Round 4: U.S. women's players union issues pointed response to Federation's complaints

Updated Friday, March 4 with the timetable for the next steps in the case.

The U.S. Soccer Federation and the women's national team players union met with the Chicago-based federal judge overseeing their legal case Thursday morning. At that meeting, a schedule was set for proceedings in the case, notably including oral arguments at the end of May:

Thursday, March 31: Deadline for both sides to establish their sets of facts
Tuesday, April 12: Deadline for both sides to counter those facts
Tuesday, May 3: Deadline for responses to the April 12 filings
Thursday, May 12: Deadline for responses to the May 3 filings
Thursday, May 26: Oral arguments

Prior to that meeting, the union issued a formal response on Tuesday to the Federation's initial complaint which officially began the proceedings last month.

Up to now, the union had only filed an argument against U.S. Soccer's desire for an expedited trial.

In the latest filing, the union literally responds on a paragraph-by-paragraph basis to U.S. Soccer's various claims. You can read the full filing here. Some excerpts are below.

You are warned that a lot of what you will read here is dense legalese. You are also warned, if you don't mind my saying so, that a lot of what you will read here qualifies as snark by the standards of most lawyerly writing.

Also, it's worth noting that on Thursday evening in Tampa, Fla., the U.S. women begin competition in the "SheBelieves Cup," a round-robin tournament of friendly games agains fellow world powers England, France and Germany.

First up is England, with kickoff at Raymond James Stadium set for 7:45 p.m. Eastern time. Fox Sports 1 televises the contest starting at 7:30.

The other two U.S. games are against France in Nashville, Tenn., on Sunday at 3 p.m. Eastern; and against Germany in Boca Raton, Fla., next Wednesday at 7:30 p.m. Eastern. Both of those games will not be televised, but will be streamed live on ESPN3.

As of now, there are no formal arrangements for the tournament games not involving the U.S., though the Germany-France matchup Thursday at 5 p.m. Eastern is streamed live on the German federation's website.

So is Germany vs. England on Sunday at 5:45 p.m. Eastern.

1. US Soccer reluctantly brings this lawsuit against the Players Association because of the recent claim by Mr. Richard Nichols, the newly-appointed Executive Director of the Players Association, that the Players Association is entitled to repudiate the parties' current collective bargaining agreement 11 months prior to its expiration and to "engage in actions" in violation of a "no strike" clause in advance of the upcoming 2016 Summer Olympic Games and the 2016 National Women's Soccer League season.

ANSWER: WNTPA denies the allegations contained in Paragraph 1.

2. On March 19, 2013, after six months of negotiations, US Soccer's representatives and the Players Association's then-Executive Director/General Counsel of 14 years, John Langel, reached agreement on and memorialized a collective bargaining agreement retroactive to January 1, 2013.

Consistent with past practice and every prior collective bargaining agreement, the parties agreed that the new collective bargaining agreement would expire at the end of the year following the next Summer Olympic Games - December 31, 2016.

The parties expressly agreed that the new collective bargaining agreement would be comprised of two documents: (i) the prior collective bargaining agreement, to the extent not otherwise supplemented or modified, which included a "no strike" clause, and (ii) a new Memorandum of Understanding reflecting the parties' agreed-upon modifications to the prior collective bargaining agreement and containing, among other provisions, substantially improved economics and additional benefits for the Women's National Team members.

Indeed, Mr. Langel, the Players Association's former Executive Director who actually negotiated the current collective bargaining agreement, confirmed both the terms of the agreement and its December 31, 2016 expiration in testimony under oath more than a year later - well before the present dispute materialized. See paragraph 37 and Exhibit G, infra.

ANSWER: WNTPA admits that Mr. Langel provided confidential testimony, the substance of which speaks for itself. WNTPA denies USSF's purported summary of this testimony and the remaining allegations contained in Paragraph 2.

3. The Players Association appointed Mr. Nichols as Executive Director at the end of 2014 - nearly two years after the current collective bargaining agreement was executed.

ANSWER: WNTPA admits that Mr. Nichols was appointed Executive Director in 2014, but denies the remaining allegations of Paragraph 3.

