Table of Contentsi

COLLECTIVE BARGAINING AGREEMENTJULY 2023
TABLE OF CONTENTS
ARTICLE I DEFINITIONS ...................................................................1
Section 1.

Definitions ....................................................................1

ARTICLE II UNIFORM PLAYER CONTRACT ........................... 15
Section 1.

Required Form .......................................................... 15

Section 2.

Limitation on Amendments .................................... 15

Section 3.

Allowable Amendments ........................................... 15

Section 4.

Compensation Protection. ....................................... 23

Section 5.

Conformity ................................................................. 33

Section 6.

Minimum Player Salary ............................................ 33

Section 7.

Maximum Annual Salary. ......................................... 36

Section 8.

Promotional Activities.............................................. 44

Section 9.

10-Day Contracts ...................................................... 48

Section 10.

Rest-of-Season Contracts ........................................ 50

Section 11.

Two-Way Contracts .................................................. 50

Section 12.

Bonuses ...................................................................... 58

Section 13.

General ....................................................................... 60

Section 14.

Void Contracts .......................................................... 64

Section 15.

Moratorium Period ................................................... 65

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ARTICLE III PLAYER EXPENSES.................................................. 67
Section 1.

Moving Expenses...................................................... 67

Section 2.

Meal Expense Allowance ......................................... 68

ARTICLE IV BENEFITS ..................................................................... 70
Section 1.

Player Pension Benefits ............................................ 78

Section 2.

Player 401(k) Benefits............................................... 78

Section 3.

Player Health and Welfare Benefits........................ 81

Section 4.

The Post-Career Income Plan ................................. 88

Section 5.

Labor-Management Cooperation and
Education Trust ........................................................ 95

Section 6.

Additional Player Benefits ....................................... 98

Section 7.

Canadian Residents ................................................. 102

Section 8.

Projected Benefits ................................................... 104

Section 9.

Benefit Exclusion Amount .................................... 105

ARTICLE V COMPENSATION AND EXPENSES INCONNECTION WITH MILITARY DUTY.... 111
Section 1.

Salary ......................................................................... 111

Section 2.

Travel Expenses ...................................................... 111

ARTICLE VI PLAYER CONDUCT ................................................ 112
Section 1.

Games ....................................................................... 112

Section 2.

Practices.................................................................... 114

Section 3.

Promotional Appearances ..................................... 114

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Section 4.

Mandatory Programs .............................................. 114

Section 5.

Media Training, Business of Basketball,Anti-Gambling Training, and System Rules
Training .................................................................... 115

Section 6.

Charitable Contributions ....................................... 116

Section 7.

Unlawful Violence .................................................. 117

Section 8.

Counseling for Violent Misconduct ..................... 117

Section 9.

Firearms and Other Weapons ............................... 118

Section 10.

One Penalty ............................................................. 119

Section 11.

League Investigations ............................................. 119

Section 12.

On-Court Conduct ................................................. 120

Section 13.

Off-Court Conduct. ................................................ 121

Section 14.

Motor Vehicles ........................................................ 122

Section 15.

Player Convictions and Other Discipline
Involving Alcohol or Controlled
Substances ................................................................ 122

Section 16.

Player Arrests. .......................................................... 122

Section 17.

Joint NBA/NBPA Policy on Domestic
Violence, Sexual Assault, and Child Abuse ......... 123

Section 18.

Trades ....................................................................... 123

Section 19.

Player Involvement with Gaming
Companies ............................................................... 123

Section 20.

Player Involvement with Cannabis
Companies ............................................................... 126

Section 21.

Gambling by Former NBAGL Players................ 129

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ARTICLE VII BASKETBALL RELATED INCOME,
SALARY CAP, MINIMUM TEAM SALARY,TAX LEVEL, APRON LEVELS, AND
DESIGNATED SHARE ARRANGEMENT .. 131
Section 1.

Definitions ............................................................... 131(a)Basketball Related Income ..................................... 131(b)

Accounting Methods/Lump Sum Payments ...... 165(c)

Projected BRI .......................................................... 167(d)Local Expansion Team BRI .................................. 168(e)

Projected Local Expansion Team BRI ................ 169(f)

Interim Projected BRI ............................................ 169(g)

Barter......................................................................... 169(h)Estimated Total Benefits........................................ 169(i)

Estimated Total Salaries ......................................... 169(j)Estimated Total Salaries and Benefits .................. 169(k)Estimated BRI ......................................................... 169

Section 2.

Salary Cap, Minimum Team Salary, Tax
Level, Apron Levels, and Draft Pick
Penalty ...................................................................... 169(a)Calculation of Salary Cap, Minimum TeamSalary, Tax Level, and Apron Levels .................... 169(b)Operation of Salary Cap ......................................... 176(c)Operation of Minimum Team Salary ................... 176(d)Operation of Tax Level .......................................... 179

Table of Contentsv(e)Operation of Apron Levels ................................... 186(f)

Draft Pick Penalty ................................................... 195(g)Expansion Team Salary Caps, MinimumTeam Salaries, Tax Levels, and Apron
Levels ........................................................................ 197

Section 3.

Determination of Salary ......................................... 198(a)Deferred Compensation......................................... 198(b)

Signing Bonuses....................................................... 200(c)Loans to Players ...................................................... 205(d)Incentive Compensation ........................................ 206(e)International Player Payments ............................... 208(f)

One-Year Minimum Contracts ............................. 210(g)Insurance Premium Reimbursement .................... 210(h)Averaging.................................................................. 210(i)

Player Conduct-Related Compensation
Reductions ................................................................ 210(j)Existing Contracts ................................................... 211

Section 4.

Determination of Team Salary. ............................. 211(a)Computation ............................................................ 211(b)Expansion................................................................. 217(c)

Assigned Contracts ................................................. 217(d)Free Agents .............................................................. 217(e)First Round Picks .................................................... 219

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Table of Contents(f)Incomplete Rosters ................................................. 220(g)Renouncing .............................................................. 221(h)Long-Term Injuries ................................................. 222(i)Summer Contracts .................................................. 224(j)

Two-Way Contracts ................................................ 225(k)Exhibit 10 Bonus..................................................... 225(l)Second Round Pick Exception ............................. 225(m)

Team Salary Summaries.......................................... 226

Section 5.

Salary Cap Contract Structure Rules .................... 226(a)Annual Salary Increases and Decreases ............... 226(b)

Performance Bonuses ............................................. 229(c)

No Futures Contracts ............................................. 229

Section 6.

Exceptions to the Salary Cap. ............................... 231(a)Existing Contracts ................................................... 231(b)

Veteran Free Agent Exception.............................. 231(c)Disabled Player Exception ..................................... 232(d)Bi-annual Exception ............................................... 235(e)

Non-Taxpayer Mid-Level Salary Exception ........ 236(f)Taxpayer Mid-Level Salary Exception ................. 237(g)Mid-Level Salary Exception for Room
Teams ........................................................................ 238(h)Rookie Scale Exception.......................................... 239

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(i)

Minimum Player Salary Exception ....................... 240(j)Traded Player Exception ........................................ 240(k)Second Round Pick Exception ............................. 246(l)Reinstatement .......................................................... 247(m)

Non-Aggregation..................................................... 247(n)Other Rules .............................................................. 247

Section 7.

Extensions, Renegotiations, and Other
Amendments ........................................................... 249(a)Veteran Extensions ................................................. 249(b)Rookie Scale Extensions ........................................ 254(c)Renegotiations ......................................................... 255(d)Other ......................................................................... 256

Section 8.

Trade Rules .............................................................. 260

Section 9.

Miscellaneous........................................................... 266

Section 10.

Accounting Procedures. ......................................... 267

Section 11.

Players Association Audit Rights .......................... 271(a)Team Audits ............................................................. 271(b)League Audit ............................................................ 272(c)Confidentiality ......................................................... 273(d)Preceding Salary Cap Year Audit
Adjustments ............................................................. 273(e)Related Party Access ............................................... 274

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Table of Contents(f)Bilateral Adjustments .............................................. 274(g)Timing ....................................................................... 274

Section 12.

Designated Share Arrangement ............................ 275(a)Definitions................................................................ 275(b)

Benefit Adjustment ................................................. 280(c)Compensation Adjustments .................................. 280(d)Team Overage Balance ........................................... 282(e)Allocation of Distribution Amount ...................... 282(f)Team Reconciliation Payments ............................. 285(g)Player Reconciliation Payments ............................ 286(h)Survival of Obligation and Terms ........................ 286(i)Information to Be Included in Audit
Report ....................................................................... 287(j)Miscellaneous. .......................................................... 288

ARTICLE VIII ROOKIE SCALE .................................................... 290
Section 1.

Rookie Scale Contracts for First RoundPicks .......................................................................... 290

Section 2.

Rookie Contracts for Later-Signed First
Round Picks. ............................................................ 293

Section 3.

Loss of Draft Rights ............................................... 294

ARTICLE IX LENGTH OF PLAYER CONTRACTS ................ 295
Section 1.

Maximum Term ...................................................... 295

Section 2.

Computation of Time............................................. 295

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ARTICLE X PLAYER ELIGIBILITY AND NBA DRAFT ....... 296
Section 1.

Player Eligibility....................................................... 296

Section 2.

Term and Timing of Draft Provisions ................. 298

Section 3.

Number of Choices ................................................ 298

Section 4.

Negotiating Rights to Draft Rookies ................... 298

Section 5.

Effect of Contracts with Other
Professional Teams. ................................................ 300

Section 6.

Application to “Early Entry” Players ................... 303

Section 7.

Assignment of Draft Rights and Effect ofVoid Contracts ........................................................ 304

Section 8.

General ..................................................................... 305

Section 9.

NBA Draft Combine.............................................. 306

Section 10.

Combine-Related Eligibility Disputes .................. 307

ARTICLE XI FREE AGENCY ......................................................... 310
Section 1.

General Rules .......................................................... 310

Section 2.

No Individually-Negotiated Right of First
Refusal ...................................................................... 317

Section 3.

Withholding Services. ............................................. 317

Section 4.

Qualifying Offers to Make Certain Players
Restricted Free Agents ........................................... 318

Section 5.

Restricted Free Agency .......................................... 321

ARTICLE XII OPTION CLAUSES ................................................. 336
Section 1.

Team Options.......................................................... 336

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Section 2.

Player Options. ........................................................ 336

Section 3.

No Conditional Options. ....................................... 338

Section 4.

Exercise Period........................................................ 338

Section 5.

Option Exercise Notices........................................ 338

ARTICLE XIII CIRCUMVENTION ............................................... 339
Section 1.

General Prohibitions .............................................. 339

Section 2.

No Unauthorized Agreements. ............................. 340

Section 3.

Penalties.................................................................... 341

Section 4.

Production of Tax Materials.................................. 344

Section 5.

Transactions with Retired Players ........................ 344

Section 6.

Charitable Contributions ....................................... 346

ARTICLE XIV ANTI-COLLUSION PROVISIONS ................... 347
Section 1.

No Collusion ........................................................... 347

Section 2.

Non-Collusive Conduct ......................................... 347

Section 3.

Individual Negotiations .......................................... 348

Section 4.

League Disclosures ................................................. 349

Section 5.

Enforcement of Anti-Collusion Provisions. ....... 349

Section 6.

Satisfaction of Burden of Proof ............................ 349

Section 7.

Summary Judgment ................................................ 350

Section 8.

Remedies for Economic Injury ............................. 350

Section 9.

Calculation of Damages ......................................... 351

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Section 10.

Payment of Damages.............................................. 352

Section 11.

Effect of Damages on Salary Cap ........................ 352

Section 12.

Contribution ............................................................ 352

Section 13.

No Reimbursement ................................................ 353

Section 14.

Costs ......................................................................... 353

Section 15.

Termination of Agreement. ................................... 353

Section 16.

Discovery ................................................................. 354

Section 17.

Time Limits. ............................................................. 354

ARTICLE XV CERTIFICATIONS .................................................. 355
Section 1.

Contract Certification. ............................................ 355

Section 2.

End of Season Certification .................................. 357

Section 3.

False Certification ................................................... 357

ARTICLE XVI MUTUAL RESERVATION OF RIGHTS ......... 358
ARTICLE XVII PROCEDURE WITH RESPECT TO
PLAYING CONDITIONS AT VARIOUS
FACILITIES............................................................ 359
ARTICLE XVIII TRAVEL ACCOMMODATIONS, LOCKER
ROOM FACILITIES, AND PARKING ........... 360
Section 1.

Hotel Arrangements ............................................... 360

Section 2.

First Class Travel..................................................... 360

Section 3.

Locker Room Facilities .......................................... 361

Section 4.

Parking Facilities ..................................................... 361

Section 5.

Hotel Incidentals ..................................................... 361

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Section 6.

Two-Way Players .................................................... 361

ARTICLE XIX UNION SECURITY, DUES, AND CHECKOFF ........................................................................... 362
Section 1.

Membership ............................................................. 362

Section 2.

Check-off ................................................................. 362

Section 3.

Enforcement. ........................................................... 362

Section 4.

No Liability .............................................................. 363

ARTICLE XX SCHEDULING ......................................................... 364
Section 1.

Training Camp......................................................... 364

Section 2.

Exhibition Games. .................................................. 367

Section 3.

Regular Season Games. .......................................... 367

Section 4.

In-Season Tournament .......................................... 367

Section 5.

Location and Scheduling of Games. .................... 370

Section 6.

Holidays. ................................................................... 371

Section 7.

All-Star. ..................................................................... 371

Section 8.

Travel ........................................................................ 372

Section 9.

Days Off. .................................................................. 372

ARTICLE XXI NBA ALL-STAR GAME........................................ 375
Section 1.

Participation. ............................................................ 375

Section 2.

Awards. ..................................................................... 377

Section 3.

Player Guests ........................................................... 378

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Section 4.

Players Not Participating in All-Star
Activities. .................................................................. 378

Section 5.

All-Star Skills Competitions .................................. 378

Section 6.

All-Star Committee ................................................. 379

ARTICLE XXII PLAYER HEALTH AND WELLNESS............ 380
Section 1.

Requirements for Certain Team Player
Health Professionals. .............................................. 380

Section 2.

One Surgeon ............................................................ 381

Section 3.

NBA Physicians Association. ................................ 381

Section 4.

Disclosure of Medical Information. ..................... 382

Section 5.

Vaccination Education andRecommendations .................................................. 383

Section 6.

Selection of Team Physician and Other
Health Care Providers ............................................ 383

Section 7.

Health and Performance Screenings. ................... 384

Section 8.

Electronic Medical Records................................... 384

Section 9.

Concussion, Cardiac, and Emergency
Medical Preparedness Policies .............................. 385

Section 10.

Second Opinion ...................................................... 386

Section 11.

Fitness-to-Play ......................................................... 388

Section 12.

Player Care Survey .................................................. 397

Section 13.

Wearables ................................................................. 397

Section 14.

NBA Draft Combine.............................................. 400

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ARTICLE XXIII EXHIBITION GAMES AND OFFSEASON GAMES AND EVENTS.................... 408
Section 1.

Exhibition Games ................................................... 408

Section 2.

Inter-squad Scrimmage .......................................... 408

Section 3.

Off-Season Basketball Events............................... 408

Section 4.

Summer Leagues ..................................................... 412

ARTICLE XXIV PROHIBITION OF NO-TRADECONTRACTS ......................................................... 414
Section 1.

General Limitation. ................................................. 414

Section 2.

Exceptions to General Limitation. ....................... 414

ARTICLE XXV LIMITATION ON DEFERREDCOMPENSATION................................................ 418
Section 1.

General Limitation. ................................................. 418

Section 2.

Attribution ............................................................... 418

ARTICLE XXVI TEAM RULES....................................................... 419
Section 1.

Establishment of Team Rules. .............................. 419

Section 2.

Notice ....................................................................... 419

Section 3.

Grievances Challenging Team Rules.................... 419

ARTICLE XXVII RIGHT OF SET-OFF ........................................ 420
Section 1.

Set-off Calculation .................................................. 420

Section 2.

Successive Terminations ........................................ 422

Section 3.

Deferred Compensation ........................................ 422

Section 4.

Waiver of Set-off Right. ......................................... 422

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Stretched Protected Salary ..................................... 422

ARTICLE XXVIII MEDIA RIGHTS .............................................. 425
Section 1.

League Rights .......................................................... 425

Section 2.

No Suit...................................................................... 425

Section 3.

Unauthorized Endorsement/Sponsor
Promotion ................................................................ 425

Section 4.

Reservation of Rights ............................................. 428

ARTICLE XXIX MISCELLANEOUS ............................................. 429
Section 1.

Active List ................................................................ 429

Section 2.

Roster Size................................................................ 429

Section 3.

Two-Way Roster ..................................................... 430

Section 4.

Postseason Eligibility Waiver Deadline. .............. 431

Section 5.

Minimum League-Wide Roster. ............................ 431

Section 6.

Games Played Requirement for Certain
League Honors ........................................................ 432

Section 7.

Playing Rules and Officiating. ............................... 438

Section 8.

Postseason. ............................................................... 439

Section 9.

Game Tickets........................................................... 440

Section 10.

League Pass. ............................................................. 441

Section 11.

Release for Fighting. ............................................... 441

Section 12.

Limitation on Player Ownership .......................... 441

Section 13.

Player Ownership in Independent WNBA
Teams........................................................................ 443

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Section 14.

Nondisclosure.......................................................... 446

Section 15.

Implementation of Agreement ............................. 446

Section 16.

Additional Canadian Provisions ........................... 446

Section 17.

Gate Reports............................................................ 448

Section 18.

League-Wide Public Service Campaigns.............. 448

Section 19.

Fines Imposed on Teams ...................................... 448

Section 20.

Quarterly FIBA Meetings ...................................... 449

Section 21.

Pro Days. .................................................................. 449

ARTICLE XXX NO-STRIKE AND NO-LOCKOUTPROVISIONS AND OTHER
UNDERTAKINGS ............................................... 450
Section 1.

No Strike .................................................................. 450

Section 2.

No Lockout ............................................................. 450

Section 3.

No Breach of Player Contracts. ............................ 450

Section 4.

Best Efforts of Players Association...................... 451

Section 5.

No Discrimination. ................................................. 451

ARTICLE XXXI GRIEVANCE AND ARBITRATIONPROCEDURE AND SPECIALPROCEDURES WITH RESPECT TODISPUTES INVOLVING PLAYERDISCIPLINE .......................................................... 452
Section 1.

Scope......................................................................... 452

Section 2.

Initiation ................................................................... 453

Section 3.

Pre-Hearing Motions. ............................................. 454

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Section 4.

Hearings ................................................................... 455

Section 5.

Procedure ................................................................. 457

Section 6.

Arbitrator’s Decision and Award.......................... 458

Section 7.

Appointment and Replacement of
Grievance Arbitrator .............................................. 459

Section 8.

Injury Grievances. ................................................... 460

Section 9.

Special Procedures with Respect to Player
Discipline ................................................................. 461

Section 10.

Procedure with Respect to Fine andSuspension Amounts. ............................................. 465

Section 11.

Disputes with Respect to the Terms of aPlayer Contract. ....................................................... 465

Section 12.

Disputes with Respect to Players Under
Contract Who Withhold Playing Services. .......... 466

Section 13.

Expedited Procedure. ............................................. 467

Section 14.

Threshold Amount for Certain Grievances. ....... 467

Section 15.

Miscellaneous........................................................... 468

ARTICLE XXXII SYSTEM ARBITRATION ................................ 470
Section 1.

Jurisdiction and Authority ..................................... 470

Section 2.

Initiation ................................................................... 470

Section 3.

Hearings ................................................................... 471

Section 4.

Costs Relating to System Arbitration ................... 472

Section 5.

Procedure for System Arbitration. ....................... 472

Section 6.

Selection of System Arbitrator. ............................. 473

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Section 7.

Selection of Appeals Panel .................................... 474

Section 8.

Procedure Relating to Appeals of
Determination by the System Arbitrator ............. 475

Section 9.

Special Procedure for Disputes with
Respect to Interim Audit Reports. ....................... 476

Section 10.

Special Procedure for Disputes with
Respect to the Adjustment Schedules .................. 479

ARTICLE XXXIII ANTI-DRUG PROGRAM AND
SUBSTANCE ABUSE TREATMENT .............. 481
Section 1.

Definitions ............................................................... 481

Section 2.

Administration......................................................... 484

Section 3.

Confidentiality. ........................................................ 487

Section 4.

Testing ...................................................................... 490

Section 5.

Reasonable Cause Testing or Hearing. ................ 494

Section 6.

Random Testing. ..................................................... 496

Section 7.

Drugs of Abuse Program....................................... 498

Section 8.

Marijuana and Alcohol Treatment
Programs .................................................................. 502

Section 9.

Steroids and Performance-Enhancing
Drugs Program. ....................................................... 503

Section 10.

Synthetic Cannabinoid Program. .......................... 505

Section 11.

Noncompliance with Treatment........................... 507

Section 12.

Dismissal and Disqualification .............................. 512

Section 13.

Reinstatement .......................................................... 512

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Section 14.

Exclusivity. ............................................................... 518

Section 15.

Random HGH Blood Testing .............................. 519

Section 16.

Additional Bases for Testing. ................................ 520

Section 17.

Additional Prohibited Substances andTesting Methods ..................................................... 522

Section 18.

Prescriptions Under the Anti-Drug
Program. ................................................................... 523

Section 19.

Longitudinal Profile for Exogenous
Testosterone ............................................................ 524

Section 20.

No Significant Fault or Negligence byPlayer......................................................................... 524

Section 21.

G League Suspensions ........................................... 525

ARTICLE XXXIV RECOGNITION CLAUSE ............................ 526
ARTICLE XXXV SAVINGS CLAUSE ........................................... 527
ARTICLE XXXVI PLAYER AGENTS ........................................... 528
Section 1.

Approval of Player Contracts................................ 528

Section 2.

Fines. ......................................................................... 528

Section 3.

Prohibition on Players as Agents .......................... 528

Section 4.

Indemnity. ................................................................ 529

Section 5.

Agent Lists ............................................................... 529

Section 6.

Confirmation by the Players Association. ........... 529

Section 7.

Agent Rules Compliance........................................ 530

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ARTICLE XXXVII PLAYER APPEARANCES AND
ADDITIONAL CONTENT ACTIVITIES/UNIFORM .............................................................. 531
Section 1.

Player Activities on Behalf of the NBA............... 531

Section 2.

Additional Content Opportunities for the
NBA and Players. .................................................... 533

Section 3.

Indemnity ................................................................. 538

Section 4.

Uniform .................................................................... 539

ARTICLE XXXVIII INTEGRATION, ENTIREAGREEMENT, INTERPRETATION, AND
CHOICE OF LAW ................................................ 540
Section 1.

Integration, Entire Agreement. ............................. 540

Section 2.

Interpretation. .......................................................... 540

Section 3.

Choice of Law ......................................................... 541

ARTICLE XXXIX TERM OF AGREEMENT.............................. 542
Section 1.

Effective Date and Expiration Date .................... 542

Section 2.

Mutual Options to Terminate Following
Sixth Season. ............................................................ 542

Section 3.

Termination by Players Association/AntiCollusion .................................................................. 542

Section 4.

Termination by NBA/National TV
Revenues .................................................................. 543

Section 5.

Termination by NBA/Force Majeure.................. 543

Section 6.

Mutual Right of Termination. ............................... 545

Section 7.

Mutual Right of Termination -- League
Financial Results...................................................... 545

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Section 8.

Mutual Right of Termination -- DesignatedShare ......................................................................... 546

Section 9.

Mutual Right of Termination -- League
Entity Transaction .................................................. 547

Section 10.

No Obligation to Terminate; No Waiver ............ 548

ARTICLE XL EXPANSION AND CONTRACTION ................ 549
Section 1.

Expansion ................................................................ 549

Section 2.

Contraction .............................................................. 549

ARTICLE XLI NBA G LEAGUE .................................................... 550
Section 1.

NBAGL Work Assignments. ................................ 550

Section 2.

Reporting Requirements for NBAGL Work
Assignments. ............................................................ 550

Section 3.

Travel and Relocation Expenses........................... 551

Section 4.

Terms of NBAGL Work Assignment and
NBAGL Two-Way Service.................................... 551(a)General Terms ......................................................... 551(b)Compensation and Benefits ................................... 551(c)

Meal Expense........................................................... 552(d)Travel Accommodations ........................................ 553(e)Conduct and Discipline .......................................... 553(f)Medical Treatment and Physical Condition ........ 555(g)Prohibited Substances ............................................ 556(h)Player Attributes and Performances ..................... 556

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Table of Contents(i)Promotional Activities ............................................ 557

Section 5.

Miscellaneous........................................................... 557

Section 6.

Career Opportunities for Former NBA
Players. ...................................................................... 558

ARTICLE XLII OTHER..................................................................... 560
Section 1.

Headings and Organization. .................................. 560

Section 2.

Time Periods............................................................ 560

Section 3.

Exhibits .................................................................... 560

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EXHIBITSEXHIBIT A

NATIONAL BASKETBALL ASSOCIATIONUNIFORM PLAYER CONTRACT ................... A-1

EXHIBIT B

BASELINE ROOKIE SALARY SCALE .......... B-1

EXHIBIT C

BASELINE MINIMUM ANNUAL SALARYSCALE ...................................................................... C-1

EXHIBIT D

BRI EXPENSE RATIOS...................................... D-1

EXHIBIT ENOTICE TO VETERAN PLAYERS
CONCERNING SUMMER LEAGUES ........... E-1

EXHIBIT F

JOINT NBA/NBPA POLICY ON
DOMESTIC VIOLENCE, SEXUALASSAULT, AND CHILD ABUSE.......................F-1

EXHIBIT G

OFFER SHEET...................................................... G-1

EXHIBIT H

FIRST REFUSAL EXERCISE NOTICE .......... H-1

EXHIBIT I-1

AUTHORIZATION FOR TESTING ............. I-1-1

EXHIBIT I-2

PROHIBITED SUBSTANCES ......................... I-2-1

EXHIBIT I-3

URINE COLLECTION PROCEDURES....... I-3-1

EXHIBIT I-4

BLOOD COLLECTION PROCEDURES ..... I-4-1

EXHIBIT I-5

DRUGS OF ABUSE AND SYNETHETICCANNABINOIDS CONFIRMATORYLABORATORY ANALYSIS LEVELS ........... I-5-1

EXHIBIT I-6

STEROIDS AND PERFORMANCEENHANCING DRUGS AND DIURETICSCONFIRMATORY LABORATORYANALYSIS LEVELS .......................................... I-6-1

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EXHIBIT I-7

CREATION OF PLAYERLONGITUDINAL PROFILES ........................ I-7-1

EXHIBIT J-1

FORM OF CONFIDENTIALITYAGREEMENT ..................................................... J-1-1

EXHIBIT J-2

LETTER AGREEMENT REGARDINGACCOUNTING PROCEDURES .................... J-2-1

Article I

1

ARTICLE I
DEFINITIONS
Section 1.

Definitions.

As used in this Agreement, the following terms shall have the following
meanings:(a)“2011 CBA” means the collective bargaining agreement between
the NBA and the Players Association, effective December 8, 2011 throughJune 30, 2017.
(b)“2017 CBA” means the collective bargaining agreement between
the NBA and the Players Association, effective July 1, 2017 through June 30,
2023.
(c)
“Active List” means the list of players, maintained by the NBA,
who have signed Player Contracts with a Team and are otherwise eligible toparticipate in a Regular Season game.
(d)“Agreement” means this Collective Bargaining Agreement
entered into as of June 28, 2023.
(e)“Audit Report” or “final Audit Report” means the audit report
prepared in accordance with Article VII, Section 10.
(f)“Average Player Salary” means, with respect to any Salary Cap
Year, Total Salaries (plus any amounts paid by a Team in respect of such
Salary Cap Year pursuant to Article VII, Section 2(c)(2)(i) or 2(c)(5)) divided
by an amount equal to the product of the number of Teams in the NBA insuch Salary Cap Year (other than Expansion Teams during their first two(2) Salary Cap Years) multiplied by thirteen and two-tenths (13.2).
(g)“Base Compensation” means the component of Compensation
other than bonuses of any kind.
(h)“Basketball Related Income” or “BRI” means basketball related
income as defined in Article VII, Sections 1(a) and (b).

2

Article I(i)“Benefits” or “Total Benefits” means the sum of all amounts
paid or to be paid on an accrual basis during any Salary Cap Year by the
NBA or NBA Teams, other than Expansion Teams during their first two
Salary Cap Years, for the specific benefits set forth in Article IV.
(j)“Commissioner” means the Commissioner of the NBA.

(k)“Compensation” means the compensation that is or could be
earned by, or is paid or payable to, an NBA player (including players whose
Player Contracts have been terminated) in accordance with a Player Contract(whether such payment is sent to the player directly or to a person or entity
designated by a player).
(l)“Contract” (see “Uniform Player Contract”).

(m)“Current Base Compensation” means the component of Base
Compensation other than Deferred Base Compensation.
(n)“Deferred Base Compensation” means the component ofDeferred Compensation other than bonuses of any kind.
(o)“Deferred Compensation” means the component ofCompensation for a Season that is payable to a player during the period
commencing after the May 1 following such Season, in accordance with therules set forth in Articles VII and XXV. The determination of whether
Compensation is Deferred Compensation will be based upon the time set
by the Player Contract for the player to receive the Compensation, without
regard to whether the obligation is funded currently or secured in any
fashion.
(p)“Designated Veteran Player” means a player with whom a Teamhas, pursuant to Article II, Sections 7(a)(ii) or 7(e) and Article VII,
Section 7(a), entered into either a Designated Veteran Player Extension or
Designated Veteran Player Contract.
(q)“Designated Veteran Player Contract” means a Contract
entered into between a Team and its Designated Veteran Player who is a
Qualifying Veteran Free Agent that covers five (5) Seasons and provides for
Salary for the first Salary Cap Year equal to such percentage above thirty
percent (30%) but not greater than thirty-five percent (35%) (as agreed uponby the Team and the player) of the Salary Cap in effect at the time theArticle I

3Contract is executed. Annual increases and decreases in Salary and Unlikely
Bonuses in a Designated Veteran Player Contract shall be governed by
Article VII, Section 5(a)(2).
(r)“Designated Veteran Player Extension” means an Extension ofa Contract entered into between a Team and its Designated Veteran Playerthat covers six (6) Seasons from the date the Extension is signed andprovides for Salary for the first Salary Cap Year covered by the extended
term equal to thirty percent (30%) or thirty-five percent (35%) (or such otherpercentage between 30% and 35% as agreed upon by the Team and theplayer) of the Salary Cap in effect during the first Season of the extended
term. Annual increases and decreases in Salary in a Designated VeteranPlayer Extension shall be governed by Article VII, Section 5(a)(3).
(s)“Draft” or “NBA Draft” means the NBA’s annual draft ofRookie basketball players.
(t)“Early Qualifying Veteran Free Agent” means a Veteran Free
Agent who, prior to becoming a Veteran Free Agent, played under one (1)or more Player Contracts covering some or all of each of the two (2)preceding Seasons, and who either played exclusively with his Prior Teamduring such two (2) Seasons, or, if he played for more than one (1) Teamduring such period, changed Teams only (i) by means of trade, (ii) by meansof assignment via the NBA’s waiver procedures, or (iii) by signing with his
Prior Team during the first of the two (2) Seasons.
(u)“Early Termination Option” (or “ETO”) means an option infavor of a player to shorten the stated number of years covered by a Player
Contract in accordance with Article XII.
(v)
“Effective Season” means, with respect to an Early Termination
Option, the first Season covered by the Early Termination Option. (Forexample, if a Contract were to contain an Early Termination Option
exercisable following the 2025-26 Season, the Effective Season would be the2026-27 Season.)(w)“Estimated Average Player Salary” means, for a particular Salary
Cap Year, one hundred four and one-half percent (104.5%) of the priorSalary Cap Year’s Average Player Salary.

4

Article I(x)“Exception” means an exception to the rule that a Team’s TeamSalary may not exceed the Salary Cap.
(y)“Expansion Team” means any Team that becomes a member of
the NBA through expansion following the effective date of this Agreement
and commences play during the term of this Agreement.
(z)“Extension” means an amendment to a Player Contract
lengthening the term of the Contract for a specified period of years.
(aa)“First Round Pick” means a player selected by a Team in thefirst round of the Draft.
(bb)“Free Agent” means: (i) a Veteran Free Agent; (ii) a Rookie Free
Agent; (iii) a Veteran whose Player Contract has been terminated inaccordance with the NBA waiver procedure; or (iv) a player whose lastPlayer Contract was a 10-Day Contract and who either completed theContract by rendering the playing services called for thereunder or was
released early from such Contract.
(cc)“Generally Recognized League Honors” means the following
NBA league honors awarded to players: NBA Most Valuable Player; NBA
Finals Most Valuable Player; NBA Defensive Player of the Year; NBA Sixth
Man Award; NBA Most Improved Player; All-NBA Team (First, Second, or
Third); NBA All-Defensive Team (First or Second); and All-Star Team
Selection.
(dd)“Inactive List” means the list of players, maintained by the NBA,
who have signed Player Contracts with a Team and are otherwise ineligible
to participate in a Regular Season game.
(ee)“Incentive Compensation” means the component ofCompensation consisting of one (1) or more bonuses described in Article II,
Sections 3(b)(ii) and (iii) and 3(c).
(ff)“Likely Bonus” means Incentive Compensation included in aplayer’s Salary in accordance with Article VII, Section 3(d).
(gg)“Maximum Annual Salary” means the maximum amount ofSalaries and Unlikely Bonuses a player is eligible to receive in the first SalaryArticle I

5

Cap Year covered by a Contract or Extension as calculated in accordancewith Article II, Section 7.
(hh)
NBA.

“Member” or “Team” means any team that is a member of the(ii)“Minimum Annual Salary” means the minimum Salary that must
be included in a Player Contract (other than a Two-Way Contract) thatcovers the entire Regular Season in accordance with Article II, Section 6(a).
(jj)“Minimum Annual Salary Scale” means: (i) for the 2023-24
Salary Cap Year, the table of Salary amounts equal to the Salary amounts set
forth in the Baseline Minimum Annual Salary Scale table (annexed hereto as
Exhibit C) adjusted by applying the percentage increase in the Salary Cap
from the 2022-23 Salary Cap Year to the 2023-24 Salary Cap Year; and(ii) for each Salary Cap Year commencing with the 2024-25 Salary Cap Year,the table of Salary amounts equal to the Salary amounts set forth in thepreceding Salary Cap Year’s Minimum Annual Salary Scale adjusted byapplying the percentage increase in the Salary Cap from the preceding Salary
Cap Year to the then-current Salary Cap Year.
(kk)“Minimum Player Salary” means: (i) with respect to a Contract(other than a Two-Way Contract) that covers the entire Regular Season, theMinimum Annual Salary called for under Article II, Section 6(a); (ii) withrespect to a Contract that covers less than the entire Regular Season (otherthan a Two-Way Contract or 10-Day Contract), the Minimum Annual Salary
called for under Article II, Section 6(a) multiplied by a fraction, thenumerator of which is the number of days remaining in the NBA Regular
Season as of the date such Contract is entered into, and the denominator ofwhich is the total number of days of that NBA Regular Season; and (iii) withrespect to a 10-Day Contract, the Minimum Annual Salary called for under
Article II, Section 6(a) multiplied by a fraction, the numerator of which isthe number of days covered by the Contract and the denominator of whichis the total number of days of that NBA Regular Season.
(ll)“Minimum Team Salary” means the minimum Team Salary aTeam must have for a Salary Cap Year as determined in accordance with
Article VII, Section 2(b).

6Article I(mm) “Moratorium Period” means, with respect to a Salary Cap Year,the period from 12:01 a.m. eastern time on July 1 of such Salary Cap Yearthrough 12:00 p.m. eastern time on the following July 6 (for clarity,
regardless of whether July 6 is a business day).
(nn)
The term “negotiate” means, with respect to a player or his
representatives on the one hand, and a Team or its representatives on theother hand, to engage in any written or oral communication relating to thepossible employment, or terms of employment, of such player by such Team
as a basketball player, regardless of who initiates such communication.
(oo)“NBAGL” means the NBA G League or any successor entity.

(pp)“NBAGL Regular Season” means, with respect to any NBAGL
Season, the period beginning on the first day and ending on the last day ofregularly scheduled (as opposed to exhibition or playoff) competition
between NBAGL teams.
(qq)“NBAGL Season” means the period beginning on the first day
of NBAGL training camp and ending immediately after the last game of the
NBAGL playoffs.
(rr)“Non-Qualifying Veteran Free Agent” means a Veteran Free
Agent who is not a Qualifying Veteran Free Agent or an Early Qualifying
Veteran Free Agent.
(ss)“Option” means an option in a Player Contract in favor of aTeam or player to extend such Contract beyond its stated term.
(tt)“Option Year” means the year that would be added to a Player
Contract if an Option were exercised.
(uu)“Performance Bonus” means any Incentive Compensation
described in Article II, Section 3(b)(ii).
(vv)“Player Contract” (see “Uniform Player Contract”).

(ww) “Prior Team” means the Team for which a player was last underContract prior to becoming a Qualifying Veteran Free Agent, Early
Qualifying Veteran Free Agent, or a Non-Qualifying Veteran Free Agent.

Article I

7(xx)“Qualifying Offer” means a qualifying offer as defined in
Article XI, Section 1(e).
(yy)“Qualifying Veteran Free Agent” means a Veteran Free Agent
who, prior to becoming a Veteran Free Agent, played under one (1) or more
Player Contracts covering some or all of each of the three (3) preceding
Seasons, and who either played exclusively with his Prior Team during such
three (3) Seasons, or, if he played for more than one (1) Team during such
period, changed Teams only (i) by means of trade, (ii) by means ofassignment via the NBA’s waiver procedures during the first of the three (3)Seasons, or (iii) by signing with his Prior Team during the first of the three(3) Seasons.
(zz)“Regular Salary” means a player’s Salary, less any component
thereof that is a signing bonus (or deemed a signing bonus in accordancewith Article VII) and any component thereof that is Incentive
Compensation.
(aaa)“Regular Season” means, with respect to any Season, the period
beginning on the first day and ending on the last day of regularly scheduled(as opposed to Exhibition, Play-In, or playoff) competition between NBA
Teams.
(bbb) “Renegotiation,” “renegotiate,” or “renegotiated” means aContract amendment that provides for an increase in Salary and/or Unlikely
Bonuses.
(ccc)“Replacement Player” means, where appropriate, either a player
who is acquired by a Team pursuant to the Traded Player Exception, or aplayer who is signed or acquired by a Team pursuant to the Disabled Player
Exception.
(ddd) “Required Tender” means an offer of a Uniform Player Contract
to a Draft Rookie, signed by the Team, that: (i) on or before the datespecified in Article X is either personally delivered to the player or his
representative or sent by email or pre-paid certified, registered, or overnight
mail to the last known address of the player or his representative; (ii) withrespect to a First Round Pick, (A) affords the player until at least the firstday of the following Regular Season to accept, and (B) satisfies therequirements of a Rookie Scale Contract set forth in Article VIII, Section 1

8

Article Ior 2; and (iii) with respect to a Second Round Pick, (A) affords the player
until at least the earlier of (x) four (4) days before the date of the first day of
the immediately following Regular Season, or (y) the immediately following
October 15, to accept, (B) has a stated term of one (1) Season, and (C) calls
for at least the Minimum Player Salary then applicable to the player. In
addition, a Team shall be permitted to include in any Required Tender an
Exhibit 6 to the Uniform Player Contract requiring that the player, if hesigns the Required Tender, pass a physical examination to be performed bya physician designated by the Team as a condition precedent to the validityof the Contract.
(eee)“Restricted Free Agent” means a Veteran Free Agent who issubject to a Team’s Right of First Refusal in accordance with Article XI.
(fff)“Rookie” means a person who has never signed a Player
Contract with an NBA Team.
(i)“Draft Rookie” means a Rookie who is selected in the NBA
Draft.

(ii)“Non-Draft Rookie” means a Rookie who is not selected in
the NBA Draft for which he is first eligible.

(ggg) “Rookie Free Agent” means: (i) a Draft Rookie who, pursuant
to the provisions of Article VIII, Section 3 or Article X, is no longer subject
to the exclusive negotiating rights of any Team, and who may be signed by
any Team; or (ii) a Non-Draft Rookie.
(hhh) “Rookie Salary Scale” means the Rookie Salary Scale table for a
Salary Cap Year prepared immediately upon the determination of the Salary
Cap for such Salary Cap Year and including the adjusted Rookie Scale
Amounts for such Salary Cap Year as calculated in accordance with
Section 1(iii) below.
(iii)“Rookie Scale Amounts” means: (i) for the 2023-24 Salary Cap
Year, the Salary amounts set forth in the Baseline Rookie Salary Scale(annexed hereto as Exhibit B) adjusted by applying the percentage increasein the Salary Cap from the 2022-23 Salary Cap Year to the 2023-24 Salary
Cap Year; and (ii) for each Salary Cap Year commencing with the 2024-25
Salary Cap Year, the Salary amounts set forth in the preceding Salary Cap
Year’s Rookie Salary Scale adjusted by applying the percentage increase inArticle I

9the Salary Cap from the preceding Salary Cap Year to the current Salary Cap
Year. For clarity, the applicable percentages in the “4th Year Option:
Percentage Increase Over 3rd Year Salary” and “Qualifying Offer:
Percentage Increase Over 4th Year Salary” columns specified in the Baseline
Rookie Salary Scale shall remain the same for each Salary Cap Year during
the term of this Agreement and shall be included in the Rookie Salary Scale
prepared for each Salary Cap Year in accordance with Section 1(hhh) above.
(jjj)“Rookie Scale Contract” means the initial Uniform Player
Contract entered into, in accordance with Article VIII, Section 1 or 2,
between a First Round Pick and the Team that holds his draft rights.
(kkk) “Room” means the extent to which: (i) a Team’s then-current
Team Salary is less than the Salary Cap; or (ii) a Team is entitled to use oneof the Salary Cap Exceptions set forth in Article VII, Sections 6(c), (d), (e),(f), (g), and (j) (Disabled Player Exception, Bi-annual Exception,
Non-Taxpayer Mid-Level Salary Exception, Taxpayer Mid-Level Salary
Exception, Mid-Level Salary Exception for Room Teams, and Traded Player
Exception).
(lll)“Salary” means, with respect to a Salary Cap Year, a player’s
Compensation with respect to the Season covered by such Salary Cap Year,plus any other amount that is deemed to constitute Salary in accordance withthe terms of this Agreement, not including Unlikely Bonuses, any benefits
the player received in accordance with the terms of this Agreement(including, e.g., the benefits provided for by Article IV, per diem, and moving
expenses), and any portion of the player’s Compensation that is attributable
to another Salary Cap Year in accordance with this Agreement. Salary also
includes any consideration received by a retired player that is deemed toconstitute Salary in accordance with the terms of Article XIII.
(mmm) “Salary Cap” means the maximum allowable Team Salary foreach Team for a Salary Cap Year, subject to the rules and exceptions set
forth in this Agreement.
(nnn) “Salary Cap Year” means the period from July 1 through thefollowing June 30.

10

Article I(ooo) “Season” or “NBA Season” means the period beginning on thefirst day of NBA training camp and ending immediately after the last gameof the NBA Finals.
(ppp) “Second Round Pick” means a player selected by a Team in thesecond round of the Draft.
(qqq) “Standard NBA Contract” means a Contract other than a
Two-Way Contract.
(rrr)“Standard NBA Contract Conversion Option” means an
option in a Two-Way Contract in favor of a Team to convert the Contract
to a Standard NBA Contract that provides for a Salary for each Salary Cap
Year equal to the player’s applicable Minimum Player Salary and a term equal
to the remainder of the original term of the Two-Way Contract, in
accordance with Article II, Section 11(f).
(sss)“Team” or “NBA Team” (see “Member”).

(ttt)“Team Affiliate” means:(i)

any individual or entity who or which (directly or indirectly)
holds an ownership interest in a Team (other thanownership of publicly-traded securities constituting less than
five percent (5%) of the ownership interests in a Team) (a“Team Owner”);(ii)

any individual or entity who or which (directly or indirectly)
controls, is controlled by or is under common control with,or who or which is an entity affiliated with or an individual
related to, a Team;(iii)

any individual or entity who or which (directly or indirectly)
controls, is controlled by or is under common control with,or who or which is an entity affiliated with or an individual
related to, an individual or entity described in Section 1(ttt)(i)or (ii) above; or(iv)

any entity as to which (x) a Team Owner, or (y) an individual
or entity that holds (directly or indirectly) an ownershipinterest in an entity described in Section 1(ttt)(ii) above,

Article I

11either (a) holds (directly or indirectly) more than five percent(5%) of its ownership interests, or (b) participates in or
influences its management or operations.
For the purposes of this Section 1(ttt): an individual shall only be deemed
to be “related to” a Team or another individual or entity if such individual
is an officer, director, trustee, or executive employee of such Team or entity,or is a member of such individual’s immediate family; and “controls” or “iscontrolled by” shall include (without limitation) the circumstance in which
an individual or a Team or entity has or can exercise effective control.
(uuu) “Team Salary” means, with respect to a Salary Cap Year, the sumof all Salaries attributable to a Team’s active and former players plus otheramounts as computed in accordance with Article VII, less applicable credit
amounts as computed in accordance with Article VII.
(vvv) “Total Salaries” means the total Salaries included in the TeamSalary of all NBA Teams for or with respect to a Salary Cap Year inaccordance with this Agreement, other than the Salaries included in theTeam Salary of Expansion Teams during their first two (2) Salary Cap Years,
as determined in accordance with Article VII. For purposes of thisdefinition, Total Salaries:(i)shall include: (a) all Incentive Compensation excluded from
Salaries in accordance with Article VII, Section 3(d) but
actually earned by NBA players during such Salary Cap Year,and shall exclude all Incentive Compensation included in
Salaries in accordance with Article VII, Section 3(d) but not
actually earned by NBA players during such Salary Cap Year;(b) the aggregate Salaries, if any, that are excluded fromTeam Salaries pursuant to Article VII, Section 4(h); (c) any
consideration received by a retired player that is included in
Team Salary in accordance with the terms of Article XIII;(d) all Two-Way Player Salaries earned in respect of such
Salary Cap Year; and (e) any Exhibit 10 Bonus a Team pays
its players pursuant to Article II, Section 3(s)(i);(ii)

shall be reduced by an amount equal to fifty percent (50%)
of the amount of any reductions made to NBA players’
Compensation in respect of such Salary Cap Year for a12

Article Isuspension imposed by the NBA or a Team in accordancewith Article VI, Section 1 or Article XLI, Section 4(e); and(iii)

shall be adjusted
Section 7(d)(6)(iv).

consistent

withArticleVII,(www) “Total Salaries and Benefits” means the sum of Total Salaries
plus Total Benefits.
(xxx) “Traded Player” means a player whose Player Contract is
assigned by one Team to another Team other than by means of the NBA
waiver procedure.
(yyy)“Two-Way Contract” means a Contract between a Two-Way
Player and a Team made in accordance with Article II, Section 11. In theevent that a Two-Way Contract is converted to a Standard NBA Contract
pursuant to the Team’s exercise of its Standard NBA Contract Conversion
Option, the Contract shall no longer be a Two-Way Contract for the
purposes of this Agreement.
(zzz) “Two-Way List” means the list of players, maintained by theNBA, who have signed Two-Way Contracts and are eligible to provide
services to an NBAGL team in accordance with the provisions of thisAgreement.
(aaaa) “Two-Way Player” means a player under a Two-Way Contractin accordance with Article II, Section 11.
(bbbb) “Two-Way Player Salary” means, with respect to any Two-Way
Contract, the Salary called for under Article II, Section 11(a).
(cccc) “Two-Way Player Conversion Option” means an option in a
Player Contract with an Exhibit 10 in favor of a Team to convert theContract to a Two-Way Contract in accordance with Article II,
Section 3(s)(ii) and Section 11(h).
(dddd) “Uniform Player Contract” or “Player Contract” or “Contract”
means the standard form of written agreement between a person and a Teamrequired for use in the NBA by Article II, pursuant to which such person is
employed by such Team as a professional basketball player.

Article I

13(eeee) “Unlikely Bonus” means Incentive Compensation excluded
from a player’s Salary in accordance with Article VII, Section 3(d).
(ffff) “Unrestricted Free Agent” means a Free Agent who is not
subject to a Team’s Right of First Refusal.
(gggg) “Veteran” or “Veteran Player” means a person who has signed
at least one Player Contract with an NBA Team.
(hhhh) “Veteran Free Agent” means a Veteran who completed his
Player Contract (other than a 10-Day Contract) by rendering the playing
services called for thereunder.
(iiii)“Years of Service” means the number of years of NBA service
credited to a player in accordance with the following: a player will becredited with one (1) year of NBA service for each year that he is on an
NBA Active List or Inactive List for one (1) or more days during the Regular
Season. Notwithstanding the above, a player will not receive credit for aYear of Service for any year in which he: (i) withholds playing services called
for by a Player Contract or this Agreement for more than thirty (30) days
after the Season begins, or (ii) is a Restricted Free Agent, has been tendereda Qualifying Offer by his Prior Team and the Prior Team has extended thedate by which the player may accept the Qualifying Offer until March 1 inaccordance with the Article XI, Section 4(c)(i), and has not signed a Player
Contract with any Team by March 1. In addition, notwithstanding theabove, a player will not receive credit for a Year of Service for being on an
NBA Active List or Inactive List as a result of signing a Player Contract thatis disapproved by the Commissioner. In no event can a player be creditedwith more than one (1) Year of Service with respect to any one NBA Season.
A Year of Service will be credited to a player at the conclusion of the Salary
Cap Year encompassing the Season with respect to which it is being
credited. Under no circumstances shall the definition of Years of Service
herein be used for purposes of determining a player’s years of credited
eligibility, benefit, and/or vesting service under any benefit plan or programprovided for under Article IV of this Agreement, including, without
limitation, the Pension Plan, 401(k) Plan, Health and Welfare Benefit Plan(including the Retiree Medical Plan, HRA Benefit, and tuition
reimbursement program), or Post-Career Income Plan. Players shall becredited with Years of Service pursuant to this Section 1(iiii) only in respectof Seasons covered by this Agreement. Years of Service credit for Seasons

14

Article I

prior to the 2005 NBA/NBPA Collective Bargaining Agreement shall be
determined in accordance with the provisions of the 1999 NBA/NBPA
Collective Bargaining Agreement.

Article II

15

ARTICLE IIUNIFORM PLAYER CONTRACT
Section 1.

Required Form.

The Player Contract to be entered into by each player and the Team bywhich he is employed shall be a Uniform Player Contract in the form
annexed hereto as Exhibit A.
Section 2.

Limitation on Amendments.

(a) Except as provided in Sections 3, 6, 7(d), 9, 10, and 12 of this Article,
and in Article VII, Section 7 (Extensions, Renegotiations, and Other
Amendments) or Article XII (Option Clauses), no amendments to the formof Uniform Player Contract provided for by Section 1 of this Article shallbe permitted.
(b) Notwithstanding Section 2(a) above, except as provided: (i) in
Sections 3(f), (i), (j), (l), (m), (n), (o), (p), and (r), and Section 11 of this
Article, no amendments to Two-Way Contracts shall be permitted; and (ii)in Sections 3(e), (h), (j), (l), (m), (n), (o), (p), (r), and (s), and Section 11 of
this Article, no amendments to Contracts containing an Exhibit 10 shall bepermitted. For the avoidance of doubt, in no event may a Team and a player
extend, renegotiate, or include an Option Year or Early Termination Option
in a Two-Way Contract or a Contract containing an Exhibit 10.
(c) If a Team and a player enter into (i) a Uniform Player Contractcontaining an amendment not specifically permitted by this Agreement or(ii) a subsequent amendment to an existing Player Contract where such
amendment is not specifically permitted by this Agreement, then such
Contract or subsequent amendment, as the case may be, shall bedisapproved by the Commissioner and, consequently, rendered null andvoid.
Section 3.

Allowable Amendments.

In their individual contract negotiations, a player and a Team may amend
the provisions of a Uniform Player Contract, but only in the following
respects:

16

Article II(a) By agreeing upon provisions (to be set forth in Exhibit 1 to a
Uniform Player Contract) setting forth the Compensation to be paid or
amounts to be loaned to the player for each Season of the Contract for
rendering the services and performing the obligations described in such
Contract.
(b) By agreeing upon provisions (to be set forth in Exhibit 1 to a
Uniform Player Contract) setting forth lump sum bonuses, and the payment
date for each such bonus, to be paid as a result of: (i) the player’s executionof a Uniform Player Contract or Extension (a “signing bonus”); (ii) the
player’s achievement of agreed-upon benchmarks relating to his
performance as a player or the Team’s performance during a particular NBA
Season, subject to the limitations imposed by Paragraph 3(c) of the Uniform
Player Contract and Section 12(d) below; or (iii) the player’s achievement ofagreed-upon benchmarks relating to his physical condition or academic
achievement (e.g., earning a college degree or completion of a certified
leadership training program), including the player’s attendance at andparticipation in an off-season summer league and/or an off-season skill
and/or conditioning program upon terms and conditions agreed upon by
the Team and player (subject to the provisions of Section 12(c) below). Anyamendment agreed upon pursuant to subsections (ii) or (iii) of thisSection 3(b) must be structured so as to provide an incentive for positive
achievement by the player and/or the Team; and any amendment agreed
upon pursuant to subsection (ii) must be based upon specific numericalbenchmarks or Generally Recognized League Honors. By way of example
and not limitation, an amendment agreed upon pursuant to Section 3(b)(ii)
may provide for the player to receive a bonus if his free-throw percentage
exceeds eighty percent (80%), but may not provide for the player to receive
a bonus if his free-throw percentage improves over his previous Season’s
percentage. For purposes of any bonus agreed upon pursuant tosubsection (ii), the performance benchmarks must be based solely upon
official NBA statistics, and the determination of whether a player has earned
any such performance bonus shall be made solely by reference to official
NBA statistics as published on NBA.com.
(c) By agreeing upon provisions (to be set forth in Exhibit 1 to a
Uniform Player Contract) with respect to extra promotional appearances tobe performed by the player (in addition to those required by Paragraph 13
of such Contract) and the Compensation therefor.

Article II17(d) By agreeing upon a Compensation payment schedule (to be set forthin Exhibit 1 to a Uniform Player Contract) different from that provided forby Paragraph 3(a) of the Uniform Player Contract; provided, however, thatsuch amendment shall comply with the provisions of Section 3(b) above(relating to lump sum bonus payments) and Section 13(e) below and,provided, further that: (i) the only such amendment that shall be permittedwith respect to any Season in which the player’s Compensation is not greaterthan the Minimum Player Salary shall be as described in Section 6(g) or
Section 11(a)(ii) below; and (ii) the only such amendments that shall bepermitted with respect to any Season in which the player’s Compensation isgreater than the Minimum Player Salary shall be as follows: (y) a Uniform
Player Contract may provide for the player’s Compensation (other thanadvances pursuant to clause (z) below and amounts paid on a deferred basis
in accordance with Article XXV of this Agreement) to be paid in either
twelve (12) equal semi-monthly payments or thirty-six (36) equalsemi-monthly payments beginning with the first of said payments on
November 1 of each year covered by the Contract and continuing with suchpayments on the first and fifteenth of each month until said Compensation
is paid in full; and (z) a Uniform Player Contract that, at the time theContract is signed, is fully or partially protected for lack of skill and injury
or illness for a Season may provide for the player to be paid a portion of his
Compensation for such Season, up to the Maximum Advance Amount as
defined below, prior to November 1 of such Season. The Maximum
Advance Amount for a Season shall equal the lesser of eighty percent (80%)
of the amount of the player’s Compensation for such Season that is
protected for lack of skill and injury or illness, or fifty percent (50%) of theplayer’s Base Compensation for such Season; provided that no more thantwenty-five percent (25%) of the player’s Base Compensation for such
Season may be paid to the player prior to the October 1 immediately
preceding the first day of the Regular Season.
(e) By agreeing upon provisions (to be set forth in Exhibit 1A to a
Uniform Player Contract) stating that the Contract is intended to provide
for Base Compensation equal to the Minimum Player Salary (with nobonuses of any kind) for each Season of the Contract for rendering theservices and performing the obligations described in such Contract, in
accordance with Section 6 below.
(f) By agreeing upon provisions (to be set forth in Exhibit 1B to a
Uniform Player Contract) (i) setting forth the Compensation to be paid to18

Article II

the player (with no bonuses of any kind) for each Season of the Contract for
rendering the services and performing the obligations described in such
Contract as a Two-Way Player, in accordance with Section 11 below (a“Two-Way Contract”), and (ii) containing a Standard NBA Contract
Conversion Option in accordance with Section 11(f) below.
(g) By agreeing upon provisions (to be set forth in Exhibit 1 or
Exhibit 1A to a Uniform Player Contract, as applicable), subject to theprovisions of Article XXIV, prohibiting or limiting the Team’s right to tradesuch Contract to another Team.
(h) By agreeing upon provisions (to be set forth in Exhibit 1 or
Exhibit 1A to a Uniform Player Contract, as applicable) stating that a player
who, pursuant to Article VII, Section 8(b), cannot be traded without his
consent, agrees to eliminate his right to consent to a trade.
(i) By agreeing upon provisions (to be set forth in Exhibit 2 to a
Uniform Player Contract) stating that the Base Compensation provided forby a Uniform Player Contract (as described in Exhibit 1, 1A, or 1B to such
Contract) shall be, in whole or in part, and subject to the standard conditions
or limitations set forth in Section 4 below (and in the form of Exhibit 2) andany additional conditions or limitations that are negotiated by the player andTeam to the extent permitted in accordance with Section 4(l) below,
protected (as provided for by, and in accordance with the definitions set
forth in, Section 4 below) in the event that such Contract is terminated by
the Team by reason of the player’s:(i)lack of skill;(ii)

death not covered by an insurance policy procured by aTeam for the player’s benefit (“death”);(iii)

disability or unfitness to play skilled basketball resulting
from a basketball-related injury not covered by an insurance
policy procured by a Team for the player’s benefit(“basketball-related injury”), or disability or unfitness to playskilled basketball resulting from any injury or illness notcovered by an insurance policy procured by a Team for theplayer’s benefit (“injury or illness”), provided that a Contract
can contain protection in only one of the two categories set

Article II

19

forth in this Section 3(i)(iii), and further provided that, forclarity and without limitation, protection for injury or illness
shall not include protection for mental disability; and/or(iv)

mental disability not covered by an insurance policy
procured by a Team for the player’s benefit (“mental
disability”).

(j) By agreeing upon provisions (to be set forth in Exhibit 3 to a
Uniform Player Contract) limiting or eliminating the player’s right to receive
his Base Compensation (in accordance with Paragraphs 7(c), 16(a)(iii), and16(b) of the Uniform Player Contract) when the player’s disability or
unfitness to play skilled basketball is caused by the re-injury of one or moreinjuries sustained prior to, or by the aggravation of one or more conditions
that existed prior to, the execution of the Uniform Player Contract providing
for such Base Compensation. Notwithstanding the foregoing, theprovisions set forth in Exhibit 3 to a Uniform Player Contract shall not apply
for a Season in the event such Contract is terminated during the period fromthe February 1 of such Season through the end of that Season.
(k) By agreeing upon provisions (to be set forth in Exhibit 4 to a
Uniform Player Contract), subject to the provisions of Article XXIV,
entitling a player to earn Compensation if such player’s Uniform Player
Contract is traded to another NBA team.
(l) By agreeing upon provisions (to be set forth in Exhibit 5 to a
Uniform Player Contract) permitting the player to participate or engage insome or all of the activities otherwise prohibited by Paragraph 12 of the
Uniform Player Contract; provided, however, that no amendment toParagraph 12 of the Uniform Player Contract shall permit a player toparticipate in any public game or public exhibition of basketball not
approved in accordance with Article XXIII of this Agreement.
(m) By agreeing upon provisions (to be set forth in Exhibit 6 to a
Uniform Player Contract) establishing that the player must report for andsubmit to a physical examination to be performed by a physician designatedby the Team, subject to the provisions of Section 13(h) below.

20

Article II(n) By agreeing to delete Paragraph 7(b) of the Uniform Player Contract
in its entirety and substituting therefor the provision set forth in Exhibit 7
to a Uniform Player Contract.
(o) By agreeing either (i) to delete Paragraph 13(b) of the Uniform
Player Contract in its entirety, or (ii) to delete the last sixteen (16) words ofthe first sentence of Paragraph 13(b) of such Contract.
(p) By agreeing upon provisions for the purpose of terminating an
already-existing Uniform Player Contract prior to the expiration of its statedterm, stating as follows: (i) the Team will request waivers on the player inaccordance with Paragraph 16 of the Contract immediately following theCommissioner’s approval of such amendment; and (ii) should the player
clear waivers and his Contract thereupon be terminated (x) the amount of
any Compensation protection contained in the Contract will immediately be
reduced or eliminated, and/or (y) the Team’s right of set-off under
Article XXVII of this Agreement will be modified or eliminated.
(q) By agreeing upon provisions (to be set forth in Exhibit 8 to a
Uniform Player Contract) stating that the Contract will be traded to anotherteam within forty-eight (48) hours of its execution or amendment, with suchtrade and the consummation of such trade to be conditions precedent to thevalidity of the Contract or an amendment thereto; provided, however, thatany such sign-and-trade transaction must comply with Article VII,
Section 8(e).
(r) By agreeing upon provisions (to be set forth in Exhibit 9 to a
Uniform Player Contract) eliminating the player’s right to receive his Base
Compensation (in accordance with Paragraphs 7(c), 16(a)(iii), and 16(b) of
the Uniform Player Contract) in the event the Contract is terminated prior
to the first day of the Regular Season covered by such Contract; provided,
however, that such amendment shall be permitted only if: (i) the Contract
is for one (1) Season in length, provides for the Minimum Player Salary (withno bonuses of any kind) or Two-Way Salary and does not provide forCompensation protection of any kind pursuant to Section 3(i) above (a“Non-Guaranteed, Training Camp Contract”); (ii) at the time of signing the
Non-Guaranteed, Training Camp Contract, the Team has no fewer thanfourteen (14) players signed to Player Contracts (not including any player
signed to a Two-Way Contract or a Non-Guaranteed, Training Camp
Contract) on the Team’s roster in respect of the upcoming (or, after the firstArticle II

21

day of training camp, the then-current) Season; and (iii) no Team may be aparty at any one time to more than six (6) Non-Guaranteed, Training Camp
Contracts.
(s) By agreeing upon provisions (to be set forth in Exhibit 10 to a
Uniform Player Contract), subject to Section 11(h) below:(i)entitling a player to receive a bonus (the “Exhibit 10 Bonus”)
in an amount between $5,000 and the “Maximum Exhibit 10
Bonus Amount” (defined below) for the Salary Cap Year inwhich the Contract is signed if (1) the Contract is terminatedby the Team in accordance with the NBA waiver procedure
prior to the first day of the Regular Season, and (2) the player(a) signs with the NBAGL prior to the deadline set by the
NBAGL for NBAGL teams to designate affiliate players,(b) is initially assigned by the NBAGL to such Team’s
NBAGL affiliate as listed in Exhibit 10 and timely reports tosuch affiliate, and (c) does not leave the NBAGL (e.g., bybuying out his contract with the NBAGL and signing acontract with an international team) prior to providing
sixty (60) consecutive days of service during the NBAGL
Season (the “60-Day Service Period”), provided that, in theevent the player is signed to one or more Contract(s) by theTeam prior to completing the 60-Day Service Period, theplayer shall still satisfy this clause (c) if he timely returns tosuch Team’s NBAGL affiliate upon the completion or
termination of such Contract(s) and completes theoutstanding portion of the 60-Day Service Period. For
clarity, a player will not satisfy this clause (c) if at any timeprior to completing the 60-Day Service Period he signs acontract with a professional basketball team other than theTeam. In the event a player fails to satisfy clause (c) above
as a result of an injury resulting directly from his playing for
the Team’s NBAGL affiliate, such player shall nonethelessbe entitled to receive the Exhibit 10 Bonus set forth in his
Contract. Notwithstanding anything to the contrary in theforegoing, an Exhibit 10 may only contain an Exhibit 10
Bonus if the Team has an NBAGL affiliate at the time of theexecution of the Contract; provided, however, that if a Teamwith an NBAGL affiliate acquires by assignment a Contract

22

Article IIwith a Conversion Protection Amount but without an
Exhibit 10 Bonus (the “Acquired Exhibit 10”), the Acquired
Exhibit 10 shall be deemed to include an Exhibit 10 Bonusequal to the Conversion Protection Amount; and(ii)

stating that, if prior to the first day of the Regular Season(A) the Team exercises the Two-Way Player Conversion
Option in accordance with Section 11(h) below, and/or(B) the Contract is not terminated by the Team, theCompensation provided for by the Contract will beprotected for lack of skill and injury or illness in an amount(the “Conversion Protection Amount”) between $5,000 and
the Maximum Exhibit 10 Bonus Amount; provided,
however, that if the Exhibit 10 contains an Exhibit 10
Bonus, the Exhibit 10 must also contain a Conversion
Protection Amount and the Conversion Protection Amountmust be equal to the Exhibit 10 Bonus.

The “Maximum Exhibit 10 Bonus Amount” shall be: (1) $75,000 for the2023-24 Salary Cap Year, and (2) for each subsequent Salary Cap Year,$75,000 multiplied by a fraction, the numerator of which is the Salary Cap
for the applicable Salary Cap Year and the denominator of which is the
Salary Cap for the 2023-24 Salary Cap Year.
In the event that NBAGL rules permit a Team, other than the Team thatlast requested waivers on the player, to designate the player as an affiliate
player (the “Designating Team”), the Designating Team shall be responsible
for paying the Exhibit 10 Bonus to the player provided that (a) the
Designating Team designates the player as an affiliate player, (b) prior to thewaiver, the Designating Team was a party to the Contract containing the
Exhibit 10 Bonus, and (c) the player satisfies the conditions set forth in
Section 3(s)(i) above with respect to the Designating Team’s NBAGL
affiliate.
With respect to a player, if the NBAGL affiliate of an NBA Team ispermitted, pursuant to NBAGL rules, to designate the player as a returning
player (such NBA Team, the “Returning Rights Team”), then any Teamother than the Returning Rights Team shall, prior to entering into a Contractcontaining an Exhibit 10 with the player, be required to provide written
notice to the player (with a copy to the Players Association) that, pursuantArticle II

23

to NBAGL rules, the NBAGL affiliate of the Returning Rights Team holds
the right to so designate the player. The NBA shall impose a fine of no lessthan $25,000 on any Team that fails to provide the notice required by thisparagraph.
No Team may (a) be a party at any one time to more than six (6) Contracts
containing an Exhibit 10, or (b) enter into a Player Contract with an
Exhibit 10 unless such Contract is for one (1) Season in length, provides for
the Minimum Player Salary (with no bonuses of any kind other than the
Exhibit 10 Bonus), and does not provide for Compensation protection of
any kind pursuant to Section 3(i) above (other than in connection with
Section 3(s)(ii) above).
A Team may enter into a Contract with both an Exhibit 9 and an Exhibit 10
in accordance with the preceding terms; provided, however, that if a Team
exercises its Two-Way Player Conversion Option, the Contract’s Exhibit 9
shall be rendered null and void and of no further force or effect upon theexercise of such Two-Way Player Conversion Option.
Section 4.

Compensation Protection.

