier Events: Provide min. of one game disc per team. 11. Sponsorships o Sponsorships may not conflict with USA Ultimate sponsors/commitments. Health, Safety & Liability Requirements 1. Emergency Medical and Safety Plan o 2. Medical Area Requirements o Must keep copy at designated medic area at event site and communicate information in plan to teams prior to the event For any field site with more than 1 playing field, a set medical area must be designated for the duration of the event 3. Medical Staff Requirements Heat Time for Participant Normal Event Size (# Caution ambulance Age Conditions of people (Heat Index to arrive women>55, including (Heat Index >=90F and >15mins men>50 <90F) spectators) <100F)** < 50 A B C C 50 ‐ 250 B B D D 250‐500 D D D and AED D and AED 1ATC and AED 2ATC* and 2ATC* and EMT, 2ATC* EMT, 2ATC* 1000‐1999 AED AED and AED and AED 3ATC* and EMT, 3ATC* EMT, 3ATC* EMT, 3ATC* >=2000 AED and AED and AED and AED *If majority of people are spectators, 2ATC can be replaced by D and 1ATC; 3ATC can be replaced by 2D and 1ATC. **When Heat Index gets to 100F, play must be suspended until heat index falls below 100F. Medical Contact (MC) must be 25 or older, must know how to get to the nearest hospital and must be able to call 911 immediately if needed. 501‐999 1ATC 1ATC 1ATC and AED Key: A = MC is on‐site participant B = MC is on‐site non‐participant C = MC is on‐site participant with basic first aid knowledge and CPR training D = MC is on‐site non‐participant with basic first aid knowledge and CPR training ATC = Certified Athletic Trainer AED = An Automated External Defibrillator (AED) is present at the tournament site EMT = Emergency Medical Technician or Paramedic on‐site Note: If using satellite field sites, you must meet the above requirements for each satellite field site (more than 5 minutes away). For example: If there are 500 players at one field site and 50 on another (that is more than 5 minutes away) then the first field site must at least meet the 250‐500 event size requirements and the second field site must meet 50‐250 event size requirements for my small field site. 4. Health and Safety Tips o Information will be distributed to team contacts in a pre‐event email sent by USAU staff 5. Weather Policy o Complete the Inclement Weather Plan and share plan with team contacts. o In the event that changes need to be made to the competition format or schedule, the Formats Committee and Formats Manual are available as resources. (Note: Changes to Championship Series events must be approved by the appropriate USA Ultimate coordinator.) 6. Lightning Policy o Please review these guidelines before your event and keep on hand for reference. Adapted from the 2002‐2003 NCAA Sports Medicine Handbook Lightning Safety Guidelines: Lightning can be a significant threat to the safety of participants in outdoor athletic events like Ultimate. The odds of being struck by lightning are significant reduced when proper safety precautions are taken. The following preventative steps should be taken by USA Ultimate event coordinators in an effort to maintain the safety of participants and spectators. Establish a chain of command to determine who is watching for a potential lightning threat and who will make the call to stop play and send individuals to safety. Establish a means by which lightning safety decisions and procedures will be communicated effectively to participants and spectators. Establish a means to monitor local weather conditions and weather advisories / warnings both prior to and during the event. Be aware of and be able to communicate to participants and spectators the location of the closest safe shelter. Safe shelter includes the following: First choice: Any frequently used building with electrical wiring and plumbing facilities which will help to ground the structure. Shower facilities should be avoided. Showers and other plumbing facilities should not be used during a storm event. Second choice: Any fully enclosed vehicle with a hard top and closed windows. It is not the rubber tires that protect the occupants from a lightning strike, but the hard metal framework which dissipates the electric charge around the vehicle. It is important to not touch the sides of the vehicle. Use the Flash‐to Bang method to determine when and if you need to send people to shelter. By the time the Flash‐to‐Bang count has reached 30 seconds, all individuals should be in a safe shelter location. Flash‐to‐Bang: Begin counting when a lightning flash is sighted. Stop counting when the associated thunder is heard. Divide the count by 5 to determine how far away the lightning is. 30 seconds equals about 6 miles. Lightning has been known to strike from as far away as 10 miles, even under clear skies. Wait at least 30 minutes after the last flash of lightning