4. Then, on Christmas Eve 2015,

- contrary to the express agreement of the Players Association during the 2012-2013 negotiations as reflected in numerous written communications; 
- contrary to the terms of the Memorandum of Understanding executed on March 19, 2013; 
- contrary to the actions of both US Soccer and the Players Association throughout 2013 and 2014;
- contrary to the testimony of the Players Association's prior Executive Director who actually negotiated and signed the Memorandum of Understanding; and 
- even though he played absolutely no role in the 2012-2013 collective bargaining negotiations,

Mr. Nichols unilaterally declared that the current collective bargaining agreement will terminate on February 24, 2016 (not on December 31, 2016 as agreed), and thereafter suggested that the Women's National Team members will no longer be bound by the "no strike" clause and, therefore, will be entitled to "engage in actions" unless the parties agree to a new collective bargaining agreement.

ANSWER: WNTPA denies the allegations contained in Paragraph 4, except that it admits that on December 24, 2015, Mr. Nichols on behalf of WNTPA provided USSF a statutorily-required written notice, the terms of which speak for themselves.

5. And, today, February 3, 2016, at a meeting between US Soccer and Mr. Nichols and the Players Association, US Soccer directly asked Mr. Nichols to agree that the Players Association would not strike or engage in any job actions prior to December 31, 2016. Mr. Nichols refused to provide the requested assurance at the meeting and other representatives said they would not agree to "disarm" the Players Association.

ANSWER: WNTPA admits that Mr. Nichols and other representatives informed USSF that WNTPA was reserving all rights available to it under relevant labor law. WNTPA denies the remaining allegations contained in Paragraph 5.

6. Mr. Nichols' actions have put US Soccer in an untenable position: either promptly agree to the Players Association's demand for a new collective bargaining agreement on dramatically different terms than those provided by the current agreement which does not even expire until the end of 2016, or face the risk of an illegal strike or other illegal job action that could jeopardize the existence of the National Women's Soccer League and the prospects, and potentially the participation, of the Women's National Team in the 2016 Summer Olympic Games - all to the substantial detriment of US Soccer, the National Women's Soccer League, the United States Olympic Committee and the growth of girls' and women's soccer in general.

ANSWER: WNTPA denies the allegations contained in Paragraph 6.

7. Rather than accede to this threat, US Soccer instead requests that this Court require Mr. Nichols and the Players Association to honor the terms of the collective bargaining agreement reached in March 2013.¹

1 - Of course, US Soccer will, in the meantime, bargain in good faith with the Players Association for a new collective bargaining agreement on mutually agreeable terms effective January 1, 2017. But, wholly independent of those negotiations, US Soccer is entitled to labor peace through the end of December 2016 - an environment it bargained for and paid for, and to which the Players Association agreed on March 19, 2013.

ANSWER: WNTPA admits that USSF seeks the relief stated, but denies the allegations
contained in Paragraph 7 and that USSF is entitled to any relief.

8. US Soccer is a New York non-profit corporation with its principal place of business and headquarters in Chicago, Illinois. It is recognized by the Fédération Internationale de Football Association ("FIFA"), the international governing body for the sport of soccer, as the National Association member for the United States, and by the United States Olympic Committee as the National Governing Body for the sport of soccer in the United States pursuant to the Ted Stevens Olympic and Amateur Sports Act.

US Soccer's mission is to make soccer a preeminent sport in the United States, and to grow and develop the sport at all recreational and competitive levels. To that end, US Soccer oversees the sport as it is played by each of its constituent organizations and fields numerous national teams, including the Women's National Team.

ANSWER: WNTPA admits that the USSF is recognized by Fédération Internationale de Football Association ("FIFA"), as the National Association member for the United States. WNTPA otherwise lacks sufficient information to admit or deny the remaining allegations contained in Paragraph 8, and, therefore, demands strict proof thereof.

9. The Players Association is a labor organization representing employees in an industry affecting commerce as defined in Section 2, Subsection 5 of the National Labor Relations Act, 29 U.S.C. § 152(5), and Section 301 of the Labor Management Relations Act ("LMRA"), 29 U.S.C. § 185. The Players Association is the exclusive collective bargaining representative of all players selected to play for the Women's National Team, who are, therefore, employees of US Soccer.