(a) Lack of Skill. When a Team agrees to protect, in whole or in part,the Base Compensation provided for by a Uniform Player Contract in theevent such Contract is terminated by the Team, pursuant toParagraph 16(a)(iii) thereof, by reason of the player’s lack of skill, suchagreement shall mean that, subject to any conditions or limitations set forthin this Section 4(a) or Exhibit 2 to the Uniform Player Contract, or expressly
set forth elsewhere in this Agreement, notwithstanding the provisions ofParagraphs 16(a)(iii), 16(d), 16(e), and 16(g) of such Contract, thetermination of such Contract by the Team on account of the player’s failure
to exhibit sufficient skill or competitive ability shall in no way affect theplayer’s right to receive, in whole or in part, the Base Compensation payablepursuant to Exhibit 1 (or Exhibit 1A or Exhibit 1B, as applicable) to such
Contract in the amounts and at the times called for by such Exhibit;
provided, however, that: (i) such lack of skill does not result from theplayer’s participation in activities prohibited by Paragraph 12 of the Uniform
Player Contract (as such Paragraph may be modified by Exhibit 5 to thePlayer Contract), attempted suicide, intentional self-inflicted injury, abuse ofalcohol, use of any Prohibited Substance or controlled substance, abuse ofor addiction to prescription drugs, conduct occurring during the24

Article IIcommission of any felony for which the player is convicted (including by aplea of guilty, no contest, or nolo contendere), participation in any riot,
insurrection, or war or other military activities, or failure to comply with therequirements of Paragraphs 7(d)-(i) of the Uniform Player Contract; (ii) at
the time of the player’s failure to render playing services, the player is not inmaterial breach of such Contract; (iii) if the Team, for its own benefit, seeks
to procure an insurance policy covering the player’s lack of skill, the player
cooperates with the Team in procuring such an insurance policy, including
by, among other things, supplying all information requested of him,completing application forms, or otherwise, and submitting to all
examinations and tests requested of him by or on behalf of the insurancecompany in connection with the Team’s efforts to procure such policy; and(iv) if the Team, for its own benefit, has procured such an insurance policy,
the player cooperates (in the manner described above) with the Team andinsurance company in the processing of the Team’s claim under such policy.
(b) Death. When a Team agrees to protect, in whole or in part, theBase Compensation provided for by a Uniform Player Contract in the event
such Contract is terminated by the Team, pursuant to Paragraph 16(a)(iv)
thereof, by reason of the player’s failure to render his services thereunder, if
such failure has been caused by the player’s death, such agreement shallmean that, subject to any conditions or limitations set forth in thisSection 4(b) or Exhibit 2 to the Uniform Player Contract, or expressly set
forth elsewhere in this Agreement, notwithstanding the provisions ofParagraphs 16(a)(iii), 16(b), 16(c), 16(d), 16(e), and 16(g) of such Contract,
the termination of such Contract by the Team shall in no way affect theplayer’s (or his estate’s or duly appointed beneficiary’s) right to receive, inwhole or in part, the Base Compensation payable pursuant to Exhibit 1 (orExhibit 1A or Exhibit 1B, as applicable) to such Contract in the amounts
and at the times called for by such Exhibit; provided, however, that: (i) suchdeath does not result from the player’s participation in activities prohibitedby Paragraph 12 of the Uniform Player Contract (as such Paragraph may be
modified by Exhibit 5 to the Player Contract), suicide, intentional
self-inflicted injury, abuse of alcohol, use of any Prohibited Substance orcontrolled substance, abuse of or addiction to prescription drugs, conduct
occurring during the commission of any felony for which the player isconvicted (including by a plea of guilty, no contest, or nolo contendere),participation in any riot, insurrection, or war or other military activities, or
failure to comply with the requirements of Paragraphs 7(d)-(i) of the
Uniform Player Contract; (ii) at the time of the player’s failure to renderArticle II

25

playing services, the player is not in material breach of such Contract; (iii) if
the Team, for its own benefit, seeks to procure an insurance policy covering
the player’s death, the player cooperates with the Team in procuring such an
insurance policy, including by, among other things, supplying all information
requested of him, completing application forms, or otherwise, andsubmitting to all examinations and tests requested of him by or on behalf of
the insurance company in connection with the Team’s efforts to procuresuch policy; and (iv) if the Team, for its own benefit, has procured such an
insurance policy, the player’s estate and/or duly appointed beneficiarycooperates (in the manner described above) with the Team and insurancecompany in the processing of the Team’s claim under such policy.
(c) Basketball-Related Injury. When a Team agrees to protect, inwhole or in part, the Base Compensation provided for by a Uniform Player
Contract in the event such Contract is terminated by the Team, pursuant toParagraph 16(a)(iv) thereof, by reason of the player’s failure to render his
services thereunder, if such failure has been caused by the player’s disability
and/or unfitness to play skilled basketball as a direct result of an injury
sustained while participating in any basketball practice or game played for
the Team, such agreement shall mean that, subject to any conditions orlimitations set forth in this Section 4(c) or Exhibit 2 to the Uniform Player
Contract, or expressly set forth elsewhere in this Agreement,
notwithstanding the provisions of Paragraphs 7(b), 7(c), 16(a)(iii), 16(b),16(c), 16(d), and 16(g) of such Contract, the termination of such Contractby the Team shall in no way affect the player’s right to receive, in whole orin part, the Base Compensation payable pursuant to Exhibit 1 (orExhibit 1A or Exhibit 1B, as applicable) to such Contract in the amounts
and at the times called for by such Exhibit; provided, however, that: (i) suchinjury does not result from the player’s participation in activities prohibitedby Paragraph 12 of the Uniform Player Contract (as such Paragraph may be
modified in Exhibit 5 to the Player Contract), attempted suicide, intentional
self-inflicted injury, abuse of alcohol, use of any Prohibited Substance orcontrolled substance, abuse of or addiction to prescription drugs, conduct
occurring during the commission of any felony for which the player isconvicted (including by a plea of guilty, no contest, or nolo contendere),participation in any riot, insurrection, or war or other military activities, or
failure to comply with the requirements of Paragraphs 7(d)-(i) of the
Uniform Player Contract; (ii) at the time of the player’s termination, theplayer is not in material breach of such Contract; (iii) if the Team, for its
own benefit, seeks to procure an insurance policy covering the player’s

26

Article IIinjury, the player cooperates with the Team in procuring such an insurance
policy, including by, among other things, supplying all information
requested of him, completing application forms, or otherwise, andsubmitting to all examinations and tests requested of him by or on behalf of
the insurance company in connection with the Team’s efforts to procuresuch policy; and (iv) if the Team, for its own benefit, has procured such an
insurance policy, the player cooperates (in the manner described above) with
the Team and the insurance company in the processing of the Team’s claim
under such policy.
(d) Injury or Illness. When a Team agrees to protect, in whole or inpart, the Base Compensation provided for by a Uniform Player Contract inthe event such contract is terminated by the Team, pursuant toParagraph 16(a)(iv) thereof, by reason of the player’s failure to render his
services thereunder, if such failure has been caused by an injury, illness, ordisability suffered or sustained by the player, such agreement shall mean that,
subject to any conditions or limitations set forth in this Section 4(d) or
Exhibit 2 to the Uniform Player Contract, or expressly set forth elsewherein this Agreement, notwithstanding the provisions of Paragraphs 7(b), 7(c),16(a)(iii), 16(b), 16(c), 16(d), and 16(g) of such Contract, the termination ofsuch Contract by the Team shall in no way affect the player’s right to receive,in whole or in part, the Base Compensation payable pursuant to Exhibit 1(or Exhibit 1A or Exhibit 1B, as applicable) to such Contract in the amounts
and at the times called for by such Exhibit; provided, however, that: (i) suchinjury, illness, or disability does not result from the player’s participation in
activities prohibited by Paragraph 12 of the Uniform Player Contract (assuch Paragraph may be modified in Exhibit 5 to the Player Contract),
attempted suicide, intentional self-inflicted injury, abuse of alcohol, use of
any Prohibited Substance or controlled substance, abuse of or addiction toprescription drugs, conduct occurring during the commission of any felony
for which the player is convicted (including by a plea of guilty, no contest,
or nolo contendere), participation in any riot, insurrection, or war or othermilitary activities, or failure to comply with the requirements of Paragraphs7(d)-(i) of the Uniform Player Contract; (ii) at the time of such injury, illness,or disability the player is not in material breach of such Contract; (iii) if theTeam, for its own benefit, seeks to procure an insurance policy covering theplayer’s injury and/or illness, the player cooperates with the Team inprocuring such an insurance policy, including by, among other things,
supplying all information requested of him, completing application forms,
or otherwise, and submitting to all examinations and tests requested of him

Article II

27

by or on behalf of the insurance company in connection with the Team’s
efforts to procure such policy; and (iv) if the Team, for its own benefit, has
procured such an insurance policy, the player cooperates (in the manner
described above) with the Team and insurance company in the processingof the Team’s claim under such policy.
(e) Mental Disability. When a Team agrees to protect, in whole or inpart, the Base Compensation provided for by a Uniform Player Contract inthe event such Contract is terminated by the Team, pursuant toParagraph 16(a)(iv) thereof, by reason of the player’s failure to render his
services thereunder, if such failure has been caused by the player’s mental
disability, such agreement shall mean that, subject to any conditions orlimitations set forth in this Section 4(e) or Exhibit 2 to the Uniform Player
Contract, or expressly set forth elsewhere in this Agreement,
notwithstanding the provisions of Paragraphs 16(a)(iii), 16(b), 16(c), 16(d),16(e), and 16(g) of such Contract, the termination of such Contract by theTeam shall in no way affect the player’s (or his duly appointed legal
representative’s) right to receive, in whole or in part, the Base Compensation
payable pursuant to Exhibit 1 (or Exhibit 1A or Exhibit 1B, as applicable)
to such Contract in the amounts and at the times called for by such Exhibit;
provided, however, that: (i) such mental disability does not result from theplayer’s participation in activities prohibited by Paragraph 12 of the Uniform
Player Contract (as such Paragraph may be modified in Exhibit 5 to thePlayer Contract), attempted suicide, intentional self-inflicted injury, the useof any Prohibited Substance or controlled substance, abuse of or addiction
to prescription drugs, conduct occurring during the commission of any
felony for which the player is convicted (including by a plea of guilty, nocontest, or nolo contendere), participation in any riot, insurrection, or war
or other military activities, or failure to comply with the requirements of
Paragraphs 7(d)-(i) of the Uniform Player Contract; (ii) at the time of theplayer’s failure to render playing services, the player is not in material breachof such Contract; (iii) if the Team, for its own benefit, seeks to procure an
insurance policy covering the player’s mental disability, the player (and/or
his duly appointed legal representative) cooperates with the Team inprocuring such an insurance policy, including by, among other things,
supplying all information requested of him, completing application forms,
or otherwise, and submitting to all examinations and tests requested of him
by the insurance company in connection with the Team’s efforts to procuresuch policy; and (iv) if the Team, for its own benefit, has procured such an
insurance policy, the player (and/or his duly appointed legal representative)

28

Article II

cooperates (in the manner described above) with the Team and insurancecompany in the processing of the Team’s claim under such policy.
(f) No agreement by a Team to protect, in whole or in part, the Base
Compensation provided for by a Uniform Player Contract shall require (orbe construed as requiring) such Team to continue to employ the player(whether on the Active List, Inactive List, Two-Way List, or otherwise); norshall any such agreement afford the player any right to be employed, or to
be deemed as having been employed, by such Team for any purpose.
(g) Notwithstanding any other provision of this Agreement, when aTeam agrees to protect, in whole or in part, the Base Compensation
provided for by a Uniform Player Contract, and such protection iscontingent on the satisfaction of a condition expressly set forth in Exhibit 2
to that Contract, such protection shall be applicable and effective only if thePlayer Contract has not previously been terminated at the time suchcondition is satisfied.
(h) Notwithstanding any other provision of this Agreement, when aTeam agrees to protect, in whole or in part, the Base Compensation
provided for in any Option Year in favor of the Team included in a Uniform
Player Contract, such protection shall be applicable and effective only if theoption to extend the term provided for in the Contract was exercised by theTeam prior to the termination of the Contract. When a Team agrees toprotect, in whole or in part, the Base Compensation provided for in any
Option Year in favor of the player, the applicability of such protection in
the circumstance where the Option has not been exercised by the player
shall be governed by the provisions of Article XII, Section 2(a).
(i) During the term of a Player Contract, the percentage of protected
Base Compensation for any future Season shall not exceed the percentage
of unearned protected Base Compensation for any prior Season. Thus, forexample, a Team could not provide for fifty percent (50%) Base
Compensation protection in the first Season of a Player Contract and one
hundred percent (100%) Base Compensation protection in the second
Season of the Contract. However, the foregoing rule does not prevent aTeam from providing a percentage of Base Compensation protection in a
future Season that is higher than in a prior Season if the higher level of Base
Compensation for the future Season is conditional and the condition cannot
be satisfied until the completion of the prior Season. For example, it isArticle II29

permissible for a Contract to provide that Base Compensation protection
for the first Season of a Player Contract equals fifty percent (50%) and Base
Compensation protection for the second Season will be increased from fifty
percent (50%) to one hundred percent (100%) if the player is on the Team’s
roster as of the August 1 prior to the second Season of the Player Contract.
(j) With respect to Player Contracts entered into or extended on or after
the effective date of this Agreement:(i)

The maximum amount of aggregate Base Compensationthat can be protected for death is thirty million dollars($30,000,000); and(ii)

If a player (other than a player signed to a Contract thatprovides in any Season for the player to earn Compensation
equal to his applicable Minimum Player Salary that (x) issigned after the first day of the Regular Season, or (y) does
not provide for full Base Compensation protection for lackof skill and injury or illness for the first Season of such
Contract) elects to purchase term life insurance for his
benefit, his Team shall be permitted to reimburse him each
Season for the premiums paid for such insurance withrespect to such Season and any other future Season(s);provided, however, that:(A)

The amount of coverage for which premiums are
reimbursed by the Team in any Season shall not
exceed the lesser of (x) the aggregate amount of theplayer’s unearned Base Compensation for such
Season and each remaining Season (excluding an
Option Year if not yet exercised) that is notprotected for death, and (y) the difference between(i) eighty-five million dollars ($85,000,000) and(ii) the aggregate amount of the player’s unearned
Base Compensation for such Season and eachremaining Season (excluding an Option Year if not
yet exercised) that is protected for death.

30

Article II
(B)

(iii)

Any such premium reimbursement shall not exceed
the cost for ten-year guaranteed term coverage at
preferred rates.

If a Contract contains death protection covering ten million
dollars ($10,000,000) or more of Base Compensation, theplayer shall be precluded from purchasing life insurance fora period of ninety (90) days following the execution or
extension (as applicable) of the Contract or until such earlier
time as the Team notifies the player in writing that it is nolonger attempting to purchase life insurance coverage on theplayer (up to the amount of the player’s Base Compensation
protection for death) for the Team’s benefit. During such
ninety (90) day period or until such time as the Team issues
the foregoing written notification to the player, the Team’s
efforts to purchase life insurance on the player for theTeam’s benefit shall be conducted diligently and in goodfaith.

(k) With respect to Player Contracts entered into or extended on or after
the effective date of this Agreement, in the event that a Team terminates a
Player Contract (resulting in the player’s separation of service from theTeam), and the Team is obligated thereafter to make payments to the player
pursuant to Exhibit 2 of the Contract, such payments shall be made inaccordance with the following schedule:(i)

If, as of the date of the player’s separation from service, theaggregate Base Compensation owed to the player pursuant
to Exhibit 2 of the Contract is five hundred thousand dollars($500,000) or less, such amount shall be paid in accordancewith the semi-monthly installments prescribed by thepayment schedule set forth in the Contract. Eachinstallment shall equal the amount of Base Compensationthat was due per pay period for the applicable Season
immediately before the Player’s separation until theaggregate amount of the remaining Base Compensation
owed to the player pursuant to Exhibit 2 of the Contract is
paid in full.

Article II
(ii)

31

If, as of the date of the player’s separation from service, theaggregate Base Compensation owed to the player pursuant
to Exhibit 2 of the Contract exceeds five hundred thousand
dollars ($500,000), such amount shall be paid as follows:(x)

The Base Compensation, if any, owed to the player
pursuant to Exhibit 2 of the Contract with respect
to the “current season” (as defined below) at thetime when the request for waivers on the player ismade shall be paid in accordance with the payment
schedule set forth in the Contract. Each installment
shall equal the amount of Base Compensation thatwas due per pay period immediately before theplayer’s separation until the aggregate amount of theremaining Base Compensation owed to the player
pursuant to Exhibit 2 of the Contract with respect
to the current season is paid in full. For purposes ofthis subparagraph (x) and subparagraph (y) below
only, the “current season” means the period from
September 1 through June 30.

(y)

The remaining Base Compensation, if any, owed tothe player pursuant to Exhibit 2 of the Contract shallbe aggregated and paid in equal amounts per year
over a period equal to twice the number of NBA
Seasons (including any Season covered by a Player
Option Year) remaining on this Contract following
the date upon which the request for waivers
occurred, plus one NBA Season. For this purpose,
if the request for waivers is made during the period
from September 1 through June 30, the number of
NBA Seasons remaining on this Contract shall notinclude the current season (as defined insubparagraph (x) above). The rescheduled payments
described above shall be paid over the applicable
number of NBA Seasons in equal semi-monthly
installments on the pay dates prescribed by
Paragraph 3(a) of the Uniform Player Contract.

32

Article II

The following example is for clarity. A player has four (4) Seasons remaining
on his Contract with protected Base Compensation of the following
amounts: $4 million in Season 1, $4.3 million in Season 2, $4.7 million in
Season 3, and $5 million in Season 4. The player is waived on December 1of Season 1. Under Section 4(k)(ii)(x) above, the player would receive theremainder of his $4 million in Base Compensation for Season 1 inaccordance with the payment schedule set forth in his Contract. Under
Section 4(k)(ii)(y) above, the $14 million of protected Base Compensation
remaining to be paid for Seasons 2-4 of the Contract would be paid at a rateof $2 million per Season for the next seven (7) Seasons in accordance withthe payment schedule set forth in Paragraph 3 of the Contract. If the sameplayer is instead waived on July 30 prior to Season 1, the $18 million ofprotected Base Compensation remaining to be paid for Seasons 1-4 of theContract would be paid – under Section 4(k)(ii) above – at a rate of$2 million per Season for the next nine (9) Seasons in accordance with thepayment schedule set forth in Paragraph 3 of the Contract.
(l) In addition to the standard conditions or limitations set forth abovein this Section 4 (as set forth in the form of Exhibit 2 to the Uniform Player
Contract), a Team and a player are authorized under Article II,
Sections 4(a)-(e) to negotiate additional conditions or limitations applicableto the player’s Compensation protection for such categories as the Teamand player agree to protect that relate to only the following: (i) whether theTeam waives a player by a certain time (e.g., providing that a player’s Base
Compensation protection increases if the Team does not request waivers on
the player by a certain date); (ii) achievement of certain benchmarks relating
to Team and/or player performance or a player’s physical condition(e.g., providing that a player’s Base Compensation protection increases if theplayer achieves certain performance criteria or meets specified weigh-in
criteria), provided that any such performance benchmarks must be based
solely upon official NBA statistics, the determination of whether a player
has met any such performance benchmark shall be made solely by reference
to official NBA statistics as published on NBA.com, and any amendment
agreed upon pursuant to this subsection is structured so as to provide an
incentive for positive achievement by the Team and/or the player; (iii) a
player experiencing a particular injury, illness, or other medical condition(e.g., providing that a player’s Base Compensation protection does not apply
if the Team terminates a Contract due to a particular injury to a player’s leftknee); and (iv) the Team’s ability to obtain insurance, using best efforts, ofa certain type and dollar amount within a specified period of time followingArticle II

33

execution or extension (as applicable) of the Contract. Other than thestandard conditions or limitations set forth above in this Section 4 (as set
forth in the form of Exhibit 2 to the Uniform Player Contract) and any
individually-negotiated conditions or limitations in accordance with thisSection (l), no Player Contract entered into or extended on or after theeffective date of this Agreement (but in the case of Extensions only withrespect to the extended term) may contain any additional condition orlimitation of any kind on a player’s Compensation protection.
Section 5.

Conformity.

(a) All currently effective Player Contracts, and all Player Contracts
entered into on or after the effective date of this Agreement that do not
otherwise so provide, shall be deemed amended in such manner to require
the parties to comply with all terms of this Agreement, including the termsof the Uniform Player Contract annexed hereto as Exhibit A. All Player
Contracts shall be subject to the terms of this Agreement, which shallsupersede the terms of any Player Contract inconsistent herewith. No Player
Contract shall provide for the waiver by a player or a Team of any benefits
or the sacrifice of any rights to which the player or the Team is entitled byvirtue of a Uniform Player Contract or this Agreement.
(b) Notwithstanding Section 5(a) above, no Player Contract entered into
prior to the effective date of this Agreement shall be affected by any
provisions of this Agreement expressly indicating that they apply only toPlayer Contracts entered into on or after the effective date of thisAgreement.
Section 6.

Minimum Player Salary.

(a) Except with respect to 10-Day Contracts provided for in Section 9
below, Rest-of-Season Contracts provided for in Section 10 below, and
Two-Way Contracts provided for in Section 11 below, no Player Contract
shall provide for a Salary of less than the applicable scale amount containedin the Minimum Annual Salary Scale applicable for such Salary Cap Year.
The Minimum Annual Salary Scale applicable to a player’s Contract isdetermined by the Salary Cap Year encompassing the first Season coveredby the Contract. Accordingly, for example, if the first Season covered by aplayer’s Contract is the 2023-24 Season, then the Minimum Annual Salary

34

Article II

Scale for the 2023-24 Salary Cap Year shall apply for each Season of theContract.
(b) No 10-Day Contract or Rest-of-Season Contract (as those terms aredefined in Sections 9 and 10 below) shall provide for a Salary of less thanthe Minimum Player Salary applicable to that player.
(c) In determining whether a Player Contract provides for a Salary of
no less than the Minimum Player Salary applicable to that player, theallocation of a deemed signing bonus in respect of an “international player
payment” in excess of the Excluded International Player Payment Amountfor such Salary Cap Year as set forth in Article VII, Section 3(e) (but noother bonuses) shall be considered as part of the Salary provided for by aPlayer Contract, provided that such Player Contract makes clear that the
Salary for each Season (including the allocation of any such deemed signingbonus) equals or exceeds the Minimum Player Salary for such Season.
(d) On July 1 of each Salary Cap Year, any Player Contract (other thana Two-Way Contract), whether entered into before or after the effective dateof this Agreement, that provides for a Salary for the upcoming Season thatis less than the applicable Minimum Player Salary based on the Minimum
Annual Salary Scale applicable to the player’s Contract shall be deemed
amended to provide for the applicable Minimum Player Salary based on such
Minimum Annual Salary Scale.
(e) Nothing in this Section 6 shall alter the respective rights andliabilities of a player and a Team, as provided for in the Uniform Player
Contract or in this Agreement, with respect to the termination of a Player
Contract.
(f) Every Contract entered into between a player and Team that is
intended to provide for Compensation equal to the Minimum Player Salary(with no bonuses of any kind) for each Season must contain the following
sentence in Exhibit 1A of such Contract and shall be deemed amended in
the manner described in such sentence: “This Contract is intended toprovide for a Base Compensation for the ____________ Season(s) equal to
the Minimum Player Salary for such Season(s) (with no bonuses of any kind)and shall be deemed amended to the extent necessary to so provide.” Thereference in the preceding sentence to “no bonuses of any kind” shall not
be construed to limit the ability of a Team and player (i) to agree upon

Article II

35

provisions entitling a player to earn Compensation if such player’s Uniform
Player Contract is traded to another NBA team in accordance with Section
3(k) above, or (ii) to enter into a Contract with an Exhibit 10 Bonus, subject
to the limitations in Section 3(s) above and Section 11(h) below.
(g) A Uniform Player Contract (other than a Two-Way Contract) thatprovides in any Season for the player to earn Compensation not greater than
his applicable Minimum Player Salary (with no bonuses of any kind) that, atthe time the Contract is signed, is fully or partially protected for lack of skill
and injury or illness may be amended to provide for the player to be paid a
portion of his Compensation for such Season (the “Advance”), up to the
Minimum Player Salary Advance Limit as defined below, prior to
November 1 of such Season. The Minimum Player Salary Advance Limit
for a Season shall equal the lesser of (i) eighty percent (80%) of the amountof the player’s Compensation for such Season that is protected for lack ofskill and injury or illness, or (ii) seven and one half percent (7.5%) of theplayer’s Base Compensation for such Season. Any Advance paid to a player
for a Season pursuant to the foregoing must be deducted in full from thefirst installment of Current Base Compensation (i.e., on November 1) and,if necessary after reducing in full the first installment, the second installmentof Current Base Compensation (i.e., on November 15) for such Season thatthe player would have received pursuant to Paragraph 3(a) of the Contract
had there been no such Advance. To effectuate the requirement set forthin the preceding sentence, every such Contract that provides for an Advancemust contain the following language (and only such language) under the“Payment Schedule” heading in Exhibit 1 or Exhibit 1A (as applicable) withrespect to each applicable Season:“Player’s Current Base Compensation with respect to the_________ Season(s) shall be paid in accordance with
Paragraph 3(a), except that the November 1 installment ofsuch Current Base Compensation and, if necessary after
reducing in full the November 1 installment, the November
15 installment of such Current Base Compensation shall be
reduced by $[amount of Advance], which amount shall be
paid to Player in advance on [date].”36

Article II

Section 7.

Maximum Annual Salary.

(a) Notwithstanding any other provision of this Agreement, no Player
Contract entered into on or after the effective date of this Agreement may
provide for a Salary plus Unlikely Bonuses in the first Season covered by theContract that exceeds the following amounts:
(i)

(ii)

for any player who has completed fewer than seven (7) Yearsof Service, the greater of (x) twenty-five percent (25%) of
the Salary Cap in effect at the time the Contract is executed,or (y) one hundred five percent (105%) of the Salary for the
final Season of the player’s prior Contract; provided,
however, that a player who has four (4) Years of Service asof the June 30 following the end of the last Season coveredby his Player Contract (“5th Year Eligible Players”) shall be
eligible to receive from his Prior Team up to thirty
percent (30%) of the Salary Cap in effect at the time theContract is executed if the player has met at least one of thefollowing criteria (the “Higher Max Criteria”) as of the July 1
following the player’s fourth Season:(A)

the player was named to the All-NBA first, second,or third team, or was named Defensive Player of theYear, in the immediately preceding Season or intwo (2) Seasons during the immediately preceding
three (3) Seasons; or(B)

the player was named NBA MVP during one of theimmediately preceding three (3) Seasons;for any player who has completed at least seven (7) but fewer
than ten (10) Years of Service, the greater of (x) thirty
percent (30%) of the Salary Cap in effect at the time theContract is executed, or (y) one hundred five percent (105%)of the Salary for the final Season of the player’s priorContract; provided, however, that a player who has eight (8)or nine (9) Years of Service at the time the Contract is
executed and rendered such Years of Service for the Teamwith which he first executed a Player Contract (or, if he wasunder a Player Contract for more than one Team during
such period, changed Teams only by trade during the firstArticle II

37four (4) Salary Cap Years in which he was under a Player
Contract) shall be eligible to enter into a Designated VeteranPlayer Contract pursuant to which he receives from his Prior
Team up to thirty-five percent (35%) of the Salary Cap in
effect at the time the Contract is executed if the player has
met at least one of the Higher Max Criteria at the time his
Contract is executed; or(iii)

for any player who has completed ten (10) or more Years ofService, the greater of (x) thirty-five percent (35%) of the
Salary Cap in effect at the time the Contract is executed, or(y) one hundred five percent (105%) of the Salary for the
final Season of the player’s prior Contract.

(b) Notwithstanding any other provision of this Agreement, no
Renegotiation may provide for a Salary plus Unlikely Bonuses in the
Renegotiation Season (as defined in Article VII, Section 7(c)) that exceeds
the following amounts:(i)for any player who has completed fewer than seven (7) Yearsof Service, the greater of (x) twenty-five percent (25%) of
the Salary Cap in effect at the time the Renegotiation is
executed, or (y) one hundred five percent (105%) of the
Salary for the Season prior to the Renegotiation Season;(ii)

for any player who has completed at least seven (7) but fewer
than ten (10) Years of Service, the greater of (x) thirty
percent (30%) of the Salary Cap in effect at the time theRenegotiation is executed, or (y) one hundred five (105%) of
the Salary for the Season prior to the Renegotiation Season;
or

(iii)

for any player who has completed ten (10) or more Years ofService, the greater of (x) thirty-five percent (35%) of the
Salary Cap in effect at the time the Renegotiation is executed,or (y) one hundred five percent (105%) of the Salary for the
Season prior to the Renegotiation Season.

(c) The parties recognize that it may not be possible to ascertain at thetime an Extension is executed whether the Salary plus Unlikely Bonuses

38

Article II

called for in the first Season of the extended term will exceed the Maximum
Annual Salary set forth in this Section 7. Accordingly, and notwithstanding
any other provision of this Agreement, the following rule shall apply to any
Extension in which the extended term begins on or after the effective dateof this Agreement: if, on July 1 of the Salary Cap Year encompassing thefirst Season of the extended term of such Extension, the Salary plus Unlikely
Bonuses provided for in such Season exceeds the following amounts:(i)for any player who has completed fewer than seven (7) Yearsof Service, the greater of (x) twenty-five percent (25%) of
the Salary Cap in effect on July 1 of the Salary Cap Yearencompassing the first Season of the extended term of such
Extension, or (y) one hundred five percent (105%) of the
Salary provided for in the final Season of the original termof the Contract; provided, however, that a 5th Year Eligible
Player who signed a Rookie Scale Extension in accordancewith Section 7(d) below shall be eligible to receive thepercentage that is agreed upon by the Team and player,
which shall be no less than twenty-five percent (25%) or
greater than thirty percent (30%) of the Salary Cap in effecton July 1 of the Salary Cap Year encompassing the first
Season of the extended term of such Extension if the player
has met at least one of the Higher Max Criteria;(ii)

for any player who has completed at least seven (7) but fewer
than ten (10) Years of Service, the greater of (x) thirty
percent (30%) of the Salary Cap in effect on July 1 of the
Salary Cap Year encompassing the first Season of theextended term of such Extension, or (y) one hundred five
percent (105%) of the Salary provided for in the final Seasonof the original term of the Contract; provided, however, thata player who (A) has one Season, or two Seasons (including
any Option Year), remaining on his Contract, and (B) has
seven (7) or eight (8) Years of Service at the time theExtension is executed (i.e., a player entering their 8th or 9thyear in the NBA), and (C) rendered such Years of Service
for the Team with which he first executed a Player Contract(or, if he was under a Player Contract for more than one
Team during such period, changed Teams only by tradeduring the first four (4) Salary Cap Years in which he wasArticle II

39

under a Player Contract) shall be eligible to enter into a
Designated Veteran Player Extension pursuant to which theplayer receives the percentage that is agreed upon by theTeam and player, which shall be no less than thirty percent(30%) and no greater than thirty-five percent (35%) of the
Salary Cap in effect on July 1 of the Salary Cap Yearencompassing the first Season of the extended term of such
Extension if the player has met at least one of the Higher
Max Criteria; or(iii)

for any player who has completed ten (10) or more Years ofService, the greater of (x) thirty-five percent (35%) of the
Salary Cap in effect on July 1 of the Salary Cap Yearencompassing the first Season of the extended term of such
Extension, or (y) one hundred five percent (105%) of the
Salary provided for in the final Season of the original termof the Contract;then such Salary plus Unlikely Bonuses shall immediately be deemed
amended to provide for the maximum amount allowed by the applicable
subsection (c)(i), (c)(ii), or (c)(iii) set forth above as follows: (1) if there is asigning bonus allocated to the first Salary Cap Year covered by the extended
term, the amount of such allocation shall be reduced first; (2) if the reduction
in clause (1) is insufficient to reduce the Salary plus Unlikely Bonuses to the
maximum amount allowed pursuant to the applicable subsection (c)(i),(c)(ii), or (c)(iii) above (including because there is no signing bonus allocatedto the first Salary Cap Year covered by the extended term) and the Extension
provides for Incentive Compensation, the amount of Likely Bonuses andUnlikely Bonuses in the first Salary Cap Year covered by the extended term
shall be reduced next (on a pro-rata basis); and (3) if the reductions in clauses(1) and (2) are insufficient to reduce the Salary plus Unlikely Bonuses to the
maximum amount allowed pursuant to the applicable subsection (c)(i),(c)(ii), or (c)(iii) above (including because there is no signing bonus allocatedto the first Salary Cap Year covered by the extended term and/or the
Extension does not provide for Incentive Compensation), the amount ofBase Compensation provided for in the first Salary Cap Year covered by theextended term shall be reduced last. In the event that the amount of asigning bonus allocation is deemed amended pursuant to the foregoing, thenthe amount of any signing bonus allocation in respect of each subsequent
Salary Cap Year covered by the extended term shall also immediately be40

Article IIdeemed amended proportionately (e.g., in the event that the amount of asigning bonus allocation is reduced by 50% in respect of the first Salary Cap
Year covered by the extended term, then the amount of any signing bonus
allocation in respect of each subsequent Salary Cap Year covered by theextended term shall also be reduced by 50%; and in the event that theamount of a signing bonus allocation is reduced by 100% in respect of thefirst Salary Cap Year covered by the extended term, then the amount of any
signing bonus allocation in respect of each subsequent Salary Cap Year
covered by the extended term shall also be reduced by 100%). In the eventthat the amount of any Likely Bonuses, Unlikely Bonuses, and/or Base
Compensation is deemed amended pursuant to the foregoing, then theamount of any Likely Bonuses, Unlikely Bonuses, and/or Base
Compensation in respect of each subsequent Salary Cap Year covered by
the extended term shall also immediately be deemed amended to the extent
necessary to comply with the maximum allowable increases or decreases
over the amended Likely Bonuses, Unlikely Bonuses, and/or Base
Compensation in the first Salary Cap Year covered by the extended term inaccordance with Article VII, Section 5(a).
(d) A player and a Team may provide in a Rookie Scale Extension thatthe player’s Salary (in the first Season of the extended term) will equal “theMaximum Annual Salary applicable to such player in the first Season of theextended term” or:(i)in the case of a Rookie Scale Extension for a First Round
Pick who at the time the Extension is executed has alreadymet at least one of the Higher Max Criteria, the player andTeam may instead provide in the Extension that the player’s
Salary (in the first Season of the extended term) will equal“[_____]% of the Salary Cap in effect during the first Seasonof the extended term.” The percentage to be included wherebrackets are indicated in the foregoing language shall equal
the percentage that is agreed upon by the Team and player,
which shall in no event be less than twenty-five percent(25%) or greater than thirty percent (30%); or(ii)

in the case of a Rookie Scale Extension for any other First
Round Pick (i.e., a First Round Pick who at the time theExtension is executed had not yet met at least one of theHigher Max Criteria), the player and Team may instead

Article II

41

provide in the Extension that the player’s Salary (in the first
Season of the extended term) will equal “25% of the Salary
Cap in effect during the first Season of the extended term,or, if the player meets at least one of the applicable Higher
Max Criteria during the fourth Season of his Rookie Scale
Contract, [ ]% of the Salary Cap in effect during the first
Season of the extended term.” The percentage to be
included where brackets are indicated in the foregoing
language shall equal the percentage of the Salary Cap that isagreed upon by the Team and player, which shall in no event
be less than twenty-five percent (25%) or greater than thirty
percent (30%).
(iii)

As an alternative to (i) or (ii) above, the Team may instead
provide in the Extension that the player’s Salary (in the first
Season of the extended term) will equal alternative
percentages of the Salary Cap (which shall in no event beless than twenty-five percent (25%) or greater than thirty
percent (30%)) based upon how and whether the player
satisfies the applicable Higher Max Criteria. Accordingly,
for example, with respect to a Rookie Scale Extension inwhich the first Season of the extended term commenceswith the 2024-25 Season, the Team and player could agree
that the player’s Salary (in the first Season of the extendedterm) would be 25% of the Salary Cap in effect during thefirst Season of the extended term, or the applicable
percentage of the Salary Cap set forth below if, during thefourth Season of his Rookie Scale Contract, the player meetsthe Higher Max Criteria set forth opposite such percentage:
Higher Max Criteria
All-NBA Second Team
All-NBA First TeamNBA MVP

Percentage
27%
28%
30%

The player and Team may provide in a Rookie Scale Extension that the
Salaries in any Seasons after the first Season of the extended term will be
increased or decreased based on percentages specified by the parties thatcomply with Article VII, Section 5(a). In the case of a Rookie Scale
Extension entered into pursuant to (ii) or (iii) above, the player and Team42

Article II

may instead provide that Salaries in any Seasons after the first Season of theextended term will be increased or decreased by a different percentage basedon the percentage of the Salary Cap that the player receives in Salary in thefirst Season of the extended term. Any such Rookie Scale Extension shallbe deemed amended on July 1 of the Salary Cap Year covering the first
Season of the extended term to provide for specific Salaries for each Seasonof the extended term, based on the Maximum Annual Salary applicable tosuch player on such July 1. A Rookie Scale Extension entered into pursuant
to this subsection may not include any Incentive Compensation.
(e) A player and a Team may provide in a Designated Veteran Player
Extension that the player’s Salary (in the first Season of the extended term)
will equal “[_____]% of the Salary Cap in effect during the first Season of
the extended term.” The percentage to be included where brackets areindicated in the foregoing language shall equal the percentage that is agreed
upon by the Team and player, which percentage shall in no event be lessthan thirty percent (30%) or greater than thirty-five percent (35%). The
player and Team may provide in a Designated Veteran Player Extension that
the Salaries in any Seasons after the first Season of the extended term will
be increased or decreased based on percentages specified by the parties thatcomply with Article VII, Section 5(a). Any such Designated Veteran Player
Extension shall be deemed amended on July 1 of the Salary Cap Year
covering the first Season of the extended term to provide for specificSalaries for each Season of the extended term, based on the Maximum
Annual Salary applicable to such player on such July 1. A Designated
Veteran Player Extension entered into pursuant to this subsection may notinclude any Incentive Compensation.
(f) Notwithstanding any other provision of this Agreement, if a tradeof a Uniform Player Contract would, by reason of a trade bonus containedin such Contract, cause the player’s Salary plus Unlikely Bonuses for the
Salary Cap Year in which such trade occurs to exceed the following amounts:(i)for any player who has completed fewer than seven (7) Yearsof Service, the greater of (x) twenty-five percent (25%) of
the Salary Cap in effect at the time the trade bonus is earned,or (y) one hundred five percent (105%) of the player’s Salary
for the Season prior to the Season in which the trade bonus
is earned, or in the case of a 5th Year Eligible Player who
met at least one of the Higher Max Criteria and signed aArticle II

43

Contract or Rookie Scale Extension (as applicable) thatprovided for up to thirty percent (30%) of the Salary Cap,[__]% of the Salary Cap in effect at the time the trade bonus
is earned with the applicable percentage where brackets areindicated equal to the percentage of the Salary Cap paid tothe player in the first year of his Contract or the first year of
the extended term in the case of a Rookie Scale Extension;(ii)

for any player who has completed at least seven (7) but fewer
than ten (10) Years of Service, the greater of (x) thirty
percent (30%) of the Salary Cap in effect at the time the tradebonus is earned, or (y) one hundred five percent (105%) of
the player’s Salary for the Season prior to the Season inwhich the trade bonus is earned, or in the case of a
Designated Veteran Player who signed a Designated VeteranPlayer Contract or a Designated Veteran Player Extension(as applicable) that provided for up to thirty-five percent(35%) of the Salary Cap, [__]% of the Salary Cap in effect at
the time the trade bonus is earned with the applicable
percentage where brackets are indicated equal to thepercentage of the Salary Cap paid to the player in the firstyear of his Contract (or the first year of the extended termin the case of a Designated Veteran Player Extension); or(iii)

for any player who has completed ten (10) or more Years ofService, the greater of (x) thirty-five percent (35%) of the
Salary Cap in effect at the time the trade bonus is earned, or(y) one hundred five percent (105%) of the player’s Salary
for the Season prior to the Season in which the trade bonus
is earned;

then such player’s trade bonus shall be deemed amended to the extent
necessary to reduce the player’s Salary plus Unlikely Bonuses to the
maximum amount allowed by the applicable subsection (f)(i), (f)(ii), or (f)(iii)
set forth above.
(g) Notwithstanding any other provision of this Agreement, any
Contract or Rookie Scale Extension entered into between a 5th Year Eligible
Player and a Team that provides for Salary plus Unlikely Bonuses in the first
Season covered by the Contract or Rookie Scale Extension (as applicable)

44

Article II

greater than twenty-five percent (25%) of the Salary Cap in effect during thefirst Season of the Contract or extended term (as applicable) in accordancewith the rules set forth in this Section 7 must be for at least four (4) Seasons(excluding any Option Year) and, in the case of a Rookie Scale Extension,
excluding the last Season covered by the player’s Rookie Scale Contract.
Section 8.

Promotional Activities.

(a) A player’s obligation (pursuant to Paragraph 13(d) of a Uniform
Player Contract) to participate, upon request, in all other reasonablepromotional activities of the Team and the NBA shall be deemed satisfied
if:(i)during each Salary Cap Year of the period covered by such
Contract, the player makes seven (7) individual personal
appearances (at least two (2) of which shall be in connection
with season ticketholder events) and five (5) group
appearances for or on behalf of or at the request of the Team(or Team Affiliate) by which he is employed and/or theNBA. Up to two (2) of these twelve (12) appearances may
be assigned by the Team and/or the NBA in any Salary Cap
Year to NBA Properties. The player shall be reimbursed forthe actual expenses incurred in connection with any suchappearance, provided that such expenses result directly fromthe appearance and are ordinary and reasonable. The player
shall also receive compensation from the Team by which heis employed of $3,500, in accordance with Paragraph 13(d)of the Uniform Player Contract, for each promotional
appearance he makes for a commercial sponsor of suchTeam. Notwithstanding the preceding sentence, withrespect to any Salary Cap Year during which a player makes
at least eight (8) appearances pursuant to this Section 8(a)(i),for each subsequent appearance made by the player for acommercial sponsor of the Team during such Salary Cap
Year, the player shall receive compensation from the Teamby which he is employed of $4,500.

Article II
(ii)

45

Any personal or group appearance required under thissubsection (a) must:(A)

take place during (1) the period from the first day of
a Season through the day of the NBA Draft
following such Season, or (2) the off-season,
provided that no player may be required to makemore than one off-season appearance in any year
covered by his Contract and no player may berequired to make such an off-season appearance
unless he resides in or is otherwise located in the area
where the appearance is to take place;(B)occur in the home city (or geographic vicinity
thereof) of the player’s Team (subject to Section
8(a)(ii)(A)(2) above) or in a city (or geographic
vicinity thereof) to which the player has traveled toplay in a scheduled NBA game;(C)

not occur at a time that would interfere with aplayer’s reasonable preparation to play on the day of
a Team game;(D)not occur at a time that would interfere with aplayer’s ability to attend and participate fully in any
practice session conducted by the Team, taking into
account the commuting time from the practice tothe appearance;(E)

be scheduled with the player at least fourteen (14)days in advance (by providing written notice to theplayer of the time, nature, location, and expected
duration of the appearance) and called to his
attention again seven (7) days prior to theappearance;(F)not exceed a reasonable period of time; and(G)

not require the player to sign autographs as theprimary purpose of the appearance.

46

Article II(iii)

During each Salary Cap Year, a player’s participation in anyof the following activities shall count as one appearance
required by this Section 8 and Paragraph 13(d) of the
Uniform Player Contract:(A)

If requested by the NBA, an NBA Player Day as
described in Article XXXVII, Section 1(b); or(B)

If requested by his Team, (1) a live social media
Q&A session with fans conducted by the Team, or(2) a player-focused content session conducted by
the Team at a location (other than a Team facility or
Team-controlled space) that has been secured by theTeam or, if mutually agreeable, the player’s home orother player-controlled space; provided, however,that no more than four (4) of a player’s required
appearances may be satisfied by participating in theactivities set forth in this Section 8(a)(iii)(B).

(iv)

The player participates in reasonable fan appreciation
activities before and after home games, including, but notlimited to, signing autographs for fans, greeting fans, andparticipating in merchandise giveaways to fans; provided,
however, that no player shall be required to participate inmore than four (4) such activities per Season.

(v)

Teams shall be required to track promotional appearances
made by players in accordance with this Section 8 andParagraph 13(d) of the Uniform Player Contract and reportsuch information to the NBA. Upon request in respect of aTeam, the NBA shall provide such information to thePlayers Association.

(b) Upon request by the Team, the NBA, or a League-related entity, andsubject to the conditions and limitations set forth below, the player shallwear a wireless microphone during any game or practice, including warm-up
periods and going to and from the locker room to the playing floor. The
rights in any audio captured by such microphone shall belong to the NBA
or a League-related entity and may be used in any manner for publicity or
promotional purposes.

Article II

47

(i)

The NBA or a League-related entity will be responsible forproviding the audio equipment and for the placement of the
microphone on the player in a location and manner thatminimizes interference with the player’s performance.

(ii)

The audio captured by the wireless microphone worn by theplayer (“Player Audio”) will be screened and approved prior
to airing by the telecast producer and an NBA
representative, and no such Player Audio will be aired live
without the prior consent of the player.

(iii)

The NBA will use best efforts to ensure that a game telecast
will not include any Player Audio that contains profanity orthat could reasonably be considered prejudicial or
detrimental to the player or other players.

(iv)

All audio tapes containing approved Player Audio will be
returned by the telecaster to the NBA and archived.

(v)

At the request of the player or the Players Association, theNBA shall make available a copy of the Player Audio.

(vi)

In the event a player believes that any Player Audio excerpt
would be prejudicial or detrimental to him if replayed in any
non-game programming (e.g., home videos) or otherpublicity or promotional content, and notifies the NBA tothat effect in writing within one hundred twenty (120) hoursof the recording of such audio, then neither the NBA nor
any League-related entity, following receipt of such noticefrom the player, shall incorporate, or license others toincorporate, such excerpt into any such content.

(vii)

No player, without his consent, may be required to wear awireless microphone (A) for nationally-televised games,
more than one (1) game per month in any Regular Season
covered by his Contract, (B) for locally-televised games,
more than one (1) game per month in any Season coveredby his Contract, or (C) for playoff games, more than two (2)games per playoff round in any Season covered by his
Contract.

48

Article II(viii) At the beginning of each Season, players will receive written
notice of the conditions and limitations set forth in
Sections 8(b)(i)-(vii) above.
(ix)

Notwithstanding anything to the contrary in this Agreement,
Player Audio shall not be used as the basis for the impositionof discipline upon any player.

(c) Upon request by the NBA or the Team, a player that is in attendance
but not dressed for or able to play in a game shall participate in an in-gameinterview from the Team bench. No player, without his consent, may berequired to participate in more than one such in-game interview per week.
(d) Each player shall be required to participate each Season, uponrequest, in promotional activities for the benefit of the NBA’s televisionpartners, provided that such participation does not exceed one (1) hour per
player per Season and that the player is reimbursed for any reasonable
expenses he incurs in connection with such participation.
Section 9.

10-Day Contracts.

(a) Beginning on January 5 of any NBA Season, a Team may enter into
a Player Contract (other than a Two-Way Contract) with a player for the
longer of (i) ten (10) days, or (ii) a period encompassing three (3) games
played by such Team (a “10-Day Contract”).
(b) The Salary provided for by a 10-Day Contract shall be the Minimum
Player Salary.
(c) No Team may enter into a 10-Day Contract with the same player
more than twice during the course of any one Season. No Team may be aparty at any one time to more 10-Day Contracts than the following:
Aggregate Number of Players on Team’s
Active List and Inactive List (Including
Players Signed to 10-Day Contracts, But
Not Including Two-Way Players)
12
13
14
15

Maximum Number of
the Team’s Players
Who Can Be Signed to
10-Day Contracts
0123Article II49

For example, if a Team has thirteen (13) players on its Active List (notincluding any Two-Way Players) and no players on its Inactive List, then theTeam may have one player under a 10-Day Contract. If a Team has
thirteen (13) players on its Active List (including one (1) Two-Way Player)
and two (2) players on its Inactive List (not including any Two-Way Players),
then the Team may have two (2) players under a 10-Day Contract. If a Team
has twelve (12) players on its Active List (not including any Two-Way
Players) and three (3) players on its Inactive List (not including any
Two-Way Players), then the Team may have three (3) players under a 10-Day
Contract.
(d) No Team may enter into a 10-Day Contract if the length of such
Contract, in accordance with Section 9(a), would extend to or past the dateof the Team’s last Regular Season game for such Season.
(e) Notwithstanding anything to the contrary in Section 9(a) or 9(d)above, in the event the NBA authorizes a Team to sign a Player Contract
pursuant to the NBA’s hardship rules, then (i) such Contract shall be a 10Day Contract regardless of when during the Season such Contract is signed;and (ii) if the length of such 10-Day Contract (as determined in accordancewith Section 9(a) above) would extend to or past the date of the Team’s last
Regular Season game in such Season, then the term of such 10-Day Contract
shall be the number of days remaining in such Regular Season (including the
day on which the 10-Day Contract is signed).
(f) Notwithstanding anything to the contrary contained in a Uniform
Player Contract, a 10-Day Contract shall be terminated simply by providing
written notice to the player (and not by following the waiver procedure set
forth in Paragraph 16 of the Uniform Player Contract) and paying only suchsums as are set forth in Exhibit 1A of such Contract.
(g) If a player’s 10-Day Contract with a Team is terminated by the Teamprior to the expiration of its stated term, then the Team and player shall not
be permitted to enter into a new Contract prior to the expiration of thestated term of such terminated 10-Day Contract.
(h) A Team and player who are parties to a 10-Day Contract may, prior
to the expiration (or termination, if applicable) of the 10-Day Contract,negotiate and enter into a Standard NBA Contract that is a Rest-of-Season

50

Article IIContract (defined below) that will take effect on the day following the dateon which the stated term of such 10-Day Contract expires.
Section 10. Rest-of-Season Contracts.
(a) At any time after the first day of an NBA Regular Season, a Teammay enter into a Player Contract that may provide Compensation to a player
for the remainder of that Season (a “Rest-of-Season Contract”).
(b) The Salary provided for in a Rest-of-Season Contract shall not beless than the Minimum Player Salary.
(c) Notwithstanding the foregoing, Two-Way Contracts shall not be
subject to the requirements set forth in this Section 10.
Section 11. Two-Way Contracts.
(a) Two-Way Player Salary.
(i)

Subject to the limitations set forth in this Section 11, an
NBA Team may enter into a Player Contract that provides aplayer (“Two-Way Player”) with a Salary as set forth in
Section 11(a)(ii) below for providing services to both an
NBAGL team and the NBA Team (“Two-Way Contract”).

(ii)

The Salary provided for in a Two-Way Contract (the“Two-Way Player Salary”) for a Season shall equal fifty
percent (50%) of the Minimum Annual Salary called forunder Article II, Section 6(a) for a player with zero (0) Yearsof Service (irrespective of how many Years of Service theplayer has accrued prior to the Contract or accrues during
the term of the Contract), multiplied by a fraction, thenumerator of which is the number of days remaining in theRegular Season as of the date such Contract is entered into
(including the day on which the Contract is entered into),
and the denominator of which is the total number of days ofthat Regular Season.

(iii)

Notwithstanding anything to the contrary in this Agreement,
no Two-Way Contract may include or provide for any

Article II

51(A) bonuses or Incentive Compensation of any kind,(B) deferred compensation, or (C) loans.
(iv)

Every Two-Way Contract must contain an Exhibit 1B andinclude the following sentence in such Exhibit (which shallbe deemed amended in the manner described in suchsentence): “This Contract is intended to provide for a Base
Compensation for the ____________ Season(s) equal to the
Two-Way Player Salary for such Season(s) (with no bonusesof any kind) and shall be deemed amended to the extent
necessary to so provide.”(v)

A Two-Way Contract that, at the time the Two-Way
Contract is signed, is partially protected for lack of skill andinjury or illness for a Season may be amended to provide for
the Two-Way Player to be paid a portion of his Base
Compensation for such Season (the “Advance”), up to the
Two-Way Contract Advance Limit as defined below, priorto November 1 of such Season. The Two-Way Contract
Advance Limit for a Season shall equal fifty percent (50%)
of the amount of the Two-Way Player’s Base Compensation
for such Season that is protected for lack of skill and injury
or illness at the time of signing. Any Advance paid to aplayer for a Season pursuant to the foregoing must be
deducted from the first installment of Base Compensation(i.e., on November 1) and, if and as necessary after reducing
in full the first installment, each subsequent installment ofBase Compensation for such Season that such player would
have received pursuant to Paragraph 3(a) of the Uniform
Player Contract had there been no such Advance. To
effectuate the requirement set forth in the preceding
sentence, every such Two-Way Contract that provides for an
Advance must contain the following language (and, withrespect to an Advance, only such language) in Exhibit 1B
with respect to each applicable Season:“Payment Schedule (if different from
Paragraph 3): Player’s Base Compensation
with respect to the _________ Season(s)shall be paid in accordance with

52

Article II
Paragraph 3(a), except that the November 1
installment of such Base Compensation and,
if and as necessary after reducing in full theNovember 1 installment, each subsequentinstallment of such Base Compensation forsuch Season shall be reduced by $[amount ofAdvance], which amount shall be paid toPlayer in advance on [date].”(b) Roster Limitations.
(i)

No Team may have on its roster at any time more than
three (3) Two-Way Players.

(ii)

No player under a Two-Way Contract may be on the Active
List for more than fifty (50) games during a Regular Season.
If a player is signed to a Two-Way Contract after the start ofa Regular Season, the maximum number of games for whichsuch player may be on the Active List during that Regular
Season shall be fifty (50) multiplied by a fraction, thenumerator of which is the number of days remaining in such
Regular Season as of the date such Two-Way Contract isentered into (including the day on which the Two-Way
Contract is entered into), and the denominator of which is
the total number of days of such Regular Season, rounded
to the nearest whole number; provided, however, that in no
event shall the maximum number of games for which aplayer may be on the Active List be fewer than one (1).

(iii)

Any Regular Season game for which a Team has fewer thanfifteen (15) players signed to Standard NBA Contracts shallbe an “Under-Fifteen Game.” No Team shall be permitted
to have a Two-Way Player on its Active List for more thanninety (90) Under-Fifteen Games during a Regular Season.
For purposes of the foregoing rule: (A) an Under-Fifteen
Game for which a Team has one (1) Two-Way Player on its
Active List shall count as one (1) Under-Fifteen Game;(B) an Under-Fifteen Game for which a Team has two (2)Two-Way Players on its Active List shall count as two (2)Under-Fifteen Games; and (C) an Under-Fifteen Game forArticle II

53

which a Team has three (3) Two-Way Players on its Active
List shall count as three (3) Under-Fifteen Games.
(c) Compensation Protection.
(i)

The maximum amount of aggregate Base Compensation
protection for a Season in a Two-Way Contract is the“Maximum Two-Way Protection Amount” (defined below)
for such Season, provided that if such Contract is signed
after the first day of the Regular Season, the maximum
amount of aggregate Base Compensation protection forsuch Season is fifty percent (50%) of the Base Compensation
provided for by such Contract for such Season. In addition,a Two-Way Contract may also provide for Base
Compensation protection for a Season to increase to up to
fifty percent (50%) of the Base Compensation provided forby such Contract for such Season if the Team does not
request waivers on the player by a certain date that is on orafter the first day of the Regular Season encompassed bysuch Season.

(ii)

The “Maximum Two-Way Protection Amount” shall be$75,000 for the 2023-24 Season, and for each subsequent
Season shall be $75,000 multiplied by a fraction, thenumerator of which is the Salary Cap for the Salary Cap Yearencompassing the applicable Season and the denominator ofwhich is the Salary Cap for the 2023-24 Salary Cap Year.

(iii)

If a Team assigns or terminates a Player Contract that
contains aggregate Base Compensation protection in respectof the then-current and any future Salary Cap Year thatexceeds the Maximum Two-Way Protection Amount for the
Season encompassed by the Salary Cap Year in which suchassignment or termination occurs, then, during such Salary
Cap Year, the player shall be precluded from: (x) playing
under an NBAGL contract for such Team’s NBAGL
affiliate, and (y) entering into a Two-Way Contract with such
Team.

54

Article II(d) Contract Term. The term of a Two-Way Contract may not exceed
two (2) Seasons in length and may not include any Option Year or Early
Termination Option.
(e) Eligibility. The following eligibility rules shall apply to all TwoWay Contracts:(i)

No Team may sign a player to a Two-Way Contract after
March 4 of any Season.

(ii)

No Team may sign or convert a player to a Two-Way
Contract if the player has or may have four (4) or more Yearsof Service at any point during the Contract. For example, aplayer with three (3) Years of Service would not be eligible
to sign a Two-Way Contract with a term of two (2) years.
Notwithstanding the foregoing, a Team may sign or convert
a player who has four (4) Years of Service to a Two-Way
Contract covering no more than one (1) Season if the player
was credited with one (1) or more Years of Service in respectof a Season in which he (A) did not play in a Regular Season,
Play-In, or playoff game and (B) was on a Team’s roster at
all times from the first day of the Regular Season throughthe end of the last day of the Regular Season.

(iii)

No Team may sign or convert a player to a Two-Way
Contract, or acquire a Two-Way Contract by means ofassignment, if, as a result, the player would or could be undera Two-Way Contract for any part of more than three (3)Salary Cap Years with the same NBA Team. For example,
a player who completes a two-year Two-Way Contract witha Team could not subsequently sign a two-year Two-Way
Contract with that Team.

(f) Standard NBA Contract Conversion Option. Every Two-Way
Contract shall provide the Team with an option to convert the Two-Way
Contract during its term to a Contract that is not a Two-Way Contract(“Standard NBA Contract”) that provides for a Salary for each Salary Cap
Year equal to the player’s applicable Minimum Player Salary and a term equal
to the remainder of the original term of the Two-Way Contract beginningon the date such option is exercised (“Standard NBA Contract Conversion

Article II

55

Option”). Such player’s applicable Minimum Player Salary shall be
determined in accordance with Section 6 above. For the day the Standard
NBA Contract Conversion Option is exercised, the player shall becompensated only under the new Standard NBA Contract, and not under
his Two-Way Contract. The Standard NBA Contract Conversion Option
may be exercised at any point during the period beginning on July 1 andending just prior to the start of the Team’s last Regular Season game in each
Salary Cap Year covered by the Two-Way Contract. Upon conversion, such
Contract shall become a Standard NBA Contract and shall no longer begoverned by the provisions of this Agreement governing Two-Way
Contracts. To effectuate the requirements set forth in the preceding
sentences, every Two-Way Contract with an Exhibit 1B must contain thefollowing language (and only such language) under the “Standard NBA
Contract Conversion Option” heading:“Team shall have the option to convert this Contract to a Standard NBA
Contract (“Standard NBA Contract Conversion Option”). Team’sStandard NBA Contract Conversion Option may be exercised byproviding written notice to Player that is either personally delivered toPlayer or his representative or sent by email or pre-paid certified,registered, or overnight mail to the last known address of Player or his
representative with a copy to the Players Association and the NBA. If
Team exercises the Standard NBA Contract Conversion Option, theBase Compensation amount set forth above in this Exhibit 1B will
immediately become null and void and of no further force or effect,
Player’s Compensation shall be equal to the Player’s applicable Minimum
Player Salary for a term equal to the remainder of the original term of thisContract beginning on the date such option is exercised, and all otherterms and conditions of this Contract, including the Base Compensation
protection set forth in Exhibit 2 (if any), shall remain applicable.”(g) Exclusive Rights.
(i)

During the term of a Two-Way Contract, the Team that isthe party to the Two-Way Contract shall be the only Teamwith which the Two-Way Player may negotiate or sign aStandard NBA Contract.

(ii)

The Team and the Two-Way Player who are parties to such
Two-Way Contract shall have the right to negotiate and56

Article IIagree to a Standard NBA Contract in accordance with theterms of this Agreement. Notwithstanding anything to thecontrary in this Agreement or the Uniform Player Contract,(1) such Standard NBA Contract may not include an
Exhibit 10, and (2) upon execution of the Standard NBA
Contract, the prior Two-Way Contract between the Teamand player will immediately be rendered null and void and of
no further force or effect. For the day the Standard NBA
Contract is executed, the player shall be compensated only
under the new Standard NBA Contract, and not under theprior Two-Way Contract.
(h) Exhibit 10.
(i)Every Contract with an Exhibit 10 shall provide the Teamwith an option (to be set forth in Exhibit 10) to convert theContract to a Two-Way Contract that provides for the
Two-Way Player Salary (“Two-Way Player Conversion
Option”); provided, however, that the Two-Way Player
Conversion Option (a) must be exercised prior to the firstday of the NBA Regular Season, and (b) may not be
exercised if it would result in a violation of Article X, Section
4(d). If a Team exercises the Two-Way Player Conversion
Option, (w) the Contract’s Exhibit 1A will immediately
become null and void and of no further force or effect and
the Player’s Compensation shall be equal to the Two-Way
Player Salary applicable for such Season, (x) the Player’s
right to an Exhibit 10 Bonus (if applicable) will be rescinded,(y) the Player’s Contract, notwithstanding the absence of an
Exhibit 2, shall have Base Compensation protection for lackof skill and injury or illness at an amount equal to theConversion Protection Amount, and (z) all other terms andconditions of the Contract shall remain applicable.

(ii)

If a Team exercises a Two-Way Player Conversion Option
pursuant to a Contract with an Exhibit 10, such Contract
shall be considered a Two-Way Contract for the purposes ofthis Agreement and subject to all applicable Two-Way
Contract rules herein (including, but not limited to, theArticle II

57

Standard NBA Contract Conversion Option) except thatsuch Contract need not contain an Exhibit 1B.
(iii)

To effectuate the requirements set forth above, every
Contract with an Exhibit 10 must contain the following
language (and only such language) under the “Two-Way
Player Conversion Option” and “Standard NBA Contract
Conversion Option” headings, respectively:
Two-Way Player Conversion Option: Team shall havethe option to convert this Contract to a Two-Way Contract(“Two-Way Player Conversion Option”); provided,
however, that (a) such option must be exercised prior to thefirst day of the NBA Regular Season, and (b) may not be
exercised if it would result in a violation of Article X,
Section 4(d) of the CBA.
Team’s Two-Way Player
Conversion Option may be exercised by providing written
notice to Player that is either personally delivered to Playeror his representative or sent by email or pre-paid certified,registered, or overnight mail to the last known address ofPlayer or his representative with a copy to the Players
Association and the NBA. If Team exercises the Two-Way
Player Conversion Option, this Contract’s Exhibit 1A will
immediately become null and void and of no further force
or effect and the Player’s Compensation shall be equal to the
Two-Way Player Salary applicable for such Season. Further,
upon conversion, the Player’s right to the Bonus Amount (ifapplicable) set forth above pursuant to this Exhibit 10 will
be rescinded and the Player’s Contract, notwithstanding theabsence of an Exhibit 2, shall be protected for lack of skill
and injury or illness at an amount equal to the Conversion
Protection Amount in this Exhibit 10. All other terms andconditions of this Contract shall remain applicable.
Standard NBA Contract Conversion Option: In theevent the Two-Way Player Conversion Option is exercisedby the Team, Team shall thereafter have the option toconvert the Contract to a Standard NBA Contract(“Standard NBA Contract Conversion Option”). Team’sStandard NBA Contract Conversion Option may be

58

Article II
exercised by providing written notice to Player that is either
personally delivered to Player or his representative or sentby email or pre-paid certified, registered, or overnight mailto the last known address of Player or his representative witha copy to the Players Association and the NBA. If Team
exercises the Standard NBA Contract Conversion Option,
the Base Compensation amount applicable to the Two-Way
Contract as set forth in this Exhibit 10 will immediately
become null and void and of no further force or effect,
Player’s Compensation shall be equal to the Player’s
applicable Minimum Player Salary for such Season beginningon the date such option is exercised, and all other terms andconditions of this Contract, including the Base
Compensation protection set forth in this Exhibit 10, shallremain applicable.

Section 12. Bonuses.
(a) Notwithstanding any other provision of this Agreement:(i)

No Uniform Player Contract may provide for Incentive
Compensation for a Season that exceeds twenty percent(20%) of the Regular Salary called for by the Contract forsuch Season;(ii)

No Uniform Player Contract may provide for a signingbonus that exceeds fifteen percent (15%) of theCompensation (excluding Incentive Compensation) called
for by the Contract (or, in the case of an Extension, in theextended term of the Extension); and(iii)

No Offer Sheet may provide for a signing bonus thatexceeds ten percent (10%) of the Compensation (excluding
Incentive Compensation) called for by the Offer Sheet.

(b) If a player’s Contract provides for a signing bonus and the player issuspended for the intentional failure or refusal to render the services
required under his Contract, the Team shall be entitled to a return from theplayer of an amount equal to the product of the signing bonus multiplied bya fraction, the numerator of which is the number of Regular Season games

Article II

59

that the player is suspended as a result of his failure or refusal to render suchservices and the denominator of which is the total number of Regular Season
games to be played by the Team during the term of the Contract (excluding
any Option Year). The foregoing shall not limit any other rights or remedies
a Team may have under the Contract or by law.
(c) (i)No Uniform Player Contract may provide for the player’s
attendance at and participation in an off-season skill and/or
conditioning program that exceeds two (2) weeks in length.

(ii)

A Uniform Player Contract that contains a bonus to be paid
as a result of the player’s attendance at and participation in
an off-season summer league and/or an off-season skill
and/or conditioning program in accordance withsubsection b(i) above may also contain a provision providingthat such bonus will be paid if: (A) the Team elects in writing
to waive the requirement that the player perform thespecified services; (B) the player, in lieu of providing thespecified services, participates in training and/or plays
games with his national team during the off-season; and/or(C) the player has an injury, illness, or other medical
condition that renders the player unable to participate insuch summer league and/or skill and conditioning program.
If a Contract contains a provision of the type described in(A) above and the Team exercises its right to waive therequirement that the player perform the specified services
with respect to one or more off-seasons, the amounts paid
to the player shall continue to be treated as a bonus for theplayer’s participation in an off-season summer league or
off-season skill and/or conditioning program and shallcontinue to be subject to the rules in this Agreement relating
to such bonuses.

(iii)

If a Uniform Player Contract contains a bonus to be paid asa result of the player’s attendance at and participation in an
off-season summer league and/or an off-season skill and/or
conditioning program, the Team shall be required to provide
the player with a reasonable opportunity to earn the bonusby, for example, providing the player with the dates, times,
and location(s) at which the specified services are to be

60

Article II
performed.
A Team’s failure to comply with thisrequirement with respect to any off-season shall be deemed
to constitute a waiver of the requirement that the player
perform the specified services for such off-season.

(d) No Uniform Player Contract may contain a bonus for the player
being on a Team’s roster as of a specified date or for a specified duration,or for the player dressing in uniform for or being eligible to play in a
specified number of games.
(e) If a Player Contract contains Incentive Compensation, a Team andplayer shall not be permitted at any time to amend the Contract to modify
the conditions that the player must satisfy in order to earn all or any portionof such Incentive Compensation.
Section 13. General.
(a) (i)

Subject to Section 15 below, any oral or written agreement
between a player and a Team concerning terms andconditions of employment shall be reduced to writing in theform of a Uniform Player Contract or an amendment
thereto as soon as practicable. Immediately upon the
consummation of any such oral or written agreement, theTeam shall notify the NBA by email and provide the NBA
with all economic terms of such agreement. Upon its receipt
of an executed Uniform Player Contract, the NBA shallprovide a copy of the same to the Players Association byemail within two (2) business days.

(ii)

Notwithstanding subsection (a)(i) above, neither the NBA,
any Team, nor the Players Association, or any player, shallcontend that any agreement concerning terms andconditions of employment is binding upon the player or theTeam until a Player Contract embodying such terms andconditions has been duly executed by the parties. Nothingherein is intended to affect (A) any authority of theCommissioner to approve or disapprove Player Contracts,or (B) the effect of the Commissioner’s approval ordisapproval on the validity of such Player Contracts.

Article II
(iii)

61

A violation of the first sentence of subsection (a)(i) above
may be considered evidence of a violation of Article XIII.

(b) No player shall attend the regular training camp of any Team, orparticipate in games or organized practices with the Team at any time, unless
he is a party to a Player Contract then in effect. For purposes of thisSection 13(b), a player shall be considered to be a party to a Player Contract
then in effect if such Contract has been extended in accordance with an
Option permitted by this Agreement.
(c) The only form of Compensation that a Team may pay a player under
his Uniform Player Contract is cash via a check made payable to the player
or via a direct deposit made to the player’s bank account. Compensation of
any other kind is prohibited.
(d) No Team shall make any direct or indirect payment of any money,
property, investments, loans, or anything else of value for fees or otherwise
to an agent, attorney, or representative of a player (for or in connection withsuch person’s representation of such player); nor shall any Player Contract
provide for such payment. No player shall assign or otherwise transfer toany third party his right to receive Compensation from the Team under his
Uniform Player Contract. Nothing in this subsection (d), however, shallprevent a Team from sending a player’s regular paycheck to a player’s agent,
attorney, or representative if so instructed in writing by the player.
(e) Every Uniform Player Contract must provide that for each Seasonof such Contract, the player will be paid at least ten percent (10%) of his
Salary for such Season, excluding Likely Bonuses and any portion of theplayer’s Salary attributable to a trade bonus, in Current Base Compensationin accordance with the payment schedule provided in Paragraph 3 of theContract or in twelve (12) equal semi-monthly payments beginning with thefirst of said payments on November 1 of each year covered by the Contract
and continuing with such payments on the first and fifteenth of each month
until said Compensation is paid in full.
(f) No Uniform Player Contract may provide for the payment of any
Compensation earned for a Season prior to the first semi-monthly payment
date that is at least seven (7) days following the completion of the Audit
Report for the Salary Cap Year covering the immediately prior Season.

62

Article II(g) A Team’s termination of a Uniform Player Contract by reason of
the player’s “lack of skill” (under Paragraph 16(a)(iii) of the Uniform Player
Contract) shall be interpreted to include a termination based on the Team’s
determination that, in view of the player’s level of skill (in the sole opinionof the Team), the Compensation paid (or to be paid) to the player is nolonger commensurate with the Team’s financial plans or needs. The
foregoing sentence shall not affect any post-termination obligation to pay
Compensation that may result from Compensation protection provisions
included in a Uniform Player Contract.
(h) The following provisions shall govern an agreement (to be set forthin Exhibit 6 to a Uniform Player Contract) establishing that the player must
report for and submit to a physical examination to be performed by one ormore physician(s) designated by the Team:(i)

The player must report for such physical examination at thetime designated by the Team (which shall be no later than
the third business day following the execution of theContract), and must, upon reporting, supply all information
reasonably requested of him, provide complete and truthfulanswers to all questions posed to him, and submit to all
examinations and tests requested of him. The determinationof whether the player has passed the physical examination
shall be made by the Team in its sole discretion, exercised ingood faith, in consultation with one or more of the Team’s
physicians; and a Team shall have the right to determine ingood faith that a player has failed to pass the physicalexamination due to the risk of a future injury, illness, orother medical condition notwithstanding that the player iscurrently able to play. If the player does not pass the physicalexamination, the Team shall so notify the player no later than
the sixth business day following the execution of theContract.

(ii)

The Team’s determination that the player has passed thephysical examination shall be a condition precedent to thevalidity of the Contract. Accordingly, and without limiting
the generality of the preceding sentence, until such time as aplayer has passed the physical examination, the prohibitions

Article II

63

set forth in Section 13(b) above shall continue to apply to
the Team and player.
(iii)

A Required Tender or a Qualifying Offer may contain an
Exhibit 6. If a player accepts such a Required Tender or
Qualifying Offer but does not pass the required physicalexamination, the Required Tender or Qualifying Offer shallbe deemed to have been withdrawn, which shall have theconsequences described in Article X, Section 4 or Article XI,
Section 4, as the case may be.

(i) A player who knows he has an injury, illness, or other medical
condition that renders, or he knows will likely render, him unable to performthe playing services required under a Player Contract may not validly enter
into such Contract without prior written disclosure of such injury, illness, orother medical condition to the Team.
(j) Neither the IST Finals Game, Play-In Games, nor a Team’s or aplayer’s performance during any such games, shall be considered for
purposes of determining whether, as a result of his achievement ofagreed-upon benchmarks related to a player’s performance as a player or theTeam’s performance during a particular Season:(i)

The player has earned a Performance Bonus included in his
Player Contract in accordance with Section 3(b)(ii) above; or(ii)

Any additional conditions or limitations applicable to aplayer’s Compensation protection in accordance with
Section 4(l)(ii) above have been satisfied.

(k) No Player Contract may provide for (x) one (1) or more
Performance Bonuses in accordance with Section 3(b)(ii) above, or (y) any
additional conditions or limitations applicable to Compensation protectionin accordance with Section 4(l)(ii) above, that are in either or both cases
based in whole or in part on:(i)

The Team’s or the player’s performance during any InSeason Tournament games or Play-In Games;

64

Article II(ii)

The Team qualifying to participate in any In-Season
Tournament knockout stage game or winning the IST Finals
Game; or(iii)

The Team qualifying to participate in one (1) or more
Play-In Games;

provided, however, that the foregoing shall not prevent a Player Contractfrom providing for (A) one (1) or more Performance Bonuses in accordancewith Section 3(b)(ii) above, or (B) any additional conditions or limitations
applicable to Compensation protection in accordance with Section 4(l)(ii)
above, that are in either or both cases based in whole or in part on a player’sor Team’s performance in all Regular Season games.
Section 14. Void Contracts.
If a Player Contract fails to take effect or becomes void as a result of aCommissioner disapproval, the player’s failure to pass a physicalexamination conducted pursuant to Exhibit 6 to such Contract, or the
rescission of a trade conducted pursuant to Article VII, Section 8(e), then,in each such case:(a) the Team shall continue to possess such rights with respect to theplayer as the Team possessed at the time of the execution of the Contract,
including, without limitation, any such rights that the Team possessedpursuant to Article VII, Section 6(b), Article X, and Article XI;(b) any Required Tender or Qualifying Offer that was outstanding at thetime the Contract was executed shall continue in effect as if the Contract
had not been executed (including if the original deadline for accepting theRequired Tender or Qualifying Offer expired following the execution of theContract), but for no fewer than six (6) business days following theCommissioner’s disapproval, the Team’s issuance of notice to the player that
he did not pass the physical examination, or the rescission of such trade, as
the case may be; and(c) in the case of a player who does not pass a physical examination
pursuant to Exhibit 6: (i) the player shall not be permitted to accept such
Required Tender or Qualifying Offer for a period of two (2) business days
following his receipt of notice from the Team that he did not pass his
physical examination, during which period the Team may elect to withdraw

Article II

65

the Required Tender or Qualifying Offer, which shall have the consequences
described in Article X, Section 4 or Article XI, Section 4, as the case may
be; and (ii) if the Required Tender or Qualifying Offer is not withdrawn by
the Team during this period, the Required Tender or Qualifying Offer shallthereafter be deemed amended so as to eliminate any Exhibit 6 that may becontained therein.
Section 15. Moratorium Period.
Except as permitted in the remainder of this Section 15, notwithstanding
any other provision of this Agreement, no player and Team may enter into
any oral or written agreement concerning terms and conditions of theplayer’s employment, or reduce any such agreement to writing in the formof a Uniform Player Contract or amendment, during the Moratorium
Period. The following shall be permitted:(a) During the Moratorium Period,(i)a player and a Team may negotiate over the terms andconditions of a Player Contract or an Extension that may beentered into following the conclusion of the Moratorium
Period;(ii)

a player and a Team may negotiate an Offer Sheet (as definedin Article XI, Section 5(b)) that may be entered into
beginning at 12:01 p.m. eastern time on the first day of theMoratorium Period;(iii)

a player may accept any Required Tender, Qualifying Offer,or “Maximum Qualifying Offer” (as defined in Article XI,
Section 4(a)(ii)) that is outstanding; and(iv)

a Team may exercise a Two-Way Contract’s Standard NBA
Contract Conversion Option in accordance with Article II,
Section 11(f) above.

(b) Beginning at 12:01 p.m. eastern time on the first day of theMoratorium Period,(i)a player and a Team may enter into an Offer Sheet;

66

Article II(ii)

a First Round Pick and the Team that holds his draft rights
may enter into a Rookie Scale Contract;(iii)

a Second Round Pick and the Team that holds his draft
rights may enter into a Player Contract signed pursuant to
the Second Round Pick Exception;(iv)

a player and a Team may enter into a Player Contract, not toexceed two (2) Seasons in length, that provides for a Salaryfor each Salary Cap Year equal to the Two-Way Player Salaryor the Minimum Player Salary applicable to the player (withno bonuses of any kind); and(v)

a Team may exercise the Two-Way Player Conversion
Option in a Contract with an Exhibit 10 in accordance with
Article II, Section 11(h) above.

Article III

67

ARTICLE III
PLAYER EXPENSES
Section 1.

Moving Expenses.

(a) Moving Expenses. A Team’s obligation to reimburse a player for“reasonable” expenses related to the assignment of a Player Contract fromone Team to another (in accordance with Paragraph 10 of a Uniform Player
Contract) shall extend to the reimbursement of the actual expenses incurredby such player in moving to the home territory of his new Team, provided
that such expenses result directly from the assignment and are ordinary andreasonable, and provided further that, prior to his actually incurring such
expenses, the player (i) consults with the Team to which his Contract has
been assigned in advance concerning his move, and (ii) furnishes the Teamwith a written estimate of such proposed expenses from an establishedmoving company so as to afford such assignee Team an opportunity tomake reasonably comparable alternative arrangements for the move of theplayer. The player shall furnish such written estimate to the Team within areasonable time following the notice of the assignment of the Player
Contract. Upon receipt of such estimate from the player, the Team shall,
within ten (10) days, either agree to reimburse the player for the expenses
set forth in such estimate or make alternative arrangements (at the Team’s
expense) for the move of the player. “Reasonable” moving expenses shall
include the cost of moving not more than one (1) automobile for the player(and not more than two (2) automobiles if the player is married).
(b) Hotel Accommodations. A player whose Contract is assigned
from one Team to another shall be reimbursed by the assignee Team for thecost of a hotel room in a hotel (comparable to that in which such Team’s
players are lodged while “on the road”) in the assignee Team’s home city for
up to forty-six (46) days following the assignment.
(c) Housing Costs Reimbursement. A player whose Contract is
assigned from one Team to another shall be reimbursed by the assignee
Team for the cost of his living quarters (either rent or mortgage expense) in
the city from which he is assigned, for a period of three months after thedate of the assignment; provided, however, that such payment shall: (i) be
made only if and to the extent that the player is legally obligated for such

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Article III

costs; and (ii) not exceed $6,000 per month. Any such payments shall bemade on a pro rata basis if a full month is not involved.
(d) Proof of Expenses. Prior to reimbursing an assigned player as
provided in this Section, an assignee Team may require satisfactory proof
that the player has paid the amounts for which he seeks reimbursement, and,in the case of housing costs reimbursements, satisfactory proof that theplayer is legally obligated to pay such housing costs and the amount thereof.
Upon notice to the player, the assignee Team may, as an alternative toreimbursement, pay the expenses incurred upon assignment (in accordancewith the foregoing provisions of this Section) directly to the persons, firms,
or corporations involved.
(e) Player Obligation to Minimize Potential Liability. So as tominimize the potential liability of NBA Teams under this Section, a player
who does not establish permanent or year-round residence in the home city(or geographic vicinity thereof) of the Team by which he is employed shalluse his best efforts (i) to obtain a short-term lease on the living quarters heselects, and (ii) to procure lease provisions authorizing him to sublet suchpremises and/or granting such Team the option to take over such lease in
the event the Contract of such player is assigned to another NBA Team.
Section 2.

Meal Expense Allowance.

(a) The meal expense allowance, provided for in Paragraph 4 of a
Uniform Player Contract, shall be as follows:(i)

For the 2023-24 Season: $156 per day.

(ii)

For each subsequent Season of this Agreement: thepreceding Season’s meal expense allowance amount adjusted
for cost of living by applying to the preceding Season’s meal
expense allowance amount the percentage increase (ordecrease) in the national Consumer Price Index for All
Urban Consumers (CPI-U) from the June 1 through the
May 31 immediately preceding such Season, and which shallbe rounded off to the nearest whole dollar per day.

(b) When a Team is “on the road” for less than a full day, a partial meal
expense shall be paid based upon the time of departure from or time ofarrival in the Team’s home city, in accordance with the following:Article III

69

(i)

Departure after 9:00 a.m. or arrival before 7:00 a.m., no meal
expense allowance for breakfast.