or sound of thunder before resuming play. If you can't get to a safe shelter, try to avoid being the tallest object in an open field or on open water. Avoid other tall objects, metal objects, and water. Assume a crouch position with only the balls of your feet touching the ground, your arms wrapped around your knees, and your head lowered. Minimize contact with the ground. Do not lie flat. If someone is struck by lightning, observe the following procedures: Survey the scene for safety Call 911 Lightning victims are safe to touch. They do not carry a charge. If necessary, move victim carefully to a safer location. Evaluate airway, breathing and circulation. Begin CPR if necessary. Evaluate and treat for hypothermia, shock, fractures, and/or burns Refer to Medical Staff Requirements above. When the Heat Index reaches 100F, play must be suspended. In colder temperatures and/or wetter conditions, it is important to be cognizant of conditions conducive to hypothermia. Organizers should consult with event medical staff, discuss the situation with team captains, and be willing to adjust the schedule or delay/cancel games to ensure player safety. 8. Nutrition o Avoid using telephone land lines. Cell phones are safe provided the person has followed other safety guidelines. 7. Extreme Heat and Cold o Refer to the Health and Safety Tips for some basic nutrition information. 9. Alcohol Policy o USA Ultimate does not condone the unlawful or unauthorized use, possession, distribution, consumption, promotion, marketing, or sale of alcoholic beverages at USA Ultimate official, sponsored, sanctioned or affiliated events. USA Ultimate members, players, organizers or representatives of the organization, must not compete at USA Ultimate official, sponsored, sanctioned or affiliated events, or carry out responsibilities related to official organization and event business, while under the influence of alcohol or illegal/banned drugs. Additionally, these individuals must not engage in the unlawful or unauthorized use, possession, distribution or consumption of alcoholic beverages or illegal/banned drugs at said events or while representing USA Ultimate in an official capacity. Alcohol shall not be marketed, provided, served or sold at USA Ultimate official, sponsored, sanctioned or affiliated youth events (events where all of the participants are under 21). NOTE: USA Ultimate liability insurance for your event does not include alcohol liability. 10. Minors The following requirements apply to any event where youth (under 18) are allowed to participate. Chaperones For all USA Ultimate events, one* USA Ultimate approved chaperone is required for each team with a player under the age of 18. The chaperone must be listed on the team roster. An approved chaperone is an individual who: 1. 2. 3. 4. has a USA Ultimate account (no membership required); has completed a USAU liability waiver; is 21 or older; has completed a background screening through the National Center for Safety Initiatives and received a "green light" (This process takes 2‐10 days and is good for two years.). *Some championship events may require more than one approved chaperone. Medical Authorization Form A Medical Authorization form is required for all players under 18 and must be given to the team chaperone. The team chaperone must keep the form on site with them throughout the event in case of an emergency (please note that medical authorization forms are not submitted to USA Ultimate). Alcohol Policy at Youth Events Alcohol shall not be marketed, provided, served or sold at USA Ultimate official, sponsored, sanctioned or affiliated youth events (events where all of the participants are under 21). Competition Requirements For youth events, the following schedule parameters are mandatory: 1. Max 3 games/day and 6 max on the weekend when using full length (2 hour, games to 15); 2. Option to have more games within the 6 hour (per day) max game time (if # of teams/competition necessitates); 3. Minimum of 30 minutes from hard cap to start of next round; 4. If teams have more than 2 games in a day, one 1‐hour break between games is recommended. For non‐youth events with youth players‐ while the above schedule parameters are not required, please be aware of youth participants in the event when creating the event schedule. Additional Safety Considerations Organizers should give special consideration when youth are present. Keep safety a priority. When minors are permitted to play with adults, consider: o o o appropriate SKILL LEVEL adequate BODY SIZE LANGUAGE o o presence of ALCOHOL age‐appropriate SOCIAL ACTIVITIES 11. Liability Insurance o USA Ultimate sanctioned, sponsored and series events receive full coverage under our general liability policy. USA Ultimate insurance covers Ultimate and Ultimate‐related activities only. All Sanctioning Requirements are posted online at usaultimate.org. STRATEGIC PLAN ORGANIZE THE HIGHEST QUALITY U.S. COMPETITIVE EVENTS. MISSION VISION CORE VALUES Strategies To advance the sport of Ultimate in the United States by enhancing and promoting Character, Community and Competition. 