The Players Association was headquartered in Philadelphia, Pennsylvania between 2000, when it was certified as the exclusive bargaining representative for the Women's National Team, and November 2014. US Soccer is informed and believes and thereon alleges that the Players Association is now headquartered in Keller, Texas, where Mr. Nichols, its new Executive Director, is located. The Players Association and its representatives regularly conduct business in the Northern District of Illinois.

ANSWER: WNTPA admits the allegations contained in Paragraph 9, except that it denies regularly conducting business in the Northern District of Illinois.

[...]

12. This Court has subject matter jurisdiction pursuant to 28 U.S.C. § 1331 in that this action arises under Section 301 of the LMRA. 29 U.S.C. § 185(a). This Court likewise has subject matter jurisdiction pursuant to 28 U.S.C. § 1332 in that the action is between citizens of different states and the amount in controversy significantly exceeds $75,000.

ANSWER: WNTPA admits the allegations contained in Paragraph 12, with respect to the Court's jurisdiction to determine whether a valid collective bargaining agreement exists. WNTPA denies the remaining allegations contained in Paragraph 12.

13. This Court has personal jurisdiction over the Players Association because its representatives engage in sufficient contacts with the State of Illinois such that the Players Association should reasonably anticipate being haled into court there. The Players Association is a labor union with national jurisdiction representing players who are employed by an organization headquartered in Chicago, Illinois. Some of these players live in Illinois or play for professional teams located in Illinois.

As the exclusive collective bargaining representative of the Women's National Team players, the Players Association regularly and frequently communicates with personnel at US Soccer's headquarters in Chicago, Illinois. These contacts include, among other things, those giving rise to the instant action - namely, the negotiations over collective bargaining agreements.

And, in conjunction with the collective bargaining agreement negotiations, the Players Association agreed that, to the extent not governed by federal law, the law of Illinois would control and therefore assumed the benefits and protections of Illinois law.

ANSWER: WNTPA admits that this Court has personal jurisdiction over it to determine whether a valid collective bargaining agreement exists. WNTPA further admits that it has players who live or play for professional teams located in Chicago and that it communicates with USSF personnel in Chicago, including negotiations relating to collective bargaining agreements. WNTPA denies that it agreed that the law of Illinois would control or that it assumed the benefits and protections of Illinois law.

14. Venue is proper in this Court because, as demonstrated above, the Players Association's duly authorized representatives represent and act for its members in the Northern District of Illinois and a substantial portion of the events at issue occurred in this District, including but not limited to the negotiations of the collective bargaining agreement at issue as well as the performance of that agreement.

ANSWER: WNTPA admits that venue is proper in this Court, for purposes of determining whether a valid collective bargaining agreement exists. WNTPA denies the remaining allegations contained in Paragraph 14.

[...]

17. US Soccer is informed and believes, and thereon alleges, that pursuant to the Constitution and By-Laws of the Players Association filed with the United States Department of Labor, as General Counsel and Acting Executive Director of the Players Association, Mr. Langel was authorized, at all times relevant to this action, to negotiate collective bargaining agreements with US Soccer and to execute such agreements, binding the Players Association and its members to the agreed-upon terms. See Players Association Constitution and By-Laws, Article VIII (a)-(b), attached as Exhibit A.

ANSWER: WNTPA states that the allegations stated in Paragraph 17 call for a legal conclusion and, thus, no answer is required. The terms of the Constitution and By-Laws speak for themselves and WNTPA denies any characterization by USSF inconsistent therewith. The WNTPA further denies that Mr. Langel held any individual authority to bind WNTPA or its members to any collective bargaining agreement.

18. US Soccer focuses its planning efforts for the Women's National Team by quadrennium - four (4) year periods - leading to the ultimate goals of qualifying for and winning both the FIFA Women's World Cup and the Olympic Gold Medal. Each quadrennium consists generally of a two (2) year preparatory period, followed by the FIFA Women's World Cup in year three and the Summer Olympic Games in year four.