(ii)

Departure after 1:00 p.m. or arrival before 11:30 a.m., nomeal expense allowance for lunch.

(iii)

Departure after 7:00 p.m. or arrival before 5:30 p.m., nomeal expense allowance for dinner.

For purposes of this Section 2(b), the meal expense allowance for breakfast
shall be deemed to be eighteen percent (18%) of the applicable daily meal
expense allowance (rounded off to the nearest whole dollar); the meal
expense allowance for lunch shall be deemed to be twenty-eight percent(28%) of the applicable daily meal expense allowance (rounded off to thenearest whole dollar); and the meal expense allowance for dinner shall bedeemed to be fifty-four percent (54%) of the applicable daily meal expense
allowance (rounded off to the nearest whole dollar).
For purposes of this Agreement and Paragraph 4 of the Uniform Player
Contract, the “home city” of an NBA Team shall be deemed to include only
the city in which the facility regularly used by the Team for home games islocated and any other location at which such home games are played,provided that such other location(s) is not more than seventy-five (75) miles
from such city.

70

Article IV

ARTICLE IV
BENEFITS
Section 1.

Player Pension Benefits.

Subject to approval by the Internal Revenue Service (the “IRS”) (to theextent such approval may be obtained pursuant to IRS procedures) and to
the extent permitted by applicable law, the NBA shall provide the following
pension benefits to NBA players and former NBA players in accordancewith and subject to the terms and conditions of the National Basketball
Association Players’ Pension Plan, as restated effective July 1, 2017, and as
amended from time to time and as to be modified as set forth herein (the“Pension Plan”), and the Amended and Restated Agreement of Trust for
the Pension Plan, effective as of July 1, 2017, and as amended from time totime (the “Pension Trust Agreement”). (All capitalized terms used in thisSection 1 not otherwise defined in this Agreement shall have the meanings
set forth in the Pension Plan.)(a) Benefits.
(1) Current Benefit. As of the effective date of this Agreement,
the monthly amount per Year of Credited Service payable as a
Normal Retirement Pension (the “Monthly Benefit”) is $1,001.47.
(2) Benefit Increase.
(i) The Pension Plan shall be amended to provide that,
effective as of February 2, 2024, (A) the Normal Retirement
Date shall be the first of the month following a player’s
sixty-second (62nd) birthday, and (B) the Early Retirement
Date shall be any date on or after the first day of the monthfollowing the player’s forty-fifth (45th) birthday and prior to theplayer’s Normal Retirement Date. The Early Retirement
Pension shall be the actuarial equivalent of the Normal
Retirement Pension, as determined using modified actuarial
equivalence factors to be specified in the Pension Plan
amendment effective as of February 2, 2024.

Article IV71(ii) Effective for the Plan Year commencing February 2,
2024, and for each subsequent Plan Year during the term of thisAgreement, the Normal Retirement Pension shall be adjusted(the Monthly Benefit following any such adjustment, the “NewMonthly Benefit”) such that, subject to Section 1(d) below, theNew Monthly Benefit shall equal (A) the maximum annual
dollar amount permitted under the Internal Revenue Code of1986, as amended (the “Code”) (and the regulations issued
thereunder), as the Code and regulations are in effect as of theeffective date of this Agreement, as such maximum benefit
amount may be adjusted for future increases in the
cost-of-living in the manner prescribed by Section 415(d)(2) of
the Code, divided by (B) one hundred twenty (120). The
maximum annual dollar amount permitted under the Code (andthe regulations issued thereunder) for a player’s Early
Retirement Pension shall be determined using modified
actuarial equivalence factors to be specified in the Pension Plan
amendment effective as of February 2, 2024.
(iii) Any increase in the Normal Retirement Pension or Early
Retirement Pension payable on or after the date of thisAgreement: (A) shall apply only to those players andbeneficiaries (x) who have not yet received or begun to receivea benefit under the Pension Plan as of the first day of the monthfollowing the beginning of the Plan Year to which the increase
relates (the “New Benefit Increase Commencement Date”) or(y) who are receiving monthly benefits under the Pension Plan
as of the New Benefit Increase Commencement Date; (B) shallbe effective as of the New Benefit Increase Commencement
Date; (C) shall apply only to any benefit payment(s) to be madeon or after the applicable New Benefit Increase
Commencement Date; and (D) shall not require therecalculation of any benefit payment(s) made prior to theapplicable New Benefit Increase Commencement Date.
(b) Two-Way Players. The Pension Plan shall be amended to provide
that, for each Regular Season during the term of this Agreement, a Two-Way
Player shall be considered to be on a Roster if he is (1) on an Active List,
Inactive List, or Two-Way List of any Team on February 2nd of such
Regular Season (or such other date that the parties may agree to), or (2) on

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Article IV

the Active List of any Team for fifty percent (50%) or more of the total
Regular Season games played by the Team during such Regular Season.
(c) Pre-1965 Players and Pre-1965 Retirees. Effective for the Plan
Year commencing February 2, 2018, and for each subsequent Plan Yearduring the term of this Agreement:(1) Pre-1965 Players shall continue to be entitled to receive theNormal Retirement Benefit in the amount and on the terms andconditions set forth in Article XIV of the Pension Plan.
(2) Pre-1965 Retirees shall continue to be entitled to receive theRetirement Benefit in the amount and on the terms and conditions
set forth in Article XV of the Pension Plan.
(3) Any benefits that are unable to be paid to Pre-1965 Players or
Pre-1965 Retirees under the Pension Plan because of the benefit
limitations imposed by Section 415 of the Code shall be paid to such
Pre-1965 Players and Pre-1965 Retirees pursuant to the National
Basketball Association Excess Benefit Plan for Pre-1965 Players (the“Pre-1965 Players Excess Benefit Plan”).
(d) Limitations on Benefits. Notwithstanding anything contained
herein to the contrary:(1) Neither: (i) the pension benefits accrued or payable to any
player or beneficiary for a Plan Year nor (ii) the New Monthly
Benefit for a Plan Year shall exceed the maximum benefit amountpermitted under the Code (and the regulations issued thereunder) as
in effect for that Plan Year (as adjusted in accordance with theactuarial factors specified in the Pension Plan and as in effect on thedate that the benefit accrues or commences (or is paid) or for thePlan Year for which the New Monthly Benefit is determined), assuch maximum benefit amount may be adjusted for future increases
in the cost-of-living in the manner provided under Section 415(d)(2)of the Code.
(2) Neither the pension benefits accrued nor payable to any playeror beneficiary for a Plan Year shall exceed the maximum benefit
amount permitted under the Code (and the regulations issued
thereunder), as in effect as of the effective date of this Agreement,Article IV73

as adjusted in accordance with the actuarial factors specified in thePension Plan, and as may be adjusted for future increases in the
cost-of-living in the manner prescribed by Section 415(d)(2) of theCode.
(3) If all or any portion of the actuarially-determined annual
contributions to be made to the Pension Plan would not be fully
deductible under the Code when paid to the Pension Plan, the New
Monthly Benefit shall not exceed the amount which would result inall of such contributions being fully-deductible when paid. In theevent that any such contribution or portion thereof is not fully
deductible when paid, the NBA and the Players Association agree tobargain in good faith with respect to an alternative arrangement tobe provided by the NBA Teams to the players. The costs of any
such alternative arrangement shall be at an annual cost (asdetermined on an after-tax basis) to the NBA Teams substantiallyequal to but no greater than the annual accrual cost that such Teamswould have incurred under the Pension Plan to fund the amount bywhich the New Monthly Benefit is reduced pursuant to thisSection 1(d)(3). If despite good faith negotiations, the NBA and thePlayers Association fail to agree with respect to an alternative
arrangement as described above, such failure to agree shall not create
any right: (A) to unilaterally implement during the term of thisAgreement any terms concerning the provision of pension benefits
to the players; (B) to lockout; or (C) to strike.
(e) Administration.
(1) Subject to the provisions of Section 3.3(f) of the Pension Trust
Agreement, which are hereby incorporated by reference andexpressly designed to survive the expiration or termination of thisAgreement, the Pension Plan shall continue to be jointly operated
and administered by the NBA and the Players Association inaccordance with Section 302(c)(5) of the Labor Management
Relations Act of 1947, as amended, and the provisions of thePension Trust Agreement and the Pension Plan.
(2) It is intended by the NBA and the Players Association that:(i) the Pension Plan shall continue to constitute acollectively-bargained multiemployer defined benefit pension plan

74

Article IVthat is tax-qualified under Section 401(a) of the Code; and (ii) the
Pension Plan’s corresponding Trust is exempt from taxation under
the provisions of Section 501(a) of the Code.
(3) The daily operations of the Pension Plan shall continue to bedelegated to one or more independent third-party administrators, as
selected by the Board of Trustees of the Pension Plan in its sole
discretion.

(f) Contributions/Funding. The NBA and Players Association
acknowledge and agree that the Teams shall continue at all times tocontribute to the Plan at least the amount necessary to meet the Pension
Plan’s statutory minimum funding requirements under Section 412,
Section 431, and, if applicable, Section 432 of the Code, or any otherapplicable law (the “Minimum Funding Standards”) for such Plan Year, as
determined by the actuaries of the Pension Plan. For any period during theterm of this Agreement during which a new “funding improvement plan” (a“FIP”) is required to be adopted by the Pension Plan under the Minimum
Funding Standards, the funding benchmark for such FIP shall equal thefunding benchmark required by the Minimum Funding Standards. The
Teams may, in the sole discretion of the NBA, contribute to the Pension
Plan more than the amount necessary to meet the Minimum FundingStandards; provided, however, that any such additional contribution amountshall not be greater than the contribution amount determined by theactuaries of the Pension Plan in accordance with the Pension Plan’s
historical scheduled contribution methodology. All contributions shall be
conditioned on their being fully deductible by the Teams when paid.
(g) Players Employed by Toronto.
(1) Players employed by Maple Leaf Sports & Entertainment
Partnership (or any successor thereto) (“Toronto”) or by an NBA
Team located in any country other than the United States shallcontinue to receive pension benefits of comparable value. Except
as otherwise provided in Section 1(g)(2), players employed byToronto (“Toronto Players”) shall continue to receive such benefits
by means of the Pension Plan and the Toronto Raptors Players’
Pension Plan, as restated effective February 2, 2019, and as amended
from time to time (the “Toronto Plan”); provided, however, that aplayer shall not be eligible to participate (or continue to participate)Article IV75

in the Pension Plan for any period of time during which the player
is both a resident of Canada for income tax purposes and a Toronto
Player (a “Canadian Resident”) but shall instead be eligible to receivea cash payment as described in Section 7 below.
(2) If the participation of Toronto Players in the Pension Plan
would, at any time, result in the Pension Plan becoming subject to
Canadian provincial pension legislation and/or Canadian federal
income tax laws (to the extent that the application of such laws
would result in adverse tax consequences to the Pension Plan, theNBA Teams or the Toronto Players) or result in the Toronto Plan’s
failure, at any future time, to either be qualified under the Code orregistered under Canadian provincial pension legislation or
Canadian federal tax laws, then any obligation to establish, maintain,or make contributions to the Pension Plan in respect of Toronto
Players and the Toronto Plan pursuant to this Agreement or
pursuant to any prior collective bargaining agreement shallterminate; provided, however, that any such termination shall not
impair the legally binding effect of any other provision of thisAgreement or the legally binding effect (if any) of any otherprovision of any prior collective bargaining agreement, nor shall it
create any right: (i) to unilaterally implement during the term of thisAgreement any terms concerning the provision of pension benefits
to the players; (ii) to lockout; or (iii) to strike. In the event of suchtermination, the NBA and Players Association agree to bargain ingood faith with respect to an alternative arrangement to be provided
by Toronto to the Toronto Players. Any such alternative
arrangement shall be at an annual cost (as determined on an after-tax
basis) to Toronto substantially equal to but no greater than theannual accrual cost that Toronto would have incurred under thePension Plan and the Toronto Plan. If despite good faithnegotiations, the NBA and the Players Association fail to agree withrespect to an alternative arrangement as described above, such
failure to agree shall not create any right: (A) to unilaterally
implement during the term of this Agreement any terms concerning
the provision of pension benefits to the players; (B) to lockout; or(C) to strike.
(3) Subject to the provisions of Section 9.1(a) of the Toronto Plan,
which are hereby incorporated by reference and expressly designed

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Article IV
to survive the expiration or termination of this Agreement, theToronto Plan shall continue to be jointly operated and administeredby the NBA and Players Association in accordance with Section
302(c)(5) of the Labor Management Relations Act of 1947, as
amended, Section 8(1)(b) of the Pension Benefits Act (as defined in
the Toronto Plan), and the provisions of the Toronto Plan.
(4) It is intended by the NBA and the Players Association that:(i) the Toronto Plan shall continue to constitute acollectively-bargained single employer defined benefit pension planthat is sponsored by Toronto and is tax-qualified under
Section 401(a) of the Code and registered under Section 147.1 of the
Income Tax Act (as defined in the Toronto Plan) and Sections 9 and
12 of the Pension Benefits Act; and (ii) the Toronto Plan’scorresponding trust fund shall continue to be exempt from taxation
under the provisions of Section 149(1)(o) of the Income Tax Act
and Section 501(a) of the Code.
(5) The daily operations of the Toronto Plan shall continue to bedelegated to one or more independent third-party administrators, as
selected by the Committee of the Toronto Plan in its sole discretion.

(h) Pension Plan Tax-Qualification Status.
Notwithstanding
anything else in this Agreement: (1) if any change or amendment made to
the Code, ERISA, or other applicable law, or to any regulations (whether
final, temporary, or proposed) or rulings issued thereunder; (2) if any
interpretation, application or enforcement (or any proposed interpretation,
application, or enforcement), by a court of competent jurisdiction in the
United States or by the IRS, of the Code, ERISA, or other applicable law,or any regulations or rulings issued thereunder; (3) if any regulations(whether final, temporary, or proposed) or rulings issued by the IRS under
the Code or ERISA; or (4) if any provisions of this Agreement, including,
without limitation, any of the amendments or benefit increases to beprovided under the Pension Plan pursuant to this Section 1, would result in
the Pension Plan no longer being a tax-qualified plan under Section 401(a)of the Code, or would require NBA Teams to incur costs over and above
any costs required to be incurred to implement the provisions of thisAgreement or any prior collective bargaining agreement in order for thePension Plan to maintain its tax-qualified status under Section 401(a) of theCode (but only to the extent that such additional costs are incurred inArticle IV77

connection with the provision of pension benefits to their non-player
employees or to non-player employees of affiliates (within the meaning ofSections 414(b), (c) or (m) of the Code) of such Teams), then any obligation
to continue to provide for the accrual of additional benefits under thePension Plan pursuant to this Agreement or pursuant to any prior collective
bargaining agreement shall terminate; provided, however, that any suchtermination shall not impair the legally binding effect of any other provisionof this Agreement or the legally binding effect (if any) of any other provisionof any prior collective bargaining agreement, nor shall it create any right:(i) to unilaterally implement during the term of this Agreement any terms
concerning the provision of pension benefits to the players; (ii) to lockout;or (iii) to strike. In the event of such termination, the NBA and Players
Association agree to bargain in good faith with respect to an alternative
arrangement to be provided by the NBA Teams to the players. The costsof any such alternative arrangement shall be at an annual cost (as determinedon an after-tax basis) to the NBA Teams substantially equal to but no greaterthan the annual accrual cost that such Teams would have incurred under thePension Plan to fund the benefit described in this Section 1, commencing
on the date of termination. If despite good faith negotiations, the NBA and
the Players Association fail to agree with respect to an alternative
arrangement as described above, such failure to agree shall not create any
right: (A) to unilaterally implement during the term of this Agreement any
terms concerning the provision of pension benefits to the players; (B) tolockout; or (C) to strike.
(i) Additional Pension Benefits Costs. The NBA Teams shall pay
all costs, including, without limitation, the cost of professional fees (e.g.,
attorneys, accountants, actuaries, and consultants) (“Professional Fees”),
incurred in connection with: (1) the operation and administration of theToronto Plan (but excluding the cost of contributions made by Toronto to
the Toronto Plan), and (2) the determination and implementation of any
alternative benefits pursuant to Sections 1(g)(2) and/or 1(h).
(j) Actuarial Determinations. All actuarial determinations that need
to be made in connection with, or under, the Pension Plan, including,
without limitation, those necessary to implement this Section 1 and Section
9 below, shall be made by the actuaries of the Pension Plan. Any suchactuarial determinations shall be binding and conclusive.

78

Article IV

Section 2.

Player 401(k) Benefits.

To the extent permitted by the Code and applicable law, the NBA shallprovide the following 401(k) benefits to NBA players and former NBA
players in accordance with and subject to the terms and conditions of the
National Basketball Association Players’ 401(k) Savings Plan as restatedeffective November 1, 2014, as amended from time to time and as to bemodified as set forth herein (the “401(k) Plan”). (All capitalized terms usedin this Section 2 not otherwise defined in this Agreement shall have themeanings set forth in the 401(k) Plan and, for purposes of this Section 2, theterm “Compensation” shall have the meaning set forth in the 401(k) Plan
and not Article I or Exhibit A of this Agreement.)(a) Current Benefits. For each Plan Year commencing during the termof this Agreement, the 401(k) Plan shall continue to provide for: (1) SalaryDeferral Contributions by players, (2) except as may be limited below,
Matching Contributions by Teams in respect of Salary Deferral
Contributions for a Salary Cap Year, as requested in writing by the Players
Association, and (3) After Tax Contributions by players. The request for
the Matching Contributions by the Players Association for a Season shall bemade in writing prior to the commencement of that Season.
(b) Two-Way Matching Contributions. Effective for all Regular
Seasons during the term of this Agreement, the 401(k) Plan shall beamended to eliminate the matching contribution formula currently
applicable to Two-Way Players and provide Two-Way Players who are
Eligible Players a Matching Contribution pursuant to the formula set forthin Section 3.7 of the 401(k) Plan.
(c) Timing of Matching Contributions.
Any Matching
Contributions to be made to the 401(k) Plan in respect of each Season shallbe made no later than thirty (30) days following the completion of the Audit
Report for the Salary Cap Year covering such Season.
(d) Limitations on Benefits. Notwithstanding anything contained
herein to the contrary:(1) Matching Contributions, Salary Deferral Contributions, andAfter Tax Contributions shall at all times be subject to all applicable
limitations under the Code, including, without limitation, themaximum limitation on contributions under Code Section 415, theArticle IV

79

maximum limitation on compensation under Code Section
401(a)(17), and the maximum limitation on 401(k) deferrals under
Code Section 402(g).
(2) The total amount of the Salary Deferral Contributions andMatching Contributions to be made to the 401(k) Plan shall belimited to an amount that, taking into account only Compensation
paid to current players by the Teams, would result in all of such
Salary Deferral Contributions and Matching Contributions being
fully deductible under the Code (and, where applicable, Canadianincome tax laws) when paid to the 401(k) Plan. If, for any reason,
all or a portion of the Salary Deferral Contributions and Matching
Contributions to be made to the 401(k) Plan will not, when paid to
the 401(k) Plan, be fully deductible under the Code, the NBA and
the Players Association agree that the contributions shall be reduced
to result in all such contributions being fully deductible when paid.
(e) Players Employed by Toronto. The terms of the 401(k) Plan shallcontinue to permit participation by Toronto Players on a tax-effective basis
under Canadian income tax laws; provided, however, that a player shall not
be eligible to participate in the 401(k) Plan for the period of time during
which the player is a Canadian Resident but shall instead be eligible toreceive a cash payment as described in Section 7 below. If the NBA and thePlayers Association should determine that the 401(k) Plan cannot continue
to be provided to Toronto Players on a tax-effective basis under Canadianfederal income tax laws, the NBA and Players Association agree to bargain
in good faith with respect to an alternative arrangement to be provided byToronto to the Toronto Players. The costs of any such alternative
arrangement shall be at an annual cost (as determined on an after-tax basis)to Toronto substantially equal to but no greater than the annual cost that
Toronto would have incurred under the 401(k) Plan with respect to the
Matching Contributions for the Toronto Players. If despite good faithnegotiations, the NBA and the Players Association fail to agree with respect
to an alternative arrangement as described above, such failure to agree shallnot create any right: (i) to unilaterally implement during the term of thisAgreement any terms concerning the provision of 401(k) benefits to theplayers; (ii) to lockout; or (iii) to strike.
(f) 401(k) Plan Tax-Qualification Status. Notwithstanding anythingelse in this Agreement: (1) if any change or amendment made to the Code,80

Article IV

ERISA, or other applicable law, or to any regulations (whether final,
temporary, or proposed) or rulings issued thereunder; (2) if any
interpretation, application, or enforcement (or any proposed interpretation,
application, or enforcement), by a court of competent jurisdiction in the
United States or by the IRS, of the Code, ERISA, or other applicable law,or any regulations or rulings issued thereunder; (3) if any regulations(whether final, temporary, or proposed) or rulings issued by the IRS under
the Code or ERISA; or (4) if any provisions of this Agreement would resultin the 401(k) Plan no longer being a tax-qualified plan under Section 401(a)of the Code, or would require NBA Teams to incur costs over and above
any costs required to be incurred to implement the provisions of thisAgreement or any prior collective bargaining agreement in order for the401(k) Plan to maintain its tax-qualified status under Section 401(a) of theCode (but only to the extent that such additional costs are incurred inconnection with the provision of benefits to their non-player employees or
to non-player employees of affiliates (within the meaning of Sections 414(b),(c), or (m) of the Code) of such Teams), then any obligation to maintain or
make contributions to the 401(k) Plan pursuant to this Agreement or
pursuant to any prior collective bargaining agreement shall terminate;provided, however, that any such termination shall not impair the legallybinding effect of any other provision of this Agreement or the legallybinding effect (if any) of any other provision of any prior collective
bargaining agreement, nor shall it create any right: (i) to unilaterally
implement during the term of this Agreement any terms concerning theprovision of 401(k) benefits to the players; (ii) to lockout; or (iii) to strike.
In the event of such termination, the NBA and Players Association agree tobargain in good faith with respect to an alternative arrangement to beprovided by the NBA Teams to the players. Any such alternative
arrangement shall be at an annual cost (as determined on an after-tax basis)to the NBA Teams substantially equal to but no greater than the annual costthat such Teams would have incurred under the 401(k) Plan with respect toMatching Contributions commencing on the date of termination. If despite
good faith negotiations, the NBA and the Players Association fail to agreewith respect to an alternative arrangement as described above, such failure
to agree shall not create any right: (x) to unilaterally implement during theterm of this Agreement any terms concerning the provision of 401(k)benefits to the players; (y) to lockout; or (z) to strike.
(g) Additional 401(k) Benefits Costs. The NBA Teams shall pay all
costs incurred in connection with the operation and administration of theArticle IV

81

401(k) Plan (and in connection with the determination and implementationof any alternative arrangement pursuant to Section 2(e) and/or Section 2(f)),
including, without limitation, the cost of Professional Fees and the 401(k)Plan’s recordkeeper’s fixed fee for recordkeeping and other administrative
services provided to the 401(k) Plan. Notwithstanding the previous
sentence, this Section 2(g) shall not apply to: (1) any costs or fees
attributable to a participant-initiated transaction under the 401(k) Plan; or(2) any investment fees or expenses charged directly against the return on
any investment options under the 401(k) Plan, which, in each case, shall be
paid by the applicable participant.
Section 3.

Player Health and Welfare Benefits.

Except as set forth below in this Section 3, as of the effective date of thisAgreement, and continuing until the expiration or termination of thisAgreement, to the extent permitted by applicable law, the NBA shall provide
the following health and welfare benefits to NBA players and former NBA
players in accordance with and subject to the terms and conditions of the
National Basketball Association Players’ Health and Welfare Benefit Plan,
as in effect on the date of this Agreement, as amended from time to timeand as to be modified as set forth herein (the “Health and Welfare Benefit
Plan”) and the Agreement of Trust for the NBA Players’ Health and Welfare
Benefit Plan, as restated effective July 1, 2017, and as amended from time
to time (the “Health and Welfare Benefit Trust Agreement” and the trust,the “Health and Welfare Benefit Trust”). (All capitalized terms used in thisSection 3 not otherwise defined in this Agreement shall have the meanings
set forth in the Health and Welfare Benefit Plan.)(a) Benefits. The Health and Welfare Benefit Plan shall continue toprovide the following benefits, which shall be operated and administeredthrough the Health and Welfare Benefit Trust:(1) A health reimbursement arrangement (the “HRA Benefit”) for
players who played in the NBA during and/or after the 2000-01
Season will continue to be operated in accordance with the Healthand Welfare Benefit Plan, which arrangement shall be administeredand operated in compliance with IRS and U.S. Department of Labor
rules applicable to such arrangements. Except as may otherwise be
agreed to by the NBA and the Players Association, any contributions
to fund the HRA Benefit in respect of each Salary Cap Year shall be82

Article IV
made no later than ninety (90) days following the completion of the
Audit Report for such Salary Cap Year.
(2) The following insurance benefits provided to players:(i) Life insurance and accidental death and dismemberment
benefits, which, as of the date of this Agreement, are being
provided through the Metropolitan Life Insurance Company
Policy No. 0122986; provided, however, the Health andWelfare Benefit Plan shall be amended to provide that
Two-Way Players shall receive the same level of coverage undersuch policy as players who signed a Standard NBA Contract.
(ii) Disability insurance benefits, which, as of the date of thisAgreement, are being provided through the Houston Casualty
Company Policy No. 20/7005744.
(iii) Except as otherwise provided in Section 3(a)(2)(iv),medical, dental, vision, and prescription drug insurance benefits
which, as of the date of this Agreement, are being provided
through the CIGNA HealthCare Policy No. 3211244 and the
EyeMed Vision Care Policy No. 9886987; provided, however,that the Health and Welfare Benefit Plan shall be amended toprovide that Two-Way Players shall not be required tocontribute toward their medical, dental, vision, and prescription
drug insurance premiums.
(iv) For players other than Two-Way Players who are“qualified expatriates” under the Expatriate Health Coverage
Clarification Act of 2014, expatriate medical, vision, andprescription drug insurance benefits through the Cigna Policy
No. 07578A and the EyeMed Vision Care Policy No. 9886987.
(3) All of the benefits provided for in Section 3(a)(2) are subject totheir permissibility and availability under applicable law.
(4) The Board of Trustees of the Health and Welfare Benefit Trust(the “Health and Welfare Trustees”) may make changes to any of
the insurance programs provided under Section 3(a)(2), provided
that any such change that would result in an increase in the costs ora change in the types or levels of any of the benefits, or that would

Article IV

83change any such program from an insured program to a self-insured
program or vice versa, must be mutually agreed to in writing by the
NBA and the Players Association.
(5) Subject to Sections 3(a)(5)(i)-(ii) below, the NBA and thePlayers Association shall continue to provide retiree health insurance
benefits which, as of the effective date of this Agreement, are being
provided through UnitedHealthcare Policy Numbers 908971,
16160, 16161 and 16162, Cigna Policy Number 3342982, andEyeMed Policy Number 10250821001 (collectively, the “Retiree
Medical Plan”).
(i) The Retiree Medical Plan will be continued only for theterm of this Agreement; provided, however, that the NBA and
the Players Association (or, if so delegated by the NBA and thePlayers Association in writing, the Health and Welfare
Trustees) reserve the right, by mutual written agreement, tomodify, amend, or terminate, in whole or in part, the Retiree
Medical Plan with respect to any or all eligible retirees and theireligible dependents at any time or for any reason, and no eligible
retirees or eligible dependents (or other NBA players, retired
NBA players or their dependents) shall under any
circumstances have any vested rights of any nature with respect
to the Retiree Medical Plan or any retiree health benefit(whether or not the player or retired player, or their dependents,
has participated in the Retiree Medical Plan).
(ii) The NBA and the Players Association (or, if so delegatedby the NBA and the Players Association in writing, the Healthand Welfare Trustees) reserve the right, by mutual writtenagreement, to increase or otherwise change the amount ofmonthly premiums under the Retiree Medical Plan charged toplayers at any time and for any reason.
(6) The Health and Welfare Benefit Plan shall continue to provide
for a tuition and career transition benefit (the “Tuition
Reimbursement Benefit”), to be modified as set forth below, which
reimburses eligible players for qualifying educational expenses(“Educational Expenses”). For purposes of this Section 3(a)(6), an84

Article IV“eligible player” is a player who is eligible under plan rules to use theTuition Reimbursement Benefit.
(i) Each eligible player in respect of each Salary Cap Yearduring or after the 2023-24 Salary Cap Year shall be entitled toa Tuition Reimbursement Benefit equal to the lesser of(A) $41,667, and (B) the difference between $125,000 and thesum of the amount of all Tuition Reimbursement Benefits
previously earned by such player in respect of prior Salary Cap
Years (including, for clarity, Salary Cap Years prior to the2023-24 Salary Cap Year). Each eligible player with three (3) ormore Years of NBA Service as of the date of this Agreement
shall receive a one-time increase in his Tuition Reimbursement
Benefit equal to $24,000.

(ii) All eligible players, including players who have a Tuition

Reimbursement Benefit as of the date of this Agreement, may
be reimbursed for each calendar year up to a maximum of$62,500. Notwithstanding anything to the contrary, themaximum aggregate amount of Educational Expenses forwhich all eligible players may be reimbursed for each Salary Cap
Year is $4,276,185.

(7) The Health and Welfare Benefit Plan shall be amended toprovide that, for purposes of the HRA, retiree medical, and tuition
reimbursement benefits described in Sections 3(a)(1), 3(a)(5), and3(a)(6) above, for each Regular Season during the term of thisAgreement, a Two-Way Player shall earn a Year of NBA Service if
he is (i) on an Active List, Inactive List, or Two-Way List of any
Team on February 2nd of such Regular Season (or such other datethat the parties may agree to), or (ii) on the Active List of any Teamfor fifty percent (50%) or more of the total Regular Season games
played by the Team during such Regular Season.
(b) Administration.
(1) The Health and Welfare Benefit Trust shall continue to be
jointly operated and administered by the NBA and Players
Association in accordance with Section 302(c)(5) of the Labor
Management Relations Act of 1947, as amended, and the provisions

Article IV85of the Health and Welfare Benefit Trust Agreement and the Healthand Welfare Benefit Plan, as to be amended pursuant to thisAgreement. It is intended by the NBA and Players Association thatthe Health and Welfare Benefit Plan and Health and Welfare Benefit
Trust shall continue to constitute a collectively-bargained voluntary
employees’ beneficiary association that qualifies as a tax exempt
organization under the provisions of Section 501(c)(9) of the Code.
(2) The Health and Welfare Benefit Trust Agreement shallcontinue to provide that the Health and Welfare Benefit Trust and
Health and Welfare Benefit Plan will be administered by the Healthand Welfare Trustees. The daily operations of the Health andWelfare Benefit Plan and each of the benefits provided thereundershall continue to be delegated to one or more independent
third-party administrators and/or insurers, as applicable.
(3) For the avoidance of doubt, nothing in this Section 3(b) shallprevent the Education Trust (defined below) from engaging or
hiring an academic advisor or career counselor to assist with player
outreach and similar functions with respect to the tuition
reimbursement and career transition program set forth in
Section 3(a)(6).
(c) Players Employed by Toronto. The terms of the Health andWelfare Benefit Plan shall continue to permit participation by Toronto
Players on the same basis as players who are not Toronto Players; provided,
however, that a player shall not be eligible to participate in the HRA Benefit
for the period of time during which the player is a Canadian Resident but
shall instead be eligible to receive a cash payment as described in Section 7
below. If the NBA and the Players Association determine that the Healthand Welfare Benefit Plan cannot provide one or more of the benefits
described in Section 3(a) to Toronto Players (1) that are substantiallyequivalent to the benefits provided to players employed by Teams locatedin the United States or (2) on a tax-effective basis under Canadian federal
income tax laws, the NBA and Players Association agree to bargain in goodfaith with respect to an alternative arrangement to be provided by Toronto
to the Toronto Players. The annual cost incurred by the Teams inconnection with any such alternative arrangement (as determined on anafter-tax basis) shall not exceed the annual cost that such Teams would haveincurred to fund the applicable benefit(s) described in Section 3(a) for such

86

Article IV

Toronto Player. The cost to Toronto of funding any alternative
arrangement(s) to any of the benefit(s) described in Section 3(a) shall be
subject to the limitations set forth in this Agreement. If despite good faithnegotiations, the NBA and the Players Association fail to agree with respect
to any alternative arrangement(s) as described above, such failure to agree
shall not create any right (A) to unilaterally implement during the term of
this Agreement any terms concerning the provision of benefits provided or
to be provided by the Health and Welfare Benefit Plan; (B) to lockout; or(C) to strike.
(d) Deductibility of Contributions/Regulatory Changes.
(1) The Health and Welfare Benefit Trust and the Health andWelfare Benefit Plan shall be operated and administered in a mannerthat will result in all contributions by the Teams being fully
deductible under the Code (and, where applicable, Canadian income
tax laws) when paid to the Health and Welfare Benefit Trust (ordirectly to an insurance carrier for a benefit provided under the
Health and Welfare Benefit Plan). If any Team is disallowed adeduction (in whole or in part) for such contributions, and unlessthe NBA determines otherwise, the obligation to provide the benefit(or portion of the benefit under the Health and Welfare Benefit Plan
to which the contribution relates) and to make further contributions
to provide the benefit (or portion of the benefit under the Healthand Welfare Benefit Plan to which the contribution relates) shallimmediately terminate and the provisions of Section 3(d)(3) shallapply.
(2) In the event that any benefit under the Health and Welfare
Benefit Plan is no longer permissible or available due to applicablelaws (a “Regulatory Change”), the obligation to provide the benefit
shall immediately terminate and the provisions of Section 3(d)(3)shall apply.
(3) Any termination of the Health and Welfare Benefit Plan or abenefit under such plan pursuant to Sections 3(d)(1)-(2) shall not
impair the legally binding effect of any other provision of thisAgreement, or the legally binding effect (if any) of any otherprovision of any prior collective bargaining agreement, nor shall it
create any right (i) to unilaterally implement, during the term of thisArticle IV

87

Agreement, any terms concerning the provision of the Health andWelfare Benefit Plan (or the applicable benefit provided or to beprovided); (ii) to lockout; or (iii) to strike. In the event of any
termination pursuant to Sections 3(d)(1)-(2) of the Health andWelfare Benefit Plan or a benefit under such plan, the NBA andPlayers Association agree to bargain in good faith with respect toalternative arrangement(s) to be provided by the NBA Teams to theplayers; provided, however, that any such alternative arrangement(s)shall be subject to the terms and conditions set forth in thisAgreement, including, without limitation, with respect to analternative arrangement to the Retiree Medical Plan, the terms andconditions set forth in Section 3(a)(5). The annual cost incurred by
the NBA Teams in connection with any such alternative
arrangement(s) (as determined on an after-tax basis) shall not exceed
the annual cost that such Teams would have incurred in providing
the relevant benefit(s) under the Health and Welfare Benefit Plancommencing on the date of termination. Any such alternative
arrangement(s) shall, to the extent permitted by applicable law and
the Health and Welfare Benefit Plan, be funded by such monies as
may then remain in the Health and Welfare Benefit Trust and, if themonies remaining in the Health and Welfare Benefit Trust may not
lawfully be used for, or are insufficient for, such purpose, suchalternative arrangement(s) shall be funded by the NBA Teams. Anysuch alternative arrangement(s) shall be operated and administeredin a manner that will result in all contributions by the Teams being
fully deductible under the Code (and, where applicable, Canadianincome tax laws) when paid. The costs of funding any alternative
arrangement(s) shall be subject to the limitations set forth in thisAgreement. If despite good faith negotiations, the NBA and thePlayers Association fail to agree with respect to any alternative
arrangement(s) as described above, such failure to agree shall not
create any right: (A) to unilaterally implement, during the term of
this Agreement, any terms concerning the provision of benefits
provided or to be provided by the Health and Welfare Benefit Plan;(B) to lockout; or (C) to strike.
(e) Additional Health and Welfare Benefits Costs. Except asotherwise set forth in Section 9(b)(12), the NBA Teams shall pay all costs,
including, without limitation, the cost of Professional Fees, incurred inconnection with (1) the operation and administration of the Health and88

Article IV

Welfare Benefit Plan Trust and the Health and Welfare Benefit Plan(including, without limitation, the operation and administration of thebenefits set forth in Section 3(a) above and any other benefits to be provided
under the Health and Welfare Benefit Plan), and (2) the determination andimplementation of any alternative arrangement pursuant to Section 3(d)(3).
Notwithstanding the preceding sentence, this Section 3(e) shall not apply to
any costs or fees attributable to investment management fees in connection
with the investment of Health and Welfare Benefit Trust assets. Such costs
and fees shall: (i) be paid out of the assets of the Health and Welfare Benefit
Trust; and (ii) be excluded for purposes of all calculations called for under
this Agreement of, or relating to, Benefits (including, without limitation, forpurposes of: (A) preparing the Audit Report, Interim Audit Report, orInterim Designated Share Audit Report; and (B) calculating Total Benefits,
Total Salaries and Benefits, and Projected Benefits).
Section 4.

The Post-Career Income Plan.

To the extent permitted by the Code and applicable law, the NBA shallprovide the following post-career income benefits to NBA players andformer NBA players in accordance with and subject to the terms andconditions of the National Basketball Association Players’ Qualified
Post-Career Income Plan, as restated effective July 1, 2017, and as amended
from time to time (the “Qualified Plan”) and the National Basketball
Association Players’ Non-Qualified Post-Career Income Plan, as restatedeffective July 1, 2017, and as amended from time to time (the“Non-Qualified Plan,” and, when referenced collectively with the Qualified
Plan, the “Post-Career Income Plan”). (All capitalized terms used in thisSection 4 not otherwise defined in this Agreement shall have the meanings
set forth in the Post-Career Income Plan.)(a) Current Benefits.
(1) Effective for the Contribution Year (defined below)
commencing November 1, 2023, and for each subsequentContribution Year during the term of this Agreement, thePost-Career Income Plan shall provide for: (i) a Team contribution
to the Post-Career Income Plan for Eligible Players to be used topurchase Post-Career Annuities (the “Team Contribution”); and(ii) elective Player Contributions made by Qualifying Players to the
Non-Qualified Plan to be used to purchase Post-Career Annuities

Article IV89

on such players’ behalf. The Team Contribution for each Eligible
Player for each Contribution Year shall equal (A) the Additional
Benefit Amount (defined below) divided by the total number of
Eligible Players for such Contribution Year (including, for thispurpose only, any Canadian Resident who but for the fact that he is
a Canadian Resident would otherwise be an Eligible Player) (suchquotient, an Eligible Player’s “Allocated Share”), less (B) tax
withholding (solely with respect to contributions made to the
Non-Qualified Plan) in the manner described in Section 3.3 of the
Non-Qualified Plan (“Tax Withholding”). For each Contribution
Year, a portion of a player’s Allocated Share shall be contributed to
the Qualified Plan on behalf of such player pursuant to the terms
and conditions described in the Qualified Plan, and a portion to the
Non-Qualified Plan pursuant to the terms and conditions describedin the Non-Qualified Plan. For purposes of this Section 4, a“Contribution Year” means each November 1 through October 31
in respect of which a Team Funding Pool (defined below) is
provided under this Section 4.
(2) Notwithstanding anything in this Section 4(a) to the contrary,and subject to the requirements of the Code and IRS rules andregulations, if the Board of Trustees of the Post-Career Income Plan(the “PCIP Trustees”) determines, after Post-Career Annuities havebeen purchased for Eligible Players for a Contribution Year, that apresent or former player should have received an Allocated Sharefor such Contribution Year but did not receive an Allocated Share,such present or former player shall be entitled to an Allocated Shareequal to the amount of the Allocated Share made to the other
Eligible Players for such Contribution Year, which shall be used topurchase one or more Post-Career Annuities in the same mannerand on the same terms as the other Eligible Players for such
Contribution Year. Unless practicable and otherwise agreed to by
the PCIP Trustees, the cost of such Allocated Share shall not requirea retroactive reduction in the Allocated Share and Post-Career
Annuities of the other Eligible Players for such Contribution Yearbut rather shall be paid from the Additional Benefit Amount for the
next Season (or, to the extent the Additional Benefit Amount for the
next Season is insufficient, future Seasons). In addition, the cost of
any additional fees or expenses charged by the Insurer for thepurchase of such Post-Career Annuity (or for the purchase of any

90

Article IVother Post-Career Annuity(ies) under the Post-Career Income Plan
on a retroactive basis) shall also be paid from the Additional Benefit
Amount for the next Season (or, to the extent the Additional Benefit
Amount for the next Season is insufficient, future Seasons).
(b) Deductibility of Team Contributions/Regulatory Changes.
(1) The Post-Career Income Plan shall be structured andmaintained in a manner that will result in the Team Funding Poolbeing fully deductible under the Code (and, where applicable,
Canadian laws) when used toward Team Contributions contributed
to the Post-Career Income Plan. In the event that a Team isdisallowed a deduction (in whole or in part) for its portion of theTeam Funding Pool, then the Team shall be returned such
disallowed deduction from the Post-Career Income Plan; provided,
however, that, if such portion may not be returned to the Team
under the terms of the Plan or the applicable Group Annuity
Contract or applicable law, then such Team shall instead be
reimbursed for the lost tax benefit resulting from the disallowanceof the deduction from the Additional Benefit Amount for the next
Season (or, to the extent the Additional Benefit Amount for the next
Season is insufficient, future Seasons) following the date such Team
submits satisfactory documentation of the disallowance to the PCIP
Trustees.
(2) Notwithstanding anything else in this Agreement, if any eventor occurrence, including, without limitation, (i) any change oramendment made to the Code, ERISA, or other applicable law, orto any regulations (whether final, temporary, or proposed
regulations), or rulings or formal guidance issued thereunder, (ii) any
interpretation, application, or enforcement (or any proposedinterpretation, application, or enforcement), by a court of competentjurisdiction in the United States or by the IRS, of the Code, ERISA,
or other applicable law, or any regulations or rulings issued
thereunder, (iii) any regulations (whether final, temporary, or
proposed regulations), or rulings or formal guidance issued by the
IRS under the Code or ERISA or (iv) any provisions of thisAgreement, including, without limitation, the provisions of thisSection 4(b), would result in the Teams being disallowed a deduction(in whole or in part) for contributions made to the Post-Career

Article IV91

Income Plan, then any obligation to maintain the Post-Career
Income Plan pursuant to this Agreement shall, at the option of theNBA, terminate; provided, however, that any such termination shallnot impair the legally binding effect of any other provision of thisAgreement or the legally binding effect (if any) of any otherprovision of any prior collective bargaining agreement, nor shall it
create any right (A) to unilaterally implement during the term of thisAgreement any terms concerning the provision of post-employment
benefits to the players; (B) to lockout; or (C) to strike.
(3) Notwithstanding anything else in this Agreement, if any eventor occurrence, including, without limitation, (i) any change oramendment made to the Code, ERISA, or other applicable law, to
any regulations (whether final, temporary, or proposed regulations),or rulings or formal guidance issued thereunder, (ii) any
interpretation, application, or enforcement (or any proposedinterpretation, application, or enforcement), by a court of competentjurisdiction in the United States or by the IRS, of the Code, ERISA,
or other applicable law, or any regulations or rulings issued
thereunder, (iii) any regulations (whether final, temporary, or
proposed regulations), or rulings or formal guidance issued by the
IRS under the Code or ERISA or (iv) any provisions of thisAgreement, including, without limitation, the provisions of thisSection 4, would result in the Qualified Plan no longer being a
tax-qualified plan under Section 401(a) of the Code or would require
NBA Teams to incur costs over and above any costs required to be
incurred to implement the Qualified Plan in order to maintain its
tax-qualified status under Section 401(a) of the Code (but only to theextent that such additional costs are incurred in connection with theprovision of benefits to their non-player employees or to non-player
employees of affiliates (within the meaning of Sections 414(b), (c),or (m) of the Code) of such Teams), then any obligation to maintain
and/or make contributions in respect of the Qualified Plan pursuant
to this Agreement shall terminate; provided, however, that any suchtermination shall not impair the legally binding effect of any otherprovision of this Agreement or the legally binding effect (if any) of
any other provision of any prior collective bargaining agreement, norshall it create any right (A) to unilaterally implement during the termof this Agreement any terms concerning the provision of

92

Article IVpost-employment benefits to the players; (B) to lockout; or (C) tostrike.
(4) If the Taxable Allocated Share attributable to Eligible Players
would be subject to a federal income tax rate higher than the ratethat would apply if the Taxable Allocated Share were paid as Base
Compensation, then any obligation to maintain the Post-Career
Income Plan pursuant to this Agreement shall, at the option of thePlayers Association, terminate; provided, however, that any suchtermination shall not impair the legally binding effect of any otherprovision of this Agreement or the legally binding effect (if any) of
any other provision of any prior collective bargaining agreement, norshall it create any right (i) to unilaterally implement during the termof this Agreement any terms concerning the provision of
post-employment benefits to the players; (ii) to lockout; or (iii) to
strike.
(5) In the event of a termination described in Sections 4(b)(2)-(4),the NBA and Players Association agree to bargain in good faith withrespect to an alternative arrangement to be provided by the NBA
Teams to the players. The annual cost to the Teams of any suchalternative arrangement (as determined on an after-tax basis) shallbe substantially equal to but no greater than the annual cost that such
Teams would have incurred under the Post-Career Income Plan on
the date of termination. The cost of funding of any such alternative
arrangement shall be as set forth in Section 4(d)(1). If despite goodfaith negotiations, the NBA and the Players Association fail to agreewith respect to an alternative arrangement as described above, such
failure to agree shall not create any right (i) to unilaterally implement
during the term of this Agreement any terms concerning theprovision of post-employment benefits to the players; (ii) to lockout;or (iii) to strike.

(c) Players Employed by Toronto. The terms of the Post-Career
Income Plan shall continue to permit participation by Toronto Players on a
tax-effective basis under Canadian income tax laws; provided, however, thata player shall not be eligible to participate in the Post-Career Income Planfor the period of time during which the player is a Canadian Resident but
shall instead be eligible to receive a cash payment as described in Section 7
below. If the NBA and the Players Association should determine that theArticle IV

93

Post-Career Income Plan cannot continue to be provided to Toronto
Players on a tax-effective basis under Canadian federal income tax laws orthat either the Qualified Plan or the Non-Qualified Plan would become
subject to Ontario’s Pension Benefits Act, the NBA and Players Associationagree to bargain in good faith with respect to an alternative arrangement tobe provided by Toronto to the Toronto Players. The cost of any suchalternative arrangement to be provided in any Contribution Year shall comefrom such year’s Team Funding Pool and shall equal an Eligible Player’s
Allocated Share for such Contribution Year as reduced by all federal, state,
local, payroll, or other tax obligations of any kind (including, whereapplicable, Canadian tax) applicable to such player as Toronto, in theexercise of its reasonable discretion, deems necessary. If despite good faithnegotiations, the NBA and the Players Association fail to agree with respect
to an alternative arrangement as described above, such failure to agree shallnot create any right (1) to unilaterally implement during the term of thisAgreement any terms concerning the provision of post-employment
benefits to the players; (2) to lockout; or (3) to strike.
(d) Funding.
(1) For each Season, except as provided below, one percent (1%)
of BRI for such Season (the “Additional Benefit Amount”) shall be
used to fund the Team Funding Pool (or the alternative arrangement
referenced in Sections 4(b)(5) and 4(c)); provided, however, that theAdditional Benefit Amount for a Season shall be subject toreduction or elimination pursuant to Article VII, Section 12(b)(1).
In no event shall the Additional Benefit Amount be used for any
purpose other than as set forth in the immediately foregoingsentence. For purposes of all calculations called for under thisAgreement of, or relating to, Benefits (including, without limitation,
for purposes of (i) preparing the Audit Report, Interim Audit
Report, or Interim Designated Share Audit Report, and(ii) calculating Total Benefits, Total Salaries and Benefits, andProjected Benefits), the amount to be included with respect to the
Additional Benefit Amount shall be the full Additional Benefit
Amount specified in this Section 4(d) and not the reduced
Additional Benefit Amount provided for under Article VII,
Section 12(b)(1).

94

Article IV(2) For each Contribution Year, all or a portion of the Additional
Benefit Amount as determined under Section 4(d)(1) (the “TeamFunding Pool”) shall be used to fund the Post-Career Income Plan.
(3) The Teams shall contribute the Team Funding Pool, less Tax
Withholding, into the Post-Career Income Plan each November
following the Contribution Year to which it relates or, if later, within
one hundred and twenty (120) days following the completion of the
Audit Report covering the November 1 of such Contribution Year.
(4) For each Salary Cap Year in which the amortized portion of theamount to be included in BRI from applicable equity securities,
pursuant to Article VII, Section 1(a)(13), exceeds $5 million,
the NBA and the Players Association shall meet and confer todiscuss in good faith the possibility of creating a funding pool equal
to 50% of such amortized portion (the “Equity Proceeds Funding
Pool”) to fund after-tax contributions to the Non-Qualified Plan forplayers who were Eligible Players in any of the years during theperiod beginning with the Salary Cap Year in which the equity
securities were received and continuing through the first Salary Cap
Year in respect of which contributions to the Non-Qualified Planare made in respect of such equity. For clarity, in the event that the
NBA and the Players Association agree to provide theabove-described after-tax benefits, then, for purposes of all
calculations called for under this Agreement of, or relating to,
Benefits (including, without limitation, for purposes of: (i) preparing
the Audit Report, Interim Audit Report, or Interim DesignatedShare Audit Report; and (ii) calculating Total Benefits, Total Salaries
and Benefits, and Projected Benefits), the amount to be
included with respect to the benefits shall be the amount of
the Equity Proceeds Funding Pool and not the amount of theaggregate after-tax amounts contributed to the Non-Qualified Plan.

(e) Additional Post-Career Income Benefits Costs. The NBA
Teams shall pay all costs, including, without limitation, the cost ofProfessional Fees and other administrative services provided to the
Post-Career Income Plan (but excluding the cost of contributions made to
the Post-Career Income Plan) in connection with the operation andadministration of the Post-Career Income Plan (or any alternative
arrangement pursuant to Sections 4(b)(5) and (c)).

Article IV
Section 5.

95

Labor-Management Cooperation and Education Trust.

(a) Except as set forth below in this Section 5, as of the effective dateof this Agreement, and continuing until the expiration or termination of thisAgreement, the National Basketball Players Association/National
Basketball Association Labor-Management Cooperation and Education
Trust (the “Education Trust”) shall continue to be jointly operated andadministered by the NBA and the Players Association in accordance withthe provisions of the Agreement and Declaration of Trust Establishing the
National Basketball Players Association/National Basketball Association
Labor-Management Cooperation and Education Trust, as restated effective
December 1, 2014, and as amended from time to time (the “Education Trust
Agreement”). It is intended by the NBA and the Players Association that,at all times, the Education Trust shall comply with the provisions of Section
302(c)(9) of the Labor Management Relations Act of 1947, as amended, andshall qualify as an exempt organization under the provisions ofSections 501(c)(5) or 501(c)(3) of the Code.
(b) The Education Trust shall continue to be operated and administered
for the purpose of establishing and providing (1) health education programs,and (2) education, career transition, and career counseling programs
designed to assist the NBA, NBA Teams, and NBA players in solving
problems of mutual concern not susceptible to resolution within thecollective bargaining process and to enhance the involvement of NBA
players in making decisions that affect their working lives. The NBA and
the Players Association agree to provide jointly-run financial education
programming, which shall be operated and administered by the Education
Trust, subject to the programming being structured to qualify as a permitted
activity of an exempt organization under the provisions of Section 501(c)(5)of the Code. In the event that a jointly-run financial education program
cannot be structured to qualify as a permitted activity of an exempt
organization under the provisions of Section 501(c)(5) of the Code, theNBA and Players Association agree to meet and confer regarding theestablishment of such program through a different vehicle than the
Education Trust.
(c) Alongside jointly-run financial education programs, the NBA and
the Players Association shall each develop and implement such independent
financial education programs as it deems appropriate to be offered on a
voluntary basis in such forms and at such times as deemed appropriate by
the NBA and the Players Association, respectively. The NBA and the96

Article IV

Players Association agree to confer periodically to share details and thoughts
on best practices with respect to such programs. The NBA and the Players
Association shall be responsible for the costs of their respective independent
programs and such costs shall be excluded for purposes of all calculations
called for under this Agreement of, or relating to, Benefits (including,
without limitation, for purposes of (1) preparing the Audit Report, Interim
Audit Report, or Interim Designated Share Audit Report, and (2) calculating
Total Benefits, Total Salaries and Benefits, and Projected Benefits).
(d) The NBA and Players Association agree that, subject to thelimitations set forth in this Section 5:(1) The amount to be paid by the Teams to fund the education andcareer counseling programs to be operated and administered by the
Education Trust for the 2023-24 Salary Cap Year shall be no greaterthan $2,020,339;(2) The amount to be paid by the Teams to fund the careertransition program to be operated and administered by the
Education Trust for the 2023-24 Salary Cap Year shall be no greaterthan $893,397;(3) The amount to be paid by the Teams to fund the healtheducation programs (or any programs that, pursuant to Section 5(g)below, are substituted for the health education programs) to be
operated and administered by the Education Trust for the 2023-24
Salary Cap Year shall be no greater than $628,549;(4) The maximum funding amount for each of the programs
described in Sections 5(d)(1)-(3) above shall be increased by five
percent (5%) for each subsequent Salary Cap Year during the termof this Agreement after the 2023-24 Salary Cap Year;(5) For each Salary Cap Year, the amount to be paid by the Teams
to fund the jointly-run financial education programs to be operated
and administered by the Education Trust, if any, shall be mutuallyagreed upon by the parties; and(6) Payment of the amount necessary to fund the Education Trustin respect of each Salary Cap Year shall be made within thirty (30)Article IV97

days following the completion of the Audit Report for such Salary
Cap Year.
(e) The Education Trust shall be operated and administered in a mannerthat will result in all contributions by the Teams being fully deductible under
the Code (and, where applicable, Canadian income tax laws) when paid. If
any Team is disallowed a deduction (in whole or in part) for suchcontributions, and unless the NBA determines otherwise, the obligation tomaintain the Education Trust and to make further contributions to the
Education Trust shall immediately terminate; provided, however, that any
such termination shall not impair the legally binding effect of any otherprovision of this Agreement, and shall not create any right (1) to unilaterally
implement, during the term of this Agreement, any terms concerning theprovision of education programs provided or to be provided by the
Education Trust; (2) to lockout; or (3) to strike.
(f) In the event of any termination pursuant to Section 5(e) above, theNBA and Players Association agree to bargain in good faith with respect toan alternative arrangement designed to provide the programs described in
the Education Trust Agreement. Such alternative arrangement shall, to theextent permitted by applicable law, be funded by such monies as may thenremain in the Education Trust and, if the monies remaining in the Education
Trust may not lawfully be used for, or are insufficient for, such purpose,such alternative arrangement shall be funded, by the NBA Teams; provided,
however, that the annual cost incurred by the Teams in connection withsuch alternative arrangement (as determined on an after-tax basis) shall not
exceed the annual cost that such Teams would have incurred to fund the
Education Trust commencing on the date of termination. Any suchalternative arrangement shall be operated and administered in a manner thatwill result in all contributions by the Teams being fully deductible under the
Code (and, where applicable, Canadian income tax laws) when paid; and, if
funded by the Teams (and not out of existing monies remaining in the
Education Trust), the costs of funding any alternative to the Education
Trust shall be subject to the limitations set forth in this Agreement. If
despite good faith negotiations, the NBA and the Players Association fail toagree with respect to an alternative arrangement as described above, such
failure to agree shall not create any right (1) to unilaterally implement, during
the term of this Agreement, any terms concerning the provision of programs
provided or to be provided by the Education Trust; (2) to lockout; or (3) tostrike.

98

Article IV(g) Upon written notice delivered to the NBA at least six (6) months
prior to the commencement of any Salary Cap Year, the Players Association
may elect to terminate the programs currently provided by the Education
Trust and substitute alternative programs; provided, however, that the NBA
consents to such substitution, which such consent shall not be unreasonably
withheld; and provided, further, that any new programs shall comply withthe provisions of Section 302(c)(9) of the Labor Management Relations Act
of 1947, as amended, and shall qualify as a permitted activity of an exempt
organization under Section 501(c)(5) of the Code.
Section 6.

Additional Player Benefits.

Except as set forth below, the NBA shall provide the following additional
benefits:(a) Workers’ compensation benefits in accordance with applicablestatutes. Such benefits will be provided for players and Two-Way Players.
(b) Funding for the annual Players Association High School BasketballCamp (or any substitute program mutually agreed upon by the parties) in
the amount of $1,595,792 for the 2023-24 Season, increasing by seven and
one-half percent (7.5%) per Season thereafter for the term of thisAgreement.
(c) A Player Playoff Pool for each Salary Cap Year in an amount equal
to the greater of: (i) $31,014,350 multiplied by a fraction, the numerator ofwhich is BRI for the Salary Cap Year immediately preceding thethen-current Salary Cap Year and the denominator of which is BRI for the2021-22 Salary Cap Year, and (ii) the amount of the Player Playoff Pool forthe immediately preceding Salary Cap Year.
(1) If, for a Salary Cap Year, the NBA increases the number ofTeams participating in the playoffs above sixteen (16), then thePlayer Playoff Pool shall be calculated pursuant to Section 6(c)above and then increased by $615,000 for each Team added above
sixteen (16) Teams.
(2) Each year, the NBA will consult with the Players Association
with respect to the method of allocation of the Player Playoff Pool.

Article IV

99(3) The players on a Team that receive amounts from the Player
Playoff Pool in respect of a Salary Cap Year shall not be permitted
to share with Team personnel amounts that, in the aggregate, exceed
five percent (5%) of the total amount received by the players on that
Team, collectively, from the Player Playoff Pool in respect of such
Salary Cap Year.
(d) An In-Season Tournament Prize Pool for each Salary Cap Year in
an amount equal to the total prize amounts paid to players in accordancewith the following.
(1) For each Salary Cap Year, the prize amounts paid to players
shall be as follows:(i) For the 2023-24 Salary Cap Year: (A) $500,000 to each
“IST Player” (defined below) on the Team that wins the IST
Finals Game; (B) $200,000 to each IST Player on the Team thatloses the IST Finals Game; (C) $100,000 to each IST Player ona Team that loses an IST Semifinals game; and (D) $50,000 toeach IST Player on a Team that loses an IST Quarterfinals
game; and(ii) For each subsequent Salary Cap Year: (A) for each IST
Player on the Team that wins the IST Finals Game, an amountequal to $500,000 multiplied by the “BRI Growth Factor”(defined below) for such Salary Cap Year; (B) for each IST
Player on the Team that loses the IST Finals Game, an amountequal to $200,000 multiplied by the BRI Growth Factor forsuch Salary Cap Year; (C) for each IST Player on a Team thatloses an IST Semifinals game, $100,000 multiplied by the BRI
Growth Factor for such Salary Cap Year; and (D) for each IST
Player on a Team that loses an IST Quarterfinals game, $50,000
multiplied by the BRI Growth Factor for such Salary Cap Year;provided, however, that for each IST Player, the applicable amountset forth in Section 6(d)(1)(i) or (ii) above shall be multiplied by afraction, the numerator of which is the number of knockout stage
games (i.e., IST Quarterfinals games, IST Semifinals games, and the
IST Finals Game) for which the player was on the Team’s Active orInactive List and the denominator of which is the total number of100

Article IV
knockout stage games played by the Team. For the purposes of thecalculation described in this Section 6(d)(1), a knockout stage gamefor which an IST Player was on a Team’s Active or Inactive List
while under a Two-Way Contract or a 10-Day Contract shall countas one-half of a knockout stage game for which such player was on
the Team’s Active or Inactive List. For example, if a Two-Way
Player is on the Active or Inactive List of the Team that wins the
In-Season Tournament for all four (4) of the Team’s knockout stage
games during the 2023-24 Salary Cap Year, then such player will
receive a prize amount equal to $250,000 (i.e., $500,000 (i.e., theamount set forth in Section 6(d)(1)(i)(A) above) multiplied by afraction, the numerator of which is two (2) (i.e., one-half of aknockout stage game for each knockout stage game for which the
Two-Way Player was on the Team’s Active or Inactive List), and thedenominator of which is four (4) (i.e., the total number of knockout
stage games played by the Team)).
(2) For purposes of this Section 6(d), for each Salary Cap Year:(i) An “IST Player” is a player who is on a Team’s Active orInactive List for at least one (1) In-Season Tournament
knockout stage game during such Salary Cap Year.
(ii) The BRI Growth Factor for a Salary Cap Year is afraction, the numerator of which is BRI for the immediately
preceding Salary Cap Year and the denominator of which is
BRI for the 2022-23 Salary Cap Year; provided, however, that
the NBA and Players Association may agree to reduce the BRI
Growth Factor for one (1) or more Salary Cap Years to asmaller fraction with value of no less than one (1).

(e) The employer’s portion of payroll taxes.
(f) The Players Association’s one-half share of the payment of fees andexpenses to the Accountants (as defined in Article VII, Section 10(a) below)
in connection with any audit conducted under this Agreement, and thePlayers Association’s one-half share of the payment of fees and expenses
payable with respect to the TV Expert (as defined in Article VII,
Section 1(a)(7)(ii) below) and any expert selected in accordance with
Article VII, Section 1(a)(7)(i).

Article IV

101(g) The Players Association’s share of the costs of the Anti-Drug
Program as provided for by Article XXXIII.
(h) The sum of the Compensation paid to each player with three (3) ormore Years of Service who signs a one-year, 10-Day, or Rest-of-Season
Contract for the Minimum Player Salary during a Season, less, for each suchplayer, the Minimum Player Salary for a player with two (2) Years ofService. The Compensation paid to any such player shall be paid by theplayer’s Team pursuant to the terms of such player’s Uniform Player
Contract, and then reimbursed to the Team out of a League-wide fundcreated and maintained by the NBA. Such reimbursement shall be made at
the conclusion of the Season covered by the Contract.
(i) One-half of the annual funding of $1.5 million for the NBA Players
Legacy Fund that is provided jointly by the NBA and the Players
Association.
(j) Any additional contributions that may be required to be made to thePension Plan because of any new law, change, or amendment made to
ERISA, the Code, and/or any other applicable law or to any regulations(whether final, temporary, or proposed), rulings or formal guidance issued
thereunder that is effective for a Plan Year that first begins after the effective
date of this Agreement.
(k) Costs of player attendance at the partner forums as set forth in thefollowing sentence. For the purposes of enhancing career exposure andprofessional development, the NBA agrees to permit current and former
players to attend partner forums held from time-to-time with NBA business
partners, subject to advance notice by the players and there being areasonable number of player attendees such that the primary purpose of theforums (i.e., to facilitate interaction between the NBA and business partners)
will be maintained. To the extent reasonably practicable, the NBA agrees toprovide the Players Association with advance notice of partner forums that
it is aware of.
(l) The Players Association’s one-half share of the costs of: (1) the
Fitness-to-Play Panels as provided for by Article XXII, Section 11; (2) the
player care survey as provided for by Article XXII, Section 12; and (3) the
Wearables Committee, including, without limitation, the costs of retaining
experts, as provided for by Article XXII, Section 13.

102

Article IV(m) Costs described in Sections 1(i), 2(g), 3(e), and 4(e) above.
(n) Costs attributable to the operation and administration of the
Education Trust, including, without limitation, the cost of Professional Fees.
(o) The cost of the Professional Fees and vendor fees in connection
with the design, implementation, operation, and maintenance of an online
benefits portal, the content, vendor, and other details of which shall bemutually agreed upon by the parties, to provide players access to theirbenefits information and benefit plan accounts and make transactions
related to their benefits, as applicable.
(p) The cost of premiums to purchase fiduciary liability insurance
coverage applicable to the 401(k) Plan, the Pension Plan, the Post-Career
Income Plan, and the Health and Welfare Benefit Plan.
Section 7.

Canadian Residents.

As of the effective date of this Agreement, and continuing until the
expiration or termination of this Agreement, Toronto shall continue toprovide the following benefits to Canadian Residents:(a) Definitions. All capitalized terms used in this Section 7 nototherwise defined in this Agreement shall have the meanings set forth
below:(1) “Eligible Canadian Resident” shall mean a Canadian Resident
who would be eligible to participate in the Pension Plan, thePost-Career Income Plan, the HRA Benefit, and/or the 401(k) Plan,in each case, but for the fact that he is a Canadian Resident.
(2) “EHT” shall mean the Ontario Employer Health Tax.
(3) “Gross Amount” for a Season shall mean, as applicable, thesum of:(i) if the player is an Eligible Canadian Resident in respect of
the Pension Plan, the annual accrual cost that Toronto would
have incurred under the Pension Plan for such Eligible
Canadian Resident for such Season but for the fact that he was
Canadian Resident; andArticle IV

103(ii) if the player is an Eligible Canadian Resident in respect of
the Post-Career Income Plan, the amount of the per-player
Allocated Share for such Season; and(iii) if the player is an Eligible Canadian Resident in respect of
the HRA Benefit, the amount of the contribution to fund the
HRA Benefit for such Season that such player would be entitledto under Section 3(a)(1) but for the fact that he is a Canadian
Tax Resident; provided that, for the avoidance of doubt, theGross Amount(s) previously allocated to such player in lieu of
the HRA Benefit for years in which he was an Eligible CanadianResident in respect of the HRA Benefit shall be applied against
the $150,000 limit applicable to aggregate HRA Benefit
contributions per player under the Health and Welfare Benefit
Plan; and(iv) if the player is an Eligible Canadian Resident in respect of
the 401(k) Plan, the amount of the Matching Contribution (asdefined in the 401(k) Plan) for such season assuming that the
Eligible Canadian Resident had made the maximum player
deferral permitted under the 401(k) Plan for such Season.
(4) “Adjusted Gross Amount” shall mean the adjusted grossamount that is equal to the Eligible Canadian Resident’s Gross
Amount less the amount of EHT on such adjusted gross amount.
(b) Cash Payment. For each Season during the term of thisAgreement, each Eligible Canadian Resident shall be entitled to a single sum
payment subject to the following terms and conditions:(1) The amount of the payment shall equal the Eligible CanadianResident’s Adjusted Gross Amount in respect of such Season, less
all amounts required to be withheld by any governmental authority,and less the employer’s share of payroll taxes for the Eligible
Canadian Resident (the “Cash Payment”).
(2) The Cash Payment shall be paid in Canadian dollars to the
Eligible Canadian Resident by no later than the December 31
immediately following the end of the Season to which the payment
relates. For purposes of calculating the Cash Payment, the Adjusted

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Article IV
Gross Amount shall be calculated in U.S. dollars and then converted
to Canadian dollars using the daily exchange rate quoted by the Bankof Canada for converting U.S. dollars into Canadian dollars on thefirst day of the month in which the Cash Payment is made, or if there
is no such U.S. dollar to Canadian dollar exchange rate quoted forthat date, the closest preceding date on which such exchange rate isquoted by the Bank of Canada.

(c) Funding of Gross Amount.
(1) The cost of the portion of the Gross Amount attributable to
the Pension Plan, the 401(k) Plan, and the HRA Benefit shall be paidby Toronto and the cost of the portion of the Gross Amountattributable to the Post-Career Income Plan shall be funded fromthe Team Funding Pool.
(2) The NBA Teams shall pay all costs incurred in connection withthe determination and implementation of this Section 7, including,
without limitation, the cost of Professional Fees (but excluding thecost of the Gross Amount).
Section 8.

Projected Benefits.

(a) For purposes of computing the Salary Cap in accordance with
Article VII, “Projected Benefits” shall mean the projected amounts, asestimated by the NBA in good faith, to be paid or accrued by the NBA or
the Teams, other than Expansion Teams during their first two Salary Cap
Years, for the upcoming Salary Cap Year with respect to the benefits to beprovided for such Salary Cap Year. In the event that the amount of any
benefit for the upcoming Salary Cap Year is not reasonably calculable, then,for purposes of computing Projected Benefits, such amount shall be
projected to be one hundred four and one-half percent (104.5%) of theamount attributable to the same benefit for the prior Salary Cap Year.
(b) For purposes of computing Projected Benefits, the amount to be
included with respect to players with three (3) or more Years of Service who
receive the Minimum Player Salary shall be the same amount included in
Benefits with respect to such players for the immediately preceding Season.
(c) For purposes of computing Projected Benefits with respect to a
Salary Cap Year, the amount to be included with respect to the Additional

Article IV

105

Benefit Amount shall be one percent (1%) of Projected BRI for such Salary
Cap Year.
Section 9.

Benefit Exclusion Amount.

(a) An amount equal to the Benefit Exclusion Amount (defined below)
shall be (1) paid by the Teams and (2) excluded for purposes of all
calculations called for under this Agreement of, or relating to, Benefits(including, without limitation, for purposes of: (i) preparing the Audit
Report, Interim Audit Report, or Interim Designated Share Audit Report;and (ii) calculating Total Benefits, Total Salaries and Benefits, and Projected
Benefits).
(b) The “Benefit Exclusion Amount,” for each Salary Cap Year, shallmean the sum of:(1) The “Pension Exclusion Amount,” which shall equal fifty
percent (50%) of the portion of the increase in the amount of theactuarially-determined annual contributions to be made to thePension Plan to fund the portion of the liabilities for the 2017-18
Benefit Increase (defined below) that is attributable to the Current
Retiree Group (defined below), as determined by the actuaries of thePension Plan. The “2017-18 Benefit Increase” means the increasein the Monthly Benefit from $572.13 to $812.50; and(2) Fifty percent (50%) of the portion of the increase in the amountof the actuarially-determined annual contributions to be made to thePension Plan, and fifty percent (50%) of the portion of the increasein the cost under the Pre-1965 Players’ Excess Benefit Plan, to fundthe 2017-18 Pre-1965 Benefit Increase (defined below). The“2017-18 Pre-1965 Benefit Increase” shall mean the increase in theNormal Retirement Benefit payable to a Pre-1965 Player and the “A
portion” of the Retirement Benefit payable to a Pre-1965 Retiree
from $300 to $400 per month for each Year of Pre-1965 Credited
Service or Year of Eligible Pre-1965 Retiree Service, respectively;and(3) Fifty percent (50%) of the portion of the costs (including,
without limitation, the cost of Professional Fees) that were approvedby both an NBA designee and a Players Association designee as106Article IV
having been properly incurred in connection with the operation andadministration of the Retiree Medical Plan (“Administrative Costs”),
but only to the extent that such costs are attributable to the Current
Retiree Group. The portion of the Administrative Costs for a Salary
Cap Year that is attributable to the Current Retiree Group shall be
determined by multiplying the total Administrative Costs for the
Salary Cap Year by the “Allocation Percentage” (defined below) forsuch Salary Cap Year. The “Allocation Percentage,” for a Salary Cap
Year, means the fraction, when expressed as a percentage, thenumerator of which is the number of players in the Current Retiree
Group who are enrolled in the Retiree Medical Plan on the day thatis sixty (60) days prior to the last day of such Salary Cap Year, andthe denominator of which is the total number of players who areenrolled in the Retiree Medical Plan on such date; and(4) Fifty percent (50%) of the portion of the contributions madeby the Teams to the Health and Welfare Benefit Trust during theSalary Cap Year to fund the premium costs of the Retiree Medical
Plan attributable to the Current Retiree Group. Such portion shallbe determined by multiplying (i) the total amount contributed by theTeams to the Health and Welfare Benefit Trust during the Salary
Cap Year to fund the premium costs of the Retiree Medical Plan by(ii) a fraction, when expressed as a percentage, (A) the numerator ofwhich is the total premium costs paid by the Health and Welfare
Benefit Trust to the insurer of the Retiree Medical Plan (excluding
the participant share of premium contributions) that are attributable
to the Current Retiree Group, and (B) the denominator of which is
the total premium costs paid by the Health and Welfare Benefit
Trust to the insurer of the Retiree Medical Plan (excluding theparticipant share of premium contributions) that are attributable toall players who are enrolled in the Retiree Medical Plan. Suchpremium costs shall be calculated based on the schedules provided
by the insurer of the Retiree Medical Plan that set forth the monthly
premium payments for each eligible retiree or any eligible dependent
based on the applicable coverage level elected; and(5) Fifty percent (50%) of the portion of reimbursable tuition
reimbursement and career transition benefits for players under the
Health and Welfare Benefit Plan (as described in Section 3(a)(6)above) that is attributable to the Current Retiree Group; andArticle IV

107(6) In respect of the Two-Way Player 401(k) Plan benefits, anamount equal to $40,000 multiplied by a fraction, the numerator ofwhich is the Salary Cap for such Salary Cap Year and thedenominator of which is the Salary Cap for the 2023-24 Salary Cap
Year; provided, however, that the foregoing amount shall bedecreased by thirty-three and one-third percent (33-1/3%) for any
Salary Cap Year following the Players Association’s exercise of the
PA Third Two-Way Option set forth in Article XXIX, Section 5(b);and(7) The amount that is the difference between (i) the portion of thepremium costs paid to the applicable insurer(s) to provide themedical, prescription drug, dental, and vision insurance benefits to
Two-Way Players as described in Section 3(a)(2)(iii), and (ii) the sumof the “Applicable Portion” (as defined below) for all Two-Way
Players. The Applicable Portion for each such player shall becalculated by multiplying: (A) the total monthly premium payment
for a Two-Way Player who elected that coverage level under the
relevant Two-Way Players’ insurance policy that Season; by (B) afraction, expressed as a percentage of a premium payment, thenumerator of which is the portion of the total monthly premium
payment contributed by an NBAGL player for the same coveragelevel under the corresponding insurance policy covering NBAGL
players during the NBAGL regular season occurring within the
Salary Cap Year immediately preceding that Season, and thedenominator of which is the total monthly premium payment forthat NBAGL player for the same coverage level under thecorresponding insurance policy covering NBAGL players during the
NBAGL regular season occurring within the Salary Cap Year
immediately preceding that Season; and(8) The portion of the premium costs paid to the applicableinsurer(s) to provide the life and accidental death anddismemberment insurance benefits to Two-Way Players as
described in Section 3(a)(2)(i) above (excluding the cost of increasing
such life insurance and accidental death and dismemberment
benefits as described in Section 3(a)(2)(i) above); and(9) The amount equal to: (i) the premium costs under the workers’
compensation policy covering NBAGL players in the Salary Cap

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Article IV
Year, divided by the average number per month of participants
covered under such policy during the NBAGL regular season
occurring within such Salary Cap Year; multiplied by (ii) the average
number per month of Two-Way Players (excluding, for any month’s
calculation, Two-Way Players who were signed or converted toStandard NBA Contracts in that or a prior month) during theRegular Season; and(10) In respect of the employer’s share of payroll taxes for Two-Way
Players, an amount equal to $201,000 multiplied by a fraction, thenumerator of which is the Salary Cap for such Salary Cap Year andthe denominator of which is the Salary Cap for the 2023-24 Salary
Cap Year; provided, however, that the foregoing amount shall bedecreased by thirty-three and one-third percent (33-1/3%) for any
Salary Cap Year following the Players Association’s exercise of the
PA Third Two-Way Option set forth in Article XXIX, Section 5(b);and(11) Fifty percent (50%) of the cost of Professional Fees that wereapproved by both an NBA designee and a Players Association
designee as having been properly incurred on or after the effective
date of this Agreement by the Pension Plan’s and the Toronto Plan’s
third-party administrator in connection with the administration of
the Pension Plan and the Toronto Plan; and(12) Fifty percent (50%) of the portion of the cost of Professional
Fees that were approved by both an NBA designee and a Players
Association designee as having been properly incurred on or after
the effective date of this Agreement by the Health and Welfare
Benefit Plan’s third-party administrator that is attributable to theprovision of insured benefits to current players as described in
Section 3(a)(2) above; and(13) The portion of the contributions made by the Teams to the
Education Trust during the Salary Cap Year to fund the jointly-run
financial education programs or, if such programs are not operated
and administered by the Education Trust, fifty percent (50%) of the
portion of the costs that were approved by both an NBA designee
and a Players Association designee as having been properly incurredin connection with providing such programs.