1. Complete Club division restructuring efforts. 2. Establish the U.S. Open as a top international event focused on premier competition, education, and community building. 3. Attract the best athletes and teams to play in USA Ultimate’s premier events 4. Evolve and enforce operational quality standards for all stages of USA Ultimate’s championship events. 5. Oversee event organizer certification programs, and provide resources for profitable event planning. 6. Lead a world-class marketing and promotional program to showcase USA Ultimate events and athletes. 7. Attract and retain in-person and media viewership of both Ultimate-playing and other fans. Ultimate is widely known, played, and respected in the United States as a sport that inspires athletic excellence and integrity among participants and fans. SA Ultimate holds itself to the high standards of character exhibited by members of the Ultimate community who uphold U Spirit of the Game, within competition and beyond. With that consideration, we commit to the following core values to guide the organization’s decisions and behaviors: Respect We honor the rights, views, dignity, and inherent value of others, striving for an environment of mutual trust. Integrity We stay true to the mission of USA Ultimate and the highest ethical standards, demonstrating honesty and fairness in every action that we take. Responsibility We hold ourselves accountable for our decisions and actions, while striving for excellence in all that we do; we are dedicated stewards of the sport of Ultimate. 1 2 GOAL GOAL 2013-2018 Leadership We drive thoughtful growth, development, and innovation in competition and the Ultimate community, enhancing and promoting the sport as a joy to play and watch. MAKE SPIRIT OF THE GAME REAL FOR TODAY’S ULTIMATE PLAYERS AND COMMUNITY. Teamwork Strategies We encourage a diverse and inclusive Ultimate community, and work cooperatively with members and partners to achieve our mission. GOALS & STRATEGIES INCREASE THE VISIBILITY OF ULTIMATE Strategies 1. Partner with media to broadcast USA Ultimate’s premier 3-5 events to a mass audience. 2. Reach a broad audience via promotions done in collaboration with sponsors and other partners. 3. Reach targeted populations through emerging media channels. 4. Achieve national sports news visibility with a targeted publicity plan. 5. Develop a promotional plan specifically for youths and parents. GROW YOUTH, COLLEGE, AND LEAGUE ULTIMATE Strategies 1. Develop and oversee a broad spectrum of programs for a diverse community of youth players and administrators. 2. Facilitate knowledge transfer and program integration between leagues, other local organizations, and USA Ultimate. 3. Provide tools to players and administrators to increase the number of sustainable college programs. 4. Vastly increase the number of qualified coaches and observers via training and certification programs. 5. Encourage lifetime participation in programs, competitive divisions, and roles (coaching, observing, etc.) 1. Lead a community-wide effort to clarify and communicate how Spirit of the Game applies to behaviors on and off the field. 2. Exercise watchful, decisive, and fair oversight of SOTG and values at USA Ultimate events. 3. Develop coordinated values-focused internal publicity program focusing on exemplary teams and individuals. 5 GOAL ACHIEVE SUSTAINED EXCELLENCE OF USA ULTIMATE TEAMS IN INTERNATIONAL COMPETITION. Strategies 1. Refine and maintain fair and effective Team USA player and team selection processes at all levels. 2. Provide training and operational support for teams at priority international competition. 3. Develop and support an ongoing Team USA Coaching program. 4. Communicate guidelines for athlete development across all levels. 5. Support gradual progress of Ultimate towards Pan-American, and eventually Olympic Games participation. GOVERN THE ORGANIZATION TO ENSURE STABILITY AND EXCELLENCE. Strategies 1. Evolve governance model and organizational structure to support growth and quality. 2. Maintain transparent and sound financial practices. 3. Evolve risk management policies and processes to minimize organizational liability. 4. Diversify and expand revenue base including a USA Ultimate fundraising program. 5. Develop USA Ultimate’s branding strategy in relation to competitive, educational and recreational Ultimate. 3 4 5 6 GOAL GOAL GOAL GOAL USA Ultimate 4730 Table Mesa Drive, Suite I-200C Boulder, CO 80305 303-447-3472 www.usaultimate.org info@usaultimate.org