ANSWER: WNTPA lacks sufficient information to admit or deny the allegations of this paragraph and, therefore, demands strict proof thereof.

[...]

24. With the 2005 CBA/UPA set to expire by its terms on December 31, 2012, US Soccer and the Players Association commenced negotiations for a new collective bargaining agreement in the Fall of 2012. These negotiations included in-person negotiating sessions in various cities around the United States as well as telephone conversations and email communications between the Players Association and US Soccer personnel located in Chicago and elsewhere.

ANSWER: WNTPA admits the allegations contained in Paragraph 24.

25. The principal negotiators for the Players Association were John Langel and his colleague Ruth Uselton, also of Ballard Spahr. The principal negotiators for US Soccer were its President, Sunil Gulati and its General Counsel, Lisa Levine.

ANSWER: WNTPA admits the allegations contained in Paragraph 25, except it denies that Mr. Langel or Ms. Uselton held any individual authority to bind WNTPA or its members in any negotiations regarding any collective bargaining agreement.

26. The negotiations for the new collective bargaining agreement extended beyond December 31, 2012 into March 2013. Among the reasons for the protracted negotiations was the formation of the National Women's Soccer League (the "NWSL"), a new women's professional soccer league.

ANSWER: WNTPA admits on information and belief that the negotiations extended beyond December 31, 2012 into March 2013. WNTPA lacks sufficient information to admit or deny the remaining allegations contained in Paragraph 26 and, therefore, demands strict proof thereof.

27. Both the Players Association and US Soccer believed that the development of a sustainable women's professional league would be beneficial for the development of girls' and women's soccer in the United States. In addition, the establishment of the NWSL would provide the Women's National Team players with a competitive environment in which to play when not participating in national team activities and to earn compensation in addition to the earnings from participation on the Women's National Team.³

3 - Two prior attempts to develop and maintain a women's professional soccer league in the United States without formal assistance of US Soccer and the Players Association had failed - the Women's United Soccer Association (2001-2003) and Women's Professional Soccer (2009-2012).

ANSWER: WNTPA denies the allegations contained in Paragraph 27, but admits that WNTPA members currently earn additional compensation for playing in the NWSL.

28. Determining the role US Soccer would play with the new NWSL and melding the role of the Players Association and the Women's National Team players with the new league complicated the negotiations and took several additional months to resolve. In the interim, both US Soccer and the Players Association continued to abide by the terms of the 2005 CBA/UPA.

ANSWER: WNTPA denies the allegations contained in Paragraph 28.

29. On March 19, 2013, US Soccer and the Players Association reached agreement on the key issues relating to US Soccer's and the Women's National Team players' participation in the NWSL, as well as on an improved compensation and benefits package for the members of the Women's National Team.

The agreement was memorialized in a Memorandum of Understanding dated March 19, 2013 (the "MOU"), signed by Mr. Langel on behalf of the Players Association and attached as Exhibit D.

ANSWER: WNTPA admits that it agreed on specific issues as memorialized in the MOU signed by Mr. Langel, the terms of which speak for themselves. WNTPA denies any characterization of the MOU by USSF inconsistent therewith.

30. US Soccer is informed and believes and thereon alleges, based on its communications with Mr. Langel, that the agreement memorialized in the MOU, including the four year term of the new collective bargaining agreement covering the period from January 1, 2013 through December 31, 2016, was ratified by the members of the Players Association.

ANSWER: WNTPA admits that its members ratified the MOU. WNTPA denies the remaining allegations contained in Paragraph 30, including that the MOU included the four year term of the new collective bargaining agreement covering the period of January 1, 2013 through December 31, 2016.

[...]

33. In addition, and as it relates to the NWSL, the 2013 CBA/UPA provides, among other things, that Women's National Team members would also play in the NWSL as employees of US Soccer and be paid an extra annual salary by US Soccer for their NWSL service. The reason for including NWSL service as part of the 2013 CBA/UPA was to help build a credible and sustainable women's professional league and to hopefully avoid the fate of its two failed predecessors.