Article IV

109(c) Benefit Reduction in Respect of Two-Way Salaries. Each Salary
Cap Year, a portion of the Compensation paid to Two-Way Players equal to
the “Two-Way Salary Exclusion Amount” shall be deducted from all
calculations called for under this Agreement of, or relating to, Benefits(including, without limitation, for purposes of: (x) preparing the Audit
Report, Interim Audit Report, or Interim Designated Share Audit Report,and (y) calculating Total Benefits, Total Salaries and Benefits, and Projected
Benefits). The Two-Way Salary Exclusion Amount shall be an amount equal
to $5,250,000 multiplied by a fraction, the numerator of which is the Salary
Cap for such Salary Cap Year, and the denominator of which is the Salary
Cap for the 2023-24 Salary Cap Year; provided, however, that the foregoingamount shall be decreased by thirty-three and one-third percent (33-1/3%)
for any Salary Cap Year following the Players Association’s exercise of the
PA Third Two-Way Option set forth in Article XXIX, Section 5(b).
(d) Current Retiree Group and Current Player Group.
(1) The “Current Retiree Group” shall mean those former players
whose last day on an NBA Active List or Inactive List during a
Regular Season occurred before the 2016-17 Season.
(2) The “Current Player Group” shall mean those players whose
last day on an NBA Active List or Inactive List during a Regular
Season will occur during or after the 2016-17 Season.
(3) If a player who is included in the Current Retiree Group for
one or more Salary Cap Years returns to an NBA Active List orInactive List and thereby moves to the Current Player Group in alater Salary Cap Year, the Benefit Exclusion Amount for the Salary
Cap Year during which he returns to an NBA Active List or Inactive
List shall be reduced by the amount of the portion of the Benefit
Exclusion Amount for the prior Salary Cap Year(s) that is
attributable to such player.
(e) If the NBA and Players Association provide an alternative
arrangement to any benefit referenced in Sections 9(b)(1) through 9(b)(8)above, the amount to be included in the calculation of the Benefit Exclusion
Amount with regard to that alternative arrangement shall not exceed theamount referenced in the applicable part of Section 9(b) with regard to the110

Article IV

benefit being replaced by that alternative arrangement for the most recent
Salary Cap Year before such benefit was replaced.
(f) For the avoidance of doubt, other than the Benefit Exclusion
Amount and the Two-Way Salary Exclusion Amount, all amounts paid or
to be paid during any Salary Cap Year by the NBA or the NBA Teams foror relating to the benefits described in this Article IV shall be included for
purposes of all calculations called for under this Agreement of, or relating
to, Benefits (including, without limitation, for purposes of (1) preparing the
Audit Report, Interim Audit Report, or Interim Designated Share Audit
Report, and (2) calculating Total Benefits, Total Salaries and Benefits, andProjected Benefits).

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ARTICLE V
COMPENSATION AND EXPENSES
IN CONNECTION WITH MILITARY DUTY
Section 1.

Salary.

A player drafted into military service during the Season, or a player
serving on active duty with a reserve unit during the Season, shall becompensated for so long as the player remains on the Active or Inactive Listof the Team in such amount as may be negotiated between the player andthe Team by which he is employed, subject to the provisions of thisAgreement.
Section 2.

Travel Expenses.

(a) A player serving on military weekend duty with a reserve unit during
the Season shall be entitled to reimbursement for any net out-of-pocket
expenses incurred by such player in traveling to and from his place of duty
to enable him to join his Team for purposes of participating in a Regular
Season game.
(b) In the event that the Player Contract of a player who is required toserve on military weekend duty with a reserve unit is assigned to another
Team, the player shall be entitled to reimbursement for any out-of-pocket
expenses incurred by such player in traveling during the off-season to andfrom his home and his place of military weekend duty with a reserve unit;
provided that (i) the player makes reasonable efforts to change his reserve
unit location to one located reasonably close to his home, and (ii) suchobligation to reimburse the player shall cease six (6) months from the datethat such player’s Contract is assigned.

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ARTICLE VI
PLAYER CONDUCT
Section 1.

Games.

(a) In addition to any other rights a Team or the NBA may have bycontract (including but not limited to the rights set forth in Paragraphs 9
and 16 of the Uniform Player Contract) or by law:(i)When a player (A) fails or refuses, without proper andreasonable cause or excuse, to render the services requiredby a Player Contract or this Agreement, or (B) is suspended
by his Team or the NBA for failing or refusing, without
proper and reasonable cause or excuse, to render the services
required by a Player Contract or this Agreement, the Current
Base Compensation payable to the player for the year of theContract during which such failure or refusal and/or
suspension occurs shall be reduced by 1/91.6th of theplayer’s Base Compensation for each missed Exhibition,
Regular Season, Play-In, or playoff game; and(ii)

When a player is, for proper cause other than the player’s
failure or refusal to render the services required by a Player
Contract or this Agreement, suspended by his Team or the
NBA in accordance with the terms of such Contract or thisAgreement, the Current Base Compensation payable to theplayer for the year of the Contract during which suchsuspension occurs shall be reduced by (i) 1/145th of theplayer’s Base Compensation for each missed Exhibition,
Regular Season, Play-In, or playoff game for any suspensionof fewer than twenty (20) games and (ii) 1/110th of theplayer’s Base Compensation for each missed Exhibition,
Regular Season, Play-In, or playoff game for any suspensionof twenty (20) games or more (including any indefinite
suspension that persists for twenty (20) games or more orconsecutive suspensions for continuing acts or conduct thatpersist for twenty (20) games or more).

Article VI

113(b) Notwithstanding Section 1(a)(ii) above, for the first game in a Season
for which a player is suspended by the NBA, if such suspension is for
conduct on the playing court (as that term is defined in Article XXXI,
Section 9(c)) and is a one-game suspension, the Current Base Compensation
payable to the player for the year of the Contract during which suchsuspension occurs shall be reduced by an amount equal to the player’s
Current Base Compensation for such Season multiplied by a fraction, thenumerator of which is one (1) and the denominator of which is the numberof days in the Regular Season. For clarity, for any other game for whichsuch player is suspended by his Team or the NBA during such Season, theCurrent Base Compensation payable to the player for the year of theContract during which such suspension occurs shall be reduced inaccordance with Section 1(a) above.
(c) In the event that, at the start of a Regular Season, (x) a player is aFree Agent who has games remaining to be served on a suspension that waspreviously imposed on him by the NBA either when he was under aContract with a Team or when he was a Free Agent, and (y) such player, but
for the remainder of the suspension to be served, is otherwise eligible andable to play, then:(i)

The player’s suspension shall be deemed to have been served
as of the day following the day on which the Team to which
he was under contract when the suspension was imposed(or, if he was not under contract when the suspension was
imposed, the last Team to which he was under contract prior
to the suspension being imposed) has played a number ofgames in such Regular Season equal to one and one-half (1.5)
times the number of games that remained to be served on
the term of the suspension as of the first day of such Regular
Season (rounded up to the nearest whole number); and(ii)

If the player subsequently signs one or more Player
Contracts, the Current Base Compensation payable to theplayer for such Season (or, if he does not sign a Player
Contract during such Regular Season, the first subsequent
Season thereafter for which he signs a Player Contract)
under one or more Contracts shall be reduced in accordancewith Section 1(a) above for the number of games that

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remained to be served on the term of the suspension as of
the first day of such Regular Season.

For clarity, if a player is a Free Agent on the first day of such Regular Season
and subsequently signs a Player Contract before his suspension has been
deemed to have been served pursuant to Section 1(c)(i) above, the numberof games of the suspension that will be deemed to have been served as ofthe date he signs such Player Contract shall equal two-thirds (2/3) of thenumber of games played by his prior Team in such Regular Season as of thedate he signs such Player Contract (rounded to the nearest whole number).
Section 2.

Practices.

(a) When a player, without proper and reasonable excuse, fails to attend
a practice session scheduled by his Team, he shall be subject to the following
discipline: (i) for the first missed practice during a Season – $2,500; (ii) for
the second missed practice during such Season – $5,000; (iii) for the third
missed practice during such Season – $7,500; and (iv) for the fourth (or any
additional) missed practice during such Season – such discipline as isreasonable under the circumstances.
(b) Notwithstanding Section 2(a) above, when a player, without properand reasonable excuse, refuses or intentionally fails to attend any practicesession scheduled by his Team, he shall be subject to such discipline as isreasonable under the circumstances.
Section 3.

Promotional Appearances.

When a player, without proper and reasonable excuse, fails or refuses toattend a promotional appearance required by and in accordance with
Article II, Section 8 and Paragraph 13(d) of the Uniform Player Contract,
he shall be fined $20,000.
Section 4.

Mandatory Programs.

(a) NBA players shall be required to attend and participate ineducational and life skills programs designated as “mandatory programs” by
the NBA and the Players Association. Such “mandatory programs,” whichshall be jointly administered by the NBA and the Players Association, shall
include a Rookie Transition Program (for rookies only), Team AwarenessMeetings (which shall cover, among other things, substance abuse

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awareness, HIV awareness, gambling awareness, healthy relationships,
mental health and wellness programming, and recommendations andeducational materials regarding the health benefits of vaccinations
recommended by the Centers for Disease Control and Prevention (CDC)),and such other programs as the NBA and the Players Association shalljointly designate as mandatory.
(b) When a player, without proper and reasonable excuse, fails or
refuses to attend a “mandatory program,” he shall be fined $20,000 by theNBA; provided, however, that if the player misses the Rookie Transition
Program, he shall be suspended for five (5) games.
(c) Each year, the NBA and Players Association shall work together to(i) identify players who did not attend a Rookie Transition Program (forrookies only) or a Team Awareness Meeting covering information relating
to the Anti-Drug Program (e.g., because the player was signed to a Contract
after such Team Awareness Meeting took place), and (ii) as soon aspracticable, provide any such player with educational materials regarding theAnti-Drug Program.
Section 5.

Media Training, Business of Basketball, Anti-Gambling
Training, and System Rules Training.

(a) All players shall be required each Season to attend and participate inone (1) media training session conducted by their Team and/or the NBA.
If a player, without proper and reasonable excuse, fails or refuses to attend
a media training session, he shall be fined $20,000.
(b) All players shall be required each Season to attend and participate inone (1) “business of basketball” program conducted by the Team and/or
the NBA. If a player, without proper and reasonable excuse, fails or refuses
to attend such program, he shall be fined $5,000. Each Team’s Governor
shall attend his or her Team’s annual “business of basketball” program.
(c) All players shall be required each Season to attend and participate inone (1) anti-gambling training session conducted by their Team and/or theNBA. If a player, without proper and reasonable excuse, fails or refuses toattend an anti-gambling training session, he shall be fined $100,000. Each
year, the NBA and Players Association shall work together to (i) identify
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Article VI

or the anti-gambling training session, and (ii) as soon as practicable, provide
any such player with educational materials with information from suchtraining session. In addition, each year the NBA shall work with the
NBAGL to ensure that players in the NBAGL are provided with the sameanti-gambling training that is provided to NBA players.
(d) Each year, the NBA and Players Association will jointly makeavailable to players training on System rules (e.g., online or byvideoconference).
Section 6.

Charitable Contributions.

(a) In the event that (i) a fine or suspension is imposed on a player,(ii) such fine or suspension-related Compensation amount is collected by
the League, and (iii) the fine or suspension is not grieved pursuant to
Article XXXI, then the NBA shall remit fifty percent (50%) of the amountcollected to the National Basketball Players Association Foundation (the“NBPA Foundation”) or such other charitable organization selected by thePlayers Association that qualifies for treatment under Section 501(c)(3) of
the Internal Revenue Code of 1986, as now in effect or as it may hereafter
be amended (a “Section 501(c)(3) Organization”), and that is approved by
the NBA (which approval shall not be unreasonably withheld) (bothhereinafter, the “NBPA-Selected Charitable Organization”); provided,
however, that any contributions made by the NBPA-Selected Charitable
Organization to a player charitable foundation cannot be intended toreimburse the player for the financial impact of a fine or suspension. The
NBA shall remit the remaining fifty percent (50%) of the amount collected
to a Section 501(c)(3) Organization selected by the NBA and approved by
the Players Association, which approval shall not be unreasonably withheld.
For purposes of this Section 6(a), and with respect to any suspension
imposed on a player by the NBA of five (5) games or more, the NBA shallbe required to collect a suspension-related Compensation amount equal toat least five (5) games of such suspension.
(b) The remittances made by the NBA pursuant to this Section 6 shallbe made annually, ninety (90) days following the Accountants’ (as defined in
Article VII, Section 10(a)) submission to the NBA and the Players
Association of a final Audit Report or an Interim Designated Share Audit
Report (as defined in Article VII, Section 10(a)(1)) for the Salary Cap Year

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117

covering the Season during which the fines and suspension-relatedCompensation amounts are collected by the NBA.
(c) If a timely Grievance is filed under Article XXXI challenging a fineor suspension of the kind designated in Section 6(a) above, and, following
the disposition of the Grievance, the Grievance Arbitrator determines that
all or part of the fine or suspension-related amount (plus any accrued interest
thereon) is payable by the player to the League, then the League shall remit
the amount collected by the League (plus any interest) in accordance withthe provisions of Sections 6(a) and (b) above.
Section 7.

Unlawful Violence.

When a player is convicted of (including by a plea of guilty, no contest,
or nolo contendere to) a violent felony, he shall immediately be suspended
by the NBA for a minimum of ten (10) games.
Section 8.

Counseling for Violent Misconduct.

(a) In addition to any other rights a Team or the NBA may have bycontract or law, when the NBA and the Players Association agree that there
is reasonable cause to believe that a player has engaged in any type ofoff-court violent conduct, the player will (if the NBA and the Players
Association so agree) be required to undergo a clinical evaluation by aneutral expert and, if deemed necessary by such expert, appropriate
counseling, with such evaluation and counseling program to be developedand supervised by the NBA and the Players Association, unless the player
has engaged in acts covered by the Joint NBA/NBPA Policy on Domestic
Violence, Sexual Assault, and Child Abuse, in which case the terms of that
Policy shall apply. For purposes of this paragraph, “violent conduct” shall
include, but not be limited to, any conduct involving the use or threat ofphysical violence or the use of, or threat to use, a deadly weapon, any
conduct which could be categorized as a “hate crime,” and any conduct
involving dog fighting or animal cruelty.
(b) Any player who is convicted of (including by a plea of guilty, nocontest, or nolo contendere to) a crime involving violent conduct shall be
required to attend at least five (5) counseling sessions with a therapist or
counselor jointly selected by the NBA and the Players Association, unlessthe player has engaged in acts covered by the Joint NBA/NBPA Policy on

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Domestic Violence, Sexual Assault, and Child Abuse, in which case theterms of that Policy shall apply. These sessions shall be in addition to any
discipline imposed on the player by the NBA for the conduct underlying his
conviction. The therapist or counselor who is jointly selected by the NBA
and the Players Association shall determine the total number of counselingsessions to be attended by the player; however, in no event shall a player berequired to attend more than ten (10) sessions.
(c) Any player who, after being notified in writing by the NBA that heis required to undergo the clinical evaluation and/or counseling program
authorized by Section 8(a) or 8(b) above, refuses or fails, without areasonable explanation, to attend or participate in such evaluation andcounseling program within seventy-two (72) hours following such notice,
shall be fined by the NBA in the amount of $10,000 for each day following
such seventy-two (72) hours that the player refuses or fails to participate insuch program.
Section 9.

Firearms and Other Weapons.

(a) Whenever a player is physically present at a facility or venue owned,
operated, or being used by a Team, the NBA, or any League-related entity,
and whenever a player is traveling on any NBA-related business, whether onbehalf of the player’s Team, the NBA, or any League-related entity, suchplayer shall not possess a firearm of any kind or any other deadly weapon.
For purposes of the foregoing, “a facility or venue” includes, but is not
limited to: an arena; a practice facility; a Team or League office or facility; afacility or venue used for an NBA event (such as an In-Season Tournament,
All-Star, or NBA playoff venue); and the site of a promotional or charitableappearance.
(b) At the commencement of each Season, and if the player owns or
possesses any firearm, the player will provide the Team with proof that theplayer possesses a license or registration as required by law for any suchfirearm. Each player is also required to provide the Team with proof of any
modifications or additions made to this information during the Season.
(c) Any violation of Section 9(a) or Section 9(b) above shall beconsidered conduct prejudicial to the NBA under Article 35(d) of the NBA
Constitution and By-Laws, and shall therefore subject the player todiscipline by the NBA in accordance with such Article.

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Section 10. One Penalty.
(a) The NBA and a Team shall not discipline a player for the same act
or conduct. The NBA’s disciplinary action will preclude or supersede
disciplinary action by any Team for the same act or conduct.
(b) When the NBA becomes aware of any potential or actual
disciplinary action which may be or has been imposed by a Team for aplayer’s act or conduct, the NBA may, within forty-eight (48) hours, prohibit
the discipline from being imposed or rescind the discipline that has been
imposed, as applicable. If the NBA prohibits or rescinds the discipline, only
the NBA shall thereafter be permitted to impose discipline on the player forthat act or conduct. If the NBA does not prohibit or rescind the Team’s
discipline, the Team may impose its proposed discipline or the Team’s
discipline will remain in effect, as applicable, and, if the Team’s discipline
becomes effective or remains in effect, the NBA may not thereafter impose
discipline on the player for that act or conduct.
(c) Notwithstanding anything to the contrary contained in Section 10(a)or 10(b), (i) the same act or conduct by a player may result in both atermination of the player’s Uniform Player Contract by his Team and thesuspension of the player by the NBA if the egregious nature of the act orconduct is so lacking in justification as to warrant such double penalty, and(ii) both the NBA and the Team to which a player is traded may impose
discipline for a player’s failure to report for a trade in accordance with
Paragraph 10(d) of the Uniform Player Contract.
Section 11. League Investigations.
(a) Players are required to cooperate with investigations of alleged
player misconduct conducted by the NBA. Failure to so cooperate, in theabsence of a reasonable apprehension of criminal prosecution, will subject
the player to reasonable fines and/or suspensions imposed by the NBA.
Any investigations of alleged misconduct that is covered by the Joint
NBA/NBPA Policy on Domestic Violence, Sexual Assault, and Child
Abuse shall be governed by the terms of that Policy.
(b) Except as set forth in Section 11(c) below, the NBA shall provide
the Players Association with such advance notice as is reasonable in thecircumstances of any interview or meeting to be held (in person or bytelephone) between an NBA representative and a player under investigation

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by the NBA for alleged misconduct, and shall invite a representative of thePlayers Association to participate or attend. The failure or inability of aPlayers Association representative to participate in or attend the interview
or meeting, however, shall not prevent the interview or meeting fromproceeding as scheduled. A willful disregard by the NBA of its obligation
to notify the Players Association as provided for by this Section 11(b) shallbar the NBA from using as evidence against the player in a proceeding
involving such alleged misconduct any statements made by the player in theinterview or meeting conducted by the NBA representative.
(c) The provisions of Section 11(b) above shall not apply to interviews
or meetings: (i) held by the NBA as part of an investigation with respect toalleged player misconduct that occurred at the site of a game; and (ii) whichtake place during the course of, or immediately preceding or following, suchgame. With respect to any such interview or meeting, the NBA’s only
obligation shall be to provide notice to the Players Association that the NBA
will be conducting an investigation and holding an interview or meeting inconnection therewith. Such notice may be given by telephone at a telephone
number or by email at an email address to be designated in writing by thePlayers Association.
Section 12. On-Court Conduct.
(a) The parties have agreed to all of the rules governing the conduct ofplayers on the playing court (as that term is defined in Article XXXI,
Section 9(c) below) that are contained in the Player Conduct, NBA Uniform
Requirements, Dress Code, and Other Player-Related Matters Memo
distributed by the NBA and dated June 1, 2023. Beginning with the 2023-24
Season, the NBA and the Players Association will bargain over any new rules
governing the conduct of players on the playing court (including disciplinary
penalties associated therewith) or any change to the agreed-upon rules
governing the conduct of players on the playing court (including disciplinary
penalties associated therewith); provided, however, that this obligation to
bargain does not apply to the official playing rules of the NBA (or any
change or modification thereof) or any rule affecting the integrity of thegame or game play (or any change or modification thereof), except withrespect to any change or modification to the disciplinary penalties associatedwith a player’s violation of such rules.

Article VI

121(b) Nothing in Section 12(a) above shall be construed to modify or alter(i) the NBA’s existing disciplinary authority in this Agreement or Article 35of the NBA Constitution governing the conduct of players on the playing
court (as that term is defined in Article XXXI, Section 9(c) below),
including, but not limited to, the NBA’s ability to provide notice to playersthat it regards a type of on-court conduct to be violative of its disciplinary
standards, (ii) the NBA’s existing disciplinary authority in this Agreement
and/or Article 35 of the NBA Constitution governing off-court conduct, or(iii) Article XXXVII, Section 2 of this Agreement governing player
uniforms.
(c) Prior to the imposition of a suspension on a player for conduct on
the playing court (as defined in Article XXXI, Section 9(c)), the player will
have the opportunity to request a telephonic meeting with the President,
League Operations, the Executive Vice President, Basketball Operations, ortheir designee to discuss the incident and be heard as to why a suspension is
unwarranted; provided, however, that the player must promptly notify the
NBA of his desire for such a meeting, which will be scheduled to take place
within a reasonable time period that will not interfere with the NBA’s
investigatory process and will not preclude the NBA from issuing asuspension prior to the player’s next game. Notice to the player of a possible
suspension may be given by the NBA to the Players Association by
telephone at a telephone number or by email at an email address to be
designated in writing by the Players Association. Notice by the player of his
request for a meeting pursuant to this Section 12(c) may be provided
through the Players Association on the player’s behalf, and a representativeof the Players Association may participate in any such telephone call. The
NBA will consider any information provided during the meeting before
finalizing its decision; provided, however, that nothing contained herein will
require the NBA to alter its disciplinary decision or affect any rights theplayer has under Article XXXI to appeal that decision.
Section 13. Off-Court Conduct.
Following the imposition of discipline on a player by the NBA for
off-court conduct, and upon request by the Players Association, the NBA
shall identify for the Players Association the key evidence or other materials
upon which the disciplinary decision was based. The foregoing obligation,
including, but not limited to, the NBA’s provision of such information andthe extent or nature of the information provided, shall be without prejudice

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to the NBA, including by not limiting the evidence or other materials uponwhich the NBA may rely in any proceeding relating to the discipline
imposed.
Section 14. Motor Vehicles.
At the commencement of each Season, and if the player owns or operates
any motor vehicle, the player will provide the Team with proof that theplayer possesses a valid driver’s license, registration documents, andinsurance for any such vehicle. For players who sign Player Contracts during
the Season, the player will provide the Team with such information within
fourteen (14) days following the execution of his Contract. Each player isalso required to provide the Team with proof of any modifications oradditions made to this information during the Season.
Section 15. Player Convictions and Other Discipline Involving
Alcohol or Controlled Substances.
(a) In addition to any other discipline imposed by the NBA for suchconduct, any player who is convicted of (including by a plea of guilty, nocontest, or nolo contendere to) driving while intoxicated, driving under the
influence, driving under the influence of a controlled substance (if that
controlled substance is not a Prohibited Substance) or any similar crime shallbe required to submit to a mandatory evaluation by the Medical Director of
the Anti-Drug Program. After that mandatory evaluation, the Medical
Director may require the player to attend up to ten (10) substance abusecounseling sessions.
(b) No player shall use any Marijuana Product (defined below) while heis physically present at a facility or venue owned, operated, or being used bya Team, the NBA, or any Team- or League-related entity. Any violation ofthis Section 15(b) shall subject the player to discipline as is reasonable under
the circumstances. With respect to discipline imposed by the NBA and/or
the Team, the One Penalty rule set forth in Article VI, Section 10 of thisAgreement shall apply.
Section 16. Player Arrests.
A Team shall not impose discipline on a player solely on the basis of thefact that the player has been arrested. Notwithstanding the foregoing, (a) aTeam may impose discipline on a player for the conduct underlying theArticle VI

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player’s arrest if it has an independent basis for doing so, (b) nothing hereinshall permit a Team to discipline a player for his failure to cooperate with aTeam’s investigation of his alleged misconduct if he has a reasonableapprehension of criminal prosecution, and (c) nothing herein shall preventa Team from precluding a player from participating in Team activities
without loss of pay to the extent it otherwise has the right to do so.
Section 17. Joint NBA/NBPA Policy on Domestic Violence, Sexual
Assault, and Child Abuse.
The parties have agreed to the Joint NBA/NBPA Policy on Domestic
Violence, Sexual Assault, and Child Abuse (and any amendments thereto),
which is attached as Exhibit F hereto. Any evaluation, counseling,treatment, and/or discipline of a player for engaging in acts covered by thisPolicy shall be governed by the terms of the Policy.
Section 18. Trades.
Any player (or, for clarity, any player representative or person acting withauthority on behalf of a player) who publicly expresses a desire to be tradedto another Team shall be subject to a fine and/or a suspension. The
maximum fine that may be imposed by the NBA on a player pursuant to theforegoing shall be $150,000.
Section 19. Player Involvement with Gaming Companies.
(a) As used in this Section 19, the following terms shall have thefollowing meanings:(i)“Gaming Company” means a Sports Betting Company, a
Fantasy Sports Company, or any other entity that offers
contests, wagers, or other transactions on which consumers
can put money or other things of value at risk and theoutcome of which is determined, in whole or in part, based
upon the performance of NBA League players or NBA
League teams in NBA League games or events.

(ii)“Sports Betting Company” means an entity (A) that directly
or indirectly offers, accepts, or facilitates wagering related tosporting events, or (B) whose operations are substantially124

Article VI
dedicated to content related to wagering on NBA and othersporting events.
(iii) “Fantasy Sports Company” means an entity that offers or
facilitates contests in which participants submit entries in acontest (season-long, daily, or single-game), comprised of
one or more selected teams or players, with the winning
entries determined by the performance or statistics of theselected teams or players.
(iv) “NBA League” means the NBA, WNBA, NBAGL, NBA
2K League, Basketball Africa League, and any other league
associated with the NBA.

(b) Investment in Gaming Companies.
(i)

Subject to Article XIII, a player may hold a direct or indirectownership interest in a Gaming Company only if:(A) Such interest is passive (i.e., includes nomanagement, governance, voting, or executive roleor other operational rights or roles);(B)

The player’s ownership interest: (1) for any entitythat offers, accepts, or facilitates NBA
League-related bets, contests, or other transactions,is equal to less than a one percent (1%) beneficial
interest in any class of securities (or other class ofownership interests) in the entity (including via apartnership interest in a fund that owns an interestin such entity); or (2) for any entity that does notoffer, accept, or facilitate NBA League-related bets,
contests, or other transactions, is less than a fifty
percent (50%) beneficial interest in any class of
securities (or other class of ownership interests) inthe entity (including via a partnership interest in afund that owns an interest in such entity); and(C)

Such interest is held, and such entity operates, incompliance with all applicable laws and regulations

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relating to sports wagering, fantasy sports contests,
or similar transactions.
(ii)

Any player who holds an ownership interest in a Gaming
Company shall disclose to the League Office (attn: GeneralCounsel) and the Players Association, within 30 days ofacquiring such interest, (A) the identity of the Gaming
Company in which the player holds such interest, and (B)the percentage of the Gaming Company’s overall ownershipsuch interest represents.

(c) Promotion and Endorsement of Gaming Companies.
(i)

Subject to Article XIII, a player may participate in the
promotion or endorsement of a Gaming Company only if:(A) Such participation is limited to (1) general brandpromotion or endorsement, or (2) promotion or
endorsement of betting on non-NBA League sports;

(ii)

(B)

Compensation for such participation is notdetermined in any respect by NBA League wageringor outcomes of NBA League games (e.g.,compensation to the player may not be based on theamount wagered on NBA League games); and(C)

Such participation and such Gaming Company’s
operation comply with all applicable laws andregulations relating to sports wagering, fantasy
sports contests, or similar transactions.
The
operation of a Gaming Company that is party to anagreement with the NBA or a Team shall, during theterm of such agreement, be deemed in compliancewith this subsection (c)(i)(C).

For clarity, no player may participate in endorsement or
promotional activity of a Gaming Company where suchendorsement or promotion involves NBA League-related
bets or contests.

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Article VI(d) For clarity, any investments in or promotions or endorsements ofGaming Companies not expressly permitted by this Section 19 areprohibited. In the event a player engages in a prohibited investment,
promotion, or endorsement, then, without limiting other NBA rights orremedies, the player shall be required to promptly dispose of his ownershipinterest in the prohibited investment and/or immediately terminate his
participation in the prohibited promotion or endorsement, as applicable.
Section 20. Player Involvement with Cannabis Companies.
(a) As used in this Section 20, the following terms shall have thefollowing meanings:(i)“CBD” means hemp-derived compounds that have aconcentration of tetrahydrocannabinol (“THC”) at or below
0.3% and contain no other form or amount of cannabis.

(ii)“CBD Products” means supplements and other products
containing CBD as an ingredient (e.g., oils, creams, drinks,
pills, powders, and roll-ons), but does not mean productsthat meet the definition of “Marijuana Products” below or
products containing any substance on the list of Prohibited
Substances set forth in Exhibit I-2 to this Agreement or on
Schedule I or II of the Controlled Substances Act.

(iii)

“Marijuana Company” means an entity that (A) produces orsells one or more Marijuana Products, including an entitythat produces or sells both CBD Products and one or more
Marijuana Products, and/or (B) produces or sells CBD
Products and has an affiliate that produces or sells one ormore Marijuana Products under the same or a substantiallysimilar brand as such entity or CBD Products.

(iv)“Marijuana Products” means supplements and otherproducts (e.g., flower, oils, creams, drinks, pills, powders, androll-ons) containing (A) a non-CBD form of cannabis as aningredient, and/or (B) a concentration of THC above 0.3%.
For purposes of this Section 20, any products containing
both CBD and a non-CBD form of cannabis, and any
products containing kratom, shall be Marijuana Products.

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127(b) Investment in Cannabis Companies.
(i)

Subject to Section 20(b)(ii) below and Article XIII, a player
may hold a direct or indirect ownership interest (whether
controlling or non-controlling) in an entity that produces orsells CBD Products, provided that (A) such entity does notalso produce or sell one or more products containing any
Prohibited Substance or any other Schedule I or II
substance under the Controlled Substances Act, and(B) such interest is held, and such entity operates, incompliance with all applicable laws and regulations.

(ii)

Subject to Article XIII, a player may hold a direct or indirectownership interest in a Marijuana Company, provided that:(A) Such interest is passive (i.e., includes nomanagement, governance, voting, or executive roleor other operational rights or roles); and(B)

The player’s ownership interest is equal to less thana fifty percent (50%) beneficial interest in any classof securities (or other class of ownership interests)
in such Marijuana Company (including via apartnership interest in a fund that owns an interestin such Marijuana Company); and(C)

Such interest is held, and such entity operates, incompliance with all applicable laws and regulations.

(iii) For clarity, except as set forth in Section 20(b)(ii) above, noplayer may hold any ownership interest (whether direct orindirect, including via a partnership interest in a fund) in an
entity that produces or sells any products containing any
Prohibited Substance or any other Schedule I or II substanceunder the Controlled Substances Act.
(c) Promotion and Endorsement of Cannabis Companies.
(i)

Subject to Article XIII, a player may participate in the
promotion or endorsement of any brand, product, or serviceof an entity that produces or sells CBD Products, provided

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that such entity (A) is not a Marijuana Company, (B) does
not also produce or sell one or more products containing
any Prohibited Substance or any other Schedule I or II
substance under the Controlled Substances Act, and(C) such participation and such entity’s operation comply
with all applicable laws and regulations.
(ii)

Notwithstanding Section 20(c)(i) above, a player may request
permission from the NBA and the Players Association topromote or endorse any CBD Products that are produced orsold by a Marijuana Company. Such request must be inwriting and include (A) a complete list of the products that
the Marijuana Company produces or sells, (B) a complete listof all ingredients of such products, (C) a description of theplayer’s proposed promotion or endorsement activity for the
Marijuana Company’s CBD Products, and (D) a detailed
summary of the non-financial terms of any proposed
promotion or endorsement agreement between the player
and the Marijuana Company. Unless a player’s request has
been approved in writing by the NBA and the Players
Association, the player may not promote or endorse any
CBD Products that are produced or sold by a MarijuanaCompany.

(iii)

Upon receiving a player’s written request pursuant to
Section 20(c)(ii) above, the NBA and the Players Association
shall each consider and determine whether to approve such
request. Without limiting such approval right of the NBA
and the Players Association, the promotion or endorsement
by a player of a CBD Product that is produced or sold by a
Marijuana Company (A) will not be permitted if such CBD
Product is associated by the Marijuana Company with any
Marijuana Product (e.g., the CBD Product is marketed orsold under a brand that also includes or refers to Marijuana
Products) or if any proposed promotion creates a reasonablerisk of public confusion with any Marijuana Product, and(B) if approved, shall be subject to any terms and conditions
imposed by the NBA and/or the Players Association. In theevent that any information provided in a player’s request is
inaccurate at the time it is submitted to the NBA or theArticle VI

129

Players Association, or in the event that such information
later becomes inaccurate, the NBA or the Players
Association may in their discretion withdraw their approvalof the player’s request.
(d) For clarity, any investments in or promotions or endorsements ofentities that produce or sell products containing a form of cannabis(including, for clarity, a CBD form of cannabis) not expressly permitted bythis Section 20 are prohibited. In the event a player engages in a prohibited
investment, promotion, or endorsement, then, without limiting other NBA
rights or remedies, the player shall be required to promptly dispose of his
ownership interest in the prohibited investment and/or immediately
terminate his participation in the prohibited promotion or endorsement, asapplicable.
Section 21. Gambling by Former NBAGL Players.
(a) A player shall be subject to discipline imposed by the NBA for
violations of NBAGL rules pertaining to gambling involving the NBA,
NBAGL, and/or NBA-affiliated leagues that were committed during any
prior period of time during which the player was subject to NBAGL rules
relating to gambling. The NBA may impose such discipline only incircumstances where, and only to the extent that, discipline would be
authorized by the NBA under this Agreement for the same conduct under
NBA rules pertaining to gambling by players involving the NBA, NBAGL,
and/or NBA-affiliated leagues.
(b) Any player suspended by the NBAGL for violations of the NBAGL
rules pertaining to gambling involving the NBA, NBAGL, and/or NBAaffiliated leagues who signs a Uniform Player Contract before the full termof the suspension is served shall serve the remainder of the suspension in
the NBA. In addition, any player suspended under NBAGL rules pertaining
to gambling involving the NBA, NBAGL, and/or NBA-affiliated leagues
whose NBAGL contract ends before the full term of the suspension isserved shall be subject to Article VI, Section 1(c) of this Agreement withrespect to the NBAGL suspension if, at the start of the following NBA
Regular Season, he is a Free Agent who has games remaining to be servedon the NBAGL suspension. For purposes of Article VI, Section 1(c), the“Team to which he was under contract when the suspension was imposed”

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shall be deemed to be the NBA team, if any, with which the player first signs
a Player Contract following imposition of the NBAGL suspension.

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131

ARTICLE VII
BASKETBALL RELATED INCOME,
SALARY CAP, MINIMUM TEAM SALARY, TAX LEVEL,APRON LEVELS, AND DESIGNATED SHAREARRANGEMENT
Section 1.

Definitions.

For purposes of this Agreement, the following terms shall have themeanings set forth below:(a) Basketball Related Income.
(1) “Basketball Related Income” (“BRI”) for a Salary Cap Yearmeans the aggregate operating revenues (including the value of any
property or services received in any barter transactions), accounted
for in accordance with Section 1(b)(1) below, received or to bereceived for or with respect to such Salary Cap Year by the NBA,
NBA Properties, Inc., including any of its subsidiaries whether now
in existence or created in the future (hereinafter, “Properties”), NBA
Media Ventures LLC (“Media Ventures”), any other entity which iscontrolled, or in which at least fifty percent (50%) of the issued andoutstanding ownership interests are owned, by the NBA, Properties,
Media Ventures, and/or a group of NBA Teams (hereinafter,“League-related entity”) (but excluding the amount of such
League-related entity’s revenues equal to the portion of its total
revenues that is proportionate to the share of the entity’s profits towhich ownership interests not owned by the NBA, Properties,
Media Ventures and/or a group of NBA Teams are entitled), all
NBA Teams other than Expansion Teams during their first two (2)Salary Cap Years (but including the Expansion Teams’ shares ofnational television, radio, cable and other broadcast revenues, andany other League-wide revenues shared by the Expansion Teams,
provided such revenues are otherwise included in BRI) and Related
Parties (in accordance with Section 1(a)(7)(i) below), from all
sources, whether known or unknown, whether now in existence or
created in the future, to the extent derived from, relating to, or
arising directly or indirectly out of, the performance of Players in
NBA basketball games or in NBA-related activities. For purposes

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Article VIIof this definition of BRI: (x) “operating revenues” shall include, but
not be limited to, any type of revenue included in BRI for the
1995-96 and 1996-97 Salary Cap Years (without regard to whether
such type of revenue is received on a lump-sum, non-recurring or
extraordinary basis, but subject to any specific rules set forth in this
Article VII relating to the recognition or amortization of suchamounts); and (y) “Player” means a person: who is under a Player
Contract to an NBA Team; who completed the playing services
called for under a Player Contract with an NBA Team at theconclusion of the prior Season; or who was under a Player Contract
with an NBA Team during (but not at the conclusion of) the priorSeason, but only with respect to the period for which he was undersuch Contract. Subject to the foregoing, BRI shall include, but not
be limited to, the following revenues:(i)Regular Season gate receipts (or practice facility NBA-event
receipts), net of applicable taxes, surcharges, imposts, facility
fees, and other charges (including, without limitation,
charges related to arena financings) imposed bygovernmental or quasi-governmental agencies other thanincome taxes (collectively, “Taxes”), and net of all
reasonable and customary Team and Related Party
ticket-related expenses and premium seating ticket expenses
related thereto, subject to the provisions of Section 1(a)(6)
below, including, without limitation, gate receipts received
or to be received by a Related Party in accordance with
Section 1(a)(7)(i) below, including:(A) the value(determined on the basis of the price of the ticket) of alltickets traded by a Team for goods or services; and (B) thevalue (determined on the basis of the League-wide average
ticket price for “Non-Season Tickets”) of all tickets forRegular Season games provided by a Team on acomplimentary basis, without monetary or othercompensation to a Team including complimentary
admission to luxury suites (including standing room only
tickets and tickets provided to Team employees other thanPlayers); provided, however, that (x) the value of the“Excluded Complimentary Tickets” with respect to all
Regular Season games in a Season shall be excluded from
BRI, and (y) in addition, tickets provided as part ofArticle VII

133

sponsorships and other transactions, where the proceedsfrom such transactions have been included in BRI, shall not
be included in determining the number of complimentary
tickets in any Season. For purposes of the foregoing,(1) “Non-Season Tickets” shall mean only single-gametickets and tickets sold in packages covering fewer than fifty
percent (50%) of a Team’s Regular Season home games and(2) “Excluded Complimentary Tickets” shall mean (a) 2.1
million tickets for each Season during the term of theAgreement, subject to increase pursuant to the following
sentence, and (b) any tickets provided on a complimentarybasis to or on behalf of Players. If, in any Salary Cap Yearafter the 2023-24 Season, the ratio of tickets sold to Regular
Season home games (including contractually delivered
sponsorship and trade tickets) is less than eighty percent(80%) of the seating capacity for those Regular Season home
games, then the number of Excluded Complimentary
Tickets for that Salary Cap Year shall be increased by anumber equal to (x) the difference between eighty percent(80%) and the actual ratio of tickets sold to seating capacity,
multiplied by (y) 2.1 million tickets. By way of example, if
the actual ratio of tickets sold to seating capacity in the 202425 Season were seventy-nine percent (79%), then Excluded
Complimentary Tickets would increase by 21,000 tickets(i.e., (80% - 79%) * 2.1 million) for the 2024-25 Salary Cap
Year;
(ii)

All proceeds of any kind, net of reasonable and customary
expenses related thereto, subject to the provisions ofSection 1(a)(6) below, from the broadcast or exhibition of,or the sale, license or other conveyance or exploitation of
the right to broadcast or exhibit, NBA preseason, Regular
Season and Playoff games and summer league and otherNBA-related off-season games involving Players, highlights
or portions of such games, and non-game NBA
programming, on any and all forms of radio, television,
telephone, internet, and any other communications media,
forms of reproduction and other technologies, whether
presently existing or not, anywhere in the world, whether live
or on any form of delay, including, without limitation,

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network, local, cable, direct broadcast satellite and any formof pay television, and all other means of distribution andexploitation, whether presently existing or not and whether
now known or hereafter developed, including, without
limitation, such proceeds received or to be received by a
Related Party (in accordance with Section 1(a)(7)(i) below),
but not including the value of any broadcast, cablecast or
telecast time provided as part of any such transaction that isused solely: (A) to promote or advertise the NBA, its Teams,
League-related entities that generate BRI, Players, the NBA
G League (the “NBAGL”) (except to the extent the value ofsuch time for the NBAGL exceeds $5 million), the Women’s
National Basketball Association (the “WNBA”) (it being
agreed that the value of such time used to promote or
advertise the WNBA shall not be less than $2.5 million each
Salary Cap Year), or the sport of basketball; (B) to promote
or advertise products, programming, merchandise, services
or events that (1) produce revenues that are includable in
BRI or (2) are jointly licensed or otherwise agreed upon by
the NBA and the Players Association; (C) to promote or
advertise charitable, not-for-profit or governmentalorganizations or agencies; or (D) for public service
announcements;(iii)

All proceeds of any kind from Exhibition games including
at least one NBA Team, net of Taxes and all reasonable andcustomary game, pre-season and training camp expenses(including summer league expenses), subject to theprovisions of Section 1(a)(6) below, including, without
limitation, such proceeds received or to be received by a
Related Party (in accordance with Section 1(a)(7)(i) below);(iv)

All playoff gate receipts of any kind, net of Taxes, arena
rentals to the extent reasonable and customary, and all otherreasonable and customary expenses, except the Player
Playoff Pool, including, without limitation, such proceeds
received or to be received by a Related Party (in accordancewith Section 1(a)(7)(i) below);Article VII
(v)

135

All proceeds of any kind, net of reasonable and customary
expenses (including Taxes) related thereto, subject to theprovisions of Section 1(a)(6) below, from: (A) in-arena (orin practice facility) sales of novelties and concessions(including revenues derived from the sale of novelties andconcessions: (1) during (and immediately preceding or after)
the Team’s games or other public Team events at the arena(or practice facility), from carts and kiosks or other similar
sales locations that are only operated on an intermittent basis(i.e., principally when an NBA, NHL, or other public event
is being held at the arena (or, respectively, the practicefacility)) or from restaurants that are only operated on anintermittent basis (i.e., principally when an NBA, NHL, orother public event is being held at the arena (or, respectively,
the practice facility)), in (i) the arena plaza or elsewhere on
the immediate perimeter of the arena (or, respectively, thepractice facility), or (ii) directly across the street from thearena (or, respectively, the practice facility); and (2) from
Team-organized viewing parties of NBA games held in any
location), (B) sales of novelties and concessions inTeam-identified stores located within such radius of theTeam’s home arena as is permitted by the NBA, (C) NBA
game (or practice facility NBA-event) parking and programs,(D) Team sponsorships (whether or not the proceeds are
directly or indirectly donated to charity), (E) Team
promotions, (F) temporary arena signage (as defined in
Section 1(a)(1)(vi) below), (G) arena club revenues,(H) summer camps, (I) non-NBA basketball tournaments,(J) mascot and dance team appearances, (K) the sale of theright to pour beverages or (except as provided in
Section 1(a)(2)(xx) below) to provide concessions, (L) salesof jersey patch rights, and (M) other practice facility eventsto the extent such proceeds would be included in BRI if theevent occurred in the Team’s home arena, in each case, tothe extent that such proceeds are related to the performanceof Players in NBA basketball games or NBA-related
activities, including, without limitation, such proceeds
received or to be received by a Related Party (in accordancewith Sections 1(a)(1)(vi) and 1(a)(7)(i) below). For the
purposes of clarity, “Team-identified stores” includes stores

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owned by Teams or Related Parties that sell predominately
Team-branded merchandise, whether or not the store isTeam-identified;(vi)

Fifty percent (50%) of the gross proceeds, net of fifty
percent (50%) of Taxes, and net of fifty percent (50%) of all
reasonable and customary Team and Related Party expenses
related thereto, subject to the provisions of Section 1(a)(6)
below, from the sale of fixed arena signage within or outsideof the arena in which an NBA Team plays more than
one-half of its Regular Season home games, including,
without limitation, such proceeds received or to be received
by a Related Party (in accordance with this Section andSection 1(a)(7)(i) below). “Fixed” arena signage means signs(including, without limitation, electronic signs) that are
displayed during all Regular Season NBA games and at least(A) seventy-five percent (75%) of non-NBA paid ticketed
events at the arena during the Regular Season and (B) ten(10) non-NBA paid ticketed events at the arena during theRegular Season (in each case prorated to reflect contracts ineffect beginning in-season), with all other signs being treatedas “temporary” signage (for clarity, subject to applicable
allocations). Fixed arena signage also includes “sponsorshipentitlement areas” that are accessible or visible during all
Regular Season NBA games and at least (1) seventy-five
percent (75%) of non-NBA paid ticketed events at the arena
during the Regular Season and (2) ten (10) non-NBA paid
ticketed events at the arena during the Regular Season (ineach case prorated to reflect contracts in effect beginningin-season). Revenues from sponsorship entitlement areasthat do not qualify under the preceding sentence shall betreated as temporary signage. Revenues from signage
outside the arena shall be included in BRI as fixed arena or
temporary signage, as applicable, if: (a) the signage is
attached to the arena or a physically connected parking
facility; (b) the right to the signage revenues is conveyed in
the Team’s arena lease or other agreement, if applicable,
governing a Team’s use of an arena entered into by or on
behalf of the Team (for clarity, in circumstances where theTeam has a lease or similar agreement with a Related Party

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arena company, the foregoing is not intended to apply to anylease or similar agreement provisions, if any, between the
Related Party arena company and the property ownergoverning the arena company’s use of any property otherthan the arena itself); (c) only in the case of revenues
received by the Team (and not by any Related Party), thesignage is Team-identified (i.e., contains Team name, marks,logo, intellectual property); or (d) the signage is (x) in thearea immediately proximate to the arena in an arena plaza infront of a main arena entrance or (y) attached to a standalone
parking facility that is directly across the street from thearena (except that for fixed signage that falls within BRI
solely under this subsection (d), twenty-five percent (25%)
of the gross proceeds (net of twenty-five percent (25%) ofTaxes, and net of twenty-five percent (25%) of all reasonable
and customary expenses related thereto subject to theprovisions of this Section 1(a)(1)(vi) and Section 1(a)(6)
below) shall be included as BRI revenues). Revenues fromsignage outside a Team’s practice facility shall be included in
BRI as fixed arena or temporary signage, as applicable, to thesame extent, and subject to the same inclusion percentages,
as signage outside the arena described in the preceding
sentence. Other revenues received by a Team or Related
Party from signage outside the arena or practice facility shallbe excluded from BRI;
(vii)

Fifty percent (50%) of the gross proceeds of any kind, netof fifty percent (50%) of Taxes, and net of fifty percent(50%) of all reasonable and customary Team and Related
Party expenses related thereto, subject to the provisions ofSection 1(a)(6) below, from the sale, lease or licensing of
luxury suites calculated on the basis of the actual proceeds
received by the entity, including, without limitation,
proceeds received or to be received by a Related Party (inaccordance with Section 1(a)(7)(i) below), that sold, leased,or licensed such luxury suites; provided, however, that, otherthan the additional amounts paid by luxury suite holders to
the Team for tickets pursuant to arrangements in which
admission to games is not part of the agreement to buy, leaseor license the luxury suite, thereby requiring the luxury

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Article VII
suiteholder to make a separate payment for such admission,
if any, this amount shall be the only amount included in BRI
for the sale, lease or licensing of luxury suites and that, to theextent that the sale, lease or licensing of the luxury suite
grants rights to the luxury suite for a period of more thanone (1) year, for purposes of calculating the amountincludable in BRI for any Salary Cap Year, the proceeds shallbe determined on the basis of the annual fee or charge
provided for in any such transaction and, if payments are
made in addition to or in the absence of such an annual fee
or charge, the value of such payments shall be amortizedover the period of the sale, lease or license, unless such
period exceeds twenty (20) years, in which event an
amortization period of twenty (20) years shall be used;(viii)

Fifty percent (50%) of the gross proceeds, net of fifty
percent (50%) of Taxes, and net of fifty percent (50%) of all
reasonable and customary Team and Related Party expenses
related thereto, subject to the provisions of Section 1(a)(6)
below, from arena naming rights agreements with respect toarenas in which an NBA Team plays more than one-half of
its Regular Season home games, including, without
limitation, such proceeds received or to be received by a
Related Party (in accordance with Section 1(a)(7)(i) below);(ix)

Except as provided in Section 1(a)(2) below, proceeds
received by Properties or any other League-related entity, netof reasonable and customary expenses (including Taxes)
related thereto, subject to the provisions of Section 1(a)(6)
below, from the following: (A) international television(“ITV”); (B) sponsorships; (C) NBA-related revenues from
NBA Entertainment (“NBAE”); (D) the All-Star Game;(E) other NBA special events; and (F) all other sources ofrevenue received by Properties or any other League-related
entity, in each case under (A)-(F), to the extent that suchproceeds are related to the performance of Players in NBA
basketball games or NBA-related activities. Without limiting
what constitutes reasonable and customary expenses in theapplicable BRI categories, the revenues and expenses to be
included in NBAE and ITV will be recorded consistent with

Article VII139

the revenues and expenses recorded in NBAE and ITV asreflected in the Audit Report for the 2021-22 Salary Cap
Year. For the avoidance of doubt, ITV shall be limited torevenues and related expenses from international linear
telecast licensing fees, advertising revenues from suchtelecasts, satellite reimbursements, and international NBA
TV affiliate fees;(x)

Proceeds from premium seat licenses (other than licenses ofluxury suites, which are governed by Section 1(a)(1)(vii)
above), net of Taxes, and all reasonable and customary Teamand Related Party expenses related thereto, subject to theprovisions of Section 1(a)(6) below, attributable to
NBA-related events amortized over the period of the license(including, without limitation, such proceeds received or tobe received by a Related Party (in accordance with
Section 1(a)(7)(i) below), unless such period exceeds
twenty (20) years, in which event an amortization period oftwenty (20) years shall be used;(xi)

Fifty percent (50%) of the gross proceeds, net of fifty
percent (50%) of Taxes, and fifty percent (50%) of
reasonable and customary Team and Related Party expenses
related thereto, subject to the provisions of Section 1(a)(6)
below, from the sale of naming rights with respect topractice facilities used by NBA Teams, including, without
limitation, such proceeds received or to be received by a
Related Party (in accordance with Section 1(a)(7)(i) below);(xii)

If the right to receive revenues included in BRI is sold ortransferred to an entity other than an entity referred to in
Section 1(a)(1) above (such that those revenues would not
be included in BRI pursuant to that subsection), then BRI
shall be deemed to include the amount of revenues thatwould have been received by the seller or transferor andwould have been included in BRI in such Salary Cap Year(subject to any applicable allocations provided for above),absent such sale or transfer, provided that a pledge,
hypothecation, collateral assignment or other similartransaction involving such revenues, shall not be considered

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Article VIIa sale or transfer within the meaning of thisSection 1(a)(1)(xii). The NBA will work in good faith tosecure access to appropriate third-party books and records
in the event the parties agree, or it is determined by anarbitrator, that a sale/transfer of BRI has occurred or been
agreed to in accordance with this Section 1(a)(1)(xii). In any
dispute over the value of BRI sold/transferred, subject to anarbitrator’s determinations of admissibility and relevance,neither party shall be barred from seeking to rely on theterms of the underlying transaction;(xiii)All proceeds, net of Taxes, less reasonable and customary
expenses (which expenses shall be subject to New Venture
treatment, if applicable, under Section 1(a)(6)(iii) below),
subject to the provisions of Section 1(a)(6) below, fromgambling on NBA games or any aspect of NBA games,
subject to appropriate treatment of categories of excluded
revenues or other amounts, if applicable, under Section
1(a)(2) below and allocations for multi-element deals. BRI
shall exclude revenues from gambling on NBA games or any
aspect of NBA games generated by casinos or othergambling businesses, owned or operated by a Team, Related
Party, or a League-related entity, whose total revenues are
not predominantly from gambling on NBA games or any
aspect of NBA games;(xiv)

All proceeds, net of Taxes and reasonable and customary
expenses related thereto, subject to Section 1(a)(6) below,
from a Team’s championship parade, provided, however,that in no event shall such expenses cause the amountincluded in BRI relating to the championship parade to beless than zero (0) for any Salary Cap Year;(xv)

Fifty percent (50%) of the gross proceeds, net of fifty
percent (50%) of reasonable and customary expenses(including Taxes) related thereto, subject to Section 1(a)(6)
below, from (A) tours of the Team’s home arena, and(B) fees from ATMs in the Team’s home arena;

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(xvi)

Player income or “privilege” tax payments to Teams or
Related Parties, provided that such payments will continue
to be excluded from BRI for any Team or Related Party thatreceived such payments in the 2015-16 Salary Cap Year (e.g.,
Memphis, New Orleans);(xvii)

Consistent with the parties’ practice under the 2017 CBA,
payments from the NBA to Teams for participation ininternational Regular Season games will be included in
miscellaneous BRI at the Team level, with the NBA
recording its expenses (including such payments to Teams)
at the League level in Special Events;(xviii) Licensing revenues from League and Team licensed
products that are not co-licensed by current or retired
players, net of applicable sales or similar taxes (e.g., VAT,
HST), and all reasonable and customary expenses related
thereto (“Net Licensing Revenues”), for an amount equal to,for each Salary Cap Year, the lesser of: (A) Net Licensing
Revenues in such Salary Cap Year, or (B) the Incremental
Content Expenses for such Salary Cap Year (as defined
below). For purposes of this Article VII, Section 1,
Incremental Content Expenses means, for each Salary Cap
Year, an amount determined by the following calculation:(1) total deductible Team Content Expenses for that Salary
Cap Year, less (2) an amount equal to the total deductible
Team Content Expenses for the 2021-22 Salary Cap Year(i.e., $78,862,052), growing at a rate of three percent (3%)
per Salary Cap Year, compounded.
For example, if Net Licensing Revenues for the 2025-26
Salary Cap Year were $180 million, and total deductible
Team Content Expenses for such Salary Cap Year were$250 million, then the amount included in BRI in respect of
Net Licensing Revenues would be $161.24 million, which is
the lesser of: (a) $180 million, and (b) $161.24 million (i.e.,$250 million minus $88.76 million (i.e., $78,862,052 growing
at three percent (3%) per Salary Cap Year for four (4) Salary
Cap Years)).

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Net Licensing Revenues shall not include value, if any, fromcontractual provisions (including, but not limited to, thosepreviously identified by the Players Association inconnection with prior BRI audits) that (x) require NBA orTeam licensing partners to utilize the licensing rights
purchased from the NBA and/or Teams in licensing deals,or (y) impose on NBA and/or Team licensing partners
marketing or promotional obligations;(xix)

Twenty-five percent (25%) of the gross proceeds, net oftwenty-five percent (25%) of Taxes, and twenty-five (25%)
of reasonable and customary Team and Related Party
expenses related thereto, subject to the provisions ofSection 1(a)(6) below, from arena plaza naming rights
agreements with respect to arenas in which an NBA Team
plays more than one-half of its Regular Season home games,
including, without limitation, such proceeds received or tobe received by a Related Party (in accordance with Section
1(a)(7)(i) below); and(xx)

The specified value (included as barter) of data received
pursuant to a contract to the extent that a data clause isspecifically valued within the contract terms, net of
reasonable and customary expenses (including Taxes)
related thereto, subject to Section 1(a)(6) below, including,
without limitation, such specified value received or to bereceived by a Related Party (in accordance with
Section 1(a)(7)(i)).

(2) Notwithstanding anything to the contrary in Section 1(a)(1)
above, it is understood that the following is a non-exclusive list of
examples of revenues that are or may be received by the NBA,
Properties, Media Ventures, other League-related entities, NBA
Teams and Related Parties (the foregoing persons or entities,
beginning with “NBA,” collectively referred to in this Section 1(a)(2)
only as “NBA-related entities”) that are not derived from, and do
not relate to or arise out of, the performance of Players in NBA
basketball games or in NBA-related activities or are otherwise
expressly excluded from the definition of BRI:

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143

(i)

Proceeds from the assignment of Player Contracts;(ii)

Proceeds (A) from the sale, transfer or other disposition of
any of the assets or property (excluding ordinary course salesof inventory and the revenues (if any) deemed to be includedin BRI pursuant to Section 1(a)(1)(xii) above) of, orownership interests in, any NBA-related entity, or (B) fromloans or other financing transactions;(iii)

Proceeds from the grant of Expansion Teams and relocation
fees paid by existing Teams to NBA-related entities;

(iv)

Dues;

(v)

Capital contributions received by an NBA-related entity
from one of its owners, shareholders, members or partners;(vi)

Fines and compensation withheld in connection withsuspensions;(vii)

Revenue sharing (by means of revenue transfers orotherwise) among Teams;(viii)

Interest income;(ix)

Insurance recoveries, except where, and only to the extent
that, such recoveries are in respect of lost revenues thatwould have otherwise been included in BRI, in which event
such recoveries shall be included in BRI in the Salary Cap
Year in which they are received;(x)

Proceeds from the sale or rental of real estate;(xi)

Any thing of value received in connection with the design orconstruction of a new or renovated arena or other teamfacility including, but not limited to, receipt of title to or aleasehold interest in real property or improvements,
reimbursement of project-related expenses, benefits fromproject-related infrastructure improvements, or tax
abatements, unless (and only to the extent that) such value
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Article VII
payments that the Team or Related Party would haveotherwise received pursuant to an arena lease or other
instrument concerning a Team’s use of an arena (“lease”)
and would have constituted BRI if paid to the Team or a
Related Party; provided, however, that the determination of
the amount, if any, to be included in BRI with respect to thevalue of any of the foregoing shall be made either (A) in
accordance with the provisions of Section 1(a)(4) below or(B) based upon direct evidence that the Team or Related
Party, after proposing that it would receive certain revenues
constituting arena-generated BRI, subsequently agreed
specifically to forego such revenues in direct exchange for athing of value (as described above in this Section 1(a)(2)(xi))
with the consequence that the arena-generated BRI revenues
received or to be received by the Team or Related Party wereor would be (in the opinion of the Accountants) less than
the fair market value of arena-generated BRI revenues
received or to be received by other NBA Teams in similartransactions, or (C) based upon direct evidence that theparties to the transaction had agreed that certain revenues
constituting arena-generated BRI would be paid to the Teamor Related Party and that such revenues were subsequently
foregone by the Team or the Related Party in direct
exchange for a thing of value (as described above in thisSection 1(a)(2)(xi)); and provided further that, when adetermination is made pursuant to clause (B) or clause (C)of this Section 1(a)(2)(xi), the amount(s), if any, to be
included in BRI shall be allocated (with an appropriate
interest adjustment to reflect the time value of money where
the thing of value received by the Team or Related Party isin the form of cash or a cash equivalent, such as a check orwire transfer) over the Salary Cap Years in which thearena-generated BRI revenues foregone would have been
received by the Team or Related Party (up to a maximum of
twenty (20) Salary Cap Years) and not on a lump-sum basis;(xii)

Any thing of value that induces or is intended to induce aTeam either to relocate to or remain in a particulargeographic location (whether or not provided in connection
with a new or renegotiated arena lease), unless (and only toArticle VII145

the extent that) such value is being provided to the Team ora Related Party in lieu of payments that the Team or Related
Party would have otherwise received pursuant to an arena
lease and that would have constituted BRI had they been
paid to the Team or a Related Party; provided, however, thatthe determination of the amount, if any, to be included in
BRI shall be made either (A) in accordance with theprovisions of Section 1(a)(4) below or (B) based upon direct
evidence that the parties to the transaction had agreed thatcertain revenues constituting arena-generated BRI would beforegone by the Team or Related Party, in direct exchange
for a thing of value as described above in thisSection 1(a)(2)(xii), and provided, further that, when adetermination is made pursuant to clause (B) of thisSection 1(a)(2)(xii), the amount(s), if any, to be included in
BRI shall be allocated (with an appropriate interest
adjustment to reflect the time value of money where thething of value received by the Team or Related Party is in
the form of cash or a cash equivalent, such as a check or wiretransfer) over the Salary Cap Years in which thearena-generated BRI revenues foregone would have been
received by the Team or Related Party (up to a maximum offifteen (15) Salary Cap Years) and not on a lump-sum basis.
With respect to transactions involving payments asserted tofall within the exclusion in this Section 1(a)(2)(xii), the NBA
will provide the Players Association with the executed
memoranda of understanding, term sheet, or other suchexecuted summary of terms, if any, for such underlying
transactions;(xiii)

Payments made to Teams or to the NBA pursuant to theprovisions of Article VII, Section 12 (Designated Share
Arrangement) below;(xiv)

Distributions, dividends or royalties paid by any
NBA-related entity to owners, shareholders, members orpartners;(xv)

Any category or source of revenue or proceeds that was
expressly identified in any BRI Report (as defined in146

Article VII
Section 10(b) below) or in any document or written
communication (including debriefing memos) authored by
the Accountants and provided to the Players Associationand the NBA (but excluding any underlying work papers) inconnection with the Audit Reports for any of the 1995-96
through 2021-22 Salary Cap Years that was not included in
BRI for such Salary Cap Years, unless such category orsource was included on the “open issues” list prepared by
the Accountants in connection with any of the Audit
Reports for the 2005-06 through 2021-22 Salary Cap Years,
in which case such category or source shall be included in or
excluded from BRI, as the case may be, in accordance withthe other terms of this Article;(xvi)

Proceeds received by (A) Properties (and its related entities)
that were treated or, consistent with past practice, would
have been treated as within the scope of the Agreement
between NBA Properties, Inc., and the National Basketball
Players Association, dated as of September 18, 1995, as
amended January 20, 1999, July 29, 2005 and December 8,2011 (the “2011 Group License Agreement”) (including, but
not limited to, proceeds received pursuant to the license of“fantasy games,” which proceeds would have been includedin the computation of Player Merchandise Revenues inaccordance with the 2011 Group License Agreement), or(B) a League-related entity relating to the following
categories defined in the same manner as was used in theaudited League Entities’ Combined Financial Statements forthe year ended September 30, 2021: (1) licensing, other than
Net Licensing Revenues to the extent included in BRI
pursuant to Section 1(a)(1)(xviii), above; and/or (2) a
League-related entity’s representation of, and services
performed for, third parties. For purposes of the foregoingsentence, “third parties” refers to persons or entities that are
not owned or controlled by persons or entities that own amajority interest in or otherwise control an NBA Team or,if such third party is a Related Party, proceeds received by
the League-related entity shall not be included in BRI if
representation of such Related Party does not relate either
to such entity’s NBA ownership or NBA Players;

Article VII(xvii)

147

Monies collected from Team-related fundraising forcharitable purposes or other charitable activities (including
Team-organized “50/50 raffles”), other than monies paid
pursuant to Team sponsorship agreements that are includedin BRI pursuant to Section 1(a)(1)(v) above;(xviii) Proceeds solely related to the NBA 2K League, NBAGL andother leagues, teams and basketball organizations (e.g., aninternational league) that do not involve the playing ofbasketball by any then-current NBA players;(xix)

Proceeds from the leasing or use of any Team physical assets(e.g., a Team plane);(xx)

Any thing of value received from a concessionaire, foodservice vendor or other third party equipment or service
provider that, if received in kind, is installed in an NBA arenaor, if received in cash, is directed to defraying the costs ofthe construction or substantial renovation of an NBA arena;(xxi)

Proceeds from businesses outside the arena (e.g., restaurants,
casinos, hotels, retail businesses, etc.), except for revenues
otherwise included in BRI for Team-identified stores. For
clarity, the foregoing exclusion will not apply to revenues
from the business operations of the NBA basketball teamthat are otherwise includable as BRI under other provisionsof this Agreement, including, without limitation, revenues
received from sales of Team game tickets, media rights,
sponsorships, signage outside the arena (subject to thelimitations set forth in Section 1(a)(1)(vi) above), and arena
plaza game-day sales of novelties and concessions (subject
to the limitations set forth in Section 1(a)(1)(v) above);(xxii)

Without limitation to any other basis for non-inclusion in
BRI, BRI shall not include the value, if any, of (A) goods orservices that are operationally necessary to the performanceof a contract, including, without limitation, certain ticketing
platforms and tools (e.g., Pricemaster, Presence, OpenDistribution,
Archtics,
Ticketmaster
Marketplace,

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Ticketmaster AccountManager), (B) product discounts, or(C) waived fees;(xxiii) Value, if any, attributable to data received by an NBA-related
entity (or the right to receive such data), whether or not theprovision of such data is pursuant to a contractual
obligation, other than amounts that are included in BRI
pursuant to Section 1(a)(1)(xx) above; and(xxiv) Value, if any, from contractual provisions (including but notlimited to those previously identified by the Players
Association in connection with prior BRI audits) that require
NBA or Team marketing partners to utilize the marketingrights purchased from an NBA-related entity in sponsorshipdeals.
(3) The parties agree that (i) in determining whether a category orsource of revenue or proceeds constitutes BRI: (A) consideration
shall be given to whether such category or source is more similar inkind or nature to the included categories and sources listed in
Section 1(a)(1)(i) through (xx) above, on the one hand, or to the
excluded categories and sources listed in Section 1(a)(2)(i) through(xxiv) above, on the other; and (B) no inference may be drawn fromthe fact that such category or source was not included in the
categories and sources listed in Section 1(a)(1)(i) through (xx) above,or the fact that such category or source was not included in the
categories and sources listed in Section 1(a)(2)(i) through (xxiv)
above; and (ii) in any proceeding involving a dispute over (A) the
includability or categorization of any revenue or expense item for
BRI purposes; (B) the amount to be included in or deducted from
BRI with respect to any revenue or expense item; or (C) the
accounting methodology used by the Accountants in connection
with any audit of BRI, the parties may refer to the past practice ofthe parties or the Accountants in connection with the Audit Reports
for any of the 1999-2000 through 2021-22 Salary Cap Years;
provided, however, that no reference may be made to the pastpractice of the parties or the Accountants with respect to any sourceor category of revenue or expense that was included on the “openissues” list prepared by the Accountants in connection with any ofsuch Audit Reports; provided, further, that any such past practiceArticle VII

149

shall be superseded to the extent changed or clarified by the termsof this Agreement. In addition, no reference may be made, withrespect to expenses related to the NBA’s non-international business,to the fact that such category of expenses falls within
Section 1(a)(14) below, to argue for the inclusion or exclusion of
expenses related to the League’s non-international business.
(4) The parties agree that, with respect to any lease entered into
after the date of this Agreement between a Team (or a Related Party)
and an arena that is not a Related Party, the Accountants may
attribute to the Team (or a Related Party) for purposes of computing
BRI for a Salary Cap Year portions of arena revenues received by
the arena or its related entities that would be included in BRI if
received by the Team (or a Related Party) to the following extent: inthe event of a renewal, extension or renegotiation of a lease between
the same parties, or a new lease entered into by a Team (or a Related
Party) with an arena that is not a Related Party, the Team will bedeemed to receive in the first Salary Cap Year covered by the newlease or by the renewal, extension or renegotiation of the existing
lease (as the case may be) the greater of (i) the amount of suchrevenues that the Team or the Related Party in fact receives under
the lease or, (ii) if in the opinion of the Accountants, the Team
(and/or the Related Party) is receiving substantially less than fairmarket value as determined by the Accountants (taking into accountfactors such as the rent paid by the Team or the Related Party, thenumber and identity of other major tenants in the arena, market
conditions, the extent to which arena revenues are used to fundconstruction or renovations of the arena, and comparable leasearrangements in the NBA), an amount determined by the
Accountants to constitute the fair market value of the revenues thata tenant, in the same circumstances as the Team or Related Party,
would receive for such Salary Cap Year. In either of the precedingcases, the Accountants will also determine the amount to be
included in BRI for Salary Cap Years beyond the first Salary Cap
Year.
(5) (i) In no event shall the same revenues be included in BRI,
directly or indirectly, more than once (including as a resultof changes in accounting methods or practices), the purposeof this provision being to preclude the double-counting of150

Article VIIrevenues, whether in the same or in multiple Salary Cap
Years.
(ii)

In no event shall the same expenses be deducted from BRI,
directly or indirectly, more than once (including as a resultof changes in accounting methods or practices), the purposeof this provision being to preclude the double-counting ofexpenses, whether in the same or in multiple Salary Cap
Years.

(6) Subject to Section 11 below (Players Association Audit Rights):(i)With respect to expenses incurred in connection with allproceeds coming within Section 1(a)(1)(v) above, allreported expenses shall be conclusively presumed to bereasonable and customary, and such expenses shall not be
the subject of the accounting procedures set forth in Section
10 below.

(ii)

With respect to expenses incurred in connection with allproceeds coming within Section 1(a)(1)(ix) above that areconsistent with the types and categories of expenses incurredby Properties as reflected in the audited financial reports ofProperties for the year ended July 31, 1994, (1) all suchreported expenses shall be conclusively presumed to bereasonable and customary, and such expenses shall not be
the subject of the accounting procedures set forth in Section
10 below, but (2) such expenses shall be disallowed to theextent they exceed the ratio of expenses to revenues for the
category of revenues set forth in Exhibit D hereto.

(iii)

With respect to the NBA Store (the “Store”) and any othernew venture or business (whether or not involving thecreation of a new entity) undertaken by the NBA, Properties,
Media Ventures, or any other League-related entity requiring
significant capital investment or start-up costs (“NewVenture”), the League-related entities shall be able to deductfrom BRI reasonable and customary expenses related
thereto, including, but not limited to, cost of goods sold,sales tax, all reasonable operating expenses of the Store orArticle VII

151

New Venture (including, but not limited to, salaries andbenefits directly related to the operations of the Store or
New Venture, promotional and advertising costs, rent, directoverhead, general and administrative expenses of the Storeor New Venture), reasonable financing costs andamortization of capital improvements and start-up costs;
provided, however, that in no event shall the expenses
attributable to the Store or New Venture cause the amountincluded in BRI for the Store or New Venture to be less thanzero (0) for any Salary Cap Year.
(iv)

With respect to miscellaneous BRI or new categories of BRI(other than revenues attributable to the Store or a New
Venture), the NBA, Properties, Media Ventures, other
League-related entities, Teams and Related Parties shall beable to deduct all reasonable and customary expenses(including reasonable and customary Taxes), including, forexample, in connection with All-Star Weekend, subject tothe terms of this Section 1(a)(6).

(v)

In each Salary Cap Year, except for (A) Team Content
Revenues and Team Content Expenses (as defined below)
and (B) Playoff-Related Revenues and Expenses (as defined
below), all Team and Related Party revenues included in, and
all Team and Related Party expenses deducted from, BRI are
subject to an aggregate uniform percentage-of-revenues
expense cap of eleven and one-tenth percent (11.1%) (seealso Exhibit D hereto), with any such expenses disallowed
to the extent they exceed that cap. For the avoidance of
doubt, for the 2021-22 Salary Cap Year, the total Team andRelated Party revenues and expenses that would have been
subject to the new eleven and one-tenth percent (11.1%)
expense cap were the amounts identified in the parties’ letter
agreement, dated June 28, 2023. For the purposes of this
Article VII, Section 1, (1) “Team Content Revenues” and“Team Content Expenses” mean, respectively, revenues andrelated expenses from local TV, cable, and Team direct-toconsumer media and (2) “Playoff-Related Revenues andExpenses” means the revenues and expenses reported in the“playoff gate receipts, net” amount shown in the Audit152

Article VII
Report for the 2015-16 Salary Cap Year. Team Content
Revenues, Team Content Expenses, and Playoff-Related
Revenues and Expenses are not subject to the above
uniform expense cap. Team Content Expenses will be
deductible and uncapped, and will include, without
limitation those expenses identified in the parties’ letter
agreement, dated June 28, 2023. Playoff-related expenses
will continue to be deductible in accordance with the termsof the 2011 CBA as reflected in the Audit Report for the
2015-16 Salary Cap Year. For the avoidance of doubt, Taxes
will be deducted from revenues included in BRI under
Sections 1(a)(1)(i), (iii), (vi), (vii), (viii), (x), (xi), (xiii), (xiv),(xviii), and (xix) (to the extent set forth in those subsections)
before the application of the eleven and one-tenth percent(11.1%) ratio in calculating the uniform expense cap, andbefore the deduction of expenses.
(vi)

To the extent that, for a Salary Cap Year, total Team Content
Expenses and League Content Expenses (inclusive of
NBAE and ITV expenses after application of caps) exceeds
the product of Team Content Revenues and League Content
Revenues (inclusive of NBAE and ITV revenues) multipliedby the Rollover Ratio (as defined below), that excess would
be amortized over such Salary Cap Year and the next two
Salary Cap Years. The “Rollover Ratio” shall be eighteen
and one-half percent (18.5%), except that, beginning in the2026-27 Salary Cap Year, the Rollover Ratio shall be thehigher of (A) eighteen and one-half percent (18.5%) or(B) the highest actual ratio of Team Content Expenses andLeague Content Expenses to Team Content Revenues andLeague Content Revenues in any of the preceding Salary Cap
Years under the CBA. Any amortized amount would be
excluded from each Salary Cap Year’s rollover thresholdcalculation. An imputed interest rate equal to the 1-month
Secured Overnight Financing Rate plus 1.225% (calculated
as of the July 1 of the Salary Cap Year during which suchinterest accrues) will be applied on amortized amounts andrecouped in each Salary Cap Year in which amounts areamortized. For the purposes of this Article VII, Section 1,“League Content Revenues” and “League Content

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153

Expenses” mean, respectively, revenues and expenses
related to all NBA and League-related content categories of
BRI, including Digital, International League Pass (DBS),
NBAE, ITV, Media Ventures, Radio, and National TV. For
the avoidance of doubt, League Content Expenses willremain deductible and, with the exception of NBAE and
ITV, uncapped.
For example, if, in the 2025-26 Salary Cap Year, the sum ofTeam Content Revenues and League Content Revenues
were $5 billion, and the sum of Team Content Expenses andLeague Content Expenses (after application of caps on
NBAE and ITV expenses) were $1 billion, and the imputed
interest rate calculated pursuant to this Section 1(a)(6)(vi)
were four percent (4%), then the amortized amount would
be $75 million (i.e., $1 billion – $925 million (i.e., 18.5% of$5 billion)). $25 million of the amortized amount would be
deducted from BRI in the 2025-26 Salary Cap Year. In the2026-27 Salary Cap Year, the amortized amount to be
deducted from BRI in respect of the 2025-26 Salary Cap
Year would be $26 million (i.e., $25 million, grown at four
percent (4%) interest per Salary Cap Year for one Salary CapYear). In the 2027-28 Salary Cap Year, the amortizedamount to be deducted from BRI in respect of the 2025-26
Salary Cap Year would be $27.04 million (i.e., $25 million,
grown at four percent (4%) interest per Salary Cap Year for
two Salary Cap Years).
(7) It is acknowledged by the parties hereto that for purposes ofdetermining BRI:(i)

Some NBA Teams have engaged or may engage intransactions with third parties that control, or own at least
fifty percent (50%) of, the NBA Team or that are controlled
or owned at least fifty percent (50%) by the persons or
entities controlling or owning at least fifty percent (50%) of
the NBA Team (such third parties are referred to in thisAgreement as a “Related Party”), and Related Parties
themselves engage in transactions with third parties that may
result in a Related Party’s receipt of revenues that constitute

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BRI. (Any entity that was an “entity related to an NBA
team” as defined by Article VII, Section 1(a)(4)(i) of theSeptember 18, 1995 Collective Bargaining Agreement
between the NBA and the Players Association (the “1995
CBA”) shall be deemed a Related Party under thisAgreement for so long as such entity continues to be anentity related to an NBA Team within the meaning of the
1995 CBA.) As provided in Section 1(a)(1) above, therelevant proceeds received by any Related Party that comewithin such subsection and that relate to such Related Party’s
Team shall be included in BRI. However, except inconnection with telecast agreements (which are subject toSection 1(a)(7)(ii) below), with respect to any such revenues
or proceeds retained or received by a Related Party (otherthan arena revenues that relate to such Related Party’s Team
including, but not limited to, in-arena sales of novelties andconcessions, NBA game parking, arena club revenues, suiteand seat revenues and fixed and temporary in-arena signage,
which shall be included in BRI as if received by the Team),or by a Team pursuant to a transaction with a Related Party,
such revenues or proceeds shall be included in BRI only tothe extent that the NBA and the Players Association agree
or, if they fail to agree, the Accountants shall reasonably
determine the amount, if any, of such revenues or proceeds
to attribute to the Team (taking into account factors such as
the nature of the transaction, arrangement and/or
relationship between the Team and the Related Party or
between the Related Party and a third party, any amounts
included in BRI with respect to other Teams (or Related
Parties) that have entered into comparable transactions,arrangements and/or relationships with third parties, market
conditions, the nature of any services or activities performedby the Related Party for, or in connection with, thegeneration of revenues or proceeds and the amount ofrevenues or proceeds that the Related Party would be
expected to retain or receive with respect to comparable
transactions, arrangements and/or relationships with third
parties), and the amount so attributed shall be the only
amount included in BRI. To the extent that the amount ofsuch proceeds to be included in BRI cannot reasonably beArticle VII

155

determined with respect to any particular transaction, the
Accountants shall determine a reasonable amount withrespect to such transaction, which shall be included in BRI.
(In the event the Accountants refuse to make any suchdetermination, such determination shall be made by a jointly
selected expert with respect to any such transaction.)
Without limiting the foregoing, in no event shall BRI include
consideration paid to a Related Party in connection withrights acquired by such Related Party from a Team for fairmarket value, even if such consideration relates to NBA
games or NBA-related activities (including, by way of
example and not limitation, advertising revenue orsubscriber fees earned by a Related Party television networkthat relate, directly or indirectly, to the telecast of NBA
games licensed to the television network by a Team).
(ii)

In the event that, following the execution of this Agreement,a Team (other than the New York Knicks (“Knicks”)) enters
into a local or regional telecast agreement with a Related
Party, a copy of such agreement shall be provided to thePlayers Association within ten (10) days of approval of suchagreement by the NBA. The Players Association and the
NBA shall each have the right, not later than ten (10) days
following the date on which the Players Association receives
a copy of such agreement, to submit such agreement to a
jointly-selected television valuation expert or (in the absenceof such agreement) determined in accordance with theprocedure set forth in this subsection (“TV Expert”) for thelimited purpose set forth in this Section 1(a)(7)(ii). In theevent that a party has so elected to submit such agreement
to a TV Expert and the parties have not jointly selected a TV
Expert within twenty (20) days following the date on which
the Players Association receives a copy of such agreement,each party shall appoint its own television valuation designee
and the two designees so appointed shall within ten (10) daysof their appointment, jointly select a third party to serve as
the TV Expert. Such TV Expert shall review suchagreement to determine if the aggregate amount to be paid
to the Team by the Related Party for the rights to telecast
the Team’s games pursuant to such agreement is more than

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fifteen percent (15%) above or more than fifteen percent(15%) below the fair market value of such rights over theterm of such agreement. In making such determination, theTV Expert may take into account factors such as the natureof the transaction, arrangement and/or relationship between
the Team and the Related Party, any amounts included in
BRI with respect to other Teams (or Related Parties) thathave entered into comparable transactions, arrangements
and/or relationships with other programming licensors,market conditions, the nature of any services or activities
performed by the Related Party for, or in connection with,the generation of revenues or proceeds and the amount ofrevenues or proceeds that the Related Party would be
expected to retain or receive with respect to comparable
transactions, arrangements and/or relationships with third
parties; provided that in no event shall BRI include
consideration paid to a Related Party in connection withrights acquired by such Related Party from a Team for fairmarket value, even if such consideration relates to NBA
games or NBA-related activities (including, by way of
example and not limitation, advertising revenue orsubscriber fees earned by a Related Party television networkthat relate, directly or indirectly, to the telecast of NBA
games licensed to the television network by a Team). In theevent that the TV Expert determines that such aggregate
amount is more than fifteen percent (15%) above or below
fair market value, the TV Expert shall be instructed tosubmit to the parties the amount for each Season of suchagreement that he determines reflects the fair market valueof such rights and such amounts, and no other amounts,
shall be included in BRI with respect to such agreement foreach Salary Cap Year covered by such agreement. Any
determination made by the TV Expert pursuant to either ofthe preceding two sentences shall be submitted to the parties
no later than twenty (20) days from the date on which suchagreement was submitted to the TV Expert for his review.
Any fees or costs associated with the retention or
determination of the TV Expert shall be borne equally by
the Players Association and NBA. The Players Associationand the TV Expert shall maintain the confidentiality of any

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157

such agreement (and any determination made by the TV
expert in accordance with this Section 1(a)(7)(ii)) pursuant
to the terms of Section 11(c) below relating to theconfidentiality of BRI Audits.
(iii)

With respect to the transactions listed below in thisSection 1(a)(7)(iii), the parties agree that, because theproceeds attributable to these transactions cannot be
accurately ascertained, the following procedures shall be
used for each NBA Season in which MSG Network is a
Related Party of the Knicks (in the case of
Section 1(a)(7)(iii)(A) below) and the Madison Square
Garden arena is a Related Party of the Knicks (in the case of
Section 1(a)(7)(iii)(B) below):(A)

New York Knicks transaction with MSG Network
regarding the sale of local media rights: BRI for the
Knicks for each NBA Season covered by thisAgreement shall include an amount equal to the net
proceeds included in BRI attributable to the Los
Angeles Lakers’ sale, license or other conveyance of
all local media rights (including, but not limited to,broadcast and cable television and radio) for such
NBA season.

(B)

New York Knicks transactions with Related Parties
involving signage: BRI for the Knicks for the2021-22 NBA Season shall include $16,560,026 forsignage. In each subsequent Season covered by thisAgreement, this amount shall be increased (ordecreased, as the case may be) by the League-wide
percentage increase (or decrease) in signage as
determined in accordance with Sections 1(a)(1)(v)
and (a)(1)(vi) above.
At such time as the MSG Network and/or the
Madison Square Garden Arena are no longer Related
Parties, BRI for the New York Knicks in the
categories described in Section 1(a)(7)(iii)(A) and/or(B) above, as the case may be, shall not be158

Article VII
determined in accordance with the foregoing andwill instead be determined by the applicableprovisions of Sections 1(a)(1) and (a)(7)(ii) above.
(8) In the event that, pursuant to the NBA’s national broadcast,national telecast and network cable television agreements, NBA
Teams receive revenue sharing proceeds that are attributable to
NBA game telecasts in more than one Salary Cap Year, suchproceeds shall be allocated over the same number of Salary Cap
Years (beginning with first Salary Cap Year after the Salary Cap Yearin which such proceeds are actually received) as the number of Salary
Cap Years in which such games were televised. Any othercontingent payments received by the NBA pursuant to suchagreements shall be included in BRI to the extent and in a manneragreed upon by the parties, or, if the parties cannot agree, in areasonable manner determined by the Accountants.
(9) The NBA and each NBA Team shall in good faith act and use
their commercially reasonable efforts to increase BRI for each Salary
Cap Year during the term of this Agreement. In the exercise of suchcommercially reasonable efforts, the NBA and each NBA Teamshall be entitled to act in a manner consistent with their reasonablebusiness judgment and shall not (i) take any action intended tobenefit, at the expense of BRI, other commercial activities (such as
the WNBA and the NBAGL) unrelated to the performance ofPlayers in NBA basketball games or in NBA-related activities, or(ii) shift or forgo revenues attributable to Salary Cap Years during
the term of this Agreement in exchange for revenues or benefits
during Salary Cap Years following the expiration of this Agreement(unless there is a reasonable business justification unrelated tocollective bargaining for such shift or forgoing). There shall be no
obligation on the part of the NBA or any NBA Team to accelerate
into Salary Cap Years within the term of this Agreement revenues
attributable to Salary Cap Years following the expiration of thisAgreement. In evaluating compliance with this subsection, theparties and the System Arbitrator shall consider and give substantial
weight to the reasonable business judgment of the NBA or the NBA
Team but no deference will be applied where the NBA is alleged tohave shifted or forgone revenues of $350 million or more for the
purpose of securing leverage in collective bargaining, in which caseArticle VII

159

any finding of non-compliance shall require proof by a clear
preponderance of the evidence. The following is a list of decisions
in respect of which the business judgment of the NBA or an NBA
Team shall conclusively be deemed reasonable: membership
location; arena capacity or configuration; number and location ofgames played; whether to outsource or operate a line of business;
and whether to accept or decline a sponsorship, advertising or
naming rights opportunity. The foregoing list shall not limit in any
manner the circumstances in which the business judgment of the
NBA or an NBA Team may be deemed reasonable.
(10) The parties agree that upon a finding by the System Arbitrator(which, if appealed, is affirmed by the Appeals Panel) that the NBAor an NBA Team (or a Related Party) has willfully failed to provide
to the Accountants information concerning revenues or expenses
material to the Accountants’ preparation of an Audit Report, andthat such failure to provide information resulted in anunderstatement of BRI of more than $5,511,614 with respect to the2023-24 Salary Cap Year (increasing by four and one-half percent(4.5%) for each subsequent Salary Cap Year of this Agreement,
beginning with the 2024-25 Salary Cap Year), then the amount bywhich BRI was understated shall be included in BRI in the Salary
Cap Year in which such finding is made, with interest accruing fromthe date of the Audit Report for the Salary Cap Year in which suchamount would have been included but for such understatement,with interest (at a rate equal to the one (1) year Treasury Bill rate as
published in The Wall Street Journal on the date of the issuance ofsuch Audit Report). In addition, if any Team, or if the NBA, violates
the foregoing, it shall be fined $3 million for its first violation during
the term of this Agreement and an additional $1.5 million for each
additional violation. (For example, if a Team violates the foregoingfor the first time, it shall be fined $3 million; if such Team violates
the foregoing a second time, it shall be fined $4.5 million; and if such
Team violates the foregoing a third time, it shall be fined $6 million.)Fifty percent (50%) of any such fine amounts shall be remitted by
the NBA to an NBPA-Selected Charitable Organization (as definedin Article VI, Section 6 above) and fifty percent (50%) shall beremitted by the NBA to a Section 501(c)(3) Organization selectedby the NBA.

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Article VII(11) Neither the NBA or a League-related entity nor a Team or a
Related Party will enter into any lease or other agreement providing
for the receipt of revenues includable in BRI that contains
provisions that purport to limit access of the Accountants to thebooks and records of the NBA, such League-related entity, such
Team, or such Related Party in a manner inconsistent with the termsof this Agreement or that would preclude the calculation of revenues(if any) to be included in BRI pursuant to the provisions ofSection 1(a)(1)(xii) above.
(12) Premium payments made by a Team for any insurance that, if
paid, would be includable in BRI pursuant to Section 1(a)(2)(ix)
above, shall be deducted from such Team’s BRI for the Salary Cap
Year in which any such insurance recovery is received.
(13) Equity Transactions.
(i)

The value of equity securities received by NBA-related
entities (as defined in Section 1(a)(2) above) in entities thatwere not NBA-related entities prior to such receipt, to theextent otherwise constituting BRI under this Agreement,
shall be included in BRI as follows:(A) if the equity securities (including contingent securities,
as defined below) are Publicly Tradable when received,
the Publicly Traded Value of those securities will be
included in BRI commencing in the Salary Cap Year inwhich they are received;(B)

if the equity securities consist of options, warrants,
convertible securities or similar securities (“contingent
securities”), and (x) those contingent securities are
sold, the Net Proceeds will be included in BRI
commencing in the Salary Cap Year in which the saleoccurs, or (y) those contingent securities are exercisedor converted into other securities that are or become
Publicly Tradable, the Publicly Traded Value of theresulting securities (net of any exercise or conversion
price and taxes, as determined below) will be includedin BRI commencing in the Salary Cap Year in which

Article VII161

the exercise or conversion occurs (if the resulting
securities were Publicly Tradable at that time) or in the
Salary Cap Year in which the resulting securities later
become Publicly Tradable, whichever is first;(C)

if the equity securities (including contingent securities
and any securities resulting from the exercise orconversion of contingent securities) are not Publicly
Tradable at the time of receipt (or, in the case ofcontingent securities, at the time of exercise orconversion), no BRI value shall be attributable to suchsecurities until (x) they become Publicly Tradable orare sold or otherwise transferred for consideration
other than securities that are not Publicly Tradable,
whichever is first, at which time the Publicly Traded
Value or Net Proceeds, as applicable, will be includedin BRI commencing in the Salary Cap Year in whichsuch event occurs or (y) they are specifically pledged
and valued as part of a transaction that provides
liquidity without selling the equity position, even if
other assets are also pledged as a part of suchtransaction, in which case BRI will include an amountequal to the specific value assigned to the equity
securities (“Specifically Assigned Value”) commencing
in the Salary Cap Year in which they are specificallypledged and valued; or(D) notwithstanding the foregoing, if any contingent
securities are exercisable or convertible into securities
that are or become Publicly Tradable, but thosecontingent securities are not exercised or converted
within one (1) year of any such right, the Players
Association shall have the right, by written notice to
the NBA, to have the Publicly Traded Value of suchsecurities included in BRI as if those contingent
securities had been exercised or converted on the dateof such notice (net of any exercise or conversion priceand taxes, as determined below).

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Article VII(ii)

For purposes of this Section 1(a)(13), (A) “Publicly
Tradable” means (x) the applicable equity securities havebeen registered for sale under applicable state, federal andforeign laws, are listed and tradable on a generally recognizedstock exchange or in the over-the-counter market, or (y) theapplicable equity securities can be readily purchased and soldon a nationally recognized secondary market (e.g., without
limitation on any example, shares in “Facebook” as of thedate of the 2011 CBA), and in each case under (x) and (y),any contractual or other prohibition or limitation on salewould not preclude a sale; (B) “Publicly Traded Value”
means the weighted average daily trading price of theapplicable equity securities for the thirty (30) trading days(x) preceding the date of receipt if the securities are Publicly
Tradable prior to that date or (y) following the date they
become Publicly Tradable; provided that if such equity
securities are sold during the Salary Cap Year in which their
Publicly Traded Value is first included in BRI, the “Publicly
Traded Value” of such equity securities shall be the Net
Proceeds from such sale; (C) “Net Proceeds” means theproceeds received by the selling entity from the applicablesale, net of commissions and reasonable expenses relating tosuch sale, any exercise or conversion price with respect tosecurities resulting from the exercise or conversion ofcontingent securities, and any applicable taxes of the selling
entity (or if the selling entity is a pass-through entity forincome tax purposes, such entity’s owners), which shall be
determined using a tax rate equivalent to the highest
marginal combined federal, state and local tax rate thatwould be applicable in the locale where the principal placeof business of the selling entity is located, which in the caseof a Team or a Related Party of a Team shall be deemed tobe the locale of the arena in which the Team plays more than
one-half of its Regular Season home games; and (D) a saleof equity securities shall not be subject to inclusion in BRI if
the sale is part of a larger transaction in which (x) BRI has
been fully accounted for or (y) all or substantially all of theassets of an NBA-related entity or business unit thereof are
sold and such equity securities do not represent a majorityof the value in such transaction. In all cases, the Publicly

Article VII

163

Traded Value of, Net Proceeds from, or Specifically
Assigned Value of the applicable equity securities will be
included in BRI over a five (5) year amortization period(inclusive of the Salary Cap Year in which such Publicly
Traded or Specifically Assigned Value is first included in
BRI), even if such equity securities are sold during such
five (5) year period.
(iii)

For the avoidance of doubt, (A) in no event shall the valueof, or proceeds or distributions from, equity securities in
NBA-related entities be included in BRI, and (B) the valueof, or proceeds or distributions from, equity securities in
non-NBA-related entities shall be included in BRI
exclusively pursuant to this Section 1(a)(13), and only once
under the applicable provision of Section 1(a)(13)(i) above.

(14) International Development and Operations Expenses. The NBA and
League-related entities may deduct from BRI expenses related to thedevelopment and operation of the League’s international business(“Newly-Deductible International Expenses”), subject to a limit often percent (10%) of the League’s gross BRI international revenues(the allowed amount of such expense following application of theten percent (10%) cap being the “Allowed Newly-Deductible
International Expenses”).
Newly-Deductible International
Expenses for any Salary Cap Year shall include all such international
expenses incurred at the League level that are not otherwise
deductible under this Agreement (excluding expenses incurrently-deductible categories that are in excess of applicable
percentage-of-revenue expense caps and the write-down of equity
investments). For the purposes of this Agreement, the League’s
gross BRI international revenue and Newly-Deductible
International Expenses for the 2021-22 Salary Cap Year were theamounts set forth in the parties’ letter agreement dated
June 28, 2023.
(15) Miscellaneous BRI Accounting Rules.
(i)Team charter travel expenses for Regular Season games,
associated with broadcast and other personnel for whomsuch travel expenses are otherwise deductible (for example,

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Article VII
without limitation on any other example, Team personnel
traveling in connection with the sale of Team sponsorships),
shall be deductible at fifty percent (50%).
(ii)

BRI for premium seating, in respect of: (A) bunker, super,and party suites, (B) theatre boxes, loge boxes, and othersuch non-traditional premium seating inventory, and(C) traditional club seats, shall be calculated by using theparties’ previously-agreed upon methods, as reflected in the
Audit Report for the 2015-16 Salary Cap Year.

(iii)

To the extent salary paid to a person who also owns aninterest in the Team would otherwise be deductible from
BRI, such salary shall only be deductible for BRI purposes
only if all of the following criteria are met and if the expenseotherwise qualifies for such deduction (for example, without
limitation, the salary is related to the BRI against which it isdeducted): (A) the owner owns less than seven and one-halfpercent (7.5%) of the Team; (B) the job being performed by
the owner would otherwise be performed by a non-ownerstaff member; (C) the job being performed by the owner is
his/her full time job and he/she has no other roles withoutside companies (with the exception of limited duty Board
roles); (D) the salary being earned is reasonable andcustomary, relative to what a non-owner staff member
would earn, for the services being provided; and (E) there
are no other individuals performing substantially the samerole employed by the Team where the role is such that
ordinarily there is only one person performing it (forexample, without limitation, Team president).

(iv)

With respect to expenses associated with League-related
entity advertising and public relations campaigns: (A) the
expenses will be allocated to BRI and non-BRI revenue
categories according to the methodology agreed to by theparties in connection with the final Audit Report for the
2015-16 Salary Cap Year, except that such expenses shallalso be allocated to the NBA’s Regular Season gateassessment during the Salary Cap Year in addition to theother categories previously included in the allocation; andArticle VII

165(B) the expenses shall be deducted from BRI, subject toSection 1(a)(6)(ii) above.
(v)

Revenues and expenses related to the new In-Season
Tournament (“IST”) shall be included in BRI as follows:(A) revenues and expenses from home-market Group Stage
games and IST Quarterfinals games not played in a neutral
market will be treated as if earned or incurred during a
Regular Season game; (B) notwithstanding anything to thecontrary in this Agreement, including, without limitation,
Article XX, Section 4(c), for purposes of Article VII,
Section 1(a), revenues and expenses from neutral-market
games will be treated as league “Special Events,” subject tothe 100% expense cap for Special Events, except that, during
the 2023-24 and 2024-25 Salary Cap Years only, 50% of theexpenses related to any neutral-market IST game (other thanthe IST Finals Game, and excluding any payments from the
NBA to Teams described in the succeeding subpart) will betreated as Team expenses subject to Section (1)(a)(6)(v)
above; and (C) payments from the NBA to Teams forparticipation in neutral-market IST games will be included in
miscellaneous BRI at the Team level, with the NBA
recording an expense relating to such payment at the League
level in Special Events.

(vi)

Barter otherwise includable in BRI will not be excluded
solely on the basis that the bartered-for goods or services
were not used. For the avoidance of doubt, expenses
associated with the receipt and use of bartered goods orservices will be deductible from BRI subject to rules
applicable to other expenses (e.g., that a barter expense isdeductible only where it relates to a category that allows fordeduction of expenses).

(b) Accounting Methods/Lump Sum Payments.
(1) Subject to Sections 1(b)(2) and (b)(3) below, and any provision
hereof that expressly provides for an alternative accounting
treatment, BRI for each Salary Cap Year shall be calculated
exclusively pursuant to the accrual method of financial accounting

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Article VII(and not, for any purpose, the cash method of financial accounting)and in accordance with United States Generally Accepted
Accounting Principles. By way of example, and not limitation, inthe event a team receives a signing bonus in consideration for its
agreement to enter into a five (5) year contract for the local telecastof its games, such signing bonus shall be amortized in equal annual
amounts over the five (5) Salary Cap Years covered by suchtelevision contract.
(2) Except as otherwise provided in the case of luxury suites andpremium seat licenses, in no event shall the amortization period forany lump sum payment exceed seven (7) years.
(3) Any payments that constitute BRI and that are subject to being
repaid to the payor under certain circumstances (the“Contingencies”) shall constitute BRI in the Salary Cap Year inwhich such payments would have been earned but for theContingencies unless, at the time of such payments, theContingencies under which the payments would be repaid are likely
to occur, in which case the payments will not be included in BRI
unless and until such time as the Contingencies under which such
repayments would be made do not occur or are not likely to occur.
In the event that a payment that has been included in BRI is
subsequently repaid, BRI shall be reduced by the amount of such
repayment in the Salary Cap Year in which such repayment is made.
In any proceeding commenced before the System Arbitrator relating
to the terms of this Section 1(b)(3), the NBA will bear the burden of
demonstrating that the applicable Contingencies are likely to occur.
(4) With respect to lump sum payments (e.g., signing bonuses) that
constitute BRI and are received by a Team or Related Party underagreements entered into by a Team or Related Party, for the period,
if any, between (x) the date when the lump sum payment is receivedand (y) the beginning of the Salary Cap Year when the amortization
period for the lump sum payment begins pursuant to Section 1(b)(1)
above, BRI shall include in each applicable Salary Cap Year during
this period imputed interest on the amount of such lump sum
payment at a rate equal to the one (1) year Treasury Bill rate as
published in The Wall Street Journal on the date the payment wasreceived; provided, however, that such imputed interest shall only

Article VII167

be calculated and included in BRI if each of the following is satisfied:(i) the lump sum payment received by the Team or Related Party isin the amount of one million dollars ($1,000,000) or more; (ii) the
lump sum payment is received by the Team or Related Party at least
twelve (12) months before the start of the Salary Cap Year in which
it will first be included in BRI under Section 1(b)(1) above; and (iii)the lump sum payment is not related to a ticket, luxury suite or seat
licensing transaction including, without limitation, revenues
included in BRI under Sections 1(a)(1)(i), 1(a)(1)(vii), and 1(a)(1)(x)above.
(5) Loan proceeds from contractual counterparties that would be
included in BRI if received as payment (rather than a loan) will be
included in BRI if there is no realistic expectation of repayment,
subject to application of the lump sum amortization rules in thisSection 1(b) and allocations for multi-element deals. If amounts in
respect of such a loan are included in BRI, but the loan issubsequently repaid, BRI shall be reduced by the amount of such
repayment in the Salary Cap Year in which such repayment is made.
(c) “Projected BRI” for a Salary Cap Year means the amountdetermined as follows: Prior to the start of each Salary Cap Year, the NBA
and the Players Association shall meet for the purpose of agreeing upon
Projected BRI for that Salary Cap Year. In the absence of an agreement of
the parties otherwise on or prior to the last day of the Moratorium Periodof the applicable Salary Cap Year, Projected BRI for such Salary Cap Yearshall be the sum of amounts determined in accordance with the following:(1) With respect to BRI sources other than national broadcast,national telecast or network cable television contracts, Projected
BRI shall include BRI for the preceding Salary Cap Year, increasedby four and one-half percent (4.5%). For purposes of thisSection 1(c)(1), a contract between or among any League-related
entities and/or Teams shall not be considered national broadcast,national telecast or network cable television contracts.
(2) With respect to national broadcast, national telecast or network
cable television contracts including the NBA/ABC agreement dated
October 3, 2014 (“NBA/ABC Agreement”) (a copy of which has
been provided to the Players Association) and the NBA/TBS

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Article VII
agreement, dated October 3, 2014 (“NBA/TBS Agreement”) (acopy of which has been provided to the Players Association), andnational broadcast, national telecast or network cable televisioncontracts covering Seasons that succeed the Seasons covered by the
NBA/ABC and NBA/TBS Agreements (“Successor Agreements”)(copies of which shall be provided to the Players Association withinten (10) days of execution), Projected BRI for a Salary Cap Year shall
include (i) the rights fees or other non-contingent payments statedin such contracts with respect to the Season covered by such Salary
Cap Year (as such rights fees or non-contingent payments may be
adjusted by agreement of the parties to such contracts); (ii) theamounts of revenue sharing proceeds, if any, that are includable in
BRI for such Salary Cap Year pursuant to Section 1(a)(8) above;(iii) the amounts with respect to contingent payments (other thanrevenue sharing proceeds), if any, attributable to Salary Cap Years
covered by this Agreement in Successor Agreements as suchamounts are agreed upon by the parties, or if the parties do not reachagreement, by the Accountants; and (iv) the amount included in BRI
for the preceding Salary Cap Year with respect to the value ofadvertising or promotional time provided to the NBA as part of the
NBA/ABC and NBA/TBS Agreements (or any Successor
Agreements) that is used for any purpose other than those listed in
Sections 1(a)(1)(ii)(A)-(D).
(3) In no event shall the same amounts be included in Projected
BRI or Interim Projected BRI, directly or indirectly, more than once(including in the event that the terms of any Successor Agreements
would cause the same amounts to be indirectly included in Projected
BRI or Interim Projected BRI for a Salary Cap Year pursuant toboth subsections (1) and (2) above), the purpose of this provision
being to preclude the double-counting of amounts in the calculationof Projected BRI or Interim Projected BRI, whether in the same orin multiple Salary Cap Years.

(d) “Local Expansion Team BRI” means the BRI of the Expansion
Teams during their first two (2) Seasons, but not including the Expansion
Teams’ share of League-wide revenues that are otherwise included in BRI(including, but not limited to, their share of national television, cable, radio
and other broadcast revenues).

Article VII

169(e) “Projected Local Expansion Team BRI” means Local Expansion
Team BRI for the immediately preceding Season, increased by four andone-half percent (4.5%).
(f) “Interim Projected BRI” means a projection of BRI for a Salary Cap
Year using Estimated BRI in place of BRI for the previous Salary Cap Year.
(g) “Barter” means to trade by exchanging one commodity, service orother non-cash item for another.
(h) “Estimated Total Benefits” means the estimate of Total Benefits for
a Salary Cap Year as set forth in the Interim Audit Report (as defined in
Section 10(a) below) for such Salary Cap Year.
(i) “Estimated Total Salaries” means the estimate of Total Salaries for
a Salary Cap Year as set forth in the Interim Audit Report for such Salary
Cap Year.
(j) “Estimated Total Salaries and Benefits” means the sum of EstimatedTotal Benefits and Estimated Total Salaries for a Salary Cap Year as set forthin the Interim Audit Report for such Salary Cap Year.
(k) “Estimated BRI” means the estimate of BRI for a Salary Cap Yearas set forth in the Interim Audit Report for such Salary Cap Year.
Section 2.

Salary Cap, Minimum Team Salary, Tax Level, Apron
Levels, and Draft Pick Penalty.

(a) Calculation of Salary Cap, Minimum Team Salary, Tax Level,
and Apron Levels.
(1) For each Salary Cap Year during the term of this Agreement,
there shall be a Salary Cap. The Salary Cap for each Salary Cap Year
covered by the Term of this Agreement will equal forty-four andseventy-four one hundredths percent (44.74%) of Projected BRI forsuch Salary Cap Year, less Projected Benefits for such Salary Cap
Year, divided by the number of Teams scheduled to play in the NBA
during such Salary Cap Year, other than Expansion Teams during
their first two (2) Salary Cap Years in the NBA.

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Article VII(2) Notwithstanding Section 2(a)(1) above, in the event that
Projected BRI for any Salary Cap Year in which one or more
Expansion Teams is scheduled to play its second Season, plus
Projected Local Expansion Team BRI for such Salary Cap Year,multiplied by the applicable percentage of Projected BRI set forth in
Section 2(a)(1) above, less Projected Benefits for such Salary Cap
Year (including for the Expansion Team(s)), divided by the numberof Teams scheduled to play in the NBA during such Salary Cap Year(including the Expansion Team(s)), exceeds the Salary Cap
calculated in accordance with Section 2(a)(1) above, the Salary Cap
shall equal the amount calculated pursuant to this Section 2(a)(2).
(3) In the event that the Salary Cap for a Salary Cap Year is
calculated based upon an Interim Audit Report for the prior Salary
Cap Year in accordance with Section 2(a)(7) below and BRI and
Total Salaries and Benefits as set forth in the Audit Report for theprior Salary Cap Year are different from those in the Interim Audit
Report such that the Salary Cap would have been different from thatbased upon the Interim Audit Report, any such difference in the
Salary Cap shall be debited or credited, as the case may be, to the
Salary Cap for the subsequent Salary Cap Year, except that, withrespect to the 2029-30 Salary Cap Year (or, in the alternative, if either
the NBA or Players Association exercises its option to terminate thisAgreement pursuant to Article XXXIX, the 2028-29 Salary CapYear) any such differences shall be debited or credited, as the casemay be, to the Salary Cap for the then current Salary Cap Year, in all
such cases with interest (at a rate equal to the one (1) year Treasury
Bill rate as published in The Wall Street Journal on the date of theissuance of the Interim Audit Report).
(4) For each Salary Cap Year covered by the term of thisAgreement, there shall be:(i)a Minimum Team Salary equal to ninety percent (90%) of
the Salary Cap for such Salary Cap Year;(ii)

a “Tax Level” equal to one hundred twenty-one and one-halfpercent (121.5%) of the Salary Cap for such Salary Cap Year;

Article VII
(iii)

171

a “First Apron Level” and a “Second Apron Level” asfollows:(A)

For the 2023-24 Salary Cap Year, the First Apron
Level shall equal the sum of: (1) the Tax Level forthe 2023-24 Salary Cap Year, and (2) $6.716 million
multiplied by a fraction, the numerator of which isthe average of the Salary Cap for the 2022-23 Salary
Cap Year and the Salary Cap for the 2023-24 Salary
Cap Year, and the denominator of which is the
Salary Cap for the 2022-23 Salary Cap Year. For
each subsequent Salary Cap Year, the First Apron
Level shall equal the First Apron Level for the2023-24 Salary Cap Year multiplied by a fraction, thenumerator of which is the Salary Cap for theapplicable Salary Cap Year and the denominator ofwhich is the Salary Cap for the 2023-24 Salary Cap
Year.

(B)

For the 2023-24 Salary Cap Year, the Second Apron
Level shall equal the sum of: (1) the Tax Level forthe 2023-24 Salary Cap Year, and (2) $17.5 million.
For each subsequent Salary Cap Year, the Second
Apron Level shall equal the Second Apron Level forthe 2023-24 Salary Cap Year multiplied by a fraction,
the numerator of which is the Salary Cap for theapplicable Salary Cap Year and the denominator ofwhich is the Salary Cap for the 2023-24 Salary CapYear.

For clarity, for purposes of the foregoing calculations, the Salary Cap
shall be the Salary Cap as calculated in accordance with
Sections 2(a)(1)-(3) above without regard to Sections 2(a)(5) and (6)below.
For example, assume the Salary Cap for the 2023-24 Salary Cap Year is$134 million, for the 2024-25 Salary Cap Year is $140.7 million, and for the2025-26 Salary Cap Year is $147.735 million (and that no adjustments
pursuant to Section 2(a)(5) below are required in any of those years).

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Article VII
For the 2023-24 Salary Cap Year:•••

The Tax Level would be $162.81 million (i.e., $134 million (the2023-24 Salary Cap) multiplied by 121.5%);
The First Apron Level would be $169.807 million (i.e.,$162.81 million (the 2023-24 Tax Level) plus an amount equal to$6.716 million multiplied by a fraction, the numerator of which is$128.828 million (the average of the 2022-23 Salary Cap of$123.655 million and the 2023-24 Salary Cap of $134 million), andthe denominator of which is $123.655 million (the 2022-23 SalaryCap)); andThe Second Apron Level would be $180.31 million (i.e.,$162.81 million (the 2023-24 Tax Level) plus $17.5 million).

For the 2024-25 Salary Cap Year:•••

The Tax Level would be $170.951 million (i.e., $140.7 million
multiplied by 121.5%);
The First Apron Level would be $178.297 million (i.e.,$169.807 million (the 2023-24 First Apron Level) multiplied by afraction, the numerator of which is $140.7 million (the 2024-25
Salary Cap) and the denominator of which is $134 million (the2023-24 Salary Cap)); andThe Second Apron Level would be $189.326 million (i.e., $180.31
million (the 2023-24 Second Apron Level) multiplied by a fraction,
the numerator of which is $140.7 million (the 2024-25 Salary Cap)and the denominator of which is $134 million (the 2023-24 SalaryCap)).

For the 2025-26 Salary Cap Year:••

The Tax Level would be $179.498 million (i.e., $147.735 million
multiplied by 121.5%);
The First Apron Level would be $187.212 million (i.e., $169.807
million (the 2023-24 First Apron Level) multiplied by a fraction, thenumerator of which is $147.735 million (the 2025-26 Salary Cap)and the denominator of which is $134 million (the 2023-24 SalaryCap)); andArticle VII•

173

The Second Apron Level would be $198.792 million (i.e., $180.31
million (the 2023-24 Second Apron Level) multiplied by a fraction,
the numerator of which is $147.735 (the 2025-26 Salary Cap) andthe denominator of which is $134 million (the 2023-24 Salary Cap)).

(5) (i) For each Salary Cap Year beginning with the 2023-24 Salary
Cap Year, in the event that (A) there is a Shortfall Amount (asdefined in Section 12(a)(21) below) for such Salary Cap Year,and (B) the Carryover Amount (as defined in Section 12(a)(12)
below) in respect of the subsequent Salary Cap Year is equal tozero (0), then the Salary Cap, Minimum Team Salary, Tax Level,First Apron Level, and Second Apron Level for such
subsequent Salary Cap Year (as calculated in accordance with
Sections 2(a)(1)-(4) above) shall each be increased by an amountequal to the Shortfall Amount divided by the number of Teamsin the NBA during such subsequent Salary Cap Year (otherthan Expansion Teams in their first two (2) Salary Cap Years in
the NBA).
(ii) For each Salary Cap Year beginning with the 2023-24 Salary
Cap Year, in the event that there is an Overage Amount (asdefined in Section 12(a)(20) below) for such Salary Cap Yearthat exceeds six percent (6%) of Total Salaries and Benefits,then the Salary Cap, Minimum Team Salary, Tax Level, First
Apron Level, and Second Apron Level for the subsequent
Salary Cap Year (as calculated in accordance with Sections
2(a)(1)-(4) above) shall each be reduced by an amountcalculated as follows:
STEP 1: Subtract six percent (6%) of Total Salaries andBenefits from the Overage Amount.
STEP 2: If Projected BRI for the subsequent Salary Cap
Year does not exceed BRI for the Salary Cap Yearby more than eight percent (8%) of BRI for the
Salary Cap Year or the Overage Amount describedabove exceeds nine percent (9%) of Total Salaries
and Benefits, then divide the result of Step 1 by the
number of Teams in the NBA during thesubsequent Salary Cap Year (other than Expansion

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Article VII
Teams in their first two (2) Salary Cap Years in theNBA). The result of this calculation is the amountof the reduction in each of the Salary Cap,
Minimum Team Salary, Tax Level, First Apron
Level, and Second Apron Level for such
subsequent Salary Cap Year, and no further steps
are required.
If Projected BRI for the subsequent Salary Cap
Year exceeds one hundred eight percent (108%) of
BRI for the Salary Cap Year and the OverageAmount described above does not exceed nine
percent (9%) of Total Salaries and Benefits, thenproceed to Step 3.
STEP 3: Subtract one hundred eight percent (108%) of BRI
for the Salary Cap Year from Projected BRI for thesubsequent Salary Cap Year.
STEP 4: Multiply the result of Step 3 by fifty percent (50%).
STEP 5: Subtract the result of Step 4 from the result of
Step 1. If the result of this step is less thanzero (0), then no adjustments shall be made to the
Salary Cap, Minimum Team Salary, Tax Level,First Apron Level, or Second Apron Level for thesubsequent Salary Cap Year, and no further steps
are required.
STEP 6: Divide the result of Step 5 by the number ofTeams in the NBA during such subsequent Salary
Cap Year (other than Expansion Teams in theirfirst two (2) Salary Cap Years in the NBA). The
result of this calculation is the amount of the
reduction in each of the Salary Cap, MinimumTeam Salary, Tax Level, First Apron Level, andSecond Apron Level for such subsequent Salary
Cap Year.

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175

Example: Assume: (i) 2024-25 Total Salaries and Benefits is $5.5 billion, the2024-25 Designated Share is $5.1 billion, and the resulting 2024-25 OverageAmount is $400 million (which equals approximately 7.3% of Total Salaries
and Benefits); (ii) 2025-26 Projected BRI is $10.5 billion, 2024-25 BRI is$10 billion, and thus 2025-26 Projected BRI exceeds 2024-25 BRI by 5%;and (iii) there are 30 Teams in the NBA in the 2025-26 Season. The 202526 Salary Cap, Minimum Team Salary, Tax Level, First Apron Level, andSecond Apron Level would each be reduced by $2,333,333 (i.e., $70 million(i.e., 2024-25 Overage Amount of $400 million less $330 million (i.e., 6% of
2024-25 Total Salaries and Benefits) divided by 30 (i.e., the number of Teamsin the NBA during the 2025-26 Season)).
Example: Same assumptions as in the prior example, except assume 2025-26
Projected BRI is $10.9 billion (instead of $10.5 billion), and thus 2025-26
Projected BRI exceeds 2024-25 BRI by 9%. The 2025-26 Salary Cap,
Minimum Team Salary, Tax Level, First Apron Level, and Second Apron
Level would each be reduced by $666,667 (i.e., the difference between the $70
million from the prior example and $50 million (i.e., 50% of $100 million (i.e.,
2025-26 Projected BRI of $10.9 billion less $10.8 billion (i.e., 108% of 202425 BRI of $10 billion)) divided by 30 (i.e., the number of Teams in the NBA
during the 2025-26 Season))).
(6) Notwithstanding anything to the contrary in Sections 2(a)(1)-(5)above, in no event shall any of the Salary Cap, Minimum TeamSalary, Tax Level, First Apron Level, or Second Apron Level for a
Salary Cap Year (a) decrease to an amount that is less than its
amount for the immediately preceding Salary Cap Year, or(b) increase to an amount that exceeds one hundred ten percent(110%) of its amount for the immediately preceding Salary Cap Year.
(7) In the event that the Audit Report for a Salary Cap Year has
not been completed as of the last day of such Salary Cap Year, andthe NBA and the Players Association have not reached an agreement
on Projected BRI and Projected Benefits pursuant to Article VII,
Section 1 and Article IV, Section 8 for the immediately following
Salary Cap Year, then the Salary Cap, Minimum Team Salary, Tax
Level, First Apron Level, and Second Apron Level for theimmediately following Salary Cap Year will be calculated pursuant
to Sections 2(a)(1)-(6) above, except that Interim Projected BRI shallbe utilized instead of Projected BRI, Estimated BRI shall be utilized

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Article VII
instead of BRI, and Estimated Total Salaries and Benefits shall beutilized instead of Total Salaries and Benefits. In the event that theInterim Audit Report for a Salary Cap Year has not been completed
as of the last day of such Salary Cap Year, and the NBA and Players
Association have not reached agreement on Projected BRI and
Projected Benefits pursuant to Article VII, Section 1 and Article IV,
Section 8, then the Salary Cap for the immediately following Salary
Cap Year shall, until such Interim Audit Report is completed, be an
amount that would have been the Salary Cap for the preceding Salary
Cap Year had Projected BRI or Interim Projected BRI, as the casemay be, for such preceding Salary Cap Year included, with respect
to the NBA’s national broadcast, national telecast, or network cable
television contracts, the rights fees or other non-contingent
payments stated in such contracts for the Season following the
Season covered by such preceding Salary Cap Year instead of for the
Season covered by such preceding Salary Cap Year.
(8) The Salary Cap, Minimum Team Salary, Tax Level, First Apron
Level, and Second Apron Level for a Salary Cap Year will be in effectcommencing on the first day of the Salary Cap Year and shallcontinue through and including the last day of the Salary Cap Year.

(b) Operation of Salary Cap.
(1) Basic Rule. A Team’s Team Salary may not exceed the Salary
Cap at any time unless the Team is using one of the Exceptions set
forth in Section 6 below.
(2) Room. Subject to the other provisions of this Agreement,
including, without limitation, Article II, Section 7, any Team with
Room may enter into a Player Contract that calls for a Salary in thefirst Salary Cap Year covered by such Contract that would notexceed the Team’s then-current Room.
(c) Operation of Minimum Team Salary.
(1) As used in this Agreement, the following terms shall have thefollowing meanings:(i)“MTS Cap Hold Team Salary” means, for a Team for a
Salary Cap Year, the Team’s Team Salary calculated in theArticle VII

177same manner as Team Salary is calculated by the
Accountants for purposes of computing Total Salaries andBenefits in the Audit Report (as defined in Section 10(a)(1)
below).
(ii)

(iii)

“MTS Payment Team Salary” means, for a Team for a Salary
Cap Year, the Team’s MTS Cap Hold Team Salary as of thestart of the first day of the Regular Season occurring withinsuch Salary Cap Year:(A)

plus any Salary in respect of such Salary Cap Yearthat is excluded from the Team’s Team Salary
pursuant to Section 4(h) below;(B)minus any Salary in respect of such Salary Cap Yearthat is included in the Team’s Team Salary pursuant
to Section 3(e) below; and(C)plus any Salary in respect of such Salary Cap Yearthat is excluded from the Team’s Team Salary
pursuant to Section 4(b) below.

“MTS Threshold” means, for a Team for a Salary Cap Year,the lesser of (A) the Minimum Team Salary for such Salary
Cap Year, and (B) such Team’s MTS Cap Hold Team Salary
as of the start of the first day of the Regular Season occurring
within such Salary Cap Year.

(2) In the event that a Team’s MTS Payment Team Salary for a
Salary Cap Year is less than the applicable Minimum Team Salary
for that Salary Cap Year, then:(i)

The NBA shall cause such Team to make a payment to the
NBA equal to the difference between the Team’s MTS
Payment Team Salary and the Minimum Team Salary; and(ii)

Subject to Section 2(c)(7) below, and notwithstanding
anything to the contrary in Section 2(d) below, such Teamshall be prohibited from receiving a share of any tax amountthat the NBA elects to distribute to non-taxpaying Teams in178

Article VII
respect of such Salary
Section 2(d)(4)(i) below.

Cap

Year

pursuantto(3) Beginning at the start of the first day of the Regular Season andcontinuing through the end of the Salary Cap Year encompassing
such Regular Season, a Team’s Team Salary shall include an amountequal to the amount (if any) by which the Minimum Team Salary
exceeds the lesser of such Team’s (i) then-current MTS Cap HoldTeam Salary, and (ii) MTS Cap Hold Team Salary as of the start of
the first day of the Regular Season.
(4) If, on a day during the Regular Season, a Team’s MTS Cap HoldTeam Salary decreases to an amount that is less than its MTS
Threshold, then the Team will be required to increase its MTS Cap
Hold Team Salary to an amount equal to or greater than its MTS
Threshold by the end of the immediately following day.
(5) If, as of the end of the last day of a Salary Cap Year, theMinimum Team Salary for such Salary Cap Year exceeds the portionof total MTS Cap Hold Team Salaries for which a Team is financially
responsible plus any payment that the Team is required to makepursuant to Section 2(c)(2)(i) above, then, in addition to any
payment required pursuant to Section 2(c)(2)(i) above, such Teamshall make a payment to the NBA equal to the amount of suchexcess. For the purposes of this Section 2(c)(5), MTS Cap HoldTeam Salaries shall:(i)include any Incentive Compensation excluded from Salaries
in accordance with Article VII, Section 3(d) but actuallyearned by players during such Salary Cap Year; and(ii)

exclude all Incentive Compensation included in Salaries inaccordance with Article VII, Section 3(d) but not actuallyearned by players during such Salary Cap Year.

(6) Any payment due by a Team in respect of a Salary Cap Yearpursuant to Section 2(c)(2)(i) or 2(c)(5) above shall be made by theTeam to the NBA no later than ten (10) business days following thecompletion of the Governing Audit Report for such Salary Cap
Year. The NBA shall then distribute any such payments equally toArticle VII

179

each Team within ten (10) business days following its receipt of suchpayments.
(7) Notwithstanding Section 2(c)(2)(ii) above, for the 2023-24
Salary Cap Year only, if (i) a Team’s MTS Payment Team Salary forthe 2023-24 Salary Cap Year is less than the Minimum Team Salaryfor such Salary Cap Year, and (ii) such Team does not owe a Tax forsuch Salary Cap Year, then such Team shall be entitled to receive afifty percent (50%) share of any tax amount that the NBA elects todistribute to non-taxpaying Teams in respect of such Salary Cap
Year pursuant to Section 2(d)(4)(i) below. For example, if there weretwenty-four (24) non-taxpaying Teams for the 2023-24 Salary Cap
Year and one (1) of such Teams had a MTS Payment Team Salaryfor such Salary Cap Year less than the Minimum Team Salary, thensuch Team, rather than receiving one-twenty-fourth (1/24th) of thetotal amount that the NBA elects to distribute to non-taxpaying
Teams pursuant to Section 2(d)(4)(i) below, would instead receive a
Tax distribution amount equal to the total amount to be distributed
to non-taxpaying Teams multiplied by a fraction, the numerator ofwhich is one-half (0.5) and the denominator of which is twenty-threeand one-half (0.5/23.5). Each of the other twenty-three (23)non-taxpaying Teams for the 2023-24 Salary Cap Year would receivea Tax distribution amount equal to the total amount to be distributed
to non-taxpaying Teams multiplied by a fraction, the numerator ofwhich is one (1) and the denominator of which is twenty-three andone-half (1/23.5).
(8) Nothing contained herein shall preclude a Team from having aTeam Salary in excess of the Minimum Team Salary, provided that
the Team’s Team Salary does not exceed the Salary Cap plus any
additional amounts authorized pursuant to the Exceptions set forthin this Article VII.
(d) Operation of Tax Level.
(1) As used in this Agreement, the following terms shall have thefollowing meanings:(i)“Tax Team Salary” means, for a Team for a Salary Cap Year,the Team’s Team Salary as of the start of its last Regular180

Article VII
Season game occurring within such Salary Cap Year,calculated by the Accountants in the same manner as TeamSalary is calculated by the Accountants for purposes ofcomputing Total Salaries and Benefits in the Audit Report:(A)

plus all Incentive Compensation excluded from
Salary under Section 3(d) below but actually earned
by the player during such Salary Cap Year;(B)

minus all Incentive Compensation included in Salary
under Section 3(d) below but not actually earned by
the player during such Salary Cap Year;(C)

plus, with respect to any trade that occurs following
the conclusion of the Team’s last Regular Season
game, the portion of any trade bonus earned by aplayer that is included in the Team’s Team Salary forsuch Salary Cap Year;(D)

plus any amount that is added to the Team’s TeamSalary for such Salary Cap Year following the startof the Team’s last Regular Season game pursuant to
Section 4(a)(1)(iii) below;(E)

minus fifty percent (50%) of any reduction made toa player’s Compensation as a result of a suspension
by the NBA (but not by a Team); and(F)

plus, with respect to a Standard NBA Contract
between a Team and a Free Agent with zero (0)Years of Service or one (1) Year of Service, theamount (if any) by which (x) the Minimum Player
Salary that would be applicable to a player with two(2) Years of Service as set forth in the Minimum
Annual Salary Scale for the Salary Cap Year in whichsuch Free Agent was signed (or in the event such
Free Agent’s Contract is terminated during theRegular Season, the Minimum Player Salary thatwould be applicable to a player with two (2) Years ofService as set forth in the Minimum Annual SalaryArticle VII

181

Scale for the Salary Cap Year in which such Free
Agent was signed, reduced pro rata to reflect theplayer’s post-termination Salary), exceeds (y) the
Salary attributable to such Standard NBA Contract.
For the purposes of this Section 2(d)(1)(i)(F):

(ii)

(1)

a Standard NBA Contract between a Teamand a Two-Way Player (either signed
pursuant to Article II, Section 11(h), or the
result of the exercise of a Standard NBA
Contract Conversion Option) will bedeemed to be a “Standard NBA Contract
between a Team and a Free Agent” provided
that such Two-Way Player’s Two-Way
Contract was: (i) signed by the player as aFree Agent; or (ii) the result of the exerciseof the Two-Way Player Conversion Option
provided for in the Exhibit 10 of a Contractthat he signed as a Free Agent; and(2)a Standard NBA Contract between a Teamand a player under a 10-Day Contract(signed pursuant to Article II, Section 9(g))
will be deemed to be a Standard NBA
Contract between a Team and a Free Agent
provided that such 10-Day Contract was
signed by the player as a Free Agent.

“Tax Bracket Amount” means, for a Salary Cap Year, anamount equal to $5 million multiplied by a fraction, thenumerator of which is the Salary Cap for such Salary Cap
Year and the denominator of which is the Salary Cap for the2023-24 Salary Cap Year.
For example, assume the Salary Cap for the 2023-24 Salary Cap
Year is $134 million and the Salary Cap for the 2024-25 Salary Cap
Year is $140.7 million. The Tax Bracket Amount for the 2023-24
Salary Cap Year would be $5 million (i.e., $5 million multiplied by afraction, the numerator of which is $134 million and the denominatorof which is $134 million), and the Tax Bracket Amount for the182

Article VII
2024-25 Salary Cap Year would be $5.25 million (i.e., $5 million
multiplied by a fraction, the numerator of which is $140.7 million (the2024-25 Salary Cap) and the denominator of which is $134 million(the 2023-24 Salary Cap)).
(2) Each Team whose Tax Team Salary exceeds the Tax Level for
any Salary Cap Year shall be required to pay a tax to the NBA. For
each Salary Cap Year, the tax shall be calculated: (A) using theapplicable rates in Section 2(d)(2)(i) (“Standard Tax Rates”) for any
Team whose Tax Team Salary did not exceed the Tax Level in three(3) or more of the four (4) Salary Cap Years immediately preceding
such Salary Cap Year; and (B) using the applicable rates shown in
Section 2(d)(2)(ii) (“Repeater Tax Rates”) for any Team whose Tax
Team Salary exceeded the Tax Level in three (3) or more of the four(4) Salary Cap Years immediately preceding such Salary Cap Year.

Article VII
(i)

183

Standard Tax Rates:
Tax Rate for Increment
Incremental TeamSalary AboveTax Level$0 – 100% of Tax
Bracket Amount
100% of Tax
Bracket Amount –200% of Tax
Bracket Amount
200% of Tax
Bracket Amount –300% of Tax
Bracket Amount
300% of Tax
Bracket Amount –400% of Tax
Bracket Amount
400% of Tax
Bracket Amountand Over2023-24 and 2024-25
Salary Cap Years

Beginning with
2025-26 Salary Cap
Year$1.50-for-$1$1.00-for-$1$1.75-for-$1$1.25-for-$1$2.50-for-$1$3.50-for-$1$3.25-for-$1$4.75-for-$1

Tax rates increase by$0.50 for each
additional 100% of
Tax Bracket Amountabove the Tax Level(e.g., for Tax TeamSalary 400% of Tax
Bracket Amount to500% of Tax
Bracket Amountabove the Tax Level,
the Tax rate is$3.75-for-$1 for that
increment).

Tax rates increase by$0.50 for each
additional 100% of
Tax Bracket Amountabove the Tax Level(e.g., for Tax TeamSalary 400% of Tax
Bracket Amount to500% of Tax
Bracket Amountabove the Tax Level,
the Tax rate is$5.25-for-$1 for that
increment).

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Article VII(ii)

Repeater Tax Rates:
Tax Rate for Increment

Incremental TeamSalary AboveTax Level$0 – 100% of Tax
Bracket Amount
100% of Tax
Bracket Amount –200% of Tax
Bracket Amount
200% of Tax
Bracket Amount –300% of Tax
Bracket Amount
300% of Tax
Bracket Amount –400% of Tax
Bracket Amount
400% of Tax
Bracket Amountand Over2023-24 and 2024-25
Salary Cap Years

Beginning with
2025-26 Salary Cap
Year$2.50-for-$1$3.00-for-$1$2.75-for-$1$3.25-for-$1$3.50-for-$1$5.50-for-$1$4.25-for-$1$6.75-for-$1

Tax rates increase by$0.50 for each
additional 100% of
Tax Bracket Amountabove the Tax Level(e.g., for Tax TeamSalary 400% of Tax
Bracket Amount to500% of Tax
Bracket Amountabove the Tax Level,
the Tax rate is$4.75-for-$1 for that
increment).

Tax rates increase by$0.50 for each
additional 100% of
Tax Bracket Amountabove the Tax Level(e.g., for Tax TeamSalary 400% of Tax
Bracket Amount to500% of Tax
Bracket Amountabove the Tax Level,
the Tax rate is$7.25-for-$1 for that
increment).

Example: In respect of the 2023-24 Salary Cap Year, the Tax
Bracket Amount is $5 million. Assume that Team A is subject to
the Standard Tax Rates, and Team A has a Tax Team Salary that

Article VII

185

exceeds the Tax Level by $15 million. Team A would pay a Tax of$28.75 million (i.e., $5 million times $1.50, plus $5 million times$1.75, plus $5 million times $2.50).
Example: Assume that, in respect of the 2025-26 Salary Cap Year,the Tax Bracket Amount is $6 million, Team B is subject to theStandard Tax Rates, and Team B has a Tax Team Salary thatexceeds the Tax Level by $15 million. Team B would pay a Tax of$24 million (i.e., $6 million times $1.00, plus $6 million times $1.25,
plus $3 million times $3.50).
Example: Assume that, in respect of the 2026-27 Salary Cap Year,the Tax Bracket Amount is $6.5 million, Team C is subject to the
Repeater Tax Rates, and Team C has a Tax Team Salary thatexceeds the Tax Level by $15 million. Team C would pay a Tax of$51.625 million (i.e., $6.5 million times $3.00, plus $6.5 million
times $3.25, plus $2 million times $5.50).
(3) Each Team that owes a tax in respect of a Salary Cap Year shallmake the required tax payment to the NBA no later than ten (10)business days following the completion of the Governing Audit
Report for such Salary Cap Year.
(4) All amounts remitted to the NBA by NBA Teams pursuant tothis Section 2(d) shall be the exclusive property of the NBA, andsuch amounts shall be used and/or distributed as follows:(i)

Subject to Sections 2(c)(2)(ii) and 2(c)(7) above, the NBA
may elect to distribute up to fifty percent (50%) of suchamounts to one (1) or more Teams based in whole or in parton the fact that such Team(s) did not owe a tax for such
Salary Cap Year (e.g., subject to Sections 2(c)(2)(ii) and2(c)(7) above, the NBA could elect to distribute fifty percent(50%) of such amounts in equal shares to all non-taxpayers
in such Salary Cap Year); and(ii)amounts
not distributedinaccordance with
Section 2(d)(4)(i) above shall be used for one (1) or more
“League purposes” (as defined below) selected by the NBA.

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Article VII
For purposes of this Section 2(d)(4), the use of tax amounts for a“League purpose” shall mean the use of such amounts for any
purpose, including, but not limited to, the distribution of suchamounts to one (1) or more Teams; provided, however, that suchamounts may not be distributed to a Team or expended for the
benefit or detriment of a Team in a manner that is based, directly or
indirectly, in whole or in part, on the amount of the Team’s TeamSalary or on whether the Team is a taxpayer. Without limiting theforegoing, a team assistance plan adopted by the NBA and funded,
in whole or in part, with tax amounts shall be considered a “League
purpose” if, pursuant to the plan, a Team’s entitlement to an
assistance receipt and/or the amount of such receipt is based, inwhole or in part, on a profit, loss, and/or expense computation
determined by the NBA under which the Team is credited with aTeam Salary no less than the league average; provided, however, thatin order to qualify as a “League purpose,” such a plan may nototherwise base a Team’s entitlement to assistance and/or theamount of such assistance on the amount of a Team’s Team Salaryor on whether the Team is a taxpayer.

(e) Operation of Apron Levels.
(1) “Apron Team Salary” means, for a Team for a Salary Cap Year,the Team’s Team Salary:(i)

plus all Performance Bonuses excluded from a player’s
Salary under Section 3(d) below;(ii)

plus the Salary attributable to a Contract signed by a Free
Agent with zero (0) Years of Service or one (1) Year ofService provided for in Section 2(d)(1)(i)(F) above;(iii)

plus any amount that could be added to the Team’s TeamSalary for such Salary Cap Year pursuant to
Section 4(a)(1)(iii) below;(iv)

minus any Free Agent Amounts as described in Section
4(a)(2) below;(v)plus, with respect to any Restricted Free Agent, the greaterof (A) the Salary plus Unlikely Bonuses called for in any

Article VII

187

outstanding Qualifying Offer (or any outstanding Maximum
Qualifying Offer, if applicable) tendered to the player, or(B) the Salary plus Unlikely Bonuses called for in any First
Refusal Exercise Notice (as defined in Article XI,
Section 5(g)) issued with respect to such player;(vi)minus any amounts with respect to unsigned First RoundPicks described in Section 4(a)(4) below;(vii)

plus the amount of any outstanding Required Tender to a
First Round Pick;(viii)

minus the amount of any Salary Cap Exception that isdeemed included in Team Salary pursuant to Sections 4(a)(7)
and 6(n)(2) below;(ix)

plus any amount excluded from its Team Salary pursuant to
Section 4(l) below; and(x)minus the amount of any incomplete roster cap hold amountadded to the Team’s Salary pursuant to Section 4(f) below.

(2) (i) At any point during a Salary Cap Year, the following rules
shall apply with respect to the transactions listed in the table
in Section 2(e)(4) below (the “Transaction Restrictions
Table”):(A)

A Team may not engage in a transaction set forth in
the Transaction Restrictions Table if, immediately
following such transaction, the Team’s Apron TeamSalary for such Salary Cap Year would exceed the“Applicable Apron Level” that corresponds withsuch transaction in the table; and(B)

A Team that engages in a transaction set forth in theTransaction Restrictions Table may not, for theremainder of such Salary Cap Year, have an ApronTeam Salary that exceeds the Applicable Apron
Level that corresponds with such transaction in thetable.

188

Article VII
(ii)

(iii)

During the period beginning on the day after the last day of
a Regular Season through the last day of the Salary Cap Yearencompassing such Regular Season, the following rules, inaddition to the rules set forth in Section 2(e)(2)(i) above,
shall apply with respect to the transactions listed in theTransaction Restrictions Table:(A)

A Team may not engage in any transaction set forthin rows E through J of the Transaction Restrictions
Table if, immediately following such transaction, theTeam’s Apron Team Salary for the immediately
following Salary Cap Year (for purposes of thisSection 2(e), the “Subsequent Salary Cap Year”)
would exceed the Applicable Apron Level (for such
Subsequent Salary Cap Year) that corresponds withsuch transaction in the table; and(B)

A Team that engages in any transaction set forth inrows E through J of the Transaction Restrictions
Table may not, at any time from immediately
following such transaction through the end of theSubsequent Salary Cap Year, have an Apron TeamSalary for such Subsequent Salary Cap Year thatexceeds the Applicable Apron Level (for such
Subsequent Salary Cap Year) that corresponds withsuch transaction in the table.

The following additional restrictions will apply to Teams that
use the Taxpayer Mid-Level Salary Exception:(A)

During the 2023-24 Salary Cap Year, a Team may
not engage in any transaction set forth in rows A
through E of the Transaction Restrictions Table if it
has previously signed a Player Contract pursuant to
the Taxpayer Mid-Level Salary Exception during
such Salary Cap Year.

(B)

For each Salary Cap Year beginning with the2024-25 Salary Cap Year, a Team may not engage inany transaction set forth in rows A through F of theArticle VII

189

Transaction Restrictions Table if it has previously
signed a Player Contract pursuant to the Taxpayer
Mid-Level Salary Exception during such Salary Cap
Year.
(3) To effectuate the rules set forth in Section 2(e)(2)(ii) above,
during the period beginning on the day after the last day of a Regular
Season through the last day of the Salary Cap Year encompassing
such Regular Season, a Team shall not be permitted to engage in anytransaction if such transaction would result in the Team failing tocomply with the rules set forth in Section 2(e)(2)(ii) as of the firstday of the Subsequent Salary Cap Year assuming that:
(i)

(ii)

For purposes of determining the Team’s Apron Team Salary
for the Subsequent Salary Cap Year:(A)

all Team or Player Options in respect of such
Subsequent Salary Cap Year are exercised;(B)

no outstanding ETOs in respect of such Subsequent
Salary Cap Year are exercised;(C)

the Team engages in no additional transactions forthe remainder of the then-current Salary Cap Year;
and

(D)

any player on the Team whose Salary for the
Subsequent Salary Cap Year may increase by virtueof meeting the Higher Max Criteria during the fourth
Season of his Rookie Scale Contract achieves thehighest Salary that he is eligible to earn based on any
Generally Recognized League Honors for the justcompleted Regular Season for which winners have
not yet been announced; andThe amount of the Salary Cap, First Apron Level, andSecond Apron Level for the Subsequent Salary Cap Year isequal to the amount of the Salary Cap, First Apron Level,
and Second Apron Level, respectively, for the then-current
Salary Cap Year.

190

Article VII(4) Transaction Restrictions Table:
Transaction

Applicable
Apron Level

A. Team signs or acquires a player using theBi-annual Exception (as described in Section 6(d)below)First Apron
Level

B. Team signs or acquires a player using the
Non-Taxpayer Mid-Level Salary Exception (asdescribed in Section 6(e) below)

First ApronLevel

C. Team acquires a player pursuant to a Contract
entered into in accordance with Section 8(e)(1)
belowFirst Apron
Level

D. Team signs a Contract during the Regular
Season with a player who was previously under aContract that: (i) was terminated during such
Regular Season; and (ii) prior to such termination,
provided for a Salary for the Salary Cap Yearencompassing such Regular Season of greaterthan the amount of the Non-Taxpayer Mid-Level
Salary Exception for such Salary Cap YearFirst Apron
Level

E. Team acquires a player using an Expanded
Traded Player Exception (as described in
Section 6(j)(1)(iv) below)

First ApronLevel

F. Team acquires a player using a Standard
Traded Player Exception (as described in
Section 6(j)(1)(i) below) (i) after the end of theRegular Season in which such Traded Player
Exception arose, or (ii) if such Traded Player
Exception arose during the period from the day
following the last day of a Regular Season throughthe day before the first day of the immediately
following Regular Season, after the last day ofsuch following Regular Season

First ApronLevel

Article VII

Transaction
G. Team acquires a player using a Transition
Traded Player Exception (as described in
Section 6(j)(1)(iii) below)

191

Applicable
Apron Level
First Apron
Level

H. Team acquires a player using an Aggregated
Second Apron
Standard Traded Player Exception (as described
Level
in Section 6(j)(1)(ii) below)
I. Team pays cash to another Team in connection Second Apronwith a trade in accordance with Section 8(a) below
Level
J. Team acquires a player using a Traded Player
Exception (as described in Section 6(j)(1)(i), (ii),(iii), or (iv) below), which Traded Player Second Apron
Exception is in respect of a Player Contract
Level
signed and traded pursuant to Section 8(e)(1)below
K. Team signs a player using the Taxpayer
Second Apron
Mid-Level Salary Exception (as described in
Level
Section 6(f) below)(5) Notwithstanding anything to the contrary in Section 2(e)(2)above, a Team that engages in one or more of the transactions set
forth in rows F through J in the Transaction Restrictions Table
during the 2023-24 Salary Cap Year will not by virtue of engaging inany such transaction(s) be prohibited from having an Apron TeamSalary in the 2023-24 Salary Cap Year that exceeds the Applicable
Apron Level for such Salary Cap Year.

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Article VII
Examples: Assume the following First Apron Levels and Second Apron
Levels:Salary Cap YearFirst Apron
Level

Second Apron
Level

2023-24$170 million$180.5 million

2024-25$178.5 million$189.5 million

2025-26$187.5 million$199 million

1. On July 8, 2023, having not previously signed a Player Contract pursuant
to the Taxpayer Mid-Level Salary Exception at any point during the2023-24 Salary Cap Year, Team A signs a Player Contract pursuant to
the Non-Taxpayer Mid-Level Salary Exception. Immediately following
such signing, Team A’s 2023-24 Apron Team Salary is $165 million andthe remaining portion of the Non-Taxpayer Mid-Level Salary Exception
is $2 million. Such signing (a transaction set forth in row B of theTransaction Restrictions Table with an Applicable Apron Level of theFirst Apron Level): (a) is not prohibited by Section 2(e)(2)(iii)(A) above
because Team A had not previously signed a Player Contract pursuant to
the Taxpayer Mid-Level Salary Exception at any point during the2023-24 Salary Cap Year; and (b) is not prohibited by
Section 2(e)(2)(i)(A) above because, immediately following such signing,
Team A’s 2023-24 Apron Team Salary is less than or equal to$170 million (i.e., the 2023-24 First Apron Level). As a result of suchsigning, pursuant to Section 2(e)(2)(i)(B) above, Team A may not, for theremainder of the 2023-24 Salary Cap Year, have a 2023-24 Apron TeamSalary that exceeds $170 million (i.e., the 2023-24 First Apron Level).
2. On June 20, 2025 (after the conclusion of the 2024-25 Regular Season in
April 2025), having not previously signed a Player Contract pursuant to
the Taxpayer Mid-Level Salary Exception at any point during the2024-25 Salary Cap Year, Team B acquires by assignment a Player
Contract using a Standard Traded Player Exception that arose during the2024-25 Regular Season. Immediately following such trade, Team B’s
2024-25 Apron Team Salary is $177 million, and Team B’s 2025-26
Apron Team Salary (calculated in accordance with Section 2(e)(3)(i) above)is $175 million. Such trade (a transaction set forth in row F of theTransaction Restrictions Table with an Applicable Apron Level of theArticle VII

193

First Apron Level): (a) is not prohibited by Section 2(e)(2)(iii)(B) above
because Team A had not previously signed a Player Contract pursuant to
the Taxpayer Mid-Level Salary Exception at any point during the2024-25 Salary Cap Year; (b) is not prohibited by Section 2(e)(2)(i)(A)above because, immediately following such trade, Team B’s 2024-25 ApronTeam Salary is less than or equal to $178.5 million (i.e., the 2024-25
First Apron Level); and (c) is not prohibited by Section 2(e)(2)(ii)(A)above because immediately following such trade, Team B’s 2025-26 ApronTeam Salary (calculated in accordance with Section 2(e)(3)(i) above) is lessthan or equal to $178.5 million (i.e., the assumed 2025-26 First Apron
Level as calculated in accordance with Section 2(e)(3)(ii) above). As a resultof the trade: (i) pursuant to Section 2(e)(2)(i)(B) above, Team B may not
for the remainder of the 2024-25 Salary Cap Year, have a 2024-25
Apron Team Salary that exceeds $178.5 million (i.e., the 2024-25 First
Apron Level); (ii) pursuant to Section 2(e)(2)(ii)(B) above, Team B may
not, for the remainder of the 2024-25 Salary Cap Year, have a 2025-26
Apron Team Salary (calculated in accordance with Section 2(e)(3)(i) above)that exceeds $178.5 million (i.e., the assumed 2025-26 First Apron
Level); and (iii) pursuant to Section 2(e)(2)(ii)(B) above, Team B may not,for the entirety of the 2025-26 Salary Cap Year, have a 2025-26 ApronTeam Salary that exceeds $187.5 million (i.e., the 2025-26 First Apron
Level).
3. On July 10, 2025, having not previously engaged (x) in a transaction set
forth in row E or F of the Transaction Restrictions Table at any point fromthe day following the last day of the 2024-25 Regular Season through theend of 2024-25 Salary Cap Year or (y) in any transactions set forth inrows A through F of the Transaction Restrictions Table at any point during
the 2025-26 Salary Cap Year, Team C signs a Player Contract pursuant
to the Taxpayer Mid-Level Salary Exception. (Note, for clarity, that it isnecessarily the case that Team C also did not engage in the transaction set
forth in row G of the Transactions Restriction Table at any point from the
day following the last day of the 2024-25 Regular Season through the dateof the Player Contract signing in this example, because such transaction canoccur only during the 2023-24 Salary Cap Year.) Immediately following
such signing, Team C’s 2025-26 Apron Team Salary is $195 million.
Such signing (a transaction set forth in row K of the Transaction Restrictions
Table with an Applicable Apron of the Second Apron Level): (a) is notprohibited by Section 2(e)(2)(ii)(B) above because Team C had notpreviously engaged in a transaction set forth in rows E through G of the194

Article VII
Transaction Restrictions Table (i.e., transactions that would have prohibited
Team C from having an Apron Team Salary that exceeds the First Apron
Level in the 2025-26 Salary Cap Year) at any point from the day following
the last day of the 2024-25 Regular Season through the end of 2024-25
Salary Cap Year; (b) is not prohibited by Section 2(e)(2)(i)(B) above
because Team C had not previously engaged in any transactions set forth inrows A through G of the Transaction Restrictions Table (i.e., transactions
that would have prohibited Team C from having an Apron Team Salarythat exceeds the First Apron Level in the 2025-26 Salary Cap Year) at
any point during the 2025-26 Salary Cap Year; and (c) is not prohibitedby Section 2(e)(2)(i)(A) above because, immediately following such signing,
Team C’s 2025-26 Apron Team Salary is less than or equal to$199 million (i.e., the 2025-26 Second Apron Level). As a result of suchsigning, for the remainder of the 2025-26 Salary Cap Year: (i) pursuant
to Section 2(e)(2)(i)(B) above, Team C may not have a 2025-26 ApronTeam Salary that exceeds $199 million (i.e., the 2025-26 Second Apron
Level); and (ii) pursuant to Section 2(e)(2)(iii)(B) above, Team C may notengage in any of the transactions set forth in rows A through F of theTransaction Restrictions Table.
4. On July 9, 2024, having not previously engaged (x) in any of thetransactions set forth in rows E through J of the Transaction Restrictions
Table at any point from the day following the last day of the 2023-24
Regular Season through the end of 2023-24 Salary Cap Year or (y) in anyof the transactions set forth in the Transactions Restrictions Table at any
point during the 2024-25 Salary Cap Year, Team D seeks to acquire bytrade a player using the Aggregated Standard Traded Player Exception.
Immediately following such trade, Team D’s 2024-25 Apron Team Salarywould be $195 million. The proposed trade (a transaction set forth inrow H of the Transaction Restrictions Table with an Applicable Apron
Level of the Second Apron Level) is prohibited by Section 2(e)(2)(i)(A)above because, immediately following the trade, Team D’s 2024-25 ApronTeam Salary would exceed $189.5 million (i.e., the 2024-25 Second
Apron Level).
5. On June 22, 2024 (after the conclusion of the 2023-24 Regular Season in
April 2024), having not previously engaged in any of the transactions set
forth in rows A through E of the Transaction Restrictions Table at any
point during the 2023-24 Salary Cap Year, Team E acquires by trade a
Player Contract using the Transition Traded Player Exception.