Pursuant to the 2013 CBA/UPA, Women's National Team members were given various options to "opt out" of participating in the NWSL for specific NWSL seasons by giving US Soccer notice by certain deadlines. The deadline for opting out of the 2016 NWSL season was October 5, 2015. Only one of the current Women's National Team members exercised her option, but even she ultimately decided to play in the NWSL this coming season.

ANSWER: WNTPA admits that the deadline for opting out of the 2016 NWSL season was October 5, 2015, and that only one current WNT member exercised that option, but eventually she decided to play in the NWSL this coming season. WNTPA denies the remaining allegations of Paragraph 33.

34. Consistent with its historical four-year planning cycle for the Women's National Team, US Soccer would never have agreed to the terms set forth in the 2013 CBA/UPA and complied with its terms going forward but for the parties' express agreement that the new collective bargaining agreement would have a four-year term expiring on December 31, 2016 - after the 2016 Summer Olympic Games.

ANSWER: WNTPA denies the allegations contained in Paragraph 34.

35. Accordingly, based on the terms of the new four-year agreement between US Soccer and the Players Association, US Soccer paid the Players Association the $425,000 signing bonus and paid the players on the Women's National Team the improved compensation and benefits retroactive to January 1, 2013. In addition, US Soccer has paid several million dollars in additional payments and benefits to the players on the Women's National Team that it would never have agreed to pay absent the Players Association's agreement to the four-year term of the 2013 CBA/UPA.

ANSWER: WNTPA denies the allegations contained in Paragraph 35, but admits that USSF paid WNTPA $425,000 and certain other monies pursuant to the MOU. 

36. The Players Association acknowledged the existence of the new collective bargaining agreement as well as its four-year term both by its words and actions. Among other things, on Schedule 14 of its Form LM-2 Annual Report of Labor Organization for 2013 filed with the United States Department of Labor Office of Labor Management Standards, attached hereto as Exhibit F, the Players Association acknowledged having received the $425,000 signing bonus directly from US Soccer in 2013 and described this amount as "Payments Under CBA."

ANSWER: WNTPA denies the allegations contained in Paragraph 36, but admits that it received $425,000 from USSF as described in Exhibit F.

[...]

38. Consistent with the understanding and agreement of both US Soccer and the Players Association, the parties honored the terms of the 2013 CB A/UPA from and after March 19, 2013.

ANSWER: WNTPA denies the allegations contained in Paragraph 38.

[...]

41. Although he played absolutely no role in the negotiations of the 2013 CBA/UPA, and notwithstanding the documented agreement of the parties, several months after he assumed the role as the Players Association Executive Director, Mr. Nichols began suggesting that there was no collective bargaining agreement between the Players Association and US Soccer and/or that any such agreement could be terminated by the Players Association at any time.

ANSWER: WNTPA admits that Mr. Nichols has informed USSF that there is no valid collective bargaining agreement between the USSF and WNTPA and/or that the MOU in place could be terminated at any time. WNTPA denies the remaining allegations of Paragraph 41. 

42. Notwithstanding these intimations, both Mr. Nichols and the Players Association continued to accept the benefits of the improved compensation, benefits and working conditions provided for exclusively by the terms of the 2013 CBA/UPA.

ANSWER: WNTPA admits that to date it has operated under the terms of the MOU. WNTPA otherwise denies the allegations contained in Paragraph 42, including the existence of a 2013 CBA/UPA.

[...]

52. Finally, on February 3, 2016 representatives of US Soccer and the Players Association met in New York. At the outset of that meeting, in view the substantial investment US Soccer was making in the Women's National Team and the harm that would befall US Soccer, the NWSL and the sport of soccer if the players engaged in a strike or other job action, Mr. Nichols was directly asked whether the Players Association would agree that they would not engage in such a strike or job action through the end of December 2016.

Mr. Nichols refused to provide US Soccer with the assurances it requested thereby necessitating the filing of this
Complaint.

ANSWER: WNTPA admits that representatives for the parties met in New York on February 3, 2016. WNTPA further admits that Mr. Nichols informed USSF that WNTPA was keeping all legally available options open to it under relevant labor law. WNTPA denies the remaining allegations contained in Paragraph 52.