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195

Immediately following such trade, Team E’s 2023-24 Apron Team Salary
is $175 million, and Team E’s 2024-25 Apron Team Salary (calculated
in accordance with Section 2(e)(3)(i) above) is $168 million. Such trade (atransaction set forth in row G of the Transaction Restrictions Table with
an Applicable Apron Level of the First Apron Level): (a) is not prohibitedby Section 2(e)(2)(i)(B) above because Team E had not previously engaged
in any of the transactions set forth in rows A through E of the Transaction
Restrictions Table at any point during the 2023-24 Salary Cap Year (i.e.,transactions that would have prohibited Team E from having an ApronTeam Salary that exceeds the First Apron Level in the 2023-24 Salary
Cap Year); (b) is not prohibited by Section 2(e)(2)(i)(A) above because,
notwithstanding that Team E’s 2023-24 Apron Team Salary exceeds$170 million (i.e., the 2023-24 First Apron Level), pursuant to
Section 2(e)(5) above, a Team that uses the Transition Traded Player
Exception to acquire a player during the 2023-24 Salary Cap Year will
not by virtue of using such Traded Player Exception be prohibited fromhaving a 2023-24 Apron Team Salary that exceeds the 2023-24 First
Apron Level; and (c) is not prohibited by Section 2(e)(2)(ii)(A) above
because, immediately following such trade, Team E’s 2024-25 ApronTeam Salary (calculated in accordance with Section 2(e)(3)(i) above) is lessthan or equal to $170 million (i.e., the assumed 2024-25 First Apron
Level as calculated in accordance with Section 2(e)(3)(ii) above). As a resultof the trade, pursuant to Section 2(e)(2)(ii)(B) above: (i) for the remainderof the 2023-24 Salary Cap Year, Team E may not have a 2024-25
Apron Team Salary (calculated in accordance with Section 2(e)(3)(i) above)that exceeds $170 million (i.e., the assumed 2024-25 First Apron Level);and (ii) for the entirety of the 2024-25 Salary Cap Year, Team E may nothave a 2024-25 Apron Team Salary that exceeds $178.5 million (i.e., the2024-25 First Apron Level).
(f) Draft Pick Penalty.
(1) As used in this Agreement, the following terms shall have thefollowing meanings:(i)“Second Apron Team” means, for a Salary Cap Year, a Team
that, as of the start of the Team’s last Regular Season gameoccurring within such Salary Cap Year, has an Apron TeamSalary for such Salary Cap Year that exceeds the Second
Apron Level for such Salary Cap Year.

196

Article VII(ii)“Draft Pick Penalty” means, for a Team’s first round draft
pick, that such draft pick shall be the final draft pick in thefirst round of the applicable NBA Draft (regardless of theposition in the first round of the Draft at which the Teamotherwise would have selected pursuant to NBA rules
governing the order of selection by Teams in the Draft);provided, however, that, if multiple Teams’ first round draft
picks are each subject to a Draft Pick Penalty in respect of
the same NBA Draft, then the Teams with such first rounddraft picks shall select in the inverse order of their winning
percentage for the Regular Season immediately preceding
such NBA Draft (with priority in selection among any such
Teams tied on a winning percentage basis establishedpursuant to NBA rules governing the order of selection byTeams in the Draft). For example, if Team A’s and TeamB’s first round draft picks in the 2032 NBA Draft are eachsubject to a Draft Pick Penalty, and Team A finished with abetter winning percentage than Team B for the 2031-32
Regular Season, then Team A would make the final selectionin the first round of the 2032 NBA Draft and Team B would
make the immediately preceding selection.

(2) Beginning with the 2024-25 Salary Cap Year, if a Team is a
Second Apron Team for a Salary Cap Year, then:(i)the Team shall be prohibited from trading (either
conditionally or unconditionally) its first round draft pick in
the first NBA Draft that occurs following the seventh
Season that follows the Season occurring within such Salary
Cap Year; and(ii)

with respect to the four (4) Salary Cap Years immediately
following such Salary Cap Year:(A)

If the Team is a Second Apron Team for two (2) ormore of such four (4) Salary Cap Years, then suchfirst round draft pick shall be subject to a Draft Pick
Penalty; andArticle VII
(B)

197

If the Team is a Second Apron Team for fewer thantwo (2) of such four (4) Salary Cap Years, then, as ofthe day following the last day of the Regular Season
encompassed by the third of such four (4) Salary Cap
Years in which the Team is not a Second Apron
Team, such Team shall be permitted to trade(conditionally or unconditionally) such first rounddraft pick. For clarity, such first round draft pickshall not be subject to a Draft Pick Penalty.

Example: If Team A is a Second Apron Team for the 2024-25 Salary Cap
Year, then it would be prohibited from trading its 2032 first round draft pick(i.e., its first round draft pick in the first NBA Draft that occurs following theseventh Season that follows the Season occurring within such Salary Cap Year).
If Team A is also a Second Apron Team for the 2025-26 and 2028-29 Salary
Cap Years, then Team A’s 2032 first round draft pick would be subject to a
Draft Pick Penalty.
Example: If Team B is a Second Apron Team for the 2024-25 Salary Cap
Year, then it would be prohibited from trading its 2032 first round draft pick.
If Team B is not a Second Apron Team in the 2025-26, 2026-27, and2027-28 Salary Cap Years, then Team B would be permitted to trade its 2032
first round draft pick as of the day following the last day of the 2027-28 Regular
Season (and such first round draft pick would not be subject to a Draft Pick
Penalty).
(g) Expansion Team Salary Caps, Minimum Team Salaries, Tax
Levels, and Apron Levels. Each Expansion Team shall have the same
Salary Cap, Minimum Team Salary, Tax Level, First Apron Level, andSecond Apron Level as all other Teams, except as follows:(1) During the first Salary Cap Year in which it begins play, an
Expansion Team shall have a Salary Cap equal to sixty-six andtwo-thirds percent (66-2/3%) of the Salary Cap calculated pursuant
to Section 2(a) above (the “First Year Expansion Team Salary Cap”);
and shall have a Minimum Team Salary equal to ninety percent(90%) of the First Year Expansion Team Salary Cap.
(2) During the Salary Cap Year immediately following the Salary
Cap Year in which it begins play, an Expansion Team shall have a198

Article VII
Salary Cap equal to eighty percent (80%) of the Salary Cap calculated
pursuant to Section 2(a) above (the “Second Year Expansion TeamSalary Cap”); and shall have a Minimum Team Salary equal to ninety
percent (90%) of the Second Year Expansion Team Salary Cap.

Section 3.

Determination of Salary.

For the purposes of determining a player’s Salary with respect to a Salary
Cap Year, the following rules shall apply:(a) Deferred Compensation.
(1) General Rule: All Player Contracts entered into, extended, or
renegotiated after the date of this Agreement shall specify the
Season(s) in which any Deferred Compensation is earned. Deferred
Compensation shall be included in a player’s Salary for the Salary
Cap Year encompassing the Season in which such Deferred
Compensation is earned.
(2) Over 38 Rule: The following provisions shall apply to any Player
Contract entered into, extended, or renegotiated that, beginningwith the date such Contract, Extension, or Renegotiation is signed,
covers four (4) or more Seasons, including one (1) or more Seasonscommencing after such player will reach or has reached age
thirty-eight (38) (an “Over 38 Contract”):(i)Except as provided in Sections 3(a)(2)(ii)-(iii) below, theaggregate Salaries in an Over 38 Contract for Salary Cap
Years commencing with the fourth Salary Cap Year of such
Over 38 Contract or the first Salary Cap Year that covers a
Season that follows the player’s 38th birthday, whichever islater, shall be attributed to the prior Salary Cap Years pro
rata on the basis of the Salaries for such prior Salary Cap
Years.

(ii)

If a Qualifying Veteran Free Agent who is age 35 or 36
enters into an Over 38 Contract with his Prior Teamcovering five (5) Seasons, the Salary in such Over 38
Contract for the fifth Salary Cap Year shall be attributed tothe prior Salary Cap Years pro rata on the basis of the
Salaries for such prior Salary Cap Years. For purposes ofArticle VII

199

this Section 3(a)(2)(ii), a Qualifying Veteran Free Agent who(x) enters into an Over 38 Contract with his Prior Teamprior to October 1 of a Salary Cap Year, (y) is age 34 at thetime he enters into the Contract, and (z) will turn age 35 on
or before such October 1 shall be deemed to be 35 at thetime he enters into such Over 38 Contract.
(iii)

For each Salary Cap Year of an Over 38 Contract beginningwith the second Salary Cap Year prior to the First Zero Year(as defined in Section 3(a)(2)(vi) below), if the player’s
Contract has not been terminated as of the July 1 of such
Salary Cap Year, then the Salaries of the player for such
Salary Cap Year and the subsequent two (2) or fewer Salary
Cap Years covered by the Contract (including any Zero Year(as defined in Section 3(a)(2)(vi) below)) shall, on such
July 1, be aggregated and attributed in equal shares to eachof such three (3) or fewer Salary Cap Years.

(iv)

Notwithstanding Section 3(a)(2)(i) above, there shall be no
re-allocation of Salaries pursuant to this Section 3(a)(2) for
any Contract between a Qualifying Veteran Free Agent andhis Prior Team covering four (4) or fewer Seasons enteredinto by a player at age 35 or 36. For purposes of thisSection 3(a)(2)(iv), a Qualifying Veteran Free Agent who(x) enters into an Over 38 Contract with his Prior Teamprior to October 1 of a Salary Cap Year, (y) is age 34 at thetime he enters into the Contract, and (z) will turn age 35 on
or before such October 1 shall be deemed to be 35 at thetime he enters into such Over 38 Contract.

(v)

For purposes of determining whether a Contract is an
Over 38 Contract pursuant to this Section 3(a)(2) only,
Seasons shall be deemed to commence on October 1 andconclude on the last day of the Salary Cap Year.

(vi)“Zero Year” means, with respect to an Over 38 Contract,
any Salary Cap Year in which the Salary called for under theContract has been attributed, in accordance with
Section 3(a)(2)(i), (ii), or (iii) above, to prior Salary Cap Yearsof the Contract. “First Zero Year” means, with respect to200

Article VII
an Over 38 Contract, the earliest Salary Cap Year in which
the Salary called for under the Contract has been attributed,
in accordance with Section 3(a)(2)(i), (ii), or (iii) above, toprior Salary Cap Years of the Contract.
(vii)

For purposes of this subsection (a)(2): (i) a player (A) whosebirthday is on a date during the Moratorium Period and(B) who signs a Contract, Extension, or Renegotiation on or
before the fifth day following the date on which theMoratorium Period concludes shall be treated as if his age,at the time of such signing, was his age on the immediately
preceding June 30; and (ii) any player whose Over 38
Contract is signed pursuant to Section 8(e)(1) below shall not
be considered a Qualifying Veteran Free Agent.

(b) Signing Bonuses.
(1) Amounts Treated as Signing Bonuses: For purposes of determining
a player’s Salary, the term “signing bonus” shall include:(i)any amount provided for in a Player Contract that is earned
upon the signing of such Contract;(ii)

at the time of a trade of a Player Contract, any amount that,
under the terms of the Contract, is earned in the form of abonus upon the trade of the Contract; and(iii)

payments in excess of the Excluded International Player
Payment Amount, in accordance with Section 3(e) below.

(2) Proration: Any signing bonus contained in a Player Contract
shall be allocated over the number of Salary Cap Years (or over thethen-current and any remaining Salary Cap Years in the case of asigning bonus described in Section 3(b)(1)(ii) above) covered bysuch Contract in proportion to the percentage of Base
Compensation in each such Salary Cap Year that, at the time ofallocation, is protected for lack of skill; provided, however, that if
the Player Contract provides for an ETO, the foregoing allocation
shall be performed only over Salary Cap Years that precede theEffective Season of such ETO. In the event that, at the time ofallocation, none of the Base Compensation provided for by a Player

Article VII

201

Contract (or none of the then-current or remaining Base
Compensation in the case of a signing bonus described in
Section 3(b)(1)(ii) above) is protected for lack of skill, then the entire
amount of the signing bonus shall be allocated to the first Salary Cap
Year of the Contract (or, in the case of a signing bonus described in
Section 3(b)(1)(ii) above, the Salary Cap Year during which theplayer’s Contract is traded).
(3) Extensions:(i)

In the event that a Team with a Team Salary at or over the
Salary Cap enters into an Extension that calls for or contains
a signing bonus, such signing bonus shall be paid no sooner
than the first day of the first Salary Cap Year covered by theextended term and shall be allocated, in equal parts, over thenumber of Salary Cap Years covered by the extended termin proportion to the percentage of Base Compensation ineach such Salary Cap Year that, at the time of allocation, is
protected for lack of skill. In the event that, at the time of
the allocation, none of the Base Compensation provided for
during the extended term is protected for lack of skill, thenthe entire amount of the signing bonus shall be allocated to
the first Salary Cap Year of the extended term.

(ii)

A Team with a Team Salary below the Salary Cap may enter
into an Extension that calls for or contains a signing bonus
to be paid at any time during the Contract’s original or
extended term. In the event that a Team with a Team Salary
below the Salary Cap enters into an Extension that calls foror contains a signing bonus to be paid no sooner than thefirst day of the Salary Cap Year covered by such extended
term, the bonus shall be allocated in accordance with theproration rules set forth in Section 3(b)(3)(i) above. In theevent a Team with a Team Salary below the Salary Cap enters
into an Extension that calls for or contains a signing bonus
to be paid prior to the first day of the first Salary Cap Year
covered by the extended term, the following rules shallapply:

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Article VII(A)

The signing bonus shall be allocated over theremaining Salary Cap Years (including thethen-current Salary Cap Year) under the originalterm of the Contract and the extended term inproportion to the percentage of Base Compensationin each such Salary Cap Year that, at the time ofallocation, is protected for lack of skill. In the event
that, at the time of allocation, none of the Base
Compensation provided for during the then-current
and any remaining Salary Cap Years under theoriginal term of the Contract or during the extended
term is protected for lack of skill, then the entire
amount of the signing bonus shall be allocated to the
Salary Cap Year during which the Extension issigned; and(B)

The Extension shall be deemed a Renegotiation andshall be subject to the rules governing
Renegotiations set forth in Section 7 below; and(C)

Notwithstanding Article II, Section 3(b), theExhibit 1 of such Extension must provide that thesigning bonus shall be paid in two (2) installments asfollows:(1)

the first installment shall be paid on a
specified date prior to the first day of thefirst Salary Cap Year covered by theextended term, and shall be for an amountequal to the portion of the signing bonusthat is allocated to the Salary Cap Year(s)covered by the original term of the Contract;
and

(2)

the second installment shall be paid on a
specified date on or after the first day of thefirst Salary Cap Year covered by theextended term, and shall be for an amountequal to the portion of the signing bonusthat is allocated to the Salary Cap Year(s)Article VII

203

covered by the extended term of theContract.
(iii)

If a Team and player enter into an Extension and providethat the trade bonus provision contained in the originalContract would not be applicable to the extended term inaccordance with Article XXIV, Section 2(a)(v), then, in thecase of an earned signing bonus described in
Section 3(b)(1)(ii) above, the signing bonus shall be allocatedover the then-current and any remaining Salary Cap Year(s)covered by the original term of the extended Contract (andnot any of the Salary Cap Years covered by the extendedterm) in proportion to the percentage of Base Compensationin each such Salary Cap Year that, at the time of allocation,is protected for lack of skill. In the event that, at the time ofallocation, none of the then-current or applicable remaining
Base Compensation is protected for lack of skill, then theentire amount of the signing bonus shall be allocated to the
Salary Cap Year during which the player’s extended Contract
is traded.

(iv)

If a Team and player enter into an Extension that contains a
trade bonus provision that is applicable to the Contract’s
original and extended term, then, in the case of a signingbonus described in Section 3(b)(1)(ii) above that is earned
prior to the first day of the Salary Cap Year covered by theextended term:(A)

For purposes of calculating the signing bonus andallocating the signing bonus to the applicable Salary
Cap Year(s), the Base Compensation in the extended
term of the Contract shall be the Base
Compensation as set forth in the Contract; provided,
however, that:(1)

If the Contract provides for Base
Compensation in the first Salary Cap Year of
the extended term that is expressed as apercentage of the Salary Cap in accordancewith Article II, Section 7(d) or Section 7(e),204Article VIIthen the Base Compensation in the extended
term of the Contract shall be determinedassuming that the Salary Cap will increase by
four and one-half percent (4.5%) each Salary
Cap Year beginning with the Salary Cap Yearfollowing the then-current Salary Cap Yearand ending with the first Salary Cap Year
covered by the extended term; or
(2)

(B)

If the Contract provides for Salary plus
Unlikely Bonuses in the first Salary Cap Yearof the extended term that exceeds theapplicable Maximum Annual Salary thatwould apply to such player assuming that(a) the player will be credited with a Year ofService for each remaining year of theoriginal term of the Contract, and (b) the
Salary Cap will increase by four and one-halfpercent (4.5%) each Salary Cap Year
beginning with the Salary Cap Yearfollowing the then-current Salary Cap Yearand ending with the first Salary Cap Year
covered by the extended term, then the Base
Compensation in the extended term of theContract shall be determined to be the Base
Compensation that would result from thedeemed amendment(s) pursuant to
Article II, Section 7(c) using theassumptions described in clauses (a) and (b)of this subsection.

Notwithstanding the Exhibit 4 to such Contract, thesigning bonus shall be paid in two (2) installments asfollows:(1)

The first installment shall be paid within
thirty (30) days of the date of the trade towhich the bonus applies, and shall be for an
amount equal to the portion of the signingbonus that is allocated to the Salary Cap

Article VII

205

Year(s) covered by the original term of theContract; and
(2)

(v)

The second installment shall be paid within
thirty (30) days of the first day of the first
Salary Cap Year covered by the extended
term, and shall be for an amount equal to the
portion of the signing bonus that is allocatedto the Salary Cap Year(s) covered by theextended term of the Contract.

In the event that a team is required to make signing bonus
payment(s) pursuant to Section 3(b)(3)(i), 3(b)(3)(ii)(C), or3(b)(3)(iv) above, and the amount(s) of the signing bonus
allocation in respect of such signing bonus are deemed
amended pursuant to Article II, Section 7(c), then theamount of the payment required pursuant to
Section 3(b)(3)(i), 3(b)(3)(ii)(C)(2), or 3(b)(3)(iv)(B)(2) above
shall be reduced to equal the sum of the signing bonus
allocation amount(s) that result from the deemed
amendment(s) pursuant to Article II, Section 7(c).

(c) Loans to Players. The following rules shall apply to any loan madeby any Team to a player:(1) If any such loan bears no interest (or annual interest at aneffective rate lower than the “Target Rate” (as defined below)), thenthe interest shall be imputed on the outstanding balance at a rateequal to the difference between the Target Rate and the actual rateof interest to be paid by the player and such imputed interest shallbe included in the player’s Salary. The “Target Rate” means the“Prime Rate” (as defined below) plus one percent (1%) as of thedate the loan is agreed upon, except that the “Target Rate” shall be
no lower than seven percent (7%) or greater than nine percent (9%).
For purposes of this Section 3(c)(1), “Prime Rate” means the prime
rate reported in the “Money Rates” column or any successor columnof The Wall Street Journal.
(2) No loan made to a player may (along with other outstandingloans to the player) exceed the amount of the player’s Salary for the206

Article VII
then-current Salary Cap Year that is protected for lack of skill. Allloans must be repaid through deductions from the player’s
remaining Current Base Compensation over the years of theContract that, at the time the loan is agreed upon, provide for Base
Compensation that is fully protected for lack of skill (prior to the
Effective Season of any ETO) in equal annual amounts (the “annual
allocable repayment amounts”). If a loan is made at a time when theremaining Current Base Compensation due for the relevant Season
that is fully protected for lack of skill is less than the annual allocablerepayment amount that would be owed on a loan for the full amountof the player’s Current Base Compensation that is fully protected forlack of skill for the relevant Season (the “maximum annual allocablerepayment amount”), the maximum loan amount for that Season
shall be reduced by the amount by which the maximum annual
allocable repayment amount exceeds the amount of remaining
Current Base Compensation that is fully protected for lack of skill.
(For example, if a Player has $2 million in Current Base
Compensation (fully protected for lack of skill) in the first Season ofa five-year Contract, and a loan is made during that Season at a time
when the Player has already received his Current Base
Compensation for that Season, the loan may not exceed$1.6 million.)(3) In addition to the restrictions set forth in Section 3(c)(2) above:(i) no loan may be made that would result in a violation of Article II,
Section 13(e); and (ii) no loan may be made to a player whose
Contract provides for Base Compensation equal to the Minimum
Player Salary.
(4) Any forgiveness by a Team of a loan to a player shall be deemeda Renegotiation in the Salary Cap Year of such forgiveness and shallbe subject to the rules governing Renegotiations set forth in
Section 7 below.

(d) Incentive Compensation.
(1) For purposes of determining a player’s Salary each Salary Cap
Year, except as provided in Sections 3(d)(2)-(4) below, any
Performance Bonus (provided such Performance Bonus may be
included in a Player Contract in accordance with Section 5(b) below),Article VII

207

shall be included in Salary only if such Performance Bonus would
be earned if the Team’s or player’s performance were identical to theperformance in the immediately preceding Salary Cap Year.
(2) Notwithstanding Section 3(d)(1) above, in the event that, at thetime of the signing of a Contract, Renegotiation or Extension, theNBA or the Players Association believes that the performance of aplayer and/or his Team during the immediately preceding Salary Cap
Year does not fairly predict the likelihood of the player earning a
Performance Bonus during any Salary Cap Year covered by theContract, Renegotiation, or extended term of the Extension (as thecase may be), the NBA or the Players Association may request thata jointly selected basketball expert (“Expert”) determine whether(i) in the case of an NBA challenge, it is more likely than not thatthe bonus will be earned, or (ii) in the case of a Players Association
challenge, it is very likely that the bonus will not be earned. The
party initiating a proceeding before the Expert shall carry the burdenof proof. The Expert shall conduct a hearing within five (5) businessdays after the initiation of the proceeding, and shall render adetermination within five (5) business days after the hearing.
Notwithstanding anything to the contrary in this Section 3(d)(2), no
party may, in connection with any proceeding before the Expert,
refer to the facts that, absent a challenge pursuant to thisSection 3(d)(2), a Performance Bonus would or would not be
included in a player’s Salary pursuant to Section 3(d)(1) above, or
would be termed “Likely” or “Unlikely” pursuant to Article I,
Section 1(ff) or (eeee). If, following an NBA challenge, the Expert
determines that a Performance Bonus is more likely than not to beearned, the bonus shall be included in the player’s Salary. If,
following a Players Association challenge, the Expert determinesthat a Performance Bonus is very likely not to be earned, the bonus
shall be excluded from the player’s Salary. The Expert’s
determination that a Performance Bonus is more likely than not tobe earned or very likely not to be earned shall be final, binding andunappealable. The fees and costs of the Expert in connection withany proceeding brought pursuant to this Section 3(d)(2) shall beborne equally by the parties.
(3) In the case of a Rookie or a Veteran who did not play during
the immediately preceding Salary Cap Year who signs a Contract

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containing a Performance Bonus, or in the case of a player signed or
acquired by an Expansion Team whose Contract contains a
Performance Bonus to be paid as a result of, in whole or in part, theplayer’s achievement of agreed-upon benchmarks relating to theTeam’s performance during its first Salary Cap Year, such
Performance Bonus will be included in Salary if it is likely to beearned. In the event that the NBA and the Players Association
cannot agree as to whether a Performance Bonus is likely to beearned, such dispute will be referred to the Expert, who will
determine whether the bonus is likely to be earned or not likely tobe earned. The Expert shall conduct a hearing within five (5)business days after the initiation of the proceeding, and shall rendera determination within five (5) business days after the hearing. The
Expert’s determination that a Performance Bonus is likely to beearned or not likely to be earned shall be final, binding, andunappealable. The fees and costs of the Expert in connection withany proceeding brought pursuant to this Section 3(d)(3) shall beborne equally by the parties.
(4) In the event that either party initiates a proceeding pursuant to
Section 3(d)(2) or (3) above, the player’s Salary plus the full amountof any disputed bonuses shall be included in Team Salary during thependency of the proceeding.
(5) In the event the NBA and the Players Association cannot agree
on an Expert, any challenge pursuant to Sections 3(d)(2) and (3)above may be filed with the Grievance Arbitrator in accordance with
Article XXXI, Sections 2-7 and 15.
(6) All Incentive Compensation described in Article II,
Sections 3(b)(iii) and 3(c) shall be included in Salary.

(e) International Player Payments.
(1) Any amount in excess of the amounts set forth below(“Excluded International Player Payment Amounts”) paid or to be
paid by or at the direction of any NBA Team to (i) any basketballteam other than an NBA Team, or (ii) any other entity, organization,
representative or person, for the purpose of inducing a player who
is participating in the game of basketball as a professional outside ofArticle VII

209

the United States to enter into a Player Contract or in connection
with securing the right to enter into a Player Contract with such aplayer shall be deemed Salary (in the form of a signing bonus) to theplayer:Salary Cap Year2023-242024-252025-262026-272027-282028-292029-30

Excluded International Player
Payment Amount$825,000$850,000$875,000$900,000$925,000$950,000$975,000(2) Subject to Article XIII, any payment up to the Excluded
International Player Payment Amount for a Salary Cap Year paid byor at the direction of any NBA Team pursuant to Section 3(e)(1)above to a professional basketball team outside the United States tosecure the contractual release of a player shall not be deemed Salaryto the player.
(3) Any payment for a Salary Cap Year paid by or at the directionof any NBA Team pursuant to Section 3(e)(1) above may be paid ina single installment or in multiple installments. The Excluded
International Player Payment Amount, whether used in whole or inpart, may be used by an NBA Team whenever it signs a player to a
new Player Contract, except that the Excluded International Player
Payment Amount may not be used, in whole or in part, more thanonce in any three-Salary Cap Year period with respect to the sameplayer.
(4) The Excluded International Player Payment Amount, or any
part of it, shall be deemed to have been used as of the date of thePlayer Contract to which it applies, regardless of when it is actually
paid. A schedule of payments relating to the Excluded International
Player Payment Amount, or any part of it, agreed upon at the timeof the signing of the Player Contract to which it applies, shall not be
deemed a multiple use of the Excluded International Player Payment
Amount.

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Article VII(5) Notwithstanding Section 3(e)(1) above, no amount paid or tobe paid pursuant to this Section 3(e) shall be counted toward the
Minimum Team Salary obligation of a Team in accordance with
Section 2(b) or (c) above.
(6) Within two (2) business days following the NBA’s receipt ofnotice of any payments made by any NBA Team that are governedby this Section 3(e), the NBA shall provide the Players Association
with written notice of such payments.
(7) Notwithstanding anything to the contrary in this Section 3(e),Teams shall be prohibited from making any payment governed bythis Section 3(e) for the purpose of inducing a player to enter into a
Two-Way Contract or a Contract with an Exhibit 10, or inconnection with securing the right to enter into a Two-Way Contract
or a Contract with an Exhibit 10 with a player; and any Team thatagrees to make a payment governed by this Section 3(e) with respect
to a player shall be prohibited from entering into a Two-Way
Contract or a Contract with an Exhibit 10 with such player for aperiod of one (1) year following the date of such agreement.

(f) One-Year Minimum Contracts. Except where otherwise statedin this Agreement, the Salary of every player who signs a one-year, 10-Day,
or Rest-of-Season Contract for the Minimum Player Salary applicable tosuch player shall be the lesser of (1) such Minimum Player Salary, or (2) the
portion of such Minimum Player Salary that is not reimbursed out of the
League-wide benefits fund described in Article IV, Section 6(h).
(g) Insurance Premium Reimbursement. If a Team reimburses aplayer for life insurance premiums pursuant to Article II, Section 4(j)(ii),such premium reimbursement shall not be included in the computation of
the player’s Salary.
(h) Averaging. In accordance with Article XI, Section 5(d)(iii), a
player’s Salary for each Salary Cap Year covered by his Contract shall bedeemed in certain circumstances to be the average of the aggregate Salaries
for each such Salary Cap Year.
(i) Player Conduct-Related Compensation Reductions. The
computation of a player’s Salary shall be made without regard to anyArticle VII

211

reduction made (or to be made) to his Compensation in accordance with
Article VI, Section 1 or Article XLI, Section 4(e). For clarity, thisSection 3(i) shall not apply to the computation of a player’s Adjustment
Salary in accordance with Article VII, Section 12.
(j) Existing Contracts. A player’s Salary with respect to any Salary
Cap Year covered by a Contract entered into prior to the effective date ofthis Agreement shall continue to be calculated in accordance with the Salary
Cap rules that were in existence at the time the Contract was entered into
except as provided in Section 7(d)(6) below. In no event shall the preceding
sentence apply to the calculation of Salary with respect to any Contract,
Extension (with respect to the extended term), Renegotiation, transaction,or event entered into or occurring on or after the effective date of thisAgreement.
Section 4.

Determination of Team Salary.

(a) Computation. For purposes of computing Team Salary under thisAgreement, all of the following amounts shall be included:(1) Subject to the rules set forth in this Article VII, the aggregate
Salaries of all active players (and former players to the extent
provided by the terms of this Agreement) attributable to a particular
Salary Cap Year, including, without limitation:(i)

Salaries paid or to be paid to players whose Player Contracts
have been terminated pursuant to the NBA’s waiverprocedure (without regard to any revised payment schedulethat might be provided for in the terminated Player
Contracts), except that, with respect to any Player Contractthat has been terminated pursuant to the NBA’s waiverprocedure, if the waiving Team elects in writing to have theplayer’s Salary stretched for Team Salary purposes inaccordance with applicable CBA stretch rules, then theamount to be included in Team Salary for a Salary Cap Yearin respect of the terminated Player Contract shall equal theamount allocated to such Salary Cap Year in accordance withsuch rules.

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Article VII(ii)

Any amount called for in a retired player’s Player Contract
paid or to be paid to the player. When a player retires andthe Team continues to pay such amounts, then, for purposesof computing the player’s Salary for the then-current and any
remaining Salary Cap Year covered by the Contract, theaggregate of such amounts, notwithstanding the payment
schedule, shall be allocated pro rata over the then-current
and each remaining Salary Cap Year on the basis of theremaining unearned protected Compensation in each such
Salary Cap Year at the time of retirement.

(iii)

Amounts paid or to be paid pursuant to awards for, or
settlements of, Grievances between a player and a Team
concerning Compensation obligations under a Player
Contract in accordance with the following rules (which,except for purposes of Section 4(a)(1)(iii)(C) below, shall beapplied with respect to each Season for which there is any
Compensation in dispute, as if the grievance relates only tosuch Season):
(A)

(1)

When a player initiates a Grievance (asdefined in Article XXXI) against a Teamseeking the payment of Compensation for a
Season covered by the current or any future
Salary Cap Year that the Team asserts is not
owed, fifty percent (50%) of the disputed
amount shall be included in Team Salary for
the Salary Cap Year to which the Grievance
relates. If the Grievance is resolved during
or prior to the Salary Cap Year to which it
relates, following resolution of the
Grievance, whether by award or settlement,
the disputed amount payable by the Team inexcess of the fifty percent (50%) allocation
shall be included in Team Salary for the
Salary Cap Year to which the Grievance
relates, or, alternatively, the amount bywhich the fifty percent (50%) allocation
exceeds the disputed amount payable by theTeam shall be subtracted from Team SalaryArticle VII

213

for the Salary Cap Year to which the
Grievance relates.
(2)

If a Grievance described in the first sentenceof Section 4(a)(1)(iii)(A)(1) above is resolved
after the conclusion of the Salary Cap Yearto which it relates, the disputed amountpayable by the Team related to such Salary
Cap Year in excess of the fifty percent (50%)
allocation shall be included in Team Salary
for the Salary Cap Year in which the
Grievance is resolved, or, alternatively, theamount by which the fifty percent (50%)
allocation exceeds the disputed amountpayable by the Team related to such Salary
Cap Year shall be subtracted from TeamSalary for the Salary Cap Year in which thegrievance is resolved. Notwithstanding thepreceding sentence: (i) a Team shall be
required to pay additional tax to the NBA if
and to the extent that, due to the operationof this Section 4(a)(1)(iii)(A)(2), theaggregate tax it pays to the NBA pursuant to
Section 2(d) above for the two (2) Salary Cap
Years in question (the Salary Cap Year forwhich the fifty percent (50%) allocation wasmade and the subsequent Salary Cap Year inwhich the Grievance was resolved) is lessthan it would have been had the Grievancebeen resolved during the Salary Cap Year towhich it related; and (ii) a Team shall beentitled to a tax refund from the NBA if andto the extent that, due to the operation ofthis Section 4(a)(1)(iii)(A)(2), the aggregate
tax it pays to the NBA pursuant to
Section 2(d) above for the two (2) Salary Cap
Years in question is greater than it would
have been had the grievance been resolved
during the Salary Cap Year to which it
related. In order to facilitate any such

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Article VII
required tax refund from the NBA to theTeam, the NBA shall set aside, pending
resolution of the Grievance, the amount oftax paid by that Team in the Salary Cap Yearto which the Grievance relates that is
attributable to the fifty percent (50%)
allocation. Following resolution of the
Grievance, the NBA shall pay to the Teamthe tax refund to which it is entitled (if any)
based upon the resolution of the Grievance,
and the remainder of the set aside tax funds
shall be distributed by the NBA to one (1) or
more Teams or otherwise used by the
League in such manner as the NBA may
reasonably determine, consistent with theprovisions of Section 2(d)(4) above.
(B)

When a player initiates a Grievance against a Teamseeking the payment of Compensation for a Season
covered by a prior Salary Cap Year that the Teamasserts is not owed, following resolution of the
Grievance, whether by award or settlement, thedisputed amount payable by the Team, if any, shallbe included in Team Salary for the Salary Cap Yearin which the Grievance is resolved (but only to theextent that it had been previously excluded fromTeam Salary). Notwithstanding the preceding
sentence: (i) a Team shall be required to pay
additional tax to the NBA if and to the extent that,
due to the operation of this Section 4(a)(1)(iii)(B),
the aggregate tax it pays to the NBA pursuant to
Section 2(d) above for the two (2) Salary Cap Yearsin question (the Salary Cap Year to which the
Grievance related and the subsequent Salary Cap
Year in which the Grievance was resolved) is lessthan it would have been had the disputed amountpayable by the Team been included in Team Salaryduring the Salary Cap Year to which it related; and(ii) a Team shall be entitled to a tax refund from the
NBA if and to the extent that, due to the operation

Article VII215

of this Section 4(a)(1)(iii)(B), the aggregate tax it pays
to the NBA pursuant to Section 2(d) above for thetwo (2) Salary Cap Years in question is greater than
it would have been had the disputed amount payable
by the Team been included in Team Salary during
the Salary Cap Year to which it related.

(iv)

(C)

If a Grievance relates to a player’s Compensation for
more than one (1) Season, for purposes ofdetermining the disputed amount payable by theTeam with respect to each such Season following theresolution of the Grievance, the aggregate amounts
payable to the player for all Seasons pursuant to theresolution of the Grievance, whether by award or
settlement, shall be allocated to each such Season in
proportion to the amount of Compensation that wasin dispute for such Season, unless, in the case of anaward, the Grievance Arbitrator allocates theamounts payable to the player to specific Seasons.

(D)

Immediately upon reaching any agreement (oral or
written) to resolve a Grievance relating to a player’s
Compensation, a Team shall notify the NBA byemail and provide the NBA with the terms of suchagreement. A Team’s failure to comply with thepreceding sentence may be considered evidence of aviolation of Article XIII. If a Team delays or
attempts to delay in any manner the processing or
resolution of a Grievance relating to a player’s
Compensation for the purpose of creating or
increasing its Room in any Salary Cap Year or for the
purpose of reducing or deferring a tax payment to
the NBA, such conduct shall constitute a violationof Article XIII.

Salaries anticipated to be included in Team Salary based
upon any agreement disclosed to the NBA pursuant to
Article II, Section 13(a)(i) (including, without limitation, any
executed Player Contract whose validity is conditional on thepassage of a physical examination by the player or on the216

Article VII
assignment of the Contract), except to the extent that any
such Salary is less than a player’s Free Agent Amount (asdefined in Section 4(d) below).
(2) (i) With respect to each Veteran Free Agent who last played fora Team who is an Unrestricted Free Agent, the Free Agent
Amount (as defined in Section 4(d) below) attributable tosuch Veteran Free Agent.
(ii)

With respect to each Veteran Free Agent who last played fora Team who is a Restricted Free Agent, the greater of (A) theFree Agent Amount (as defined in Section 4(d) below)
attributable to such Veteran Free Agent, (B) the Salary called
for in any outstanding Qualifying Offer (other than a
Two-Way Qualifying Offer, as defined in Article XI,
Section 1(e)(iii)(B) below) tendered to such Veteran Free
Agent (or, if the Restricted Free Agent was also tendered a
Maximum Qualifying Offer pursuant to Article XI,
Section 4(a)(ii), the Salary called for in such outstanding
Maximum Qualifying Offer), or (C) the Salary called for in
any First Refusal Exercise Notice (as defined in Article XI,
Section 5(g)) issued with respect to such Veteran Free Agent.

(3) The aggregate Salaries called for under all outstanding Offer
Sheets (as defined in Article XI, Section 5(b)).
(4) An amount with respect to a Team’s unsigned First RoundPick, if any, as determined in accordance with Section 4(e) below.
(5) An amount with respect to the number of players fewer thantwelve (12) included in a Team’s Team Salary, as determined inaccordance with Section 4(f) below.
(6) Value or consideration received by retired players that isdetermined to be includable in Team Salary in accordance with
Article XIII, Section 5.
(7) The amount of any Salary Cap Exception that is deemedincluded in Team Salary in accordance with Section 6(n)(2) below.

Article VII

217(8) An amount, if any, included in Team Salary in accordance with
the Minimum Team Salary rules set forth in Section 2(c)(3) above.
(b) Expansion. The Salary of any player selected by an Expansion
Team in an expansion draft and terminated in accordance with the NBA
waiver procedure before the first day of the Expansion Team’s first Season
shall not be included in the Expansion Team’s Team Salary, except, to theextent such Salary is paid, for purposes of determining whether the
Expansion Team has satisfied its Minimum Team Salary obligation for such
Season.
(c) Assigned Contracts. For purposes of calculating Team Salary,with respect to any Player Contract that is assigned, the assignee Team shall,
upon assignment, have included in its Team Salary the entire Salary for thethen-current Salary Cap Year and for all future Salary Cap Years.
(d) Free Agents. Subject to Section 4(a)(2)(ii) above, until a Team’s
Veteran Free Agent re-signs with his Team, signs with another NBA Team,or is renounced, he will be included in his Prior Team’s Team Salary at oneof the following amounts (“Free Agent Amounts”):(1) (i) A Qualifying Veteran Free Agent, other than a Qualifying
Veteran Free Agent described in Section 4(d)(1)(ii) below,
will be included at one hundred fifty percent (150%) of his
prior Salary if it was equal to or greater than the Estimated
Average Player Salary for the prior Salary Cap Year, and one
hundred ninety percent (190%) of his prior Salary if it wasless than the Estimated Average Player Salary for the priorSalary Cap Year.
(ii)

A Qualifying Veteran Free Agent following the second
Option Year of his Rookie Scale Contract will be included
at two hundred fifty percent (250%) of the player’s priorSalary if it was equal to or greater than the Estimated
Average Player Salary for the prior Salary Cap Year, andthree hundred percent (300%) of his prior Salary if it wasless than the Estimated Average Player Salary for the priorSalary Cap Year.

218

Article VII(2) An Early Qualifying Veteran Free Agent will be included at one
hundred thirty percent (130%) of his prior Salary; provided,
however, that the player’s Prior Team may, by written notice to theNBA, renounce its rights to sign the player pursuant to the Early
Qualifying Veteran Free Agent Exception, in which case the player
will be deemed a Non-Qualifying Veteran Free Agent for purposesof this Section 4(d) and Sections 6(b) and 6(j)(5) below.
(3) A Non-Qualifying Veteran Free Agent will be included at one
hundred twenty percent (120%) of his prior Salary.
(4) Notwithstanding Sections 4(d)(1)-(3) above, if the player’s priorSalary was equal to or less than the Minimum Player Salary applicableto such player, he will be included at the portion of the then-current
Minimum Annual Salary applicable to such player that would not be
reimbursed out of the League-wide benefits fund described in
Article IV, Section 6(h).
(5) Notwithstanding Sections 4(d)(1)-(3) above, at no time shall aplayer’s Free Agent Amount exceed the Maximum Player Salary
applicable to such player or be less than the portion of the Minimum
Annual Salary applicable to such player that would not be
reimbursed out of the League-wide benefits fund described in
Article IV, Section 6(h).
(6) Notwithstanding Sections 4(d)(1)-(3) above, at no time shall a
Free Agent Amount for a Veteran Free Agent following the secondor third Season of his Rookie Scale Contract exceed the maximum
amount the Team may pay the player pursuant to Section 6(n)(3)
below.
(7) Notwithstanding Sections 4(d)(1)-(5) above, if a Two-Way
Player completes a Two-Way Contract, the player’s Free Agent
Amount will be the Minimum Annual Salary applicable to a playercompleting a Standard NBA Contract for the zero (0) Years ofService Minimum Annual Salary.
(8) For purposes of this Section 4(d) only, a player’s “prior Salary”
means his Regular Salary for the prior Season plus any signing bonus
allocation and the amount of any Incentive Compensation actuallyArticle VII

219

earned for such Season under the Player Contract in effect when theplayer finished the prior Season.
(e) First Round Picks.
(1) A First Round Pick, immediately upon selection in the Draft,shall be included in the Team Salary of the Team that holds his draft
rights at one hundred twenty percent (120%) of his applicable
Rookie Scale Amount (“Rookie Scale Cap Hold Amount”), and,subject to Sections 4(e)(2) and (3) below, shall continue to be
included in the Team Salary of any Team that holds his draft rights(including any Team to which the player’s draft rights are assigned)
until such time as the player signs with such Team or until the Team
loses or assigns its exclusive draft rights to the player.
(2) In the event that a First Round Pick signs with a non-NBA
team, the player’s applicable Rookie Scale Cap Hold Amount shallbe excluded from the Team Salary of the Team that holds his draft
rights beginning on the date he signs such non-NBA contract or the
first day of the Regular Season, whichever is later, and shall be
included again in his Team’s Team Salary at the applicable Rookie
Scale Cap Hold Amount on the following July 1 or the date theplayer’s contract ends (or the player is released from his non-NBA
contractual obligations), whichever is earlier, unless the Teamrenounces its exclusive rights to the player in accordance with
Article X, Section 4(g). If, after such following July 1, or any
subsequent July 1, the player signs another, or remains under,
contract with a non-NBA team, the player’s applicable Rookie Scale
Cap Hold Amount will again be excluded from Team Salary
beginning on the date of the contract signing or the first day of theRegular Season commencing after such July 1, whichever is later,
and will again be included in Team Salary at the applicable Rookie
Scale Cap Hold Amount on the following July 1 or the date theplayer’s contract ends (or the player is released from his non-NBA
contractual obligations), whichever is earlier, unless the Teamrenounces its exclusive rights to the player in accordance with
Article X, Section 4(g).
(3) A Team that holds draft rights to a First Round Pick may electto have the player’s applicable Rookie Scale Cap Hold Amount220

Article VII
excluded from its Team Salary at any time prior to the first day of
any Regular Season by providing the NBA with a written statementthat the Team will not sign the player during that Salary Cap Yearaccompanied by a written statement from the First Round Pickrenouncing his right to accept any outstanding Required Tender
made to him by the Team. After making such an election, (i) theTeam shall be prohibited from signing the player during that Salary
Cap Year, except in accordance with Section 5(c)(4)(ii) below, (ii) theTeam shall continue to possess such rights with respect to the playerthat the Team possessed pursuant to Article X immediately prior tosuch election, and (iii) the player’s applicable Rookie Scale Amountshall be included again in his Team’s Team Salary at the applicable
Rookie Scale Cap Hold Amount on the following July 1. When aFirst Round Pick provides a Team with a written statement
renouncing his right to accept that year’s outstanding Required
Tender, the Player shall no longer be permitted to accept it.
(4) For purposes of this Section 4(e), in the event that a First
Round Pick does not sign a Contract with the Team that holds hisdraft rights during the Salary Cap Year immediately following theDraft in which he was selected (or during the same Salary Cap Yearin which he was drafted if the Draft occurs on or after July 1), the“applicable Rookie Scale Amount” for such First Round Pickmeans, with respect to any subsequent Salary Cap Year, the Rookie
Scale Amount that would apply if the player were drafted in the
Draft immediately preceding such Salary Cap Year at the same draft
position at which he was actually selected.

(f) Incomplete Rosters.
(1) If at any time from July 1 through the day prior to the first dayof the Regular Season a Team has fewer than twelve (12) players,
determined in accordance with Section 4(f)(2) below, included in its
Team Salary, then the Team’s Team Salary shall be increased by anamount calculated as follows:
STEP 1:

Subtract from twelve (12) the number of players
included in Team Salary.

Article VII
STEP 2:221

If the result in Step 1 is a positive number, multiply the
result in Step 1 by the Minimum Annual Salary
applicable to players with zero (0) Years of Service under
the Minimum Annual Salary Scale for that Salary Cap
Year.

(2) In determining whether a Team has fewer than twelve (12)players included in its Team Salary for purposes of Section 4(f)(1)
above only, the only players who shall be counted are (i) players
under Contract with the Team who are included in Team Salary,(ii) Free Agents who are included in Team Salary pursuant to
Section 4(a)(2) above, (iii) players to whom Offer Sheets have been
given, and (iv) unsigned First Round Picks who are included in TeamSalary pursuant to Section 4(e) above.
(g) Renouncing.
(1) To renounce a Veteran Free Agent, a Team must provide the
NBA with a written statement renouncing its right to re-sign theplayer, effective no earlier than the July 1 following the last Season
covered by the player’s Contract. (The NBA shall notify the Players
Association of any such renunciation by email within two (2)business days following receipt of notice of such renunciation.) If aTeam renounces a Veteran Free Agent, the player will no longer
qualify as a Qualifying Veteran Free Agent, Early Qualifying VeteranFree Agent, or Non-Qualifying Veteran Free Agent, as the case may
be, and the Team will only be permitted to re-sign such player with
Room (i.e., the Team cannot sign such player pursuant to Section
6(b) below), pursuant to the Minimum Player Salary Exception, orto a Two-Way Contract. Notwithstanding the foregoing, in theevent a Team renounces one or more players pursuant to thisSection 6(g) (or, with respect to a First Round Pick, pursuant to
Article X, Section 4(g)) in order to create Room for an Offer Sheet,and the offeree-player’s Prior Team subsequently matches the Offer
Sheet and enters into a Contract with that player, the Team may
rescind the renunciation (in the case where a Team renounces only
one player) or all such renunciations (in the case where the Teamrenounces more than one player) within two (2) business days of thedate the Offer Sheet is matched (or, if the Prior Team conditions its
match on the player reporting for and passing a physical, within

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Article VII
two (2) business days of the player passing the physical), whereupon
any such “unrenounced” player may again sign a Player Contract
with the Team as a First Round Pick, Qualifying Veteran Free Agent,
Early Qualifying Veteran Free Agent, or Non-Qualifying VeteranFree Agent, as the case may be, and will again be included in his
Prior Team’s Team Salary at his applicable Free Agent Amount;provided, however, that a Team may not rescind the renunciation ofa player if (i) at the time the player was renounced, the Team’s TeamSalary was at or below the Salary Cap and “unrenouncing” the player
would cause the Team’s Team Salary to exceed the Salary Cap, or(ii) at the time the player was renounced, the Team’s Team Salary
was above the Salary Cap and “unrenouncing” the player would
cause the Team’s Team Salary to exceed the Salary Cap by more than
the amount by which the Team’s Team Salary exceeded the Salary
Cap prior to the renunciation.
(2) A Team cannot renounce any player who is a Restricted Free
Agent.

(h) Long-Term Injuries. Any player who suffers a career-ending
injury or illness, and whose Contract is terminated by the Team inaccordance with the NBA waiver procedure, will be excluded from his
Team’s Team Salary as follows:(1) Subject to Section 4(h)(5) below, a Team may apply to the NBA
to have the player’s Salary for each remaining Salary Cap Year
covered by the Contract excluded from Team Salary beginning on
the first anniversary of the date of the last Regular Season, Play-In,or playoff game in which the player played; provided, however, that
if the player played in fewer than ten (10) Regular Season, Play-In,
and playoff games in the last Season in which he played, then theearliest date upon which a Team may apply to the NBA to have theplayer’s Salary excluded from its Team Salary in accordance with thisSection 4(h) shall be the later of (A) sixty (60) days following thedate during such Season in which the player last played in a Regular
Season, Play-In, or playoff game, and (B) the first anniversary of thedate during a prior Season in which the player last played in a Regular
Season, Play-In, or playoff game under such Contract.
Notwithstanding anything to the contrary in this Section 4(h)(1), aTeam may not apply to have a player’s Salary excluded from Team

Article VII

223

Salary prior to the first anniversary of the date of the first Regular
Season game that the player is on the Team’s roster under theContract in question.
(2) The determination of whether a player has suffered acareer-ending injury or illness shall be made by a physician selectedjointly by the NBA and the Players Association or, upon agreementof the NBA and the Players Association, a Fitness-to-Play Panelestablished under Article XXII. A player shall be deemed to havesuffered a career-ending injury or illness if it is determined (i) by sucha physician or Fitness-to-Play Panel that the player has an injury orillness that (x) prevents him from playing skilled professional
basketball at an NBA level for the duration of his career, or(y) substantially impairs his ability to play skilled professional
basketball at an NBA level and is of such severity that continuing toplay professional basketball at an NBA level would subject the player
to medically unacceptable risk of suffering a life-threatening or
permanently disabling injury or illness, or (ii) by such Fitness-to-Play
Panel that the player has an injury or illness that would create amaterially elevated risk of death, paralysis, or other permanent spinal
injury for the player under the procedures set forth in Article XXII,
Section 11.
(3) Notwithstanding Sections 4(h)(1) and (2) above, if after aplayer’s Salary is excluded from Team Salary in accordance with thisSection 4(h), the player plays in twenty-five (25) NBA Regular
Season, Play-In, and playoff games in any Season for any Team, theexcluded Salary for the Salary Cap Year covering such Season andeach subsequent Salary Cap Year shall thereupon be included in
Team Salary of the Team from which the Salary was previously
excluded (and if the twenty-fifth (25th) game played is a Play-In or
playoff game, then the excluded Salary shall be included in TeamSalary retroactively as of the start of the Team’s last Regular Seasongame); provided, however, that the foregoing sentence shall not
apply in the event a player is determined to have suffered a careerending injury or illness pursuant to Section 4(h)(2)(ii) above. Aftera player’s Salary for one (1) or more Salary Cap Years has been
included in Team Salary in accordance with this Section 4(h)(3), theTeam shall be permitted to re-apply to have the player’s Salary (foreach Salary Cap Year remaining at the time of the re-application)

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Article VII
excluded from Team Salary in accordance with the rules set forth in
this Section 4(h) (including the waiting period criteria set forth in
Section 4(h)(1) above).
(4) If a Team applies to have a player’s Salary excluded from its
Team Salary pursuant to this Section 4(h), the player shall cooperate
in the processing of the application, including by appearing at thereasonably scheduled place and time for examination by thejointly-selected physician.
The player shall not make any
misrepresentation or fail to disclose any relevant information inconnection with the processing of the application.
(5) Only the Team with which the player was under Contract at thetime his career-ending injury or illness became known or reasonably
should have become known shall be permitted to apply to have theplayer’s Salary excluded from Team Salary pursuant to thisSection 4(h). A Team may only apply to have a player’s Salary
excluded from its Team Salary pursuant to this Section 4(h) during
the term covered by the player’s Contract. For clarity, if a player’s
Salary is excluded from Team Salary pursuant to this Section 4(h), if,
at the time of such exclusion, the Team has previously elected tostretch any Salary in respect of one or more current or future Salary
Cap Years pursuant to Section 7(d)(6), such stretched Salary shallalso be excluded.
(6) Notwithstanding anything to the contrary in this Agreement,(i) if a Team applies to have a player’s Salary excluded from its TeamSalary pursuant to this Section 4(h) and such application is granted,
the Team will be prohibited from re-signing or re-acquiring that
player at any time, and (ii) if a Team makes a request for an
Exception to replace a Disabled Player pursuant to Section 6(c)below for a Salary Cap Year, then, whether such application is
granted or denied, the Team will be precluded from applying to havethat player’s Salary excluded from its Team Salary pursuant to thisSection 4(h) for the same Salary Cap Year.

(i)

Summer Contracts.
(1) Except as provided in Section 4(i)(2) below and subject to
Article II, Section 15, from July 1 until the day prior to the first dayArticle VII

225of the next Regular Season, a Team may enter into Player Contracts
that will not be included in Team Salary until the first day of such
Regular Season (i.e., the player will be deemed not to have any Salary
until the first day of such Regular Season), provided that such
Contracts satisfy the requirements of this Section 4(i) (each such
Contract, a “Summer Contract”). Except as set forth in thefollowing sentence, no Summer Contract may provide for(i) Compensation of any kind that is or may be paid or earned prior
to the first day of the next Regular Season, or (ii) Compensation
protection of any kind pursuant to Article II, Section 3(i) or 4. The
only consideration that may be provided to a player signed to a
Summer Contract, prior to the start of the Regular Season, is per
diem, lodging, transportation, compensation in accordance with
Paragraph 3(b) of the Uniform Player Contract, and a disability
insurance policy covering disabilities incurred while such player
participates in summer leagues or rookie camps for the Team. A
Team that has entered into one or more Summer Contracts mustterminate such Contracts no later than the day prior to the first dayof a Regular Season, except to the extent the Team has Room forsuch Contracts or is entitled to use the Minimum Player Salary
Exception.
(2) A Team may not enter into a Summer Contract with a VeteranFree Agent who last played for the Team unless the Contract is forone (1) Season only and provides for no more than the Minimum
Player Salary applicable to such player.
(j) Two-Way Contracts. Two-Way Player Salaries shall be excluded
from Team Salary. Thus, for example, a Team is not required to have Roomor an Exception to sign, acquire, or convert a player to a Two-Way Contract.
(k) Exhibit 10 Bonus. Any amounts earned by a player pursuant to an
Exhibit 10 Bonus shall be excluded from Team Salary.
(l) Second Round Pick Exception. Subject to Article II, Section 15,
each Salary Cap Year, from July 1 through July 30, if a Team signs a Player
Contract pursuant to the Second Round Pick Exception, such Contract will
not be included in Team Salary until July 31 of such Salary Cap Year (i.e., theplayer will be deemed not to have any Salary until such July 31).

226

Article VII(m) Team Salary Summaries.
(1) The NBA shall provide the Players Association with TeamSalary summaries and a list of current Exceptions twice a month
during the Regular Season and once every week during theoff-season.
(2) In the event that the NBA fails to provide the Players
Association with any Team Salary summary or list of Exceptions asprovided for in Section 4(m)(1) above, the Players Association shallnotify the NBA of such failure, and the NBA, upon receipt of such
notice, shall as soon as reasonably possible, but in no event later thantwo (2) business days following receipt of such notice, provide thePlayers Association with any such summary or list that should havebeen provided pursuant to Section 4(m)(1) above.
Section 5.

Salary Cap Contract Structure Rules.

(a) Annual Salary Increases and Decreases.
(1) The following rules apply to all Player Contracts other thanContracts between Qualifying Veteran Free Agents or Early
Qualifying Veteran Free Agents and their Prior Team:(i)

For each Salary Cap Year covered by a Player Contract after
the first Salary Cap Year, the player’s: (A) Salary, excluding
Incentive Compensation, may increase or decrease inrelation to the previous Salary Cap Year’s Salary, excluding
Incentive Compensation, by no more than five percent (5%)
of the Salary for the first Salary Cap Year covered by theContract; and (B) Regular Salary may increase or decrease inrelation to the previous Salary Cap Year’s Regular Salary by
no more than five percent (5%) of the Regular Salary for the
first Salary Cap Year covered by the Contract.

(ii)

In the event that the first Salary Cap Year covered by aContract provides for Incentive Compensation, the amountof each bonus included in the first Salary Cap Year of theContract may increase or decrease in each subsequent Salary
Cap Year by up to five percent (5%) of the amount of suchbonus in the first Salary Cap Year of the Contract.

Article VII

227(2) The following rules apply to all Player Contracts between
Qualifying Veteran Free Agents or Early Qualifying Veteran Free
Agents and their Prior Team (except any such Contracts signed
pursuant to Section 6(d)(4), Section 6(e)(4), Section 6(f)(3),
Section 6(g)(4), or Section 8(e)(1) below, which shall be governed by
Section 5(a)(1) above):(i)

For each Salary Cap Year covered by a Player Contract after
the first Salary Cap Year, the player’s: (A) Salary, excluding
Incentive Compensation, may increase or decrease inrelation to the previous Salary Cap Year’s Salary, excluding
Incentive Compensation, by no more than eightpercent (8%) of the Salary for the first Salary Cap Year
covered by the Contract; and (B) Regular Salary may increaseor decrease in relation to the previous Salary Cap Year’s
Regular Salary by no more than eight percent (8%) of theRegular Salary for the first Salary Cap Year covered by theContract.

(ii)

In the event that the first Salary Cap Year covered by aContract provides for Incentive Compensation, the amountof each bonus included in the first Salary Cap Year of theContract may increase or decrease in each subsequent Salary
Cap Year by up to eight percent (8%) of the amount of suchbonus in the first Salary Cap Year of the Contract.

(3) The following rules apply to all Extensions other than
Extensions entered into in connection with a trade pursuant to
Section 8(e)(2) below:(i)

For each Salary Cap Year covered by an Extension after the
first Salary Cap Year covered by the extended term, theplayer’s: (A) Salary, excluding Incentive Compensation, may
increase or decrease in relation to the previous Salary Cap
Year’s Salary, excluding Incentive Compensation, by no
more than eight percent (8%) of the Salary for the first Salary
Cap Year covered by the extended term of the Contract; and(B) Regular Salary may increase or decrease in relation to theprevious Salary Cap Year’s Regular Salary by no more than

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Article VII
eight percent (8%) of the Regular Salary for the first Salary
Cap Year covered by the Contract.
(ii)

In the event that the first Salary Cap Year covered by theextended term of a Contract provides for Incentive
Compensation, the amount of each bonus included in thefirst Salary Cap Year of the extended term may increase or
decrease in each subsequent Salary Cap Year by up to eightpercent (8%) of the amount of such bonus in the first Salary
Cap Year of the extended term.

(4) The following rules apply to Extensions entered into inconnection with a trade pursuant to Section 8(e)(2) below:(i)

For each Salary Cap Year covered by an Extension after the
first Salary Cap Year covered by the extended term, theplayer’s: (A) Salary, excluding Incentive Compensation, may
increase or decrease in relation to the previous Salary Cap
Year’s Salary, excluding Incentive Compensation, by no
more than five percent (5%) of the Salary for the first Salary
Cap Year covered by the extended term of the Contract; and(B) Regular Salary may increase or decrease in relation to theprevious Salary Cap Year’s Regular Salary by no more than
five percent (5%) of the Regular Salary for the first Salary
Cap Year covered by the Contract.

(ii)

In the event that the first Salary Cap Year covered by theextended term of a Contract provides for Incentive
Compensation, the amount of each bonus included in thefirst Salary Cap Year of the extended term may increase or
decrease in each subsequent Salary Cap Year by up to five
percent (5%) of the amount of such bonus in the first Salary
Cap Year of the extended term.

(5) For purposes of Sections 5(a)(1)(ii), 5(a)(2)(ii), 5(a)(3)(ii), and5(a)(4)(ii), in the event that the first Salary Cap Year covered by theContract or extended term, as applicable, provides for Incentive
Compensation, the criteria for earning any bonus included in such
Salary Cap Year must be unchanged in any subsequent Salary Cap
Year.

Article VII

229(6) The foregoing rules set forth above in this Section 5 shall not
apply to Two-Way Contracts, which are subject to the rules set forthin Article II, Section 11(a).
(b) Performance Bonuses.
(1) Notwithstanding any other provision of this Agreement, noPlayer Contract may provide for Unlikely Bonuses in any Salary Cap
Year that exceed fifteen percent (15%) of the player’s Regular Salaryfor such Salary Cap Year at the time the Contract is signed; provided,
however, that: (i) with respect to Extensions, if the amount of
Unlikely Bonuses in the Salary Cap Year in which the Extension issigned exceeds fifteen percent (15%) of the player’s Regular Salaryfor such Salary Cap Year, the Extension may provide for up to thesame percentage of Unlikely Bonuses in the first year of theextended term; and (ii) no Renegotiation may provide for an increasein Unlikely Bonuses if, after the Renegotiation, the amount of
Unlikely Bonuses in respect of any Salary Cap Year covered by therenegotiated Contract exceeds fifteen percent (15%) of the player’s
Regular Salary for such Salary Cap Year.
(2) No Player Contract may provide for any Unlikely Bonus for the
first Salary Cap Year covered by the Contract that, if included in theplayer’s Salary for such Salary Cap Year, would result in the Team’s
Team Salary exceeding the Room under which it is signing theContract. For the sole purpose of determining whether a Team has
Room for a new Unlikely Bonus, the Team’s Room shall be deemed
reduced by all Unlikely Bonuses in Contracts approved by theCommissioner that may be paid to all of the Team’s players thatentered into Player Contracts (including Renegotiations) during that
Salary Cap Year.
(c) No Futures Contracts. Subject to Section 5(c)(4) below, but
notwithstanding any other provision in this Agreement:(1) Every Player Contract must cover at least the then-current
Season (or the upcoming Season in the case of a Contract enteredinto from July 1 through the day prior to the first day of the Season).

230

Article VII(2) No Team and player may enter into a Player Contract from thecommencement of the Team’s last game of the Regular Season
through the following June 30. The preceding sentence shall notprohibit a Team and player from entering into an amendment to an
existing Player Contract during such period if such amendment
would otherwise be permitted under this Agreement.
(3) A Player Contract that covers more than one (1) Season mustbe for a consecutive period of Seasons.
(4) (i)A player who receives a Required Tender or a
Qualifying Offer during the month of June may accept such
Required Tender or Qualifying Offer beginning on the date
he receives it.
(ii)

From February 1 through June 30 of any Salary Cap Year, aFirst Round Pick may enter into a Rookie Scale Contractcommencing with the following Season, provided that as ofor at any point following the first day of the then-current
Regular Season (or the preceding Regular Season in the caseof a Contract signed from the day following the last day of
the Regular Season through June 30) the player was a party
to a player contract with a professional basketball team orleague not in the NBA covering such Regular Season. With
respect to any Rookie Scale Contract entered into pursuant
to this Section 5(e)(4)(ii) and subject to the provisions in
Article VII and VIII: (i) the Rookie Salary Scale applicableto such Contract shall be the Rookie Salary Scale for the
Salary Cap Year encompassing the first Season covered by
the player’s Contract; (ii) in lieu of providing forCompensation for each Season covered by the Contract as a
specific dollar amount, teams must state in Exhibit 1 of theContract that the player’s Current Base Compensation and,if applicable, Incentive Compensation for each such Season
shall be “[___]% of the player’s applicable Rookie Salary
Scale”; and (iii) the player’s Base Compensation protection
shall be expressed in terms of a percentage of the player’s
Base Compensation.

Article VII
Section 6.

231

Exceptions to the Salary Cap.

There shall be the following exceptions to the rule that a Team’s TeamSalary may not exceed the Salary Cap:(a) Existing Contracts. A Team may exceed the Salary Cap to theextent of its current contractual commitments, provided that such contracts
satisfied the provisions of this Agreement when entered into or were enteredinto prior to the effective date of this Agreement in accordance with therules then in effect.
(b) Veteran Free Agent Exception. Subject to the rules set forth in
Section 6(n) below, beginning at 12:01 p.m. eastern time on the last day of
the Moratorium Period following the last Season covered by a Veteran Free
Agent’s Player Contract, such player may enter into a new Player Contract
with his Prior Team (or, in the case of a player selected in an Expansion
Draft that year, with the Team that selected such player in an Expansion
Draft) as follows:(1) If the player is a Qualifying Veteran Free Agent, the new Player
Contract may provide for Salary plus Unlikely Bonuses in the first
Salary Cap Year totaling up to the maximum amount provided forin Article II, Section 7. Annual increases and decreases in Salary and
Unlikely Bonuses shall be governed by Section 5(a)(2) above.
(2) If the player is a Non-Qualifying Veteran Free Agent, then,subject to Article II, Section 7, the new Player Contract may provide
in the first Salary Cap Year up to the greater of: (i) one hundred
twenty percent (120%) of the Regular Salary for the final Salary Cap
Year of the player’s prior Contract, plus one hundred twenty percent(120%) of any Likely Bonuses and Unlikely Bonuses, respectively,
called for in the final Salary Cap Year covered by the player’s priorContract; (ii) Salary plus Unlikely Bonuses totaling one hundred
twenty percent (120%) of the then-current Minimum Annual Salary
applicable to the player; or (iii) in the case of a Contract between aTeam and its Restricted Free Agent, the Salary and Unlikely Bonuses
required to be provided in a Qualifying Offer. Annual increases anddecreases in Salary and Unlikely Bonuses shall be governed by
Section 5(a)(1) above.

232

Article VII(3) (i)If the player is an Early Qualifying Veteran Free
Agent, the new Player Contract must cover at least two (2)Seasons (not including a Season covered by an Option Year)and, subject to Article II, Section 7, may provide in the first
Salary Cap Year up to the greater of: (A) one hundred
seventy-five percent (175%) of the Regular Salary for the
final Salary Cap Year covered by his prior Contract, plus one
hundred seventy-five percent (175%) of any Likely Bonuses
and Unlikely Bonuses, respectively, called for in the final
Salary Cap Year covered by the player’s prior Contract, or(B) Salary plus Unlikely Bonuses totaling an amount equal toone hundred five percent (105%) of the Average Player
Salary for the prior Salary Cap Year (or if the Audit Reportfor the prior Salary Cap Year has not been completed, one
hundred five percent (105%) of the Average Player Salary
for the prior Salary Cap Year as computed by substituting
Estimated Total Salaries (as defined in Section 1(i) above)
for Total Salaries). Annual increases and decreases in Salaryand Unlikely Bonuses shall be governed by Section 5(a)(2)
above.
(ii)

Notwithstanding anything to the contrary in Section 5(a)(2)
above or this Section 6(b)(3), if an Early Qualifying VeteranFree Agent with two (2) Years of Service receives an Offer
Sheet in accordance with the provisions of Article XI,
Section 5(d), the player’s Prior Team may use the Early
Qualifying Veteran Free Agent Exception to match theOffer Sheet.

(c) Disabled Player Exception.
(1) Subject to the rules set forth in Section 6(n) below, a Team may,in accordance with the rules set forth in this Section 6(c), sign or
acquire one Replacement Player to replace a player who, as a resultof a Disabling Injury or Illness (as defined below), is unable to render
playing services (the “Disabled Player”).
(i)

An application for a Disabled Player Exception in respect of
a Salary Cap Year, regardless of when the Disabling Injury

Article VII

233

or Illness occurred, may be made at any time from July 1
through January 15 of such Salary Cap Year.
(ii)

If a Team wishes to sign a Replacement Player pursuant tothis Section 6(c), such Replacement Player’s Contract may
be for one Season and provide Salary and Unlikely Bonuses
for the Salary Cap Year in which the player is signed totaling
up to the lesser of (A) fifty percent (50%) of the Disabled
Player’s Salary for the then-current Salary Cap Year, or(B) an amount equal to Non-Taxpayer Mid-Level Salary
Exception (as defined in Section 6(e) below) for such Salary
Cap Year.

(iii)

If a Team wishes to acquire a Replacement Player pursuant
to this Section 6(c), the Replacement Player must have only
one Season remaining on his Player Contract and theReplacement Player’s post-assignment Salary for the Salary
Cap Year in which the Replacement Player is acquired may
be up to the lesser of the amount described in
Section 6(c)(1)(ii)(A) above or the amount described in
Section 6(c)(1)(ii)(B) above, plus, in either case, $100,000.

(2) For purposes of this Section 6(c), “Disabling Injury or Illness”
means any injury or illness that, in the opinion of the physician
described in Section 6(c)(4) below, makes it substantially more likely
than not that the player would be unable to play through thefollowing June 15.
(3) The Exception for a Disabling Injury or Illness shall expire on
the March 10 following the date the Exception is granted.
(4) The determination of whether a player has suffered a Disabling
Injury or Illness shall be made by a physician designated by the NBA,
who shall review the relevant medical information and, if thephysician deems it appropriate, examine the player. The NBA shalladvise the Players Association of the determination of its physician
within one (1) business day of such determination. In the event thePlayers Association disputes the NBA physician’s determination, theparties will immediately refer the matter to a neutral physician (to be
selected by the parties at the commencement of each Salary Cap

234

Article VIIYear) to review the relevant medical information and, if the neutral
physician deems it appropriate, examine the player. Within three (3)business days of receipt of such information (and examination of theplayer, if requested), the neutral physician shall make a final
determination, which will be final, binding, and unappealable. The
cost of the NBA physician will be borne by the NBA. The cost of
the neutral physician will be borne equally and jointly by the NBA
and the Players Association.
(5) If a Team requests an Exception pursuant to this Section 6(c),the player with respect to whom the request is made shall cooperate
in the processing of the request, including by appearing at thescheduled place and time for examination by the NBA-appointed
physician and, if necessary, the neutral physician. The player shallnot make any misrepresentation or fail to disclose any relevant
information in connection with the processing of the application.
(6) Notwithstanding a Team’s receipt of an Exception in respectof a Disabled Player pursuant to this Section 6(c), such player, uponrecovering from his injury or illness, may resume playing for theTeam. If the player resumes playing for the Team, or is traded, prior
to the Team’s use of its Exception, the Exception shall be
extinguished.
(7) The Disabled Player Exception is available only to the Teamwith which the player was under Contract, and during the term of
the Contract that the player was under, at the time his Disabling
Injury or Illness became known or reasonably should have become
known. In order for a Team to be granted a Disabled Player
Exception pursuant to this Section 6(c), the Disabled Player must
continue to be on the Team’s roster from the time the Team makes
an application for the Exception through the date upon which the
Exception is granted.
(8) If a Team makes a request for an Exception to replace a
Disabled Player pursuant to this Section 6(c) and such request isdenied, the Team shall not be permitted to make any subsequent
request for an Exception to replace the same player pursuant to thisSection 6(c) unless ninety (90) days have passed since the first
request was denied and the Team establishes that the subsequentArticle VII

235

request is based on a new injury or an aggravation of the same injury.
If a Team makes a request for an Exception to replace a Disabled
Player for a Season pursuant to this Section 6(c), then, whether such
request is granted or denied, the Team shall be permitted to renew
its request for an Exception to replace the Disabled Player for asubsequent Season(s) by applying for another Exception in respectof that player for such Season in accordance with the rules set forthin this Section 6(c).
(d) Bi-annual Exception. Subject to the rules set forth in Section 2(e)above and Section 6(n) below:(1) A Team may use the Bi-annual Exception during a Salary Cap
Year to sign and/or acquire by assignment one (1) or more Player
Contracts that, in the aggregate, provide for Salaries and Unlikely
Bonuses (or in the case of assignment, post-assignment Salaries andUnlikely Bonuses) in the first Salary Cap Year totaling up to 3.32%
of the Salary Cap for such Salary Cap Year; provided, however, that,prior to the first day of the 2024-25 Salary Cap Year, a Team shallnot be permitted to use the Bi-annual Exception to acquire a Player
Contract by assignment.
(2) The term of a Player Contract signed pursuant to the Bi-annual
Exception may not exceed two (2) Seasons in length, and theremaining term of a Player Contract acquired by assignment
pursuant to the Bi-annual Exception may not exceed two (2)Seasons in length.
(3) A Team may not use all or any portion of the Bi-annual
Exception (i) if at the time the Team proposes to use the Exception
the Team has already used the Mid-Level Salary Exception for
Room Teams in that same Salary Cap Year, or (ii) in any two (2)consecutive Salary Cap Years. The prohibition in the preceding
sentence against using the Bi-annual Exception or any portion
thereof in any two (2) consecutive Salary Cap Years shall apply to
the 2022-23 Salary Cap Year (i.e., if a Team used all or any portionof the Bi-annual Exception during the 2022-23 Salary Cap Year, that
Team shall not be permitted to use all or any portion of theBi-annual Exception during the 2023-24 Salary Cap Year).

236

Article VII(4) Player Contracts signed pursuant to the Bi-annual Exception
covering two (2) Seasons may provide for an increase or decrease in
Salary and Unlikely Bonuses for the second Salary Cap Year inaccordance with Section 5(a)(1) above.
(5) The Bi-annual Exception for a Team, if applicable, shall ariseon the first day of a Salary Cap Year and shall expire at the start of
the Team’s last game of the Regular Season during that Salary Cap
Year.

(e) Non-Taxpayer Mid-Level Salary Exception. Subject to the rules
set forth in Section 2(e) above and Section 6(n) below:(1) A Team may use the Non-Taxpayer Mid-Level Salary
Exception to sign and/or acquire by assignment one (1) or more
Player Contracts during each Salary Cap Year that, in the aggregate,
provide for Salaries and Unlikely Bonuses (or in the case of
assignment, post-assignment Salaries and Unlikely Bonuses) in thefirst Salary Cap Year totaling up to 9.12% of the Salary Cap for such
Salary Cap Year; provided, however, that, prior to the first day of
the 2024-25 Salary Cap Year, a Team shall not be permitted to use
the Non-Taxpayer Mid-Level Salary Exception to acquire a Player
Contract by assignment.
(2) The term of a Player Contract signed pursuant to the
Non-Taxpayer Mid-Level Salary Exception may not exceed four (4)Seasons in length, and the remaining term of a Player Contract
acquired by assignment pursuant to the Non-Taxpayer Mid-Level
Salary Exception may not exceed four (4) Seasons in length.
(3) A Team may not use all or any portion of the Non-Taxpayer
Mid-Level Salary Exception if at the time the Team proposes to use
the Exception the Team has already used the Mid-Level Salary
Exception for Room Teams in that same Salary Cap Year.
(4) Player Contracts signed pursuant to the Non-Taxpayer
Mid-Level Salary Exception may provide for annual increases anddecreases in Salary and Unlikely Bonuses in accordance with
Section 5(a)(1) above.

Article VII237(5) Notwithstanding anything to the contrary in Section 6(e)(3)above, if a Veteran Free Agent with one (1) or two (2) Years ofService receives an Offer Sheet in accordance with the provisions ofArticle XI, Section 5(d), the player’s Prior Team may use the
Non-Taxpayer Mid-Level Salary Exception to match the Offer
Sheet.
(6) The Non-Taxpayer Mid-Level Salary Exception for a Teamshall arise on the first day of each Salary Cap Year and shall expire
at the start of the Team’s last game of the Regular Season duringthat Salary Cap Year.
(f) Taxpayer Mid-Level Salary Exception. Subject to the rules set
forth in Section 2(e) above and Section 6(n) below:(1) A Team may use the Taxpayer Mid-Level Salary Exception tosign one (1) or more Player Contracts during each Salary Cap Yearnot to exceed two (2) Seasons in length, that, in the aggregate,
provide for Salaries and Unlikely Bonuses in the first Salary Cap Year
totaling up to the amounts set forth below, provided that the Team’s
Apron Team Salary immediately following the Team’s use of such
Exception exceeds the First Apron Level:
Taxpayer Mid-Level
Salary Exception
For the 2023-24 Salary CapYear:$5 million

For each subsequent Salary
Cap Year:$5 million multiplied by afraction, the numerator ofwhich is the Salary Cap for that
Salary Cap Year and thedenominator of which is the
Salary Cap for the 2023-24
Salary Cap Year

(2) A Team may not use all or any portion of the Taxpayer
Mid-Level Salary Exception if at the time the Team proposes to use
the Exception the Team has already used the Mid-Level Salary
Exception for Room Teams in that same Salary Cap Year.

238

Article VII(3) Player Contracts signed pursuant to the Taxpayer Mid-Level
Salary Exception may provide for annual increases and decreases inSalary and Unlikely Bonuses in accordance with Section 5(a)(1)
above.
(4) The Taxpayer Mid-Level Salary Exception for a Team shallarise on the first day of each Salary Cap Year and shall expire at thestart of the Team’s last game of the Regular Season during that Salary
Cap Year.
(5) In the event that, during a Salary Cap Year, a Team: (i) does
not use the Non-Taxpayer Mid-Level Salary Exception to acquire
any Player Contracts by assignment; (ii) uses the Non-Taxpayer
Mid-Level Salary Exception in order to sign one (1) or more newPlayer Contracts during a Salary Cap Year, not to exceed two (2)Seasons in length that, in the aggregate, provide for Salaries andUnlikely Bonuses in the first Salary Cap Year of the Contract(s)totaling no more than the amounts set forth in Section 6(f)(1) above,and (iii) but for the Team’s use of the Non-Taxpayer Mid-Level
Salary Exception as described in clause (ii) above, the Teamotherwise would be permitted to engage in a transaction that causes
the Team’s Apron Team Salary to exceed the First Apron Level forsuch Salary Cap Year in accordance with the rules set forth in
Section 2(e) above, then the Team shall be permitted to engage insuch transaction, whereupon the Team will be deemed to have used
the Taxpayer Mid-Level Salary Exception instead of the
Non-Taxpayer Mid-Level Salary Exception for all purposes under
this Article VII, and the Team’s ability to use the Non-Taxpayer
Mid-Level Salary Exception during such Salary Cap Year shallthereupon be extinguished.

(g) Mid-Level Salary Exception for Room Teams. Subject to therules set forth in Section 6(n) below:(1) In the event (i) a Team’s Team Salary at any time during a Salary
Cap Year is below the Salary Cap for such Salary Cap Year such that
the Team is not entitled to use the Bi-annual Exception,
Non-Taxpayer Mid-Level Salary Exception, or Taxpayer Mid-Level
Salary Exception, and (ii) at the time the Team proposes to use the
Mid-Level Salary Exception for Room Teams, the Team has notArticle VII

239

already used either the Bi-annual Exception, the Non-Taxpayer
Mid-Level Salary Exception, or the Taxpayer Mid-Level Salary
Exception in that same Salary Cap Year, then the Team may at suchtime use the Mid-Level Salary Exception for Room Teams to sign
and/or acquire by assignment one (1) or more Player Contracts that,in the aggregate, provide for Salaries and Unlikely Bonuses (or in thecase of assignment, post-assignment Salaries and Unlikely Bonuses)in the first Salary Cap Year totaling up to 5.678% of the Salary Cap
for such Salary Cap Year; provided however, that prior to the firstday of the 2024-25 Salary Cap Year, a Team shall not be permitted
to use the Mid-Level Salary Exception for Room Teams to acquirea Player Contract by assignment.
(2) The term of a Player Contract signed pursuant to the Mid-Level
Salary Exception for Room Teams may not exceed three (3) Seasonsin length, and the remaining term of a Player Contract acquired byassignment pursuant to the Mid-Level Salary Exception for Room
Teams may not exceed three (3) Seasons in length.
(3) Once a Team uses the Mid-Level Salary Exception for Room
Teams during a Salary Cap Year, the Team will be prohibited fromusing either the Non-Taxpayer Mid-Level Salary Exception, theTaxpayer Mid-Level Salary Exception, or the Bi-annual Exception
at all times thereafter during such Salary Cap Year.
(4) Player Contracts signed pursuant to the Mid-Level Salary
Exception for Room Teams may provide for annual increases anddecreases in Salary and Unlikely Bonuses in accordance with Section
5(a)(1) above.
(5) The Mid-Level Salary Exception for Room Teams for a Teamshall: (i) arise on the date upon which the Team’s Team Salary falls
below the Salary Cap for such Salary Cap Year such that the Teamis not entitled to use the Bi-annual Exception, the Non-Taxpayer
Mid-Level Salary Exception, and the Taxpayer Mid-Level Salary
Exception; and (ii) expire at the start of the Team’s last game of theRegular Season during that Salary Cap Year.
(h) Rookie Scale Exception. A Team may enter into a Rookie Scale
Contract in accordance with Article VIII, Section 1.

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Article VII(i) Minimum Player Salary Exception. A Team may sign a player
to, or acquire by assignment, a Player Contract, not to exceed two (2)Seasons in length, that provides for a Salary for the first Season equal to the
Minimum Player Salary applicable to that player (with no bonuses of anykind). A Player Contract signed or acquired pursuant to the Minimum
Player Salary Exception covering two (2) Seasons must provide for a Salary
for the second Season equal to the Minimum Player Salary applicable to theplayer for such Season (with no bonuses of any kind).
(j)

Traded Player Exception.
(1) Subject to the rules set forth in Section 6(n) below and Section
6(j)(6) below, a Team may acquire one (1) or more players byassignment in accordance with the following:(i)Standard Traded Player Exception. Subject to the rules set
forth in Section 2(e) above, a Team may use the “Standard
Traded Player Exception” to replace one (1) Traded Player
with one (1) or more Replacement Players whose Player
Contractsareacquiredsimultaneouslyornon-simultaneously and whose post-assignment Salaries for
the Salary Cap Year in which the Replacement Player(s) are
acquired, in the aggregate, are no more than an amount equal
to one hundred percent (100%) of the pre-trade Salary of theTraded Player, plus $250,000, provided that any Player
Contract acquired non-simultaneously pursuant to thisException must be acquired within one (1) year following
the date on which the Traded Player was traded.

(ii)

Aggregated Standard Traded Player Exception. Subject tothe rules set forth in Section 2(e) above, a Team may use the“Aggregated Standard Traded Player Exception” to replace
two (2) or more Traded Players with one (1) or more
Replacement Players whose Player Contracts are acquired
simultaneously and whose post-trade Salaries for thethen-current Salary Cap Year, in the aggregate, are no morethan an amount equal to one hundred percent (100%) of theaggregated pre-trade Salaries of the Traded Players, plus
$250,000.

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241

(iii)

Transition Traded Player Exception. During the 2023-24
Salary Cap Year only, and subject to the rules set forth in
Section 2(e) above: a Team may use the “Transition Traded
Player Exception” to replace one (1) or more Traded Playerswith one (1) or more Replacement Players whose Player
Contracts are acquired simultaneously and whose post-trade
Salaries for the 2023-24 Salary Cap Year, in the aggregate,
are no more than an amount equal to one hundred ten
percent (110%) of the pre-trade Salaries of the Traded
Player(s), plus $250,000.

(iv)

Expanded Traded Player Exception. Subject to the rules set
forth in Section 2(e) above, a Team may use the “Expanded
Traded Player Exception” to replace one (1) or more Traded
Players with one (1) or more Replacement Players whose
Player Contracts are acquired simultaneously and whose
post-trade Salaries for the then-current Salary Cap Year, in
the aggregate, are no more than an amount equal to thegreater of: (y) the lesser of: (A) two hundred percent(200%) of the aggregated pre-trade Salaries of the Traded
Player(s), plus $250,000; or (B) one hundred percent (100%)of the aggregated pre-trade Salaries of the Traded Player(s),plus an amount equal to $7.5 million multiplied by a fraction,
the numerator of which is the Salary Cap for thethen-current Salary Cap Year and the denominator of whichis the Salary Cap for the 2023-24 Salary Cap Year; or (z) one
hundred twenty-five percent (125%) of the aggregated
pre-trade Salaries of the Traded Player(s), plus $250,000.

(v)

Room Under Salary Cap Plus $250,000. Except as provided
in Section 6(j)(2) below, and notwithstanding Section 6(n)below, a Team with a Team Salary below the Salary Cap may
acquire one (1) or more players by assignment whose
post-assignment Salaries, in the aggregate, are no more thanan amount equal to the Team’s room under the Salary Cap
plus $250,000. For clarity, a Team that acquires one (1) or
more players in accordance with this Section 6(j)(1)(v) (orwith room under the Salary Cap (i.e., without making use of
the additional $250,000)) may not simultaneously acquire
any players in accordance with Sections 6(j)(1)(i)-(iv) above.

242

Article VII(2) In lieu of conducting a trade in accordance with
Section 6(j)(1)(v) above, and notwithstanding Section 6(n) below
and subject to Section 2(e) above and Section 6(j)(6) below, a Teamwith a Team Salary below the Salary Cap may conduct a trade inaccordance with Sections 6(j)(1)(iii)-(iv) above.
(3) Notwithstanding anything to the contrary in Section 6(j)(1)above, if a Team’s post-assignment Apron Team Salary would
exceed the First Apron Level, then the $250,000 allowancereferenced in each of Sections 6(j)(1)(i)-(v) above shall be reduced
to $0.
(4) Notwithstanding anything to the contrary in Section 6(j)(1)above, the following rules will apply when a Team is aggregating theContracts of two (2) or more Traded Players in a trade pursuant toa Traded Player Exception set forth in Section 6(j)(1)(ii), 6(j)(1)(iii),or 6(j)(1)(iv) above:(i)

No player whose Player Contract was acquired pursuant to
an Exception in the two (2) month period preceding thetrade may be among the Traded Players whose Contracts arebeing aggregated pursuant to Sections 6(j)(ii), 6(j)(iii), or
6(j)(iv) above (for example, if a player were traded to a Teampursuant to an Exception on November 20, 2023, then theplayer’s Contract could not be aggregated with any other
Contract for purposes of a trade until January 20, 2024);
provided, however, that if a Team acquires a Player Contract
pursuant to an Exception on or before December 16 of a
Salary Cap Year, then the foregoing restriction shall not
apply in the event the player is subsequently traded on orafter the day prior to the NBA trade deadline of such Salary
Cap Year; and(ii)

Other than during the period beginning on December 15 of
a Salary Cap Year through the NBA trade deadline of such
Salary Cap Year, if a Team is aggregating the Contracts ofthree (3) or more Traded Players in a trade and the number
of Replacement Players that the Team is acquiring in respectof such Traded Players is less than the number of such
Traded Players, then no more than one (1) of such TradedArticle VII

243

Players may be a Minimum Traded Player (as defined
below). For the purposes of this rule only, a “Minimum
Traded Player” is a player whose Contract provides for his
applicable Minimum Player Salary for the Salary Cap Year inwhich the trade of his Contract occurs or, if the trade occurs
during the period beginning on the day after the last day of
the Regular Season of a Salary Cap Year through the last dayof such Salary Cap Year, a player whose Contract provides
for his applicable Minimum Player Salary in the immediately
following Salary Cap Year.
(5) If (x) a Qualifying Veteran Free Agent or Early Qualifying
Veteran Free Agent and his prior Team enter into a Player Contract,in accordance with Section 6(b)(1) or (3) above, in connection withan agreement to trade the Contract in accordance with Section 8(e)below, (y) the Team’s Team Salary immediately following such
Contract signing is above the Salary Cap, and (z) the new Contract
to be traded provides for Salary and Unlikely Bonuses for the first
Season of such Contract in excess of the Salary and Unlikely
Bonuses that could have been provided for by the Contract had theplayer been a Non-Qualifying Veteran Free Agent and the Contract
had been signed pursuant to Section 6(b)(2) above, then for
purposes of calculating the assignor Team’s Traded Player
Exception, the player’s Salary shall be deemed equal to the greaterof (i) the Salary for the last Season of his preceding Contract, or(ii) fifty percent (50%) of the Salary for the first Season of his new
Contract. For purposes of this Section 6(j)(5), if the player’s
immediately prior Contract was a one-year Contract that provided
for Salary equal to the Minimum Player Salary (with no bonuses ofany kind), the player’s prior Salary shall include the portion of the
Minimum Player Salary, if any, that was reimbursed out of the
League-wide benefits fund described in Article IV, Section 6(h).
(6) For purposes of calculating a Team’s Traded Player Exception
under this Section 6(j), a Traded Player’s Salary shall be deemed
reduced by the amount of the player’s unearned Base Compensation
that, at the time of the trade, is not fully protected for lack of skill
and injury or illness (or may become not fully protected for lack ofskill and injury or illness due to additional conditions or limitations

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Article VII
set forth in the Exhibit 2 of the player’s Contract). For purposes ofthis Section 6(j)(6):(i)

With respect to the assignment of Player Contracts
occurring during the period from January 8 through the last
day of the Regular Season, a Traded Player’s Base
Compensation for such Season shall be deemed fully
protected for lack of skill and injury or illness;(ii)

With respect to the assignment of a Player Contract that is a
one-year Contract that provides for Salary equal to the
Minimum Player Salary (with no bonuses of any kind), theplayer’s unearned Base Compensation shall exclude theportion of the Minimum Player Salary, if any, that isreimbursed out of the League-wide benefits fund describedin Article IV, Section 6(h); and(iii)

With respect to the assignment of Player Contracts
occurring during the period from the day following the last
day of a Regular Season through June 30 of that Salary Cap
Year, a Traded Player’s Salary will equal the lesser of: (x) the
player’s Salary for the current Salary Cap Year; and (y) the
player’s Salary for the subsequent Salary Cap Year reducedby the amount of the player’s unearned Base Compensation
for the subsequent Salary Cap Year that, at the time of the
trade, is not fully protected for lack of skill and injury orillness (or may become not fully protected for lack of skill
and injury or illness due to additional conditions orlimitations set forth in the Exhibit 2 of the player’s
Contract).
To illustrate the foregoing, assume that a Team seeks to replace aTraded Player whose Contract provides for (i) Base Compensation andSalary for each of the 2023-24 and 2024-25 Seasons of $8 million,and (ii) Base Compensation protection for lack of skill and injury orillness equal to $1 million for each such Season. If the trade of such
Traded Player occurs on:(W) the day prior to the first day of the 2023-24 Regular Season, theTraded Player’s Salary for purposes of calculating the Team’s TradedArticle VII

245

Player Exception under this Section 6(j) would be $1 million($8 million (the player’s 2023-24 Salary) reduced by $7 million (theamount of the player’s unearned 2023-24 Base Compensation that is
not fully protected for lack of skill and injury or illness at the time of
the trade));(X) after one-quarter of the 2023-24 Regular Season has elapsed, theTraded Player’s Salary for purposes of calculating the Team’s Traded
Player Exception under this Section 6(j) would be $2 million ($8million (the player’s 2023-24 Salary) reduced by $6 million ($8million multiplied by 75% – the amount of the player’s unearned
2023-24 Base Compensation that is not fully protected for lack of skill
and injury or illness at the time of the trade));(Y) on January 8, 2024, the Traded Player’s Salary for purposes ofcalculating the Team’s Traded Player Exception under this Section 6(j)would be $8 million ($8 million (the player’s 2023-24 Salary) reduced
by $0 (pursuant to Section 6(j)(6)(i) above, the deemed amount of theplayer’s unearned 2023-24 Base Compensation that is not fully
protected for lack of skill and injury or illness at the time of the trade));and(Z) on the day following the last day of the 2023-24 Regular Season,
the Traded Player’s Salary for purposes of calculating the Team’s
Traded Player Exception under this Section 6(j) would be $1 million(the lesser of: (i) $8 million ($8 million (the player’s 2023-24 Salary)
reduced by $0 (the amount of the player’s unearned 2023-24 Base
Compensation that is not fully protected for lack of skill and injury orillness at the time of the trade)), and (ii) $1 million ($8 million (theplayer’s 2024-25 Salary) reduced by $7 million (the amount of theplayer’s unearned 2024-25 Base Compensation that is not fully
protected for lack of skill and injury or illness at the time of the trade)).
(7) Notwithstanding anything to the contrary in this Section 6(j),no Traded Player Exception shall arise from trading a player during
a Salary Cap Year if the Team has previously used (or simultaneouslyuses) a Disabled Player Exception in respect of such player during
such Salary Cap Year.

246

Article VII(8) The foregoing rules in this Section 6(j) shall not apply to
Two-Way Players. Accordingly, for example, a Traded Player
Exception will not arise from trading a Two-Way Player.

(k) Second Round Pick Exception. A Team that holds the draft
rights to a Second Round Pick may use the Second Round Pick Exception
to sign such player to a Player Contract in accordance with the following:(1) The term of a Player Contract signed pursuant to the Second
Round Pick Exception must be either: (i) two (2) Seasons with an
Option in favor of the Team for a third Season; or (ii) three (3)Seasons with an Option in favor of the Team for a fourth Season.
(2) If a Player Contract signed pursuant to the Second Round Pick
Exception has a term of two (2) Seasons with an Option in favor of
the Team for a third Season, then such Contract must provide for:(i)

Salary plus Unlikely Bonuses for the first Season of up to the
Minimum Player Salary applicable to a player with one (1)Year of Service; and(ii)

the player’s applicable Minimum Player Salary for the second
Season and the Option Year.

For clarity, the foregoing amounts shall be those as set forth in the
Minimum Annual Scale for the Salary Cap Year in which theContract is signed.
(3) If a Player Contract signed pursuant to the Second Round Pick
Exception has a term of three (3) Seasons with an Option in favorof the Team for a fourth Season, then such Contract must provide
for:
(i)

Salary plus Unlikely Bonuses for the first Season of up to the
Minimum Player Salary applicable to a player with two (2)Year of Service;(ii)

Salary plus Unlikely Bonuses for the second Season of up to
the amount shown in the “Year 2” column for a player withtwo (2) Years of Service in the Minimum Annual Salary
Scale; andArticle VII
(iii)

247

the player’s applicable Minimum Player Salary for the third
Season and the Option Year.

For clarity, the foregoing amounts shall be those as set forth in the
Minimum Annual Scale for the Salary Cap Year in which theContract is signed.
(4) For Player Contracts signed in accordance with Section 6(k)(3)above, annual increases and decreases in Salary and Unlikely
Bonuses from the first Season to the second Season shall begoverned by Section 5(a)(1) above.
(l) Reinstatement. If a player has been dismissed and disqualified
from further association with the NBA and subsequently reinstatedpursuant to Article XXXIII (Anti-Drug Agreement), the Team for which
the player last played may enter into a Player Contract with such player inaccordance with the applicable rules set forth in Article XXXIII,
Section 13(f) or (g), even if the Team has a Team Salary at or above theSalary Cap or such Player Contract causes the Team to have a Team Salary
above the Salary Cap. If, in accordance with the preceding sentence, a Teamand a player enter into a Player Contract and such Contract covers morethan one (1) Season, annual increases and decreases in Salary and Unlikely
Bonuses shall be governed by Section 5(a)(1) above.
(m) Non-Aggregation. Other than in accordance with Section 6(j)above, a Team may not aggregate or combine any of the Exceptions set
forth above in order to sign or acquire one (1) or more players at Salaries
greater than that permitted by any one of the Exceptions. If a Team has
more than one (1) Exception available at the same time, the Team shall havethe right to choose which Exception it wishes to use to sign or acquire aplayer.
(n) Other Rules.
(1) A Team shall be entitled to use the Disabled Player Exception,
Bi-annual Exception, Non-Taxpayer Mid-Level Salary Exception,
Taxpayer Mid-Level Salary Exception, and a Traded Player
Exception set forth in Sections 6(c), (d), (e), (f), and (j) above,
respectively, except as set forth in Sections 6(j)(1)(v) and 6(j)(2)above, only if, at the time any such Exception would arise and at all248

Article VII
times until it is used, the Team’s Team Salary, excluding theamount(s) of such Exception and any other Exception that would
be included in Team Salary pursuant to Section 6(n)(2) below, is (i) at
or above the Salary Cap, or (ii) below the Salary Cap by less than theamount(s) of the Team’s Exception(s) (excluding the amount of theTaxpayer Mid-Level Salary Exception unless the Team is no longer
able to use the Non-Taxpayer Mid-Level Salary Exception but
remains able to use the Taxpayer Mid-Level Salary Exception, in
which case the amount of the Taxpayer Mid-Level Salary Exception
shall be included).
(2) In the event that when a Disabled Player Exception, Bi-annual
Exception, Non-Taxpayer Mid-Level Salary Exception (or theTaxpayer Mid-Level Salary Exception instead of the Non-Taxpayer
Mid-Level Salary Exception if the Team is no longer able to use the
Non-Taxpayer Mid-Level Salary Exception but remains able to use
the Taxpayer Mid-Level Salary Exception), and/or a Traded Player
Exception arises, the Team’s Team Salary is below the Salary Cap(or in the event that, prior to the expiration of any such Exceptions,
the Team’s Team Salary falls below the Salary Cap) by less than theamount of such Exceptions, then (i) the Team’s Team Salary shall
include, until the Exceptions are actually used or until the Team nolonger is entitled to use the Exceptions, the amount of the
Exceptions (or any unused portion of the Exceptions), and (ii) theamount by which the Team’s Team Salary is less than the Salary Cap
shall thereby be extinguished. When the Disabled Player Exception
is used to sign or acquire a player, the Replacement Player’s Salary
for the Season covered by his Contract, instead of the amount of the
Exception, shall be included in Team Salary. When a Bi-annual
Exception, Non-Taxpayer Mid-Level Salary Exception, Taxpayer
Mid-Level Salary Exception, or Traded Player Exception is used tosign or acquire a player (as applicable), the Salary for the first Seasonof the signed Contract or the Salary for the then-current Salary Cap
Year of the acquired Contract (as applicable), plus any then-unused
portion of the Exception (instead of the full amount of the
Exception), shall be included in Team Salary. A Team may at any
time renounce its rights to use an Exception, in which case the
Exception (or any unused portion of the Exception) will no longer
be included in Team Salary.

Article VII249(3) Notwithstanding anything to the contrary in this Agreement, if
a player is a Veteran Free Agent following the second or third Seasonof his Rookie Scale Contract (where the first Option Year or second
Option Year (as applicable) to extend such Contract was not
exercised), then any new Player Contract between the player and theTeam that signed him to his Rookie Scale Contract (and/or, if such
Contract was subsequently assigned, any such assignee Team) may
provide for Regular Salary, Likely Bonuses, and Unlikely Bonuses in
the first Salary Cap Year of up to the Regular Salary, Likely Bonuses,
and Unlikely Bonuses, respectively, that the player would havereceived for such Salary Cap Year had his first or second Option
Year (as applicable) been exercised. Annual increases and decreases
in Salary and Unlikely Bonuses shall be governed by Section 5(a)(2)
above.
(4) Beginning on January 10 of each Season, each unused
Exception, other than the Traded Player Exception, the Minimum
Player Salary Exception (which is governed by Section 6(i) above
and Article I, Section 1(kk)) and the Disabled Player Exception, shallbe reduced daily throughout the remainder of the Regular Season by
the amount of the unused Exception as of January 10 multiplied bya fraction, the numerator of which is one (1) and the denominatorof which is the total number of days in such Regular Season;
provided that the foregoing reduction shall not apply in the event aTeam is using the applicable Exception:(i)

During the period beginning on January 10 of a Salary Cap
Year through the date of the NBA trade deadline of such
Salary Cap Year; or(ii)

For purposes of matching an Offer Sheet.

Section 7.

Extensions, Renegotiations, and Other Amendments.

(a) Veteran Extensions. No Player Contract, other than a Rookie
Scale Contract, may be extended except in accordance with the following:(1) Subject to the rules set forth in Section 7(a)(2) below: (i) aPlayer Contract covering a term of three (3) or four (4) Seasons(including, for clarity, any Option Year) may be extended no sooner

250

Article VIIthan the second anniversary of the signing (or, as applicable, theExtension) of the Contract; and (ii) a Player Contract covering aterm of five (5) or six (6) Seasons (including, for clarity, any OptionYear) may be extended no sooner than the third anniversary of thesigning (or, as applicable, the Extension) of the Contract. A Player
Contract covering a term of one (1) or two (2) Seasons (including,for clarity, any Option Year) may not be extended. If a player andTeam seek to enter into an Extension pursuant to this Section 7(a)(other than a Designated Veteran Player Extension in accordancewith Section 7(a)(3)(ii) below) more than one (1) year prior to theJuly 1 preceding the first Season covered by the extended term, thenthe Extension may only be negotiated and entered into during theoff-season (i.e., during the period from July 1 through the day prior
to the first day of a Regular Season). Notwithstanding the foregoing,a Player Contract may be extended pursuant to the Designated
Veteran Player Extension rules set forth in Article II, Section 7 andSection 7(a)(3)(ii) below no sooner than the third anniversary of thesigning of the Contract, and Designated Veteran Player Extensions
may only be negotiated and entered into during the off-season. For
purposes of this Section 7: (A) to determine the second or third
anniversary of the signing of an Extension or Renegotiation, an
Extension or Renegotiation entered into during the period from
October 2 through the day prior to the first day of the Regular
Season of a Salary Cap Year shall be deemed to have been signed on
October 1 of such Salary Cap Year; and (B) the number of Seasons
covered by a Player Contract that was previously extended shall be
the number of Seasons covered by the most-recent Extension.
(2) (i) A Player Contract that has been renegotiated to provide for
an increase in Salary in any Salary Cap Year covered by theContract of more than ten percent (10%) of the player’s
Salary prior to the Renegotiation, may not subsequently be
extended until the third anniversary of the signing of such
Renegotiation.
(ii)

A Team and a player shall not be permitted to extend any
Player Contract with a term that has been shortened as aresult of the player’s exercise of an Early Termination
Option.

Article VII
(iii)

251

Subject to the rules set forth in this Section 7(a): (a) aContract may be extended following the exercise of an
Option by a player or Team; and (b) a Contract may be
extended following the non-exercise of an Option by aplayer or Team only if the extended term covers a minimumof two (2) Seasons (excluding any new Option Year). In
order to effectuate an Extension of the types described inthis Section 7(a)(2)(iii), a Team and player may amend aContract to provide simultaneously for the (i) exercise or
non-exercise (as applicable) of the Option, and (ii) the
Extension.

(3) (i) Subject to Article II, Section 7, a Player Contract extendedin accordance with this Section 7(a) (other than an Extension
entered into in connection with a trade pursuant to
Section 8(e)(2) below or a Designated Veteran Player
Extension) may, in the first Salary Cap Year covered by theextended term, provide for a Salary, excluding Incentive
Compensation, of up to the greater of: (A) one hundred
forty percent (140%) of the Regular Salary in the last Salary
Cap Year covered by the original term of the Contract; or(B) one hundred forty percent (140%) of the Estimated
Average Player Salary for the Salary Cap Year in which the
Extension is signed (or, if the Extension provides for any
Incentive Compensation in the first Salary Cap Year coveredby the extended term, then one hundred forty percent(140%) of the Estimated Average Player Salary for such
Salary Cap Year less the amount of such Incentive
Compensation). In the event that the last Salary Cap Year
covered by the original term of the Contract provides for
Incentive Compensation, the first Salary Cap Year coveredby the extended term may provide for Likely Bonuses andUnlikely Bonuses of up to one hundred forty percent (140%)of the Likely Bonuses and Unlikely Bonuses, respectively, inthe last Salary Cap Year covered by the original term.
Annual increases and decreases in Salary and Unlikely
Bonuses shall be governed by Section 5(a)(3) above.
(ii)

Notwithstanding Section 7(a)(3)(i) above, a Designated
Veteran Player Extension may provide for a Salary in the252

Article VII
first Salary Cap year covered by the extended term totaling
no more than the maximum amount provided for in Article
II, Section 7. Annual increases and decreases in Salary shallbe governed by Section 5(a)(3) above.
(iii)

Notwithstanding Section 7(a)(3)(i) or (ii) above, for an
Extension entered into in connection with a trade pursuant
to Section 8(e)(2) below:(A)

If such Extension is signed prior to the first day of
the 2024-25 Salary Cap Year, then the Extension
may, in the first Salary Cap Year covered by theextended term, provide for a Salary, excluding
Incentive Compensation, of up to one hundred five
percent (105%) of the Regular Salary in the last
Salary Cap Year covered by the original term of theContract. In the event that the last Salary Cap Year
covered by the original term of the Contract
provides for Incentive Compensation, the first
Salary Cap Year covered by the extended term may
provide for Likely Bonuses and Unlikely Bonuses of
up to one hundred five percent (105%) of the Likely
Bonuses and Unlikely Bonuses, respectively, in thelast Salary Cap Year covered by the original term.
Annual increases and decreases in Salary and
Unlikely Bonuses shall be governed by
Section 5(a)(4) above.

(B)

If such Extension is signed on or after the first dayof the 2024-25 Salary Cap Year, then the Extension
may, in the first Salary Cap Year covered by theextended term, provide for a Salary, excluding
Incentive Compensation, of up to the greater of:(A) one hundred twenty percent (120%) of theRegular Salary in the last Salary Cap Year covered by
the original term of the Contract; or (B) one hundred
twenty percent (120%) of the Estimated Average
Player Salary for the Salary Cap Year in which the
Extension is signed (or, if the Extension provides for
any Incentive Compensation in the first Salary Cap

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Year covered by the extended term, then one
hundred twenty percent (120%) of the Estimated
Average Player Salary for such Salary Cap Year lessthe amount of such Incentive Compensation). In
the event that the last Salary Cap Year covered by
the original term of the Contract provides for
Incentive Compensation, the first Salary Cap Year
covered by the extended term may provide for Likely
Bonuses and Unlikely Bonuses of up to one hundred
twenty percent (120%) of the Likely Bonuses andUnlikely Bonuses, respectively, in the last Salary Cap
Year covered by the original term. Annual increases
and decreases in Salary and Unlikely Bonuses shallbe governed by Section 5(a)(4) above.
(iv)

For purposes of determining the maximum allowable Salaryin the first year of the extended term of an Extension
pursuant to Sections 7(a)(3)(i) and 7(a)(3)(iii) above only, theamount of any bonuses that a player may receive pursuant
to Article II, Sections 3(b)(iii) and 3(c) shall be added to theplayer’s Regular Salary and excluded from his Incentive
Compensation.

(v)

Notwithstanding anything to the contrary in this Agreement,a player who will not be a Qualifying Veteran Free Agent at
the conclusion of his Contract will not be eligible to enter
into an Extension pursuant to this Section 7(a).

(4) Subject to Article II, Section 7, any Player Contract of a player
who has played for his current Team for at least ten (10) Seasons
and whose Salary in the last Salary Cap Year covered by the originalterm of the Contract is less than the Salary in the second-to-lastSalary Cap Year covered by such Contract may, in the first Salary
Cap Year covered by an extended term, provide for a Salary equal toone hundred seven and one-half percent (107.5%) of the greater of(i) the average of the Regular Salaries for each Salary Cap Year
covered by the original Contract beginning with the Salary Cap Yearin which such Contract was entered into, or previously extended, as
the case may be, or (ii) the Regular Salary in the last Salary Cap Year
covered by his original Contract. In the event that the last Salary

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Cap Year covered by the original term of the Contract provides for
Incentive Compensation, the first Salary Cap Year covered by theextended term may provide for Likely Bonuses and Unlikely
Bonuses of up to one hundred seven and one-half percent (107.5%)of the Likely Bonuses and Unlikely Bonuses, respectively, in the last
Salary Cap Year covered by the original term. Annual increases anddecreases in Salary and Unlikely Bonuses shall be governed by
Section 5(a)(3) above. If, however, the Salary that may be includedin the first year of an extended term pursuant to this Section 7(a)(4)is less than the Salary that may be included in the first year of an
extended term pursuant to Section 7(a)(3) above, then the Contract
may, in the first Salary Cap Year covered by an extended term,
provide for a Salary of up to the amount permissible under Section
7(a)(3) above.

(b) Rookie Scale Extensions. No Rookie Scale Contract may be
extended except in accordance with the following:(1) A First Round Pick who enters into a Rookie Scale Contract
may enter into an Extension of such Rookie Scale Contract during
the period from 12:01 p.m. eastern time on the last day of theMoratorium Period through 6:00 p.m. eastern time on the day prior
to the first day of the Regular Season of the second Option Yearprovided for in such Contract (assuming the Team exercises such
Option).
(2) An Extension of a Rookie Scale Contract may provide for
Salary and Unlikely Bonuses in the first Salary Cap Year covered by
the extended term totaling no more than the maximum amountprovided for in Article II, Section 7. Annual increases and decreases
in Salary and Unlikely Bonuses shall be governed by Section 5(a)(3)above.
(3) Notwithstanding anything to the contrary in this Agreement, aplayer who will not be a Qualifying Veteran Free Agent at theconclusion of his Rookie Scale Contract will not be eligible to enter
into an Extension of a Rookie Scale Contract pursuant to thisSection 7(b).

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255(c) Renegotiations. No Player Contract may be renegotiated except
in accordance with the following:(1) Subject to Sections 7(c)(2) and (3) below, a Player Contract
covering a term of four (4) or more Seasons may be renegotiated no
sooner than the third anniversary of the signing of the Contract.
(2) Subject to Section 7(c)(3) below, any Player Contract that has
been renegotiated in accordance with Section 7(c)(1) above toprovide for an increase in Salary or Incentive Compensation in any
Salary Cap Year covered by the Contract of more than five percent(5%), or extended in accordance with Section 7(a) or (b) above, may
not subsequently be renegotiated until the third anniversary of thesigning of such Extension or Renegotiation.
(3) Assuming Section 7(c)(1) or (2) above are satisfied, a Team witha Team Salary below the Salary Cap may renegotiate a Player
Contract in accordance with the following rules:(i)

Subject to Article II, Section 7, the Renegotiation may
provide for additional Regular Salary, Likely Bonuses,
and/or Unlikely Bonuses for the then-current Salary Cap
Year covered by the Contract (the “Renegotiation Season”)
that, in the aggregate, would not exceed the Team’s Roomat the time of the Renegotiation.
(For clarity, aRenegotiation may provide for additional Likely Bonuses
and/or Unlikely Bonuses even if such category (i.e., Likely
Bonuses or Unlikely Bonuses) was not provided for by theContract.)(ii)

Every category (Regular Salary, Likely Bonuses and Unlikely
Bonuses, respectively) that is increased for the Renegotiation
Season must also be increased for each of the remaining
Seasons of the Contract. For each Season of the Contract
after the Renegotiation Season, the player’s additional
Regular Salary may increase or decrease over the previous
Season’s additional Regular Salary by no more than eightpercent (8%) of the additional Regular Salary provided forin the Renegotiation Season. In the event that theRenegotiation Season provides for additional Incentive

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Compensation, the amount of additional Likely Bonuses andUnlikely Bonuses provided for in each Season after the
Renegotiation Season may increase or decrease by up to
eight percent (8%) of the amount of additional Likely
Bonuses and Unlikely Bonuses, respectively, provided for in
the Renegotiation Season.
(iii)

No Renegotiation may contain a signing bonus, unless theRenegotiation is accompanied by an Extension and thesigning bonus would otherwise be permitted under the rules
governing the inclusion of signing bonuses in Extensions.

(4) In no event may a Team with a Team Salary at or above theSalary Cap renegotiate a Player Contract.
(5) In no event may a Team and a player renegotiate a Player
Contract from March 1 through June 30 of any Salary Cap Year.
(d) Other.
(1) In no event shall a Team and player negotiate a decrease in
Salary or in any Incentive Compensation for any Salary Cap Year
covered by a Player Contract.
(2) A Player Contract that is extended pursuant to Section 7(a)above may be renegotiated simultaneously, but only if and to theextent permitted by the rules set forth in Section 7(c) above.
Notwithstanding anything to the contrary in this Agreement, if a
Player Contract is extended pursuant to Section 7(a) above andrenegotiated simultaneously, then the amount of the player’s Salary,excluding Incentive Compensation, in the first Salary Cap Year
covered by the extended term may decrease by no more than forty
percent (40%) of the player’s Regular Salary (as renegotiated) in thelast Salary Cap Year covered by the original term. In the event thatthe last Salary Cap Year covered by the original term provides for
Incentive Compensation and such Incentive Compensation is also
renegotiated, the amount of Likely Bonuses and Unlikely Bonusesin the first Salary Cap Year covered by the extended term may
decrease by up to forty percent (40%) of the player’s Likely BonusesArticle VII

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and Unlikely Bonuses, respectively (as renegotiated), in the last
Salary Cap Year covered by the original term.
(3) A Contract that is amended pursuant to Article XXIV,
Section 2(a)(iii)(B)(3) to waive all or any portion of a trade bonus inconnection with the trade of a Player Contract may not be
subsequently renegotiated until the later of (i) six (6) months fromthe date of the trade, or (ii) the first date on which the Contract could
otherwise be renegotiated pursuant to this Section 7.
(4) In connection with the trade of a Player Contract,
notwithstanding anything to the contrary in Article XII, Section 2(a),a player and the assignor Team may agree upon an amendment to
the Contract providing for the exercise or non-exercise of an Option
contained in the Contract by a player or Team (as the case may be),provided that the amendment also provides that (i) the player will be
traded to the assignee Team within a specified period of time not toexceed forty-eight (48) hours of the execution of the amendment,and (ii) such trade and the consummation of such trade areconditions precedent to the validity of the amendment.
(5) In the event that a Team and a player agree to amend a Player
Contract in accordance with Article II, Section 3(p), then: (i) for
purposes of calculating the player’s Salary for the then-current andany remaining Salary Cap Year covered by the Contract,
notwithstanding any stretch of the player’s protected Compensation
payment schedule, the aggregate reduction in the player’s protected
Compensation, if any, shall be allocated pro rata over thethen-current and each remaining Salary Cap Year on the basis of theremaining unearned protected Base Compensation in each such
Salary Cap Year; and (ii) the Team shall not be permitted to sign theplayer to a new Player Contract (or claim the player off of waivers)
before the later of: (x) one (1) year following the date that theplayer’s Player Contract with such Team was terminated; or (y) the
July 1 following the last Season of such Player Contract.
(6) (i) For any Contract terminated on or after the first day of the2023-24 Salary Cap Year, the following rules shall apply for purposesof determining a Team’s Team Salary in circumstances where theContract is terminated prior to the September 1 preceding the final

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Season covered by the Contract and, prior to such September 1, theTeam elects to have the player’s Salary for the then-current and any
remaining Salary Cap Years stretched (i.e., re-attributed):

(ii)

(A)

in the event the Team so elects during the period
from September 1 through the following June 30 of
a Salary Cap Year, (i) the player’s post-termination
Salary for the then-current Salary Cap Year (after
giving effect to the provisions of Section (d)(5)above, if applicable) shall remain unchanged, and(ii) the player’s post-termination Salary for eachremaining Salary Cap Year (after giving effect to theprovisions of Section (d)(5) above, if applicable)
shall be aggregated and allocated evenly over anumber of Salary Cap Years equal to twice thenumber of Seasons (including any Player OptionYear) remaining on the Contract following the Salary
Cap Year in which the election occurred, plus
one (1) Season; or(B)

in the event the Team so elects during the period
from July 1 through August 31 of a Salary Cap Year,the player’s post-termination Salary for thethen-current and any remaining Salary Cap Years(after giving effect to the provisions of Section (d)(5)above, if applicable) shall be aggregated andallocated evenly over a number of Salary Cap Years
equal to twice the number of Seasons (including any
Player Option Year) remaining on the Contract
following the date of the election (including theupcoming Season), plus one (1) Season.

To make an election pursuant to Section 7(d)(6)(i) above, aTeam must provide the NBA with a written statement
electing to stretch the player’s Salary. The NBA shallprovide notice of such election to the Players Association byemail within two (2) business days following the NBA’s
receipt of such notice.

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259

(iii)

Notwithstanding anything to the contrary in thisSection 7(d)(6): (A) in no event shall a Team be permitted
to elect to stretch a waived player’s Salary if the portion of
the Team’s Team Salary representing all of the Team’s
waived players (and any other former players) in any future
Salary Cap Year exceeds or as a result of the proposed
stretch would exceed fifteen percent (15%) of the Salary Cap
in effect during the Salary Cap Year in which the election
occurs; (B) any Team that stretches a player’s Salary for
Salary Cap purposes may not subsequently sign or acquire
such player prior to the July 1 following the end of the last
Season of the player’s Contract (including, for clarity, any
Option Year); and (C) a Team that terminates a player’s
Contract and subsequently signs or acquires such player
prior to July 1 following the end of the last Season of theplayer’s Contract (including, for clarity, any Option Year)may not make an election to stretch the Salary of suchterminated Contract pursuant to Section 7(d)(6)(i) above.

(iv)

In the event a Team makes an election pursuant to
Section 7(d)(6)(i) above to stretch the Salary provided for ina Player Contract, the amount included in Total Salaries inrespect of such Contract shall be calculated without regard
to such election.

(7) In no event shall a Team and player amend a Contract for the
purpose of terminating or shortening the term of the Contract,
except in accordance with the NBA waiver procedure or Article XII,
Section 2.
(8) A Team and player may negotiate the terms and conditions ofan amendment to a Player Contract (including an Extension or
Renegotiation) only during the period of time in which the Teamand player are permitted to enter into such amendment.
Notwithstanding the foregoing, if a Team and player would bepermitted to enter into an amendment to a Player Contract as of thelast day of the Moratorium Period immediately following a Season,
then the Team and player may negotiate the terms and conditions ofsuch amendment beginning on the day following the last day of such
Season.

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Section 8.

Trade Rules.

(a) Subject to the rules in Section 2(e) above, a Team shall bepermitted to pay or receive in connection with one (1) or more trades
occurring during a Salary Cap Year, directly or indirectly, up to an
aggregate amount equal to 5.15% of the Salary Cap for such Salary Cap
Year in cash across all such trades, including cash received asreimbursement for Compensation obligations to players whom the Teamis acquiring.
For purposes of this Section 8(a), (i) if a Contract is signed and then tradedpursuant to Section 8(e)(1) below, and the Contract contains a signingbonus, the payment of all or any portion of such bonus by the Team thatsigned the Contract shall be treated as a reimbursement of a Compensation
obligation of the assignee Team and shall be subject to this Section 8(a),and (ii) the amounts paid or received by a Team in connection with one (1)or more trades occurring during a Salary Cap Year shall not be netted
against each other (thus, for example, if the maximum allowable cash limit
for the 2023-24 Salary Cap Year were $6.5 million and Team A paid $6.5
million in connection with one (1) trade occurring during such Salary Cap
Year and received $6.5 million from another Team in connection with asubsequent trade occurring during the same Salary Cap Year, Team A
would be unable to either pay or receive any cash in connection with any
subsequent trades that it makes during that Salary Cap Year).
(b) A player (other than a Two-Way Player) with a one-year Contract(excluding any Option Year) who would be a Qualifying Veteran Free
Agent or an Early Qualifying Veteran Free Agent upon completing theplaying services called for under his Contract cannot be traded without theplayer’s consent; provided, however, that in accordance with Article II,
Section 3(h) above, the player and Team may agree at the time of signing
such Contract that the player’s right to consent to a trade pursuant to thisSection 8(b) shall be eliminated. Should the player consent (or if the player
and Team agreed at the time of signing to eliminate his right to consent)
and the player is traded (except if the Contract has an Option for thesecond year that was exercised prior to the trade), then, for purposes ofdetermining whether the player is a Qualifying Veteran Free Agent, Early
Qualifying Veteran Free Agent, or Non-Qualifying Veteran Free Agent at
the conclusion of the Contract or any subsequent Contract between theplayer and the assignee Team, the player shall be considered as having
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261

a Free Agent (and not by means of trade). For clarity, for any player who
did not agree at the time of signing to eliminate his right to consent, suchright under this Section 8(b) shall continue following the initial trade of
the player’s Contract and any proposed subsequent trade of such Contract
during the term thereof (not including any Option Year).
(c) A Team cannot trade any player after the NBA trade deadline
occurring in the last Season of the player’s Contract, or after the NBA
trade deadline occurring in any Season that could be the last Season of theplayer’s Contract based upon the exercise or non-exercise of an Option or
Early Termination Option.
(d) (i)No Draft Rookie who signs a Standard NBA Contract orplayer who signs a Two-Way Contract may be traded
before thirty (30) days following the date on which theContract is signed.

(ii)

No player who signs a Standard NBA Contract as a Free
Agent (or who signs a Standard NBA Contract while undera Two-Way Contract) may be traded before the later of(A) three (3) months following the date on which such
Contract was signed or (B) the December 15 of the Salary
Cap Year in which such Contract was signed; provided,that if a Contract is signed in connection with anagreement to trade the Contract in accordance with
Section 8(e) below, the foregoing rule shall not apply to theinitial trade but shall instead be applicable if the Contract
is traded a second time. For the purposes of this rule, a
Two-Way Contract that is converted to a Standard NBA
Contract pursuant to such Contract’s Standard NBA
Contract Conversion Option will be deemed to be aStandard NBA Contract signed by a Free Agent on thedate of the conversion.

(iii)

Notwithstanding the rule set forth in Section (d)(ii) above,
any player who signs a Standard NBA Contract with his
prior Team meeting the following criteria may not be
traded before the later of (x) three (3) months following
the date on which such Contract was signed or (y) the
January 15 of the Salary Cap Year in which such Contract

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was signed: the Team Salary of the player’s Team is above
the Salary Cap immediately following the Contract signingand the player is a Qualifying Veteran Free Agent or Early
Qualifying Veteran Free Agent who, in accordance with
Section 6(b)(1) or (3) above, enters into a new Player
Contract with his prior Team that provides for a Salary forthe first Season of such new Contract greater than one
hundred twenty percent (120%) of the Salary for the last
Season of the player’s immediately prior Contract. The
rule set forth in this Section (d)(iii) shall not apply to aplayer if his new Contract provides for Salary equal to the
Minimum Player Salary (with no bonuses of any kind). For
purposes of the foregoing sentence, if the player’s
immediately prior Contract was a one-year Contract thatprovided for Salary equal to the Minimum Player Salary(with no bonuses of any kind), the player’s prior Salary
shall include the portion of the Minimum Player Salary, ifany, that was reimbursed out of the League-wide benefits
fund described in Article IV, Section 6(h).

(e) (1) Subject to the rules set forth in Section 2(e) above, a VeteranFree Agent and his Prior Team may enter into a Player Contract
pursuant to an agreement between the Prior Team and another
Team concerning the signing and subsequent trade of such
Contract, but only if (i) the Veteran Free Agent finished the priorSeason on his Prior Team’s roster, (ii) the Contract is for at least
three (3) Seasons (excluding any Option Year) but no more thanfour (4) Seasons in length, (iii) the Contract is not signed pursuant
to the Non-Taxpayer Mid-Level Salary Exception or the
Mid-Level Salary Exception for Room Teams, (iv) the first Seasonof the Contract is fully protected for lack of skill, (v) the Contract
is entered into prior to the first day of the Regular Season, (vi) withrespect to any 5th Year Eligible Player (as defined in Article II,
Section 7) who met one of the Higher Max Criteria (as defined in
Article II, Section 7), the Contract may not provide the player with
Salary (plus Unlikely Bonuses) in excess of twenty-five percent(25%) of the Salary Cap (as calculated pursuant to Article II,
Section 7) in effect at the time the Contract is signed, and (vii) the
acquiring Team has Room for the player’s Salary plus any Unlikely
Bonuses provided for in the first Season of the Contract.

Article VII

263(2) A player and his Team may amend a Player Contract(including by entering into an Extension but not by entering intoa Renegotiation) pursuant to an agreement between such Teamand another Team concerning the signing of the amendment andsubsequent trade of the amended Contract; provided, however,
that: (i) no such agreement may be made during the period fromthe last day of the last Regular Season covered by the Contract (orthe last day of any Regular Season that could be the last Regular
Season covered by the Contract based upon the exercise or
non-exercise of an Option or ETO) through the following
June 30; (ii) no such Extension entered into pursuant to thisSection 8(e)(2) prior to the first day of the 2024-25 Salary Cap Yearmay cover more than three (3) Seasons from the date theExtension is signed; and (iii) no such Extension entered into
pursuant to this Section 8(e)(2) on or after the first day of the2024-25 Salary Cap Year may cover more than four (4) Seasons
from the date the Extension is signed. The Salary and Unlikely
Bonuses that may be provided in the first year of the extended
term and annual increases and decreases in Salary and Unlikely
Bonuses shall be governed by Section 7(a)(3)(iii) andSection 5(a)(4) above.
(3) A Player Contract or Extension entered into pursuant to
Section 8(e)(1) or (2) above may not contain an Exhibit 6 thereto.
However, the preceding sentence shall not prohibit the Teams
involved in the trade from agreeing that the trade (and thus thevalidity of the Player Contract or Extension) will be conditional
upon the passage of a physical examination to be performed by aphysician designated by the assignee-Team in accordance with
NBA procedures.
(f) (i)In the event a player enters into (A) an Extension pursuant
to Section 7(a) above (other than a Designated VeteranPlayer Extension governed by Section (f)(ii) below) thatcovers five (5) Seasons (or, for Extensions entered into
prior to the first day of the 2024-25 Salary Cap Year,
four (4) or more Seasons) and/or provides for Salary and
Unlikely Bonuses or annual increases or decreases in theplayer’s Salary and Unlikely Bonuses in excess of theamounts that, at the time such Extension was entered into,

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were permissible in Extensions entered into in connection
with an agreement to trade the Contract pursuant to
Section 8(e)(2) above, or (B) a Renegotiation pursuant to
Section 7(c) above, then the player may not be traded
before six (6) months following the date on which such
Extension or Renegotiation was signed. If a team acquires
a player in a trade, then, for a period of six (6) months
following the date of the trade, the team may not enter into(X) an Extension with the player pursuant to Section 7(a)above that covers five (5) Seasons (or, if the trade occurredprior to the first day of the 2024-25 Salary Cap Year,
four (4) or more Seasons) and/or provides for Salary and
Unlikely Bonuses or annual increases or decreases in theplayer’s Salary and/or Unlikely Bonuses in excess of theamounts that, at the time such trade occurred, werepermissible in Extensions entered into in connection withan agreement to trade the Contract pursuant to
Section 8(e)(2) above, or (Y) a Renegotiation pursuant to
Section 7(c) above.
(ii)

In the event a player enters into a Designated VeteranPlayer Extension pursuant to Section 7(a)(3)(ii) above or a
Designated Veteran Player Contract pursuant to Article II,
Section 7, the player may not be traded before one (1) year
following the date on which he entered into such
Designated Veteran Player Extension or Designated
Veteran Player Contract.

(g) In the event a Rookie Scale Contract is extended pursuant to
Section 7(b) above and a Team proposes to trade such Contract to another
Team prior to the first day of the Salary Cap Year immediately following
such Extension, then, only for purposes of determining whether theacquiring Team has Room for the Contract, the Salary for the last Salary
Cap Year of the original term of the Contract shall be deemed to equal theaverage of the aggregate Salaries for such Salary Cap Year and each Salary
Cap Year of the extended term. For purposes of this subsection (g), theSalary for each Salary Cap Year of the extended term of the Contract shallbe the Salary as set forth in the Contract; provided, however, that:

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(i)

If the Contract provides for Base Compensation in thefirst Salary Cap Year of the extended term that is expressed
as a percentage of the Salary Cap in accordance with
Article II, Section 7(d), then the Base Compensation in theextended term of the Contract shall be determinedassuming that (a) the Salary Cap in the first Salary Cap Year
covered by the extended term will equal one hundred fourand one-half percent (104.5%) of the Salary Cap in effectat the time that the proposed trade would occur, and(b) the player does not meet any of the applicable Higher
Max Criteria during the fourth Season of his Rookie Scale
Contract; or(ii)

If the Contract provides for Salary plus Unlikely Bonusesin the first Salary Cap Year of the extended term thatexceeds the applicable Maximum Annual Salary that would
apply to such player assuming that the Salary Cap in thefirst Salary Cap Year covered by the extended term will
equal one hundred four and one-half percent (104.5%) of
the Salary Cap in effect at the time that the proposed trade
would occur, then the Salary plus Unlikely Bonuses in theextended term of the Contract shall be determined to be
the Salary plus Unlikely Bonuses that would result fromthe deemed amendment(s) pursuant to Article II,
Section 7(c) using the assumption described above in thissubsection (ii).

(h) If a Team trades a player and the assignee Team subsequently
places the player on waivers, the assignor Team shall not be permitted tosign the player to a new Contract (or claim the player off of waivers) before
the earlier of: (i) one (1) year following the date all conditions to the tradewere satisfied; or (ii) the July 1 following the last Season of the player’s
Player Contract.
(i) Prior to the assignment of any Player Contract, the Team fromwhich such Player Contract is to be assigned and the player whose Player
Contract is to be assigned shall be required to divest themselves, on terms
mutually agreeable to the player and the Team, of any preexisting financial
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not apply to Compensation earned by the player prior to the assignmentor to loans.
(j) As soon as is practicable following each trade (but in no event later
than one (1) week from the date of the trade), the NBA shall send to thePlayers Association, by email, a summary of the principal terms of the
trade; provided, however, that the NBA may omit from such summary any
terms that the NBA or one (1) or more Teams involved in the tradereasonably deem confidential (other than such terms as may be necessary
to verify the Teams’ compliance with Section 8(a) above).
(k) A “trade” of a player under this Agreement shall mean an
assignment of a Player Contract pursuant to a negotiated exchange
between two or more Teams following a trade conference call with the
NBA league office. For clarity, the word “trade” shall not include anassignment of a player via the NBA’s waiver procedures.
Section 9.

Miscellaneous.

(a) Except where this Agreement states otherwise, for purposes of any
rule in this Agreement that limits, involves counting, or otherwise relates
to, the number of Seasons covered by a Contract:(1) If a Player Contract or Extension is signed after the beginningof a Season, the Season in which the Contract or Extension issigned shall be counted as one (1) full Season covered by theContract or Extension; and in the case of an Extension that issigned during the period from the end of a Season through theimmediately following June 30, the Season immediately preceding
the signing of the Extension (i.e., the just-completed Season) shallbe counted as one (1) full Season covered by the Extension.
(2) An Option Year shall be counted as one (1) Season coveredby the Contract.
(b) Except where this Agreement states otherwise, all of the rules inthis Agreement that limit, affect the calculation of, or otherwise relate to,
the Compensation or Salary provided for in a Player Contract shall apply
to Option Years.

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Section 10. Accounting Procedures.
(a) (1)The NBA and the Players Association shall jointly engage
an independent auditor (the “Accountants”) to provide the parties
with an “Audit Report” (and a “Draft Audit Report,” and, if
applicable, an “Interim Audit Report” and, if applicable, an“Interim Designated Share Audit Report”) setting forth BRI, andTotal Salaries and Benefits for the immediately preceding Salary
Cap Year, and the information called for by Section 12 below (the“Designated Share Information”). The audit reports provided forby this Section 10(a)(1) are to be prepared in accordance with theprovisions and definitions contained in this Agreement. The
engagement of the Accountants shall be deemed to be renewed
annually unless they are discharged by either party during theperiod from the submission of an Audit Report up to January 1 of
the following year. The parties agree to share equally the costs
incurred by the Accountants in preparing the audit reports
provided for by this Section 10(a)(1).
(2) The Accountants shall submit a “Draft Audit Report” foreach Salary Cap Year to the NBA and the Players Association,
along with relevant supporting documentation, two (2) weeks prior
to the scheduled issuance of the final Audit Report.
(3) The final Audit Report shall be submitted by the Accountants
to the parties by 6:00 p.m. eastern time on the last day of the Salary
Cap Year under audit. The audit shall begin as needed to ensure
there is no reduction in the audit duration compared to the 2011
CBA. The Audit Report shall not be deemed final until the parties
have confirmed in writing their agreement (in a form acceptable tothe parties) with such Report. The NBA, the Players Association,and the Teams shall use their best efforts to facilitate the
Accountants’ timely completion of the Audit Report.
(4) In the event that, for any reason, the Accountants fail tosubmit to the parties a final Audit Report by 6:00 p.m. eastern timeon the last day of the Salary Cap Year under audit, the Accountants
shall prepare an interim Audit Report (the “Interim Audit Report”)
by such time setting forth the Accountants’ best estimate of BRI
and Total Salaries and Benefits for the preceding Salary Cap Year

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and, based upon such best estimates, the Designated ShareInformation. Such Interim Audit Report shall include:(i)

All amounts of BRI and Total Salaries and Benefits (or the
portions thereof) and all Designated Share Information (orthe portions thereof) for such Salary Cap Year as to which
the Accountants have completed their review and, by
written agreement of the Players Association and the NBA(waiving their respective rights to dispute such amounts),
are not in dispute.

(ii)

With respect to any amounts of BRI or Total Salaries andBenefits (or portions thereof) as to which the Accountants
have not completed their review or which are the subjectof a good faith dispute between the parties, the NBA’s
good faith proposal as to the proper amount, if any, thatshould be included in the Audit Report.

(iii)

With respect to any items of Designated ShareInformation that are the subject of a good faith dispute
between the parties, the Accountants’ good faith
determination as to such items, taking into account theprovisions of Sections 10(a)(4)(i) and (ii).

As soon as practicable after the Interim Audit Report is submitted to theparties, the Accountants shall submit the final Audit Report, including adescription of the differences, if any, from the Interim Audit Report. The
Audit Report shall not be deemed final until the parties have confirmed inwriting their agreement (in a form acceptable to the parties) with such
Report or all disputes with respect to such Report have been finallyresolved by means of the dispute-resolution procedures provided for bythis Agreement.
If, at the conclusion of the Audit Report Challenge Period (as defined by
Section 12(a)(11) below), the Accountants have not submitted or are
unable to submit a final Audit Report (because, by way of example but notlimitation, there are disputes or claims that have been asserted pursuant to
Article XXXII, Section 9(c) and which remain pending), the Accountants
shall prepare and submit to the parties, within five (5) business days
following the completion of the Audit Report Challenge Period, anArticle VII

269

Interim Designated Share Audit Report that shall include the information
set forth in the Interim Audit Report as adjusted or amended so as toreflect any final determinations made by the System Arbitrator or the
Appeals Panel (as the case may be) in proceedings commenced pursuant
to Article XXXII, Section 9(b) and involving disputes or claims withrespect to such Interim Audit Report. The sole purposes for which any
Interim Designated Share Audit Report is to be used under this Agreement
are to perform or form the basis for the calculations to be made pursuant
to Section 12 below and, if applicable, to perform the calculations that
determine whether the conditions to the parties’ mutual termination rights
set forth in Article XXXIX, Sections 7-8 are satisfied.
(b) For purposes of determining BRI, Total Salaries and Benefits, andthe Designated Share Information, the Accountants shall perform at least
such review procedures as shall be agreed upon by the parties. In
connection with the preparation of Audit Reports for each Salary Cap
Year, each Team and the NBA shall submit a report to the Accountants,
the NBA, and the Players Association setting forth BRI, Team Salaries,
and Benefits information for such Salary Cap Year, on forms agreed uponby the NBA, the Players Association, and the Accountants (the “BRI
Reports”). The NBA and the Players Association shall agree upon suchforms no later than April 1 of each Salary Cap Year.
(c) The Accountants shall review the reasonableness of any estimatesof revenues or expenses for a Salary Cap Year included in the Teams’ andthe NBA’s BRI Reports for such Salary Cap Year and may make suchadjustments in such estimates as they deem appropriate. To the extent theactual amounts of revenues received or expenses incurred for a Salary Cap
Year differ from such estimates, adjustments shall be made in BRI for thefollowing Salary Cap Year in accordance with the provisions ofSection 10(f) below.
(d) With respect to deducted expenses, except for Newly-Deductible
International Expenses, the NBA, League-related entities, Teams, andRelated Parties shall report in BRI Reports only those expenses that arereasonable and customary in accordance with the provisions ofSection 1(a) above. Subject to the terms of Section 1(a)(6) andSection 1(a)(14) above, and Section 11 below, all categories of expenses
deducted in a BRI Report completed by the NBA or a Team shall be
reviewed by the Accountants, but such categories shall be presumed to be270

Article VIIreasonable and customary and the amount of the expenses deducted by
the NBA or a Team that come within such expense categories shall also
be presumed to be reasonable and customary, unless such categories oramounts are found by the Accountants to be either unrelated to therevenues involved or grossly excessive.
(e) The Accountants shall notify designated representatives of the
NBA and the Players Association: (1) if the Accountants have any
questions concerning the amounts of revenues or expenses reported by
the Teams and the NBA or any other information contained in the BRI
Reports; or (2) if the Accountants propose that any adjustments be madeto any revenue or expense item or any other information contained in the
BRI Reports.
(f) The Accountants shall indicate which amounts included in BRI fora Salary Cap Year, if any, represent estimates of revenues or expenses.
With respect to any such estimated revenues or expenses, the Accountants
shall, in preparing the Audit Report for the immediately succeeding Salary
Cap Year (“Subsequent Audit Report”), or the Audit Report for the same
Salary Cap Year in the event that an Interim Audit Report was previously
issued for that Salary Cap Year, determine the actual revenues andexpenses received for the prior Salary Cap Year and include as a credit ordebit to BRI in such Subsequent Audit Report the amount of the aggregate
difference, if any, between all such estimated revenues and expenses forthe prior Salary Cap Year and the actual revenues and expenses received
for such Salary Cap Year.
(g) In the event that in the course of preparing an Audit Report for a
Salary Cap Year the Accountants discover that they committed an error incomputing BRI in the Audit Reports for either of the two (2) previous
Salary Cap Years, which error resulted in a material understatement oroverstatement of BRI for either of such Salary Cap Years, and the parties
agree that such error was committed and agree as to the amount of theresulting understatement or overstatement (or, if they do not agree, anerror (and the amount of such error) is established pursuant to the dispute
resolution procedures provided for in this Agreement) the amount of such
understatement or overstatement of BRI shall be added to or subtracted
from BRI, as the case may be, with interest (at a rate equal to the one (1)year Treasury Bill rate as published in The Wall Street Journal on the date of
the issuance of such Audit Report) accruing from the date of the Audit

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Report for the Salary Cap Year in which such understatement oroverstatement occurred in equal annual amounts over the then-current
and subsequent Salary Cap Years. Notwithstanding the foregoing, theparties will jointly instruct the Accountants that their audits shall notinclude procedures specifically designed to detect errors committed inprior audits.
(h) In the event that there is an NHL players’ strike or owners’ lockout(“work stoppage”) resulting in the cancellation of all or part of any NHL
season in any Salary Cap Year, and such work stoppage results in a refund
being made to luxury suite-holders, premium seat license-holders, or topurchasers of fixed arena signage and/or naming rights in arenas in which
both an NBA Team and an NHL team plays its home games, then therevenues for luxury suites, premium seat licenses, and fixed arena signage
and/or naming rights in such arenas shall be determined as if such refunds
were not made. If the work stoppage continues for a second year, thenthe NHL revenues shall be deemed to be the amount included for theprior year.
(i) All disputes with respect to any Interim Audit Report shall be
resolved exclusively in accordance with the procedures set forth in
Article XXXII.
(j) In the event of a trade that (i) occurs after the final Audit Report for
a Salary Cap Year is submitted by the Accountants and before theconclusion of such Salary Cap Year, and (ii) results in a player earning a tradebonus, the final Audit Report shall be amended to reflect such trade bonus
for purposes of calculating such player’s Salary and the Team’s Team Salary(and thus, for clarity, for the purposes of computing the amount of tax theTeam owes pursuant to Article VII, Section 2(d)); however, the portion ofsuch trade bonus that is included in the Team’s Team Salary for such Salary
Cap Year shall be excluded from Total Salaries for such Salary Cap Year,and included in Total Salaries for the immediately following Salary Cap Year.
Section 11. Players Association Audit Rights.
(a) Team Audits. The Players Association shall have the right as partof the annual review of BRI Reports to retain its own accountants (the“Players Association’s Accountants”), at its own expense, after thesubmission of each Audit Report under this Agreement, to audit the books

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and records of NBA teams (of its choosing), with the number of such audits
in each Salary Cap Year set forth below (the “First Audit”); provided,
however, that such review shall be limited to (i) revenue items (including inrespect of equity transactions subject to Section 1(a)(13) above), and(ii) expense items, in each case that appear or should have appeared in the
BRI Reports. In the event that, in the opinion of the Players Association’s
Accountants, such audit indicates misallocations or miscategorizations ofrevenues or expenses (other than with respect to matters that constituted
Disputed Adjustments in connection with the prior Audit Report) resulting
in an understatement of BRI, they shall submit to the NBA proposedadjustments to BRI consistent with their findings. In the event that the
NBA disputes such proposed adjustments, such proposed adjustments shallbe deemed to be “Disputed Adjustments” and shall be resolved inaccordance with the procedures set forth in Article XXXII. In addition, inthe event that First Audit Disputed Adjustments in excess of $8 million are
resolved in favor of the Players Association, the Players Association shallthen have the right, that Season, to have the Players Association’s
Accountants audit up to an additional ten (10) NBA teams for the same
Salary Cap Year, in accordance with the foregoing procedures (the “Second
Audit”). If, as a result of the Second Audit, additional Disputed
Adjustments in excess of $8 million are resolved in favor of the Players
Association, the Players Association shall then have the right, that Season,
to have the Players Association’s Accountants audit all remaining NBA
Teams for that Salary Cap Year. The amount of any and all Disputed
Adjustments that are ultimately resolved in favor of the Players Associationin accordance with this Section 11(a) shall be added to BRI in the Salary Cap
Year in which such resolution is reached. The aggregate number of NBA
Teams selected for the First Audit by the Players Association over the courseof the first six (6) Salary Cap Years of the CBA will be ninety (90), to be
distributed over the Salary Cap Years at the Players Association’s option.
For the seventh Salary Cap Year of the CBA, the Players Association will beentitled to select fifteen (15) NBA Teams for First Audits, supplemented byany of the ninety (90) audits that were not used in a previous Salary Cap
Year.
(b) League Audit. The Players Association shall have the right as partof the annual review of BRI Reports to retain the Players Association’s
Accountants to conduct an audit, at its own expense, of the books andrecords of the NBA, Properties, Media Ventures, and other League-related
entities associated with generating BRI, provided, however, that such audit

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shall be limited to (i) revenue items (including in respect of equity
transactions subject to Section 1(a)(13) above) and (ii) expense items,
regardless of whether such expenses exceed the applicable BRI ratio ofexpenses to revenues set forth in Exhibit D, in each case that appear or
should have appeared in the BRI Report. In the event that, in the opinionof the Players Association’s Accountants, such audit indicates misallocations
or miscategorizations of revenues or expenses (other than with respect tomatters that constituted League Disputed Adjustments in connection withthe prior Audit Report) resulting in an understatement of BRI, they shallsubmit proposed adjustments to the NBA consistent with their findings. In
the event that the NBA disputes such proposed adjustments, such proposedadjustments shall be deemed to be League Disputed Adjustments andresolved in accordance with the procedures set forth in Article XXXII. The
amount of any and all such League Disputed Adjustments that are resolvedin the Players Association’s favor shall be included in BRI in the Salary Cap
Year in which such resolution is reached. In addition, in the event that any
such League Disputed Adjustments are resolved in the Players Association’sfavor, the Accountants shall be directed to correct such expense
misallocations and/or miscategorizations in the remaining Salary Cap Years
covered by the Agreement.
(c) Confidentiality. In connection with any audit conducted by thePlayers Association pursuant to this Section 11, the Players Associationagrees to sign, and to cause its representatives to sign, a confidentiality
agreement in the form annexed hereto as Exhibit J-1. The Players
Association also agrees to sign, and to cause its representatives to sign, asimilar confidentiality agreement with respect to information obtained inconnection with the Accountants’ audit pursuant to Section 10 above.
(d) Preceding
Salary
Cap
Year
Audit
Adjustments.
Notwithstanding anything else in this Agreement or any release in the annual
BRI letter agreement, if upward or downward adjustments are made inconnection with a Players Association-initiated audit, an adjustment to BRI
in respect of the same item can also be made for revenues or expenses
related to the preceding Salary Cap Year, if applicable. For example, without
limitation, if, based on the audit findings, the parties agree that a Team
under-reported 2023-24 BRI by one million dollars ($1,000,000), and thatthe same error in the same amount occurred in 2022-23, then 2024-25 BRI
would be adjusted upward by two million dollars ($2,000,000).

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Article VII(e) Related Party Access. The Players Association’s Accountants
shall have access to such portions of a Related Party’s books and records
that the accountants have a well-founded basis to believe have a meaningful
impact on BRI. For purposes of the foregoing, (i) where a team plays in anarena owned or operated by a Related Party, the Players Association’s
Accountants will have access to that Related Party arena company’s trial
balance relating to all revenues and to such other portions of the trial balancethat the Players Association’s Accountants have a well-founded basis tobelieve have a meaningful impact on BRI; (ii) for other Related Parties,
information requests should fit the circumstances to enable the Players
Association’s Accountants to verify the accuracy of BRI amounts (x) thatcannot reasonably be verified through other means, and (y) without
accessing financial and business information that there is no well-foundedbasis to believe have a meaningful impact on BRI; and (iii) the NBA, Players
Association, and the Team will collectively consider any request for accessto Related Party books and records while onsite and make their best efforts
to resolve the access issue.
(f) Bilateral Adjustments. Subject to the deadlines set forth in
Section 11(g) below, the NBA may propose BRI adjustments with respect
to any Team audited by the Players Association. The NBA’s right topropose such adjustments may not adversely affect in any way the time andresources available to the Players Association under its audit rights. In theevent that the Players Association disputes such proposed adjustments, suchproposed adjustments shall be resolved in accordance with the procedures
set forth in Article XXXII. The amount of any and all such proposedadjustments that are ultimately resolved in favor of the NBA in accordancewith this Section 11(f), including any adjustments made pursuant to
Section 11(d) above, shall be deducted from BRI in the Salary Cap Year inwhich such resolution is reached.
(g) Timing. Audits conducted by the Players Association must be
noticed within ninety (90) days after issuance of the final Audit Report inrespect of the applicable Salary Cap Year. Any proposed adjustments by thePlayers Association and NBA relating to Team audits (and in the case of thePlayers Association, with respect to any League Office audits) will be
resolved by April 30 of the following calendar year. Each party will provide
its proposed adjustments by March 25.