53. Both US Soccer and the Players Association agreed in March 2013 that the 2013 CBA/UPA consisted of the terms contained in the 2005 CBA/UPA as modified and supplemented by the MOU, and that the 2013 CBA/UPA had a four-year term expiring on December 31, 2016.

Both US Soccer and the Players Association acted in accordance and in compliance with the four-year term of the agreement, and the Players Association and its members willingly accepted the benefits of the 2013 CBA/UPA for more than two and one-half years without even a suggestion that there was no agreement or that it could be terminated at the will of the Players Association.

Notwithstanding the clear import of these facts, the new Executive Director, Mr. Nichols, now claims the right to terminate the 2013 CBA/UPA and to authorize the members of the Players Association to "engage in actions" in direct violation of the "no strike" provisions of the current agreement unless US Soccer promptly agrees to a new
collective bargaining agreement on terms dramatically different than those set forth in the 2013 CBA/UPA - even though the current agreement does not expire for eleven months.

ANSWER: WNTPA denies the allegations contained in Paragraph 53.

54. There is a compelling need for a prompt determination that the 2013 CBA/UPA consists of the terms set forth in the 2005 CBA/UPA as supplemented by the MOU, is binding on the Players Association, has an expiration date of December 31, 2016 and includes the "no strike" prohibition.

ANSWER: WNTPA denies the allegations contained in Paragraph 54.

55. As the No. 1 ranked women's soccer team in the world, the recently crowned 2015 FIFA Women's World Cup champion, and the three-time defending Olympic Gold Medal-winning women's soccer team, it is expected that the Women's National Team will qualify in February (prior to the end of the 60-day notice period provided in the Purported CBA Termination Notice) to represent the United States in the 2016 Summer Olympic Games
scheduled to begin on August 5.

ANSWER: WNTPA admits the allegations contained in Paragraph 55, and states that the Women's National Team in fact qualified for the 2016 Olympic Games.

56. In order to properly prepare the team for the 2016 Summer Olympic Games in which they will represent the United States, US Soccer has scheduled the "She Believes" tournament for early March, which will include Women's National Team matches against the national teams of Germany, England and France, and will conduct training camps and schedule additional preparation matches in the late spring and early summer against the women's national teams of other countries. Arranging all of these events will cost US Soccer, a non-profit
corporation, a substantial sum of money.

ANSWER: WNTPA denies the allegations contained in Paragraph 56, but admits that the referenced events have been scheduled by USSF.

57. In addition, if the Women's National Team is not properly prepared for the 2016 Summer Olympic Games as a consequence of a strike or other refusal to participate in training and/or preparation matches, erroneously believing they are not bound by the no-strike clause, the performance of the Women's National Team in the Olympics will likely be significantly hampered, to the detriment of US Soccer, the United States Olympic Committee ("USOC") and the United States.

ANSWER: WNTPA denies the allegations contained in Paragraph 57.  

58. Further, pursuant to the rules of the International Olympic Committee for the 2016 Summer Olympic Games, US Soccer and the USOC will be required to submit the roster for the Women's National Team in advance of the tournament.

Absent a determination concerning the expiration date of the 2013 CBA/UPA and the applicability of the no-strike clause prior to that date, the members of the Players Association could refuse to participate in the
2016 Summer Olympic Games, erroneously believing that they are not bound by the no-strike clause.

Were they to do so after the time has passed for US Soccer and the USOC to submit an alternate roster of players, US Soccer and the USOC may be unable to name a replacement team for the 2016 Summer Olympic Games, and, as a consequence, would be faced with the prospect of having to withdraw the Women's National Team from the Olympic Games, to the substantial embarrassment, and financial detriment, of US Soccer, the USOC and the United States. 

US Soccer would also face the possibility of a substantial fine from FIFA along with the possibility of a suspension by FIFA of US Soccer and all of its national teams (girls, boys, men and women) from participating in subsequent FIFA competitions.

ANSWER: WNTPA states that the rules of the International Olympic Committee and FIFA speak for themselves, and WNTPA denies any interpretation by USSF inconsistent therewith. WNTPA denies the remaining allegations contained in Paragraph 58.

59. Finally, the NWSL was formed against the backdrop of two prior domestic women's professional soccer leagues having failed. In order to give the NWSL a chance to succeed for the benefit of all of women's soccer, US Soccer has provided substantial support to NWSL in a variety of ways including, among others, substantial front-office support and allocating Women's National Team members to the NWSL teams and paying their salaries.

Should the Players Association engage in a strike or other job action directed at the NWSL, such action would have a dramatic negative impact on the league.

ANSWER: WNTPA admits that USSF pays for the salaries of WNT members as to their performance of services for NWSL teams. WNTPA lacks sufficient information to admit or deny the remaining allegations contained in Paragraph 59 and, therefore, demands strict proof thereof.

[...]

64. Accordingly, US Soccer hereby requests a determination from this Court that a collective bargaining agreement currently exists between the Players Association and US Soccer consisting of the terms contained in the 2005 CBA/UPA as supplemented and modified by the MOU, with an expiration date of December 31, 2016, and including, among other things, a no-strike clause - such that the Players Association's claim that it is terminating and repudiating the 2013 CBA/UPA is a violation of that agreement.

US Soccer further requests an award of monetary damages, in an amount to be proven, suffered as a direct and proximate cause of the Players Association's anticipatory breach as well as damages for any actual breach of the 2013 CBA/UPA.

ANSWER: WNTPA admits that USSF is seeking the relief set forth in Paragraph 64, but
expressly denies that USSF is entitled to such relief, and otherwise denies the allegations
contained in Paragraph 64.

[...]

66. A real and present controversy now exists between US Soccer, on the one hand, and the Players Association, on the other hand, with respect to the terms of the 2013 CBA/UPA and the ability of the Players Association to declare that the 2013 CBA/UPA is terminated and that neither the Players Association nor its members are bound by a no-strike clause.

ANSWER: WNTPA admits that a real and present controversy exists between USSF and WNTPA over the terms of the MOU and whether a valid collective bargaining agreement exists. WNTPA denies the remaining allegations contained in Paragraph 66.

67. US Soccer believes that it entered into a 2013 CBA/UPA with the Players Association in March 2013 that (i) consists of the terms contained in the 2005 CBA/UPA as supplemented and modified by the MOU, (ii) is effective and binding for the duration of its term from January 1, 2013 through December 31, 2016, and (iii) includes, among other things, a no-strike clause.

The Players Association, however, contends that (a) the collective bargaining agreement is separate from the MOU and is terminable on 60 days' notice; (b) the collective bargaining agreement will terminate 60 days after the Purported CBA Termination Notice; (c) at that time neither it nor its members will be bound by any no-strike clause and, therefore, are entitled to "engage in actions" on or after February 24, 2016; and (d) the MOU is "terminable at
will."

ANSWER: WNTPA denies the allegations contained in Paragraph 67, except it admits that it is the position of WNTPA that it now has the right to terminate the MOU at will.

[...]

Third Affirmative Defense

If this Court were to consider USSF's claim that a no strike/no lockout provision is in place, any such claim would, in any event, be time barred.

Specifically, if the terms of the prior collective bargaining agreement containing the no strike/no lockout provision were in effect to the extent not modified by the MOU, USSF's claims would be barred under Article V (Grievance and Arbitration Procedure) of the agreement, which provides in relevant part: "a grievance must be initiated within sixty (60) days from the date of the occurrence or nonoccurrence of the event upon which the grievance is based, or within 30 days from the date on which the facts of the matter became known or reasonably should have been known to the party(ies) initiating the grievance, or within thirty (30) days from the date on which the parties(ies) initiating the grievance has standing to file such a grievance under this Agreement, whichever is later." Art. V, Sect. 5.2 "Initiation."

Thus, under the collective bargaining agreement that USSF alleges has continued in effect, except to the extent modified by the MOU, USSF was required to file a grievance by February 22, 2016. USSF failed to do so.

WHEREFORE, WNTPA respectfully requests that this Court dismiss the Complaint with prejudice, enter judgment in WNTPA's favor and against USSF, and award WNTPA such other and further relief this Court may deem just and proper.