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Section 12. Designated Share Arrangement.
(a) Definitions. As used in this Agreement, the following terms shallhave the following meanings:(1) “Actual Reduction Percentage” means, with respect to a Salary
Cap Year, the lesser of (i) ten percent (10%), and (ii) the percentage
that, when multiplied by Adjusted Total Salaries, equals the
Uncapped Reduction Amount.
(2) “Adjusted Team Salary” means for a Team, with respect to a
Salary Cap Year, the portion of Adjusted Total Salaries for such
Salary Cap Year for which the Team is financially responsible. For
clarity, for purposes of this Section 12(a)(2), (i) with respect to aplayer that was employed by more than one (1) Team under the same
Player Contract during the Salary Cap Year (i.e., in cases where aplayer’s Contract is acquired by trade or pursuant to the NBA waiverprocedure), the portion of the Adjustment Salary in respect of the
Adjustment Contract for which each such Team is financially
responsible shall be determined in accordance with NBA rules; and(ii) a Team shall be considered financially responsible for any signingbonus allocation (or the allocation of any amount treated as a signingbonus pursuant to Section 3(b)(1) above) that was the result of asigning bonus (or the result of any amount treated as an earned
signing bonus pursuant to Section 3(b)(1) above) paid by the Team.
(3) “Adjusted Total Benefits” means, with respect to a Salary Cap
Year, an amount equal to Total Benefits for such Salary Cap Yearless any amounts reimbursed out of the League-wide benefits funddescribed in Article IV, Section 6(h) in respect of such Salary Cap
Year.
(4) “Adjusted Total Salaries” means, with respect to a Salary Cap
Year, an amount equal to Total Salaries for such Salary Cap Yearplus any amounts reimbursed out of the League-wide benefits funddescribed in Article IV, Section 6(h) in respect of such Salary Cap
Year.
(5) “Adjusted Total Salaries and Benefits” means, with respect to a
Salary Cap Year, the sum of Adjusted Total Salaries and Adjusted
Total Benefits for such Salary Cap Year.

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Article VII(6) “Adjustment Contract” means, with respect to a Salary Cap
Year, any Contract that provides for Salary that is included in
Adjusted Total Salaries for such Salary Cap Year.
(7) “Adjustment Salary” means, with respect to a Salary Cap Year,the amount of Salary in respect of an Adjustment Contract that isincluded in Adjusted Total Salaries for such Salary Cap Year.
(8) “Adjustment Schedules” means the schedules prepared by the
NBA with respect to each Salary Cap Year in advance of eachsemi-monthly payment date setting forth for each player theapplicable Compensation adjustment to be applied in respect of theapplicable Compensation payment.
(9) “Aggregate Reduction Amount” means, with respect to a Salary
Cap Year, an amount equal to the sum of the Contract Reduction
Amounts for all Adjustment Contracts for such Salary Cap Year.
(10) “Aggregate Team Overage Balance” means, with respect to a
Salary Cap Year, an amount equal to the sum of all Team Overage
Balances for such Salary Cap Year.
(11) “Audit Report Challenge Period” means the period beginningwith the date on which an Interim Audit Report is issued by the
Accountants and ending on the last date by which all challenges
thereto brought pursuant to Article XXXII, Section 9(b) areresolved.
(12) “Carryover Amount” means, with respect to a Salary Cap Year,(i) the amount, if any, by which the Uncapped Reduction Amountin respect of the immediately preceding Salary Cap Year exceeded
the Aggregate Reduction Amount in respect of such immediately
preceding Salary Cap Year, less (ii) the amount, if any, by which the
Shortfall Amount for the immediately preceding Salary Cap Yearexceeded the amount distributed to players pursuant to
Section 12(e)(3) below with respect to such immediately preceding
Salary Cap Year.
(13) “Carryover Interest Rate” means, with respect to a Salary Cap
Year, a rate equal to the Secured Overnight Financing Rate asArticle VII277

published in The Wall Street Journal on the first day of such Salary Cap
Year, plus 1.225%.
(14) “Contract Reduction Amount” means for an Adjustment
Contract, with respect to a Salary Cap Year:(i)

Prior to the completion of the Governing Audit Report: anamount equal to the Adjustment Salary in respect of such
Adjustment Contract for such Salary Cap Year multiplied by
the Withholding Percentage; and(ii)

For purposes of, and following the completion of, theGoverning Audit Report: an amount equal to the
Adjustment Salary in respect of such Adjustment Contract
for such Salary Cap Year multiplied by the Actual Reduction
Percentage.

(15) “Designated Share” means, with respect to a Salary Cap Year,
fifty percent (50%) of BRI for such Salary Cap Year, provided thatthe Designated Share for a Salary Cap Year shall be increased or
decreased in accordance with the following:(i)in the event that BRI for a Salary Cap Year exceeds
Forecasted BRI for such Salary Cap Year, then the
Designated Share for such Salary Cap Year shall equal fifty
percent (50%) of Forecasted BRI for such Salary Cap Year,plus sixty and one-half percent (60.5%) of the difference
between BRI for such Salary Cap Year and Forecasted BRI
for such Salary Cap Year; and(ii)

in the event that Forecasted BRI for a Salary Cap Yearexceeds BRI for such Salary Cap Year, then the DesignatedShare for such Salary Cap Year shall equal fifty percent(50%) of Forecasted BRI for such Salary Cap Year, less sixty
and one-half percent (60.5%) of the difference between
Forecasted BRI for such Salary Cap Year and BRI for such
Salary Cap Year.

Notwithstanding anything to the contrary in the foregoing, in no
event shall the Designated Share for any Salary Cap Year be less than

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forty-nine percent (49%) of BRI for such Salary Cap Year or greaterthan fifty-one percent (51%) of BRI for such Salary Cap Year.
To illustrate the foregoing:(X) if BRI for a Salary Cap Year were to equal $10 billion, and Forecasted
BRI for such Salary Cap Year were to equal $9.5 billion, then the DesignatedShare for such Salary Cap Year would equal $5.0525 billion (i.e., $4.75
billion (i.e., Forecasted BRI of $9.5 billion multiplied by 50%) plus
$0.3025 billion (i.e., 60.5% of $0.5 billion – the difference between BRI of$10 billion and Forecasted BRI of $9.5 billion)), which would equate to50.525% of BRI;
(Y) if BRI for a Salary Cap Year were to equal $9.5 billion, and Forecasted
BRI for such Salary Cap Year were to equal $10 billion, then the DesignatedShare for such Salary Cap Year would equal $4.6975 billion (i.e., $5 billion(i.e., Forecasted BRI of $10 billion multiplied by 50%) less $0.3025 billion(i.e., 60.5% of $0.5 billion – the difference between Forecasted BRI of $10
billion and BRI of $9.5 billion)), which would equate to 49.4474% of BRI;and(Z) if BRI for a Salary Cap Year were to equal $10 billion, and Forecasted
BRI for such Salary Cap Year were to equal $9 billion, then the DesignatedShare for such Salary Cap Year would equal $5.1 billion or 51% of BRI since
the amount per the calculation would exceed 51% of BRI (i.e., $4.5 billion (i.e.,
Forecasted BRI of $9 billion multiplied by 50%) plus $0.605 billion (i.e.,
60.5% of $1 billion – the difference between BRI of $10 billion and Forecasted
BRI of $9 billion) would equal $5.105 billion or 51.05% of BRI).
(16) “Distribution Amount” means, with respect to a Salary Cap
Year, an amount equal to the sum of the Aggregate Reduction
Amount for such Salary Cap Year and any Shortfall Amount forsuch Salary Cap Year, allocated in accordance with Section 12(e)below.
(17) “Forecasted BRI” means:(i)With respect to the 2023-24 Salary Cap Year, ninety andforty-eight hundredths percent (90.48%) of BRI for the2022-23 Salary Cap Year; andArticle VII
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279

With respect to each Salary Cap Year beginning with the2024-25 Salary Cap Year, one hundred four and one-halfpercent (104.5%) of Forecasted BRI for the immediately
preceding Salary Cap Year.

(18) “Governing Audit Report” means, with respect to a Salary Cap
Year, the Audit Report for such Salary Cap Year, or, if no final Audit
Report has been submitted at the conclusion of the Audit Report
Challenge Period, the Interim Designated Share Audit Report forsuch Salary Cap Year.
(19) “Interest Amount” means, with respect to a Salary Cap Year,
the Carryover Interest Rate for such Salary Cap Year multiplied by
the Carryover Amount with respect to such Salary Cap Year.
(20) “Overage” or “Overage Amount” means, with respect to a
Salary Cap Year, the amount, if any, by which Adjusted Total Salaries
and Benefits for such Salary Cap Year exceeds the Designated Sharefor such Salary Cap Year.
(21) “Shortfall Amount” means, with respect to a Salary Cap Year,the amount, if any, by which the Designated Share for such Salary
Cap Year exceeds Adjusted Total Salaries and Benefits for such
Salary Cap Year.
(22) “Team Overage Balance” means for a Team, with respect to a
Salary Cap Year, the Overage Amount (if any) for such Salary Cap
Year to which such Team is entitled (calculated in accordance with
Section 12(d) below), adjusted in accordance with Section 12(e)below.
(23) “Uncapped Reduction Amount” means, with respect to a Salary
Cap Year, the sum of the Overage Amount, the Carryover Amount,and the Interest Amount with respect to such Salary Cap Year.
(24) “Withholding Percentage” means, with respect to a Salary Cap
Year, ten percent (10%), provided that in the event that the Salary
Cap for such Salary Cap Year is limited to one hundred ten percent(110%) of the Salary Cap for the immediately preceding Salary Cap
Year pursuant to Section 2(a)(5) above, then the NBA and Players
Association shall discuss in good faith reducing the Withholding

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Percentage (i.e., to a percentage that is less than ten percent (10%)),taking into account reasonable estimates of Team and League
financial performance (accounting for attendant risks and the likely
size of any Shortfall Amount).

(b) Benefit Adjustment.
(1) In the event that, for a Salary Cap Year, prior to any reduction
pursuant to this Section 12(b)(1), the Uncapped Reduction Amountless any Shortfall Amount would exceed ten percent (10%) of
Adjusted Total Salaries, the Additional Benefit Amount as provided
for by Article IV, Section 4(d)(1) (i.e., the one percent (1%) of BRI
amount for additional benefits) shall be reduced by such excess
amount (or, if such excess amount is greater than the Additional
Benefit Amount, then the Additional Benefit Amount shall be
reduced in full). Any reduction to the Additional Benefit Amountfor a Salary Cap Year pursuant to this Section 12(b)(1) shall be
deducted from Total Benefits (and, thus, Adjusted Total Benefits)
for such Salary Cap Year (thus decreasing the Overage Amountand/or increasing the Shortfall Amount for such Salary Cap Year,
as applicable).
(2) For purposes of calculating Projected Benefits (and, thus, theSalary Cap) for a Salary Cap Year, no reduction expected to be madepursuant to Section 12(b)(1) above shall be taken into account.
(c) Compensation Adjustments.
(1) For each Salary Cap Year, each Compensation payment madeto a player in respect of the Season encompassed by such Salary Cap
Year pursuant to an Adjustment Contract shall be adjusted by thepercentage reduction that, when applied to each remaining
Compensation payment in respect of that Season pursuant to such
Adjustment Contract, and taking into account any Compensation
adjustments already made pursuant to this Section 12(c), would
result in a reduction (pursuant to this Section 12(c)) of the total
Compensation payable to such player pursuant to the Adjustment
Contract in respect of that Season equal to the then-applicable
Contract Reduction Amount.

Article VII

281(2) In the event that, as of the completion of the Governing Audit
Report, the Compensation payable to a player pursuant to the
Adjustment Contract has already been reduced pursuant to thisSection 12(c) by an amount that exceeds the then-applicable
Contract Reduction Amount, then such excess shall be paid to theplayer in equal installments over the remaining semi-monthly
payment dates on which payments are due to such player for theapplicable Season pursuant to the Adjustment Contract beginningwith either the next semi-monthly payment date following theissuance of the Governing Audit Report or, if practicability warrants,
the second semi-monthly payment date following the issuance of theGoverning Audit Report (or, if there are no remaining payments due
to such player for the applicable Season pursuant to the Adjustment
Contract, such excess shall be paid to the player within sixty (60)days following the completion of the Governing Audit Report).
(3) If for any reason, in respect of a Salary Cap Year, the Contract
Reduction Amount for an Adjustment Contract exceeds the amountby which the Compensation provided for by such Contract was
decreased pursuant to this Section 12(c) above, then the Players
Association shall make good faith efforts to facilitate the applicable
Team’s recovery of such excess from the applicable player via a
direct payment. In the event any amount remains outstanding as of
the first semi-monthly payment date for the immediately following
Salary Cap Year, such outstanding amount shall be subtracted fromthe Contract Reduction Amount for such Adjustment Contract inrespect of the Salary Cap Year with respect to which such amountremains outstanding (and the parties shall adjust (or, if necessary,deem amended) the Governing Audit Report to reflect suchdecrease).
(4) Within seven (7) days after receiving any set of Adjustment
Schedules from the NBA, or within seven (7) days after any eventthat the Players Association believes warrants a change in any
previously-issued Adjustment Schedules, the Players Association
may bring a proceeding before the System Arbitrator, in accordancewith Article XXXII, Section 10, contesting the NBA’s calculation of
any player’s Compensation adjustment pursuant to thisSection 12(c). Notwithstanding the commencement of any suchproceeding, each Team shall continue making Compensation

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adjustments in accordance with this Section 12(c), and in no event
shall any Team be prohibited from making such Compensation
adjustments prior to a final determination in any such proceeding.
In the event that the NBA makes a determination, or a final
determination is made in a proceeding in accordance with thisSection 12(c)(4), that an adjustment to a player’s Compensation waserroneously calculated by the NBA, the sole remedy with respect toany amounts erroneously deducted from the player’s Compensation
shall be to modify, as soon as practicable, the deduction amounts
applicable to such player so as to reduce, in equal amounts, allscheduled future deductions from post-determination payments ofCompensation until the amount of any prior over-deduction is fully
offset; provided, however, that to the extent that reducing theplayer’s future deductions would not fully offset the priorover-deductions, the NBA shall instruct the applicable Team to pay
the player as soon as practicable such additional amounts as arenecessary to fully offset such over-deductions.

(d) Team Overage Balance. In respect of each Salary Cap Year, eachTeam’s Team Overage Balance shall (prior to any adjustments made inaccordance with Section 12(e) below) equal:(1) If there is an Overage Amount that is less than or equal to ten
percent (10%) of Adjusted Total Salaries: the Overage Amountdivided by thirty (30).
(2) If there is an Overage Amount that is greater than ten percent(10%) of Adjusted Total Salaries: an amount equal to the sum of(i) ten percent (10%) of Adjusted Total Salaries divided bythirty (30), and (ii) the amount by which the Overage exceeds ten
percent (10%) of Adjusted Total Salaries, multiplied by a fraction,
the numerator of which is the Team’s Adjusted Team Salary for such
Salary Cap Year, and the denominator of which is Adjusted Total
Salaries for such Salary Cap Year.
(3) If the Overage Amount is zero (0): zero (0).
(e) Allocation of Distribution Amount. Each Salary Cap Year, as partof the Governing Audit Report, the following processes will apply with

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respect to Team Overage Balances and the Distribution Amount for such
Salary Cap Year (the “Distribution Year”):(1) Beginning with the earliest Salary Cap Year in respect of which
the Aggregate Team Overage Balance is greater than zero (0):(i)

If the Distribution Year is later than such Salary Cap Year,then each Team’s Team Overage Balance in respect of such
Salary Cap Year shall be increased by an amount equal to its
Team Overage Balance in respect of such Salary Cap Yearmultiplied by the Carryover Interest Rate in respect of theDistribution Year (and thus the Aggregate Team Overage
Balance in respect of such Salary Cap Year shall be increasedby the sum of the increase to each Team’s Team Overage
Balance in accordance with this Section 12(e)(1)(i)); and(ii)With respect to such Salary Cap Year, the Distribution
Amount for the Distribution Year shall be allocated asfollows:(A)

If the Distribution Amount is greater than or equal
to the Aggregate Team Overage Balance in respectof such Salary Cap Year, each Team shall beallocated a portion of the Distribution Amountequal to its Team Overage Balance in respect of such
Salary Cap Year. As a result, each Team’s Team
Overage Balance in respect of such Salary Cap Year(and thus the Aggregate Team Overage Balance inrespect of such Salary Cap Year) shall be reduced tozero (0); or(B)

If the Distribution Amount is less than the
Aggregate Team Overage Balance in respect of such
Salary Cap Year, each Team shall be allocated a
portion of the Distribution Amount in proportion
to its Team Overage Balance in respect of such
Salary Cap Year. As a result, each Team’s Team
Overage Balance in respect of such Salary Cap Yearshall be reduced by its respective allocated amount(and thus the Aggregate Team Overage Balance in284

Article VII
respect of such Salary Cap Year shall be reduced by
the sum of such allocated amounts).
(2) The process described in Section 12(e)(1) above shall then be
repeated, in chronological order, for each successive Salary Cap Yearfor which the Aggregate Team Overage Balance is greater thanzero (0), utilizing the portion of the Distribution Amount for theDistribution Year that has not yet been allocated to Teams in respectof an earlier Salary Cap Year.
(3) If, as a result of the existence of a Shortfall Amount for theDistribution Year and following the procedures described in
Sections 12(e)(1)-(2) above, the portion of the Distribution Amountthat has not been allocated to Teams is greater than zero (0), such
unallocated portion of the Distribution Amount shall then be
allocated to each player in proportion to the Adjustment Salaryprovided for by his Adjustment Contract(s) (as a percentage of
Adjusted Total Salaries) for the Distribution Year. Notwithstanding
the foregoing, if the portion of the Distribution Amount to beallocated to players pursuant to this Section 12(e)(3) in respect of theDistribution Year exceeds the Aggregate Reduction Amount inrespect of such Salary Cap Year, then such excess, rather than being
allocated to each player in proportion to the Adjustment Salaryprovided for by his Adjustment Contract(s), shall be allocated toeach player on such proportional basis as may be reasonably
determined by the Players Association.

Example: Assume (i) as set forth in the Governing Audit Report for the 2024-25
Salary Cap Year (i.e., the Distribution Year), the 2024-25 Distribution Amount is$500 million, and (ii) prior to any allocations of the 2024-25 Distribution Amountpursuant to this Section 12(e), there is a 2023-24 Aggregate Team Overage Balanceof $200 million and a 2024-25 Aggregate Team Overage Balance of $400 million,and (iii) the 2024-25 Carryover Interest Rate is five percent (5%).
The earliest Salary Cap Year in which the Aggregate Team Overage Balance is greaterthan zero (0) is the 2023-24 Salary Cap Year. Because the 2024-25 Distribution
Year is later than the 2023-24 Salary Cap Year, each Team’s 2023-24 Team
Overage Balance (and hence the 2023-24 Aggregate Team Overage Balance) would
be increased by five percent (5%) (i.e., the 2024-25 Carryover Interest Rate). As a

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285

result of such increase, the 2023-24 Aggregate Team Overage Balance would be $210
million (i.e., $200 million increased by five percent (5%)).
The 2024-25 Distribution Amount of $500 million is greater than the 2023-24
Aggregate Team Overage Balance of $210 million. Accordingly, $210 million of the2024-25 Distribution Amount would be allocated to Teams in amounts equal to eachTeam’s 2023-24 Team Overage Balance. As a result of such allocation, each Team’s
2023-24 Team Overage Balance (and hence the 2023-24 Aggregate Team Overage
Balance) would be zero (0).
The next Salary Cap Year in which the Aggregate Team Overage Balance is greaterthan zero (0) is the 2024-25 Salary Cap Year. The Distribution Year is not later
than the 2024-25 Salary Cap Year and thus neither each Team’s 2024-25 Team
Overage Balance nor the 2024-25 Aggregate Team Overage Balance would be
increased pursuant to Section 12(e)(1)(i) above.
The unallocated portion of the 2024-25 Distribution Amount is $290 million ($500
million less the $210 million amount that was allocated in respect of the 2023-24
Salary Cap Year), which is less than the 2024-25 Aggregate Team Overage Balanceof $400 million. Accordingly, $290 million of the 2024-25 Distribution Amountwould be allocated to Teams in proportion to each Team’s 2024-25 Team Overage
Balance. As a result of such allocation, each Team’s 2024-25 Team Overage Balance
would be decreased by its respective allocation of the 2024-25 Distribution Amount(and hence the 2024-25 Aggregate Team Overage Balance would be reduced by $290
million), resulting in a 2024-25 Aggregate Team Overage Balance of $110 million($400 million less the $290 million amount allocated from the 2024-25 Distribution
Amount).
In accordance with Section 12(e)(3) above, no portion of the 2024-25 Distribution
Amount would be allocated to players in respect of 2024-25 Adjustment Contracts.
(f) Team Reconciliation Payments. The NBA shall facilitate thefollowing payments to be made within sixty (60) days following thecompletion of the Governing Audit Report in respect of each Salary Cap
Year, based on the allocations described in Section 12(e) above. Each Teamshall be entitled to receive or, if the result of the following calculation is286

Article VII

negative for such Team, required to pay, the following amount in respect of
a Salary Cap Year:(1) The sum of: (i) the total Distribution Amount allocated to theTeam in accordance with Sections 12(e)(1)-(2) above; and (ii) the
portion of the Distribution Amount allocated in accordance with
Section 12(e)(3) above to each player in respect of an Adjustment
Contract for which the Team is (or was) the last Team responsible
for making payments to the player in respect of the Season
encompassed by the Salary Cap Year for which the Governing Audit
Report was just completed; less(2) The sum of: (i) the total amount by which such Team reduced(or is scheduled to reduce) Compensation payments to players in
respect of the Season encompassed by such Salary Cap Yearpursuant to Section 12(c) above; and (ii) the Shortfall Amount (ifany) in respect of such Salary Cap Year divided by the number ofTeams that played in the NBA during such Salary Cap Year.
(g) Player Reconciliation Payments. Following completion of theGoverning Audit Report in respect of each Salary Cap Year, each player towhom a portion of the Distribution Amount is allocated in accordance with
Section 12(e)(3) above shall be paid the amount of such allocation in respectof an Adjustment Contract by the final Team responsible for making
payments to such player pursuant to such Adjustment Contract in respectof the Salary Cap Year for which the Governing Audit Report was justcompleted. Such payment shall be made to the player in equal installments
over the remaining semi-monthly dates on which payments are due to theplayer for the applicable Season pursuant to the Adjustment Contract
beginning with either the next semi-monthly payment date following theissuance of the Governing Audit Report or, if practicability warrants, thesecond semi-monthly payment date following the issuance of the Governing
Audit Report (or, if there are no remaining payments due to the player forsuch Season pursuant to the Adjustment Contract, in one (1) payment to bemade within sixty (60) days following the completion of the Governing
Audit Report).
(h) Survival of Obligation and Terms. In the event that, upon the
expiration or termination of this Agreement, there is an Aggregate Team
Overage Balance in respect of any Salary Cap Year (including the final SalaryArticle VII

287

Cap Year of this Agreement) that is greater than zero (0), the sum total of
any Aggregate Team Overage Balances shall be due and owing by the players
to the Teams and shall be recouped in full by the Teams under a successor
collective bargaining agreement via reductions to the Compensation
otherwise payable to players (i) no later than the Salary Cap Years in whichsuch Aggregate Team Overage Balances would have been recouped
pursuant to this Section 12 had these provisions continued in effect, and(ii) using the method described in this Section 12 or such other method as
is mutually agreed by the parties. Notwithstanding any other provision ofthis Agreement, the terms of this Section 12(h) shall survive the expirationor termination of this Agreement. For clarity, nothing in this Section 12(h)shall impact any right to engage in any strikes, lockouts, or cessations orother stoppages of work following the expiration or termination of thisAgreement.
(i) Information to Be Included in Audit Report. The parties shallcause the Accountants to include in the Interim Audit Report and theGoverning Audit Report for each Salary Cap Year schedules setting forth,with respect to such Salary Cap Year:(1) BRI, the Designated Share, Total Salaries and Benefits, andAdjusted Total Salaries and Benefits;(2) the Overage Amount or the Shortfall Amount (as applicable);(3) the Actual Reduction Percentage;(4) the Aggregate Reduction Amount;(5) the Distribution Amount;(6) the Aggregate Team Overage Balance and each Team’s Team
Overage Balance, both before and after the application ofSections 12(e)(1)-(2) above;(7) for each prior Salary Cap Year in respect of which theAggregate Team Overage Balance is greater than zero (0) prior to
the application of Sections 12(e)(1)-(2) above, the Aggregate Team
Overage Balance and each Team’s Team Overage Balance in respectof each such prior Salary Cap Year, both before and after theapplication of Sections 12(e)(1)-(2) above;

288

Article VII(8) a listing of each Team and the Distribution Amount allocatedto each such Team in accordance with Sections 12(e)(1)-(2) above;(9) a listing of each Adjustment Contract, the associated Contract
Reduction Amount, and the Distribution Amount allocated to theplayer in respect of such Adjustment Contract in accordance with
Section 12(e)(3) above;(10) a summary of the reconciliation payments described in
Sections 12(f)-(g) above;(11) the amount (if any) by which each Team’s Tax Team Salary (ascomputed pursuant to Section 2(d) above) exceeds the Tax Level,
and the resulting tax payment due by the Team;(12) the amount (if any) of any Minimum Team Salary payment
owed by a team in accordance with Section 2(c) above; and(13) the amount (if any) by which each Team’s Apron Team Salary(as computed pursuant to Section 2(e) above) exceeds the Second
Apron Level.

(j)Miscellaneous.
(1) For all purposes under this Agreement, the computation of aplayer’s Salary or Adjustment Salary shall be made without regard toany adjustment made (or to be made) to such player’s Compensationin accordance with this Section 12.
(2) When (i) pursuant to Article VI, Section 1 or Article XLI,
Section 4(e), a player has forfeited a portion of his Compensation
for a Season (payable to him pursuant to an Adjustment Contract)(the “forfeited amount”) and (ii) following the completion of theGoverning Audit Report, the Contract Reduction Amount for such
Adjustment Contract for the applicable Salary Cap Year is greaterthan zero (0), then the player shall be entitled to a refund of a portionof the forfeited amount. The refund shall be in an amount equal to
the Contract Reduction Amount for the Adjustment Contract for
the Salary Cap Year to which the forfeited amount related multiplied
by a fraction, the numerator of which is the forfeited amount, andthe denominator of which is the player’s Base Compensation forArticle VII289

such Season pursuant to the Adjustment Contract as of the date(s)the Compensation was forfeited. For clarity, the amount of therefund shall be less all amounts required to be withheld by any
governmental authority. For purposes of the foregoing calculation,a player’s Contract Reduction Amount shall be deemed to include
only the portion of the player’s Contract Reduction Amount that
relates to the Base Compensation for the applicable Season set forthin the applicable Adjustment Contract. Such refund shall be madeto the player within sixty (60) days following the completion of theGoverning Audit Report for the Salary Cap Year in which theforfeited amount is collected.

290

Article VIIIARTICLE VIIIROOKIE SCALE
Section 1.

Rookie Scale Contracts for First Round Picks.

(a) Each Rookie Scale Contract between a Team and a First Round Pickshall cover a period of two (2) Seasons, but shall have an Option in favor of
the Team for the player’s third Season and a second Option in favor of theTeam for the player’s fourth Season. The Option for the player’s third
Season shall be exercisable during the period from the day following the last
day of the first Season through the immediately following October 31. The
Option for the player’s fourth Season shall be exercisable during the period
from the day following the last day of the second Season through theimmediately following October 31. (For clarity, consistent with the rule set
forth in Article XLII, Section 2, if October 31 in any year falls on a Saturday,
Sunday, or Federal Holiday, then the deadline for exercising Options in
Rookie Scale Contracts shall be deemed to fall on the following businessday.) Such Options shall be exercisable by notice to the player that is either
personally delivered to the player or his representative or sent by email or
pre-paid certified, registered, or overnight mail to the last known address ofthe player or his representative, signed by the Team, informing the playerthat the Team has exercised such Option.
(b) (i)

The Rookie Salary Scale applicable to a First Round Pick is
determined by the first Season to be covered by the player’s
Rookie Scale Contract. Accordingly, for example, if aplayer’s Rookie Scale Contract commences with the 2023-24
Season, the 2023-24 Rookie Salary Scale shall apply. Withina particular Rookie Salary Scale, a First Round Pick’s
applicable Rookie Scale Amounts are determined by theplayer’s selection number in the NBA Draft. Accordingly,
for example, the Rookie Scale Amounts applicable to theeighth player selected in the first round of the NBA Draft
shall be those specified in the applicable Rookie Salary Scalefor the eighth pick. Notwithstanding anything to thecontrary in this Section 1(b)(i) or in Section 1(b)(ii) below,
beginning on January 10 of each Season, an unsigned First
Round Pick’s applicable Rookie Scale Amount for such
Season shall be reduced daily through the end of the RegularArticle VIII

291

Season by an amount equal to the applicable Rookie Scale
Amount (as set forth in the applicable Rookie Salary Scale)multiplied by a fraction, the numerator of which is one (1)and the denominator of which is the total number of days insuch Regular Season.
(ii)

Notwithstanding Section 1(b)(i) above, if, pursuant to any
provision of this Agreement or the NBA Constitution and
By-Laws, one (1) or more Teams is required to forfeit
one (1) or more draft picks in the first round of a particular
NBA Draft, then:(A)

the Rookie Salary Scale for the Salary Cap Year
immediately following such Draft (or the Salary Cap
Year of such Draft if the Draft occurs on or after
July 1) shall be adjusted by removing one (1) or more
Rookie Scale Amounts from the middle of the
Rookie Salary Scale, as follows: if one (1) first round
pick is forfeited, then the Rookie Scale Amounts thatwould have been applicable to the 15th player
selected in the first round (absent any forfeiture ofpicks) (hereinafter, the “15th Pick”) shall be
removed from the Rookie Salary Scale; if two (2) firstround picks are forfeited, then the Rookie Scale
Amounts applicable to the 15th Pick and the pick
immediately following the 15th Pick shall be
removed from the Rookie Salary Scale; if three (3)first round picks are forfeited, then the Rookie Scale
Amounts applicable to the 15th Pick and the picks
immediately preceding and immediately following
the 15th Pick shall be removed from the Rookie
Salary Scale; and if more than three picks areforfeited, additional Rookie Scale Amounts shall be
removed from the Rookie Salary Scale in accordancewith the foregoing procedure; and(B)

the Rookie Scale Amounts applicable to players
selected in such Draft shall be determined by theirselection number under the Rookie Salary Scale asadjusted by Section 1(b)(ii)(A) above. Accordingly,

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Article VIII
for example, if one First Round Pick were forfeitedin the first round of the 2024 Draft, the applicable
Rookie Scale Amounts would remain unchanged forthe first 14 picks, and the Rookie Scale Amounts
applicable to the remaining 15 picks in the firstround would be the Rookie Scale Amounts that(absent any forfeiture of picks) would have been
applicable to picks 16 through 30.

(c) (i)A Rookie Scale Contract shall provide in each of the two (2)Seasons covered by the Contract and the first Option Year
for Current Base Compensation of at least the greater of:(A) eighty percent (80%) of the applicable Rookie Scale
Amount, and (B) the player’s applicable Minimum Player
Salary. Components of Salary in excess of the foregoingamount, if any, are subject to individual negotiation, exceptthat (1) in no event may Salary plus Unlikely Bonuses for any
Salary Cap Year exceed one hundred twenty percent (120%)of the applicable Rookie Scale Amount, and (2) a Rookie
Scale Contract may not provide for a signing bonus (except
for an “international player” payment in excess of the
Excluded International Player Payment Amount made inaccordance with Article VII, Section 3(e)) or a loan. A
Rookie Scale Contract may provide for a payment schedule
in any Season that is more favorable to the player than thatcalled for under Paragraph 3 of the Uniform Player
Contract, subject to the other provisions of this Agreement.

(ii)

A Rookie Scale Contract must provide for Compensation
protection for lack of skill and injury or illness in each of thetwo (2) Seasons covered by the Contract and the first Option
Year of not less than eighty percent (80%) of the applicable
Rookie Scale Amount. To the extent permitted by Article
II, Section 4(l), a Team and a First Round Pick may negotiate
additional conditions or limitations applicable to the player’s
Base Compensation protection, except that lack of skill andinjury or illness protection of at least eighty percent (80%)
of the applicable Rookie Scale Amount in each of the firsttwo (2) Seasons and the first Option Year shall contain noArticle VIII

293

such individually-negotiated additional conditions orlimitations.
(iii)

The terms and conditions (other than with respect to thepayment schedule for the player’s Base Compensation) that
apply to the second Option Year shall be unchanged fromall terms and conditions that applied to the first Option Year(including, but not limited to, the percentage of Base
Compensation that is protected), except that the Salary(excluding Incentive Compensation) and, if the Rookie Scale
Contract provides for Incentive Compensation for the first
Option Year, then the amount of each bonus, for the second
Option Year shall be increased over the Salary (excluding
Incentive Compensation) and amount of each bonus,
respectively, for the first Option Year by the applicable
percentage specified in the applicable Rookie Salary Scale.

(d) Notwithstanding any other provision of this Agreement, if a tradeof a Rookie Scale Contract would, by reason of a trade bonus contained insuch Contract, cause the player’s Salary plus Unlikely Bonuses for the Salary
Cap Year in which such trade occurs to exceed one hundred twenty
percent (120%) of the player’s applicable Rookie Scale Amount for such
Salary Cap Year, such player’s trade bonus shall be deemed amended to theextent necessary to reduce the player’s Salary plus Unlikely Bonuses for such
Salary Cap Year to one hundred twenty percent (120%) of the applicable
Rookie Scale Amount.
Section 2.

Rookie Contracts for Later-Signed First Round Picks.

Except as provided in Section 3 below, a First Round Pick who does not
sign with the Team that holds his draft rights for any portion of the three (3)Seasons following the NBA Draft in which he was selected (and who did
not play intercollegiate basketball during such period) may enter into either(a) a Rookie Scale Contract in accordance with Section 1 above, or (b) if theTeam has Room in excess of the applicable first-year Rookie Scale Amountand subject to the provisions of Article VII, a Contract covering no fewer
than three (3) Seasons (not including any Option Year) that provides forBase Compensation in the first Season greater than one hundred twenty
percent (120%) of the applicable first-year Rookie Scale Amount.

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Article VIII

Section 3.

Loss of Draft Rights.

If for any reason a Team fails to make a Required Tender to a First Round
Pick in accordance with Article X, withdraws a Required Tender to a First
Round Pick in accordance with Article X, or renounces a First Round Pickin accordance with Article X, or if a First Round Pick selected in a
Subsequent Draft does not sign a Contract for a period of one (1) year
following such Subsequent Draft in accordance with Article X, then therules set forth in Sections 1 and 2 above shall not apply, and such First
Round Pick shall become a Rookie Free Agent. In addition, any Team thatfails to make a Required Tender to a First Round Pick, withdraws a Required
Tender to a First Round Pick, renounces a First Round Pick, or fails to sign
within one (1) year a First Round Pick selected in a Subsequent Draft shallbe prohibited from signing such player until after he has signed a Player
Contract with another NBA Team, and either (a) the player completes theplaying services called for under the Contract, or (b) the Contract isterminated in accordance with the NBA waiver procedure.

Article IX

295

ARTICLE IXLENGTH OF PLAYER CONTRACTS
Section 1.

Maximum Term.

Except where a shorter term is expressly provided for elsewhere in thisAgreement, a Player Contract entered into after the effective date of thisAgreement may cover, in the aggregate, up to but no more than four (4)Seasons from the date such Contract is signed; provided, however, that (a) aPlayer Contract between a Qualifying Veteran Free Agent and his Prior
Team may cover, in the aggregate, up to but no more than five (5) Seasons
from the date such Contract is signed, (b) an Extension of a Rookie Scale
Contract may cover, in the aggregate, up to but no more than six (6) Seasons
from the date such Extension is signed, (c) a Veteran Extension signed
pursuant to Article VII, Section 7(a) (other than a Designated Veteran Player
Extension) may cover, in the aggregate, up to but no more than five (5)Seasons from the date such Extension is signed, and (d) a Designated
Veteran Player Extension with a Team’s Designated Veteran Player mustcover six (6) Seasons from the date such Extension is signed. For the
avoidance of doubt and consistent with Article VII, Section 9(a)(2), themaximum Contract and Extension lengths described herein are inclusive of
any Option Year contained in a Contract or Extension.
Section 2.

Computation of Time.

For purposes of Section 1 above and consistent with Article VII,
Section 9(a)(1), if a Player Contract or Extension is signed after the
beginning of a Season, the Season in which the Contract or Extension issigned shall be counted as one (1) full Season covered by the Contract orExtension; and in the case of an Extension that is signed during the period
from the end of a Season through the immediately following June 30, theSeason immediately preceding the signing of the Extension (i.e., thejust-completed Season) shall be counted as one (1) full Season covered by
the Extension.

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Article X

ARTICLE X
PLAYER ELIGIBILITY AND NBA DRAFT
Section 1.

Player Eligibility.

(a) No player may sign a Contract or play in the NBA unless he has
been eligible for selection in at least one (1) NBA Draft. No player shall be
eligible for selection in more than two (2) NBA Drafts.
(b) A player shall be eligible for selection in the first NBA Draft withrespect to which he has satisfied all applicable requirements ofSection 1(b)(i) below and one of the requirements of Section 1(b)(ii) below:(i)

The player (A) is or will be at least nineteen (19) years of age
during the calendar year in which the Draft is held, and(B) with respect to a player who is not an “international
player” (defined below), at least one (1) NBA Season has
elapsed since the player’s graduation from high school (or, if
the player did not graduate from high school, since the laterof the graduation of the class with which the player would
have graduated based on the high school class he was inwhen he (i) first enrolled in high school, or (ii) was lastenrolled in high school); and

(ii)

(A)

The player has graduated from a four-year college oruniversity in the United States (or is to graduate in
the calendar year in which the Draft is held) and has
no remaining intercollegiate basketball eligibility; or(B)

The player is attending or previously attended afour-year college or university in the United States,
his original class in such college or university has
graduated (or is to graduate in the calendar year inwhich the Draft is held), and he has no remaining
intercollegiate basketball eligibility; or(C)

The player has graduated from high school in the
United States, did not enroll in a four-year college oruniversity in the United States, and four (4) calendar

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297

years have elapsed since such player’s high school
graduation; or(D)

The player did not graduate from high school in the
United States, and four (4) calendar years haveelapsed since the graduation of the class with which
the player would have graduated had he graduatedfrom high school; or(E)

The player is or will be at least twenty-two (22) yearsof age during the calendar year of the Draft, hassigned a “non-NBA professional basketballcontract” (defined below), and has rendered services
under such contract prior to the January 1
immediately preceding such Draft; or(F)

The player is or will be twenty-two (22) years of age
during the calendar year of the Draft and is aninternational player; or(G)

The player has expressed his desire to be selected in
the Draft in a writing received by the NBA at least
sixty (60) days prior to such Draft (an “Early Entry”
player).

(c) For purposes of this Article X, an “international player” is a player:(i) who has maintained a permanent residence outside of the United States
for at least the three (3) years prior to the Draft, while participating in thegame of basketball as an amateur or as a professional outside of the UnitedStates; (ii) who has never previously enrolled in a college or university in the
United States; and (iii) who did not complete high school in the UnitedStates.
(d) For purposes of this Article X:(i)

A “non-NBA professional basketball contract” means acontract between a player and any non-NBA basketball teamor league pursuant to which the team or league pays money
or compensation of any kind – in excess of a stipend forliving expenses – to the player for rendering services to abasketball team.

298

Article X(ii)

Section 2.

A “professional basketball team or league not in the NBA”
means any team or league that pays money or compensationof any kind – in excess of a stipend for living expenses – toa basketball player for rendering services to such team
and/or league.
Term and Timing of Draft Provisions.

An NBA Draft will be held prior to the commencement of each NBA
Season covered by the term of this Agreement and, despite the expirationof the other terms of this Agreement pursuant to Article XXXIX, prior tothe commencement of the NBA Season immediately following the final
Season covered by the term of this Agreement. Each such Draft will be held
prior to the July 10 preceding the commencement of the NBA Season on adate to be designated by the Commissioner.
Section 3.

Number of Choices.

(a) The NBA Draft shall consist of two (2) rounds, with each roundconsisting of the same number of selections as there will be Teams in the
NBA the following Season. Each Team shall be required to exercise any
and all draft selections in its possession during each round of the Draft.
(b) If, pursuant to any provision of this Agreement or the NBA
Constitution and By-Laws, any Team is required to forfeit one or more draft
pick(s) in a particular NBA Draft, the number of players selected in theapplicable round of the Draft will be reduced by the number of suchforfeitures. (Thus, for example, if Team A is required to forfeit the ninth
pick in the first round of the Draft (at a time when there are thirty (30) NBA
Teams), there will only be twenty-nine (29) players selected in the first roundof such Draft.) In the event the forfeiture relates to one or more first roundpicks, the Rookie Salary Scale will be adjusted as set forth in Article VIII,
Section 1(b)(ii). Other than as specifically agreed to herein, nothing
contained in this Agreement shall be deemed to be an agreement of thePlayers Association to any provision of the NBA Constitution and By-Laws.
Section 4.

Negotiating Rights to Draft Rookies.

(a) A Team that drafts a player shall, during the period from the date ofsuch NBA Draft (hereinafter, the “Initial Draft”) to the date of the next
Draft (hereinafter, the “Subsequent Draft”), be the only Team with which

Article X

299such player may negotiate or sign a Player Contract, provided that, (i) on or
before the July 15 immediately following the Initial Draft (for a First RoundPick), (ii) in the two (2) weeks before the September 5 immediately following
the Initial Draft (for a Second Round Pick selected in an NBA Draft prior
to the 2024 NBA Draft), or (iii) on or before the August 5 immediately
following the Initial Draft (for a Second Round Pick selected in the 2024
NBA Draft or any subsequent NBA Draft), such Team has made a Required
Tender to such player. If a Team has made a Required Tender to such aplayer and the player has not signed a Player Contract within the period
between the Initial Draft and the Subsequent Draft, the Team that drafted
the player shall lose its exclusive right to negotiate with the player and theplayer will then be eligible for selection in the Subsequent Draft.
(b) A Team that, in the Subsequent Draft, drafts a player who (i) was
drafted in the Initial Draft, (ii) received a Required Tender from the Teamthat drafted him in the Initial Draft, and (iii) did not sign a Player Contract
with such first Team prior to the Subsequent Draft, shall, during the period
from the date of the Subsequent Draft to the date of the next NBA Draft,be the only Team with which such player may negotiate or sign a Player
Contract, provided such Team has made a Required Tender to such player
by the applicable date specified in Section 4(a) above. If such player has not
signed a Player Contract within the period between the Subsequent Draft
and the next NBA Draft with the Team that drafted him in the Subsequent
Draft, that Team shall lose its exclusive right, which it obtained in the
Subsequent Draft, to negotiate with the player, and the player will become a
Rookie Free Agent as of the date of the next NBA Draft.
(c) If a player is drafted in an Initial Draft and (i) receives a Required
Tender, (ii) does not sign a Player Contract with a Team prior to theSubsequent Draft, and (iii) is not drafted by any Team in such Subsequent
Draft, the player will become a Rookie Free Agent immediately upon the
conclusion of the Subsequent Draft.
(d) If a Second Round Pick receives and signs a Required Tender and is
subsequently waived by the Team after signing such Required Tender, thenthe Team that made the Required Tender to the player shall have exclusive
rights to negotiate with and sign (or convert) the player to a Two-Way
Contract for the Season covered by the Required Tender.

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Article X(e) If a player is drafted by a Team in either an Initial or Subsequent
Draft and that Team does not sign such player to a Player Contract or makea Required Tender to such player, the player will become a Rookie Free
Agent on (i) the July 16 following such Draft (for a First Round Pick), (ii) on
the September 6 following such Draft (for a Second Round Pick selected in
an NBA Draft prior to the 2024 NBA Draft), or (iii) on the August 6
following such Draft (for a Second Round Pick selected in the 2024 NBA
Draft or any subsequent NBA Draft).
(f) A Team may at any time withdraw a Required Tender it has made toa player, provided that the player agrees in writing to the withdrawal. In theevent that a Required Tender is withdrawn, the player shall thereupon
become a Rookie Free Agent.
(g) A Team that holds the exclusive rights to negotiate with and sign adrafted player may at any time renounce such exclusive rights, except that,
if the Team has made a Required Tender to the player, a renunciation shallnot be permitted during the time the player has to accept the Required
Tender under Article I, Section 1(ddd). In order to renounce its exclusive
rights with respect to a drafted player, a Team shall provide the NBA withan express, written statement renouncing such exclusive rights. The NBA
shall provide a copy of such statement to the Players Association within
three (3) business days following its receipt thereof.
(h) Subject to the provisions of Article VII, and subject further toArticle II, Section 15, a Team is free at any time beginning immediately
following the conclusion of the NBA Draft to negotiate, and free at any timeafter the conclusion of the Moratorium Period to enter into, a Player
Contract with a Draft Rookie who is subject to that Team’s exclusive
negotiating rights.
Section 5.

Effect of Contracts with Other Professional Teams.

If a player is drafted by a Team in either an Initial or Subsequent Draft
and, during a period in which he may negotiate and sign a Player Contract
with only the Team that drafted him, either (x) is a party to a previously
existing (i) non-NBA professional basketball contract or (ii) player contract
with a professional basketball team or league not in the NBA that, in either
case, covers all or any part of the NBA Season immediately following said

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301

Initial or Subsequent Draft, or (y) signs either such a player contract (either(x) or (y), a “Non-NBA Signing”), then the following rules will apply:(a) Subject to Section 5(b) below, the Team that drafts the player shallretain the exclusive NBA rights to negotiate with and sign him for the period
ending one (1) year from the earlier of the following two dates: (i) the date
the player notifies such Team that he is available to sign a Player Contract
with such Team immediately, provided that such notice will not be effective
until the player is under no contractual or other legal impediment to signand play with such Team for the then-current Season (if applicable) and any
future Season; or (ii) the date of the NBA Draft occurring in the
twelve-month period from August 1 to July 30 in which the player notifies
such Team of his availability and intention to play in the NBA during the
Season immediately following said twelve-month period, provided that such
notice will not be effective until the player is under no contractual or otherlegal impediment to sign and play with such Team for the then-current
Season (if applicable) and any future Season.
(b)

(i)

If, by July 1, 2023, the player notifies the Team that has
drafted him that by September 1, 2023 he will, immediately
thereafter and for any future Season, be under no contractualor other legal impediment to sign and play with such Team,and provided that on September 1, 2023 the player is in fact
under no such contractual or other legal impediment, then,in order to retain the exclusive NBA rights to negotiate withand sign the player as provided in Section 5(a), such Team
must make a Required Tender to the player by September
10, 2023.

(ii)

If, by July 1 of any year following 2023, the player notifies
the Team that has drafted him that by August 1 of such year
he will, immediately thereafter and for any future Season, be
under no contractual or other legal impediment to sign andplay with such Team, and provided that on such August 1
the player is in fact under no such contractual or other legal
impediment, then, in order to retain the exclusive NBA
rights to negotiate with and sign the player as provided in
Section 5(a), such Team must make a Required Tender tothe player by August 10 of such year.

302

Article X(c) If the player gives the required notice by July 1 of any year, and theTeam that drafted him fails to make a Required Tender by September 10 ofsuch year (if such notice was provided by July 1, 2023) or August 10 of such
year (if such notice was provided by July 1 of any year following 2023), theplayer shall thereupon become a Rookie Free Agent.
(d) If, during the one-year period of exclusive NBA negotiating rights
set forth in Section 5(a) above, the player signs a non-NBA professional
basketball contract or a player contract with a professional basketball teamor league not in the NBA and the player has not made a bona fide effort tonegotiate a Player Contract with the Team possessing his exclusive NBA
rights or such bona fide effort is made and such Team makes a Required
Tender to such player in accordance with Section 5(b) above, then such
Team shall retain the exclusive NBA rights to negotiate with and sign theplayer for additional one-year periods as measured in and in accordance withthe provisions of Section 5(a) above.
(e) If, during the one-year period of exclusive NBA negotiating rights
set forth in subsection (a) above, (i) the player signs (x) a non-NBA
professional basketball contract or (y) a player contract with a professional
basketball team or league not in the NBA, (ii) the player has made a bonafide effort to negotiate a Player Contract with the Team possessing his
exclusive NBA rights, and (iii) such Team fails to make a Required Tenderto such player in accordance with Section 5(b) above, then the player shallthereupon become a Rookie Free Agent.
(f) If, during the one-year period of exclusive NBA negotiating rights
set forth in Section 5(a) above, the Team makes or has made a Required
Tender to the player and the player does not sign (x) a non-NBA
professional basketball contract or (y) a player contract with a professional
basketball team or league not in the NBA, then (i) in the case of a player
who was previously drafted in an Initial Draft, the next NBA Draft following
such one-year period shall be deemed the Subsequent Draft as to suchplayer, and the rules applicable to a player who is subject to a Subsequent
Draft will apply, or (ii) in the case of a player who was previously drafted ina Subsequent Draft, such player shall become a Rookie Free Agent at theend of such one-year period.
(g) Notice under this Section 5 shall be provided in writing by email,personal delivery, or pre-paid certified, registered, or overnight mail sent toArticle X

303

the Team’s principal address or principal office (as then listed in the NBA’s
records), to the attention of the Team’s general manager and to the League
Office (attention: General Counsel).
Section 6.

Application to “Early Entry” Players.

If a player who is eligible for the Draft pursuant to Section 1(b)(ii)(G)above (an “Early Entry” player) is selected in such Draft by a Team, thefollowing rules apply:(a) Subject to Section 5 above, if the player does not thereafter playintercollegiate basketball, then the Team that drafted him shall, during theperiod from the date of such Draft to the date of the Draft in which theplayer would, absent his becoming an Early Entry player, first have been
eligible to be selected, be the only Team with which the player may negotiate
or sign a Player Contract, provided that such Team makes a Required
Tender to the player each year by the date specified in Section 4(a) above.
For purposes hereof, the Draft in which such player would, absent his
becoming an Early Entry player, first have been eligible to be selected, will
be deemed the “Subsequent Draft” as to that player, and the rules applicable
to a player who has been drafted in a Subsequent Draft will apply. If theplayer, having been selected in a Draft for which he was eligible as an Early
Entry player, has not signed a Player Contract with the Team that drafted
him in such Draft following a Required Tender by that Team and is notdrafted in the Subsequent Draft (as defined in the previous sentence), heshall become a Rookie Free Agent.
(b) Subject to Section 5 above, if the player does thereafter playintercollegiate basketball, then the Team that drafted him shall retain the
exclusive NBA rights to negotiate with and sign the player for the period
ending one (1) year from the date of the Draft in which the player would,
absent his becoming an Early Entry player, first have been eligible to be
selected, provided that such Team makes a Required Tender to the player
each year by the date specified in Section 4(a) above. For purposes hereof,
the Draft in which such player would, absent his becoming an Early Entry
player, first have been eligible to be selected, will be deemed the “Initial
Draft” as to that player. The next NBA Draft shall be deemed the“Subsequent Draft” as to that player, and the rules applicable to a player
who has been drafted in a Subsequent Draft will apply.

304

Article X(c) Notwithstanding anything to the contrary in this Section 6 or in
Section 5 above, a Non-NBA Signing by an Early Entry player shall nevershorten the period of time during which such player may negotiate and signa Player Contract only with the Team that drafted him.
Section 7.

Assignment of Draft Rights and Effect of Void
Contracts.

(a) In the event that the exclusive right to negotiate with a player
obtained in any NBA Draft is assigned by a Team to another Team, in
accordance with NBA procedures, the Team to which such right has been
assigned shall have the same, but no greater, right to negotiate with and sign
such player as is possessed by the Team assigning such right, and such player
shall have the same, but no greater, obligation to the Team to which suchright has been assigned as he had to the Team assigning such right.
(b) Notwithstanding anything to the contrary in Section 7(a) above, inthe event that:(i)

Pursuant to Section 4 or 5 above, a Team must make a
Required Tender to a player in order to retain the exclusive
right to negotiate with and sign such player to a Player
Contract, but has not yet made such Required Tender; and(ii)

On or before the applicable date set forth in Section 4(a) or
5(b) above, such Team engages in a trade conference callpursuant to which the Team assigns, subject to any
applicable trade conditions, the exclusive right to another
Team; then:(A) if the trade is consummated, the Team to which such rights are assigned
shall have the exclusive right to negotiate with and sign such player to a
Player Contract, provided that such assignee Team makes a Required Tenderto such player on or before the later of (1) the applicable date set forth in
Section 4(a) or 5(b) above, and (2) the date that is three (3) days following
the date on which the trade is consummated (i.e., the date that all conditions(if any) to the trade are satisfied); or(B) if the trade is voided (e.g., due to the failure of a condition of a trade),the assignor Team shall retain the exclusive right to negotiate with and sign
such player to a Player Contract, provided that such Team makes a Required

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305

Tender to such player on or before the later of (1) the applicable date set
forth in Section 4(a) or 5(b) above, and (2) the date that is three (3) days
following the date on which the trade is voided.
(c) In the event that:(i)

Pursuant to Section 4 or 5 above, a Team must make a
Required Tender to a player in order to retain the exclusive
right to negotiate with and sign such player to a Player
Contract, but has not yet made such Required Tender;(ii)

such Team signs such player to a Player Contract prior to
the applicable date set forth in Section 4(a) or 5(b) above;
and

(iii)

such Contract becomes void as a result of a Commissioner
disapproval;

then such Team shall have the exclusive right to negotiate with and sign suchplayer to a Player Contract, provided that it makes a Required Tender tosuch player on or before the later of (A) the applicable date set forth in
Section 4(a) or 5(b) above, and (B) the date that is three (3) days following
the date of the Commissioner’s disapproval.
Section 8.

General.

(a) The placement of a Rookie on the Armed Services List, or on anyof the other lists described in the NBA By-Laws, or on any other list createdby the NBA, shall not extend the period of exclusive negotiating rights
which a Team has to any Draft Rookie beyond the period specified in thisAgreement.
(b) Nothing contained herein shall prevent the NBA, in accordancewith the applicable provisions of the NBA Constitution and By-Laws, fromprohibiting or otherwise responding to violations by Teams of the exclusive
NBA rights obtained in any NBA Draft, as set forth or referred to in this
Article. Other than as specifically agreed to herein, nothing contained inthis Agreement shall be deemed to be an agreement by the Players
Association to any provision of the NBA Constitution and By-Laws.

306

Article X(c) An Early Entry player who is eligible to be selected in the next NBA
Draft pursuant to Section 1(b)(ii)(G) above shall be entitled to withdraw
from such Draft by providing written notice that is received by the NBA ten(10) days prior to such Draft. A player shall not be entitled to withdraw
from more than two (2) NBA Drafts.
(d) Any claim by a player that a Contract offered as a Required Tenderpursuant to this Article X fails to meet one or more of the criteria for a
Required Tender shall be made by written notice to the Team (with copies
sent to the NBA and the Players Association), no later than ten (10) days
after the receipt of such Contract by the Players Association. Such noticemust set forth the specific changes that the player asserts must be made to
the offered Contract in order for it to constitute a Required Tender. Upon
receipt of such notice, if the requested changes are necessary to satisfy therequirements of a Required Tender, the Team may, within five (5) businessdays, offer the player an amended Contract incorporating the requestedchanges. If the Team offers such an amended Contract, the player and thePlayers Association shall be precluded from asserting that such Contract
does not constitute a timely and valid Required Tender.
(e) For purposes of this Article X, any rights afforded to “a Team thatdrafts a player” shall also be afforded to any Team to which such rights aresubsequently assigned.
Section 9.

NBA Draft Combine.

(a) Notwithstanding any other provision of this Agreement, any player
invited by the NBA to attend the Draft Combine who is reasonably
determined by the NBA in consultation with the Players Association to havefailed to fulfill his obligation to fully participate in the Draft Combine inaccordance with Article XXII, Section 14 shall be ineligible for selection in
the NBA Draft immediately following such Draft Combine.
(b) If a player is ineligible for selection in a Draft pursuant to
Section 9(a) above and such player is:(i)an Early Entry player, then he will be deemed to havewithdrawn from such Draft in accordance with Section 8(c)above (even if such player had previously withdrawn, or had

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307

previously been deemed to have withdrawn, from two (2) ormore NBA Drafts); or(ii)

not an Early Entry player, then he will be deemed to meetthe criteria set forth in Section 1(b) or Section 4(a) above, asapplicable, in respect of the Draft immediately following
such Draft.

For clarity, (x) consistent with Section 1(a) above, any player ineligible forselection in a Draft pursuant to Section 9(a) above may not sign a Contract
or play in the NBA at any time following such Draft until he has been eligible
for selection in at least one (1) NBA Draft following the Draft for which theplayer was ineligible for selection pursuant to Section 9(a) above, and (y) any
player ineligible for selection in a Draft pursuant to Section 9(a) above shallremain subject to the provisions of Article XXII, Section 14, and Section
9(a) above, in respect of any future Draft Combine in which the player isinvited by the NBA to participate following the Draft for which the player
was ineligible for selection pursuant to Section 9(a) above.
Section 10. Combine-Related Eligibility Disputes.
(a) Notwithstanding any other provision of this Agreement, theprocedures set forth in this Section 10 shall apply to the resolution of adispute regarding a determination by the NBA, in accordance with
Section 9(a) above, that a player invited by the NBA to attend the Draft
Combine has failed to fulfill his obligation to fully participate in the Draft
Combine in accordance with Article XXII, Section 14 and therefore isineligible for selection in the NBA Draft immediately following such Draft
Combine (any such dispute, a “Combine-Related Eligibility Dispute”). If in
connection with any such Combine-Related Eligibility Dispute, there is any
conflict between the procedures set forth in this Section 10 and those set
forth elsewhere in this Agreement, the procedures set forth in this Section
shall control.
(b) Any Combine-Related Eligibility Dispute may be initiated, as set
forth below, only by the Players Association, except that the Players
Association may not initiate a Combine-Related Eligibility Dispute without
the approval of the player concerned. Combine-Related Eligibility Disputes
shall be heard by the System Arbitrator.

308

Article X(c) Any determination that a player is ineligible for selection in an NBA
Draft in accordance with Section 9(a) above must be made no later than the
day that is ten (10) days prior to the date of such Draft.
(d) A Combine-Related Eligibility Dispute must be brought by thePlayers Association within two (2) days of the date of the eligibility
determination by the NBA. The Players Association may initiate a
Combine-Related Eligibility Dispute by serving a written notice thereof on
the NBA, with a copy of such written notice to be filed with the System
Arbitrator. Such written notice shall be accompanied by a witness list,
relevant documents, and other evidentiary materials on which the Players
Association intends to rely in its affirmative case. No later than the second
day following the date on which the NBA received written notice of the
Dispute, the NBA shall provide to the Players Association a witness list,
relevant documents, and other evidentiary materials on which the NBA
intends to rely in its affirmative case. Absent a showing of good cause,neither the Players Association nor the NBA may proffer, refer to, or relyon the testimony of any witness, document, or other evidentiary material in
its affirmative case that has not been identified to the other side as requiredby this Section 10(d).
(e) The System Arbitrator shall convene a hearing within three (3) daysof the System Arbitrator’s receipt of the NBA’s submission of its witness
list, relevant documents, and other evidentiary materials. The hearing shalltake place by videoconference and shall last no longer than one (1) day. The
Players Association and the NBA shall each have the right to participate in
the hearing. The player whose eligibility is the subject of the proceeding
shall have the right to attend the hearing.
(f) The System Arbitrator shall render a decision within one (1) day
following the date of the hearing, and the decision shall be accompanied bya written opinion. Notwithstanding the foregoing, if the System Arbitrator
determines that expedition so requires, he/she shall accompany the decision
with a written summary of the grounds upon which the decision is based,
and a full written opinion may follow within a reasonable time thereafter.
The decision of the System Arbitrator shall constitute full, final, andcomplete disposition of the dispute and shall be binding upon the parties tothis Agreement and the player, and there shall be no appeal to the Appeals
Panel.

Article X

309(g) If the Players Association prevails in the proceeding, the sole remedy
shall be that the player is deemed eligible for the Draft in respect of which
the dispute was brought.
(h) For clarity, any ongoing dispute regarding a player’s Draft eligibility
shall not affect the NBA’s scheduling or operation of, or right to hold, theDraft.
(i) Should circumstances warrant, each of the deadlines set forth in thisSection 10 may be reasonably modified by agreement of the NBA andPlayers Association.

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Article XI

ARTICLE XIFREE AGENCY
Section 1.

General Rules.

(a) Subject to the provisions of Article VII and this Article XI, andsubject further to Article II, Section 15:(i)other than as provided in Sections 1(a)(iii) and (iv) below, aplayer who is an Unrestricted Free Agent, or will become an
Unrestricted Free Agent on the immediately following
July 1, is free at any time beginning at 6:00 p.m. eastern timeon June 30 to negotiate, and free at any time after theconclusion of the applicable Moratorium Period to enter
into, a Player Contract with any Team;(ii)

other than as provided for in Section 1(a)(iii) below, a player
who will become a Restricted Free Agent on the immediately
following July 1 is (1) free at any time beginning at 6:00 p.m.
eastern time on June 30 to negotiate a Player Contract with
his Prior Team and to negotiate an Offer Sheet (as definedin Section 5(b) below) with any Team other than his Prior
Team; (2) free beginning at 12:01 p.m. eastern time on thefirst day of the Moratorium Period to enter into an Offer
Sheet (as defined in Section 5(b) below) with any Team otherthan his Prior Team; and (3) free at any time after theconclusion of the Moratorium Period to enter into a Player
Contract with his Prior Team;(iii)

a player who (1) will (or could as a result of the non-exercise
of an Option or the exercise of an ETO) become an
Unrestricted Free Agent or a Restricted Free Agent on theimmediately following July 1, and (2) finished the Season ona Team’s roster, is free at any time beginning on the day
following the last day of such Season to negotiate a Player
Contract with such Team; and(iv)

a Non-Draft Rookie is free to negotiate a Player Contract
with any Team beginning immediately following theArticle XI

311

conclusion of the NBA Draft for which he was first eligible
and was not selected.
For clarity, the rules set forth in Sections 1(a)(iii) and (iv) allowing the Free
Agents described therein to begin negotiating Player Contracts at the times
specified therein do not affect the time at which such Free Agents may beginentering into Player Contracts. Subject to Article II, Section 15, the time atwhich such Free Agents may begin entering into Player Contracts is as set
forth in Sections 1(a)(i) and (ii) above.
(b) Upon a finding by the Commissioner of a violation of the rules set
forth in Section 1(a) above regarding the timing of free agency discussions,the Commissioner shall be authorized to:(i)

impose a fine up to $2,000,000 on any Team found to havecommitted such violation;(ii)

direct the forfeiture of draft picks; and/or(iii)

suspend any Team personnel found to have engaged in such
violation.

For clarity, (1) the Commissioner’s authority described above is without
limitation to any other penalties, remedies, or actions the Commissioner isotherwise authorized to impose or take under Article XIII, (2) any discipline
imposed pursuant to this Section 1(b) shall not require as a predicate any
finding of, or proceeding before, the System Arbitrator, and (3) any suchdiscipline may be appealed by the Players Association to the System
Arbitrator.
(c) Prior to the conclusion of the Moratorium Period, players (or, forclarity, any person or entity acting with authority on behalf of a player) andTeams shall each be prohibited from stating publicly that the player andTeam have reached agreement on the terms of a Player Contract (oramendment to a Player Contract) that, pursuant to Article II, Section 15,
cannot be entered into until after the conclusion of such Moratorium Period;
provided, however, that the foregoing prohibition shall not apply to playerswith respect to the Moratorium Period of the 2023-24 Salary Cap Year.
(d) No compensation obligation of any kind to another Team shall beapplicable to any Free Agent. No right of first refusal (“Right of First

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Article XI

Refusal”) of any kind shall be applicable to any Free Agent other than a
Restricted Free Agent.
(e)

(i)

For purposes of this Agreement, “Qualifying Offer” means
an offer of a Uniform Player Contract, signed by the Team,that:(1) is either personally delivered to the player or his
representative or sent by email or pre-paid certified,registered, or overnight mail to the last known addressof the player or his representative (if sent by email witha copy to the Players Association);(2) is for a period of one (1) year;(3) provides for Salary (excluding Incentive Compensation),
Likely Bonuses, and Unlikely Bonuses in the amounts
described in (ii), (iii), and (iv) below;(4) provides for one hundred percent (100%) of the Base
Compensation to be protected for lack of skill and injury
or illness (with no individually-negotiated conditions orlimitations on such protection and no other types ofprotection); provided, however, that Qualifying Offers
for players finishing Two-Way Contracts shall not be
subject to this Section 1(e)(i)(4) and shall instead be
subject to the rules set forth in Section 1(e)(iii) below;and(5) provides for one hundred percent (100%) of the Base
Compensation to be payable in accordance with
Paragraph 3 of the Uniform Player Contract.

(ii)

For First Round Picks finishing their Rookie Scale
Contracts, the Salary (excluding Incentive Compensation),
Likely Bonuses, and Unlikely Bonuses contained in a
Qualifying Offer shall be equal to the Salary (excluding
Incentive Compensation), Likely Bonuses, and Unlikely
Bonuses, respectively, provided in the fourth Salary Cap
Year of the Rookie Scale Contract (“Fourth Year Salary”)
increased by the percentage called for in the “QualifyingArticle XI

313

Offer: Percentage Increase Over 4th Year Salary” column
in the Rookie Salary Scale applicable to the First Round
Pick’s Rookie Scale Contract; provided that:(A)

For any First Round Pick finishing his Rookie Scale
Contract who was not selected with one of the firstnine (9) picks in the Draft and who, (1) during thethird and fourth Seasons of his Rookie Scale
Contract, either started an average of forty-one (41)or more Regular Season games per Season or
averaged two thousand (2,000) or more minutes ofplaying time per Regular Season, or (2) in the fourth
Season of his Rookie Scale Contract either started
forty-one (41) or more Regular Season games orplayed two thousand (2,000) or more minutes(collectively, the “Starter Criteria”), the Qualifying
Offer shall instead contain Base Compensation (withno bonuses of any kind) equal to the amount of the
Qualifying Offer applicable to the ninth player
selected in the first round of the Draft (the “ninth
player”) as called for by the Rookie Salary Scaleapplicable to the First Round Pick’s Rookie Scale
Contract.
For purposes of calculating such
Qualifying Offer amount, the Fourth Year Salary of
the ninth player shall be deemed to equal one
hundred twenty percent (120%) of the Rookie Scale
Amount applicable to the ninth player.

(B)

For any First Round Pick finishing his Rookie Scale
Contract who was selected with one of the firstthrough fourteenth picks in the Draft and who failed
to meet the Starter Criteria, the player’s Qualifying
Offer shall contain the lesser of: (x) the Salary(excluding Incentive Compensation), Likely
Bonuses, and Unlikely Bonuses, respectively,
provided in the Fourth Year Salary increased by thepercentage called for in the “Qualifying Offer:
Percentage Increase Over 4th Year Salary” column
in the Rookie Salary Scale applicable to the First
Round Pick’s Rookie Scale Contract; or (y) Base

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Article XI
Compensation (with no bonuses of any kind) equal
to the amount of the Qualifying Offer applicable tothe fifteenth player selected in the first round of the
Draft (the “fifteenth player”) as called for by the
Rookie Salary Scale applicable to the First Round
Pick’s Rookie Scale Contract. For purposes ofcalculating such Qualifying Offer amount, theFourth Year Salary of the fifteenth player shall bedeemed to equal one hundred twenty percent(120%) of the Rookie Scale Amount applicable tothe fifteenth player.
(iii)

With respect to Qualifying Offers for players finishing
Two-Way Contracts:(A)

For any player who (x) finished a Two-Way Contract
with a term of two (2) Seasons in the current Salary
Cap Year or (y) finished a Two-Way Contract withthe same Team in each of the current Salary Cap
Year and the immediately preceding Salary Cap Year(or if he finished a Two-Way Contract in the current
Salary Cap Year with a Team that is different fromthe Team with which he finished a Two-Way
Contract in the immediately preceding Salary Cap
Year, he did so solely because he changed Teams
during the current Salary Cap Year only by means oftrade or an assignment via the NBA’s waiverprocedures), the Qualifying Offer shall be an offer
of a Standard NBA Contract and shall provide for(i) Base Compensation in an amount equal to the
Minimum Player Salary applicable to the player forthe next Salary Cap Year (with no bonuses of anykind), and (ii) Base Compensation protection forlack of skill and injury or illness (with noindividually-negotiated conditions or limitations onsuch protection and no other types of protection) inan amount equal to the “Standard/Two-Way QO
Protection Amount” for the Season covered by the
Qualifying Offer. The “Standard/Two-Way QO
Protection Amount” shall equal (1) for a QualifyingArticle XI

315

Offer that covers the 2023-24 Season, $90,000, and(2) for a Qualifying Offer that covers a subsequent
Season, $90,000 multiplied by a fraction, thenumerator of which is the Salary Cap for the Salary
Cap Year encompassing the applicable Season andthe denominator of which is the Salary Cap for the2023-24 Salary Cap Year.

(iv)

(B)

For all other players finishing Two-Way Contracts,
the Qualifying Offer shall be an offer of a Two-Way
Contract and shall provide for (i) the Two-Way
Player Salary for the next Salary Cap Year, and(ii) Base Compensation protection for lack of skill
and injury or illness (with no individually-negotiatedconditions or limitations on such protection and noother types of protection) in an amount equal to theMaximum Two-Way Protection Amount for the
next Salary Cap Year (“Two-Way Qualifying
Offer”).

(C)

Notwithstanding Sections (1)(e)(iii)(A) and (B)above, for any player finishing a Two-Way Contract
who is not eligible to enter into another Two-Way
Contract with the Team pursuant to Article II,
Section 11(e), the Qualifying Offer (regardless ofwhether the prior Contract was a Two-Way Contract
for a term of one (1) or two (2) Seasons) shall be theQualifying Offer described in Section 1(e)(iii)(A)above.

For all other players subject to a Right of First Refusal inaccordance with this Article XI, the Salary (excluding
Incentive Compensation), Likely Bonuses, and Unlikely
Bonuses contained in a Qualifying Offer shall be one
hundred thirty-five percent (135%) (or, if the player’s priorContract was signed prior to the start of the 2023-24 Salary
Cap Year, one hundred twenty-five percent (125%)) of theplayer’s Salary (excluding Incentive Compensation), Likely
Bonuses, and Unlikely Bonuses, respectively, for the last
Salary Cap Year covered by the player’s prior Contract (the316Article XI“Prior Salary Qualifying Offer Amount”), provided that ifon the July 1 immediately following the date on which sucha Qualifying Offer was made, the sum of the Minimum
Annual Salary applicable to the player (for the Season
covered by the Qualifying Offer) plus $200,000 (the“Minimum-Plus Qualifying Offer Amount”) is greater than
the Prior Salary Qualifying Offer Amount, then such a
Qualifying Offer shall be deemed amended to provide forBase Compensation equal to the Minimum-Plus Qualifying
Offer Amount (with no bonuses of any kind);provided, however, that, for any second round pick orundrafted player with two (2) or three (3) Years of Service
who met the Starter Criteria in respect of the prior two (2)Seasons of his Contract(s) (i.e., who either averaged thegames started or minutes played amounts described in
Section 1(e)(ii)(A)(1) above during his prior two (2) Seasons,or achieved the games started or minutes played amounts
described in Section 1(e)(ii)(A)(2) above in his prior Season
only), the Qualifying Offer shall instead contain, if suchamount exceeds the greater of the Prior Salary Qualifying
Offer Amount or the Minimum-Plus Qualifying Offer
Amount, Base Compensation equal to the amount of the
Qualifying Offer applicable to the twenty-first player
selected in the first round of the Draft (the “twenty-firstplayer”) as called for by the Rookie Salary Scale applicable to
Rookie Scale Contracts finishing in the same Season as thelast Season of the player’s Contract. For purposes ofcalculating such Qualifying Offer amount, the Fourth Year
Salary of the twenty-first player shall be deemed to equal one
hundred percent (100%) of the Rookie Scale Amountapplicable to the twenty-first player.
(v)

All other terms and conditions in a Qualifying Offer must
be unchanged from those that applied to the last year of theplayer’s prior Contract to the extent that such terms andconditions are allowable amendments under this Agreement
at the time the Qualifying Offer is made. In addition, aTeam shall be permitted to include in any Qualifying Offeran Exhibit 6 to the Uniform Player Contract requiring that

Article XI

317

the player, if he signs the Qualifying Offer, pass a physicalexamination to be performed by a physician designated by
the Team as a condition precedent to the validity of theContract. For purposes of the foregoing, the Starter Criteria
shall be determined based upon Official NBA statistics.
(f) No Team or any of its employees or agents shall make a publicstatement that the Team would match any future Offer Sheet for one of theTeam’s players or offer an impending or current Restricted Free Agent a
particular Player Contract in free agency (e.g., a Contract providing for theplayer’s maximum allowable Salary). The foregoing does not limit a Team’s
ability to express its desire to retain an impending or current Restricted Free
Agent or to make general statements praising such a player (e.g., that theplayer is an important or essential part of the Team, that the Team wants orhopes to retain the player’s services, and other similar statements).
Section 2.

No Individually-Negotiated Right of First Refusal.

(a) No Player Contract may include any individually-negotiated Right ofFirst Refusal or other limitation on player movement following the last
Salary Cap Year covered by such Player Contract.
(b) No Right of First Refusal rule, practice, policy, regulation, or
agreement providing for a Right of First Refusal shall be applied to any
player as a result of that player’s entry into a player contract with (or forotherwise playing with) any team in any professional basketball league otherthan the NBA.
Section 3.

Withholding Services.

A player who withholds playing services called for by a Player Contract
for more than thirty (30) days after the start of the last Season covered byhis Player Contract shall be deemed not to have “complet[ed] his Player
Contract by rendering the playing services called for thereunder.”Accordingly, such a player shall not be a Veteran Free Agent and shall not
be entitled to negotiate or sign a Player Contract with any other professional
basketball team unless and until the Team for which the player last played
expressly agrees otherwise.

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Article XI

Section 4.
(a)

Qualifying Offers to Make Certain Players Restricted
Free Agents.

(i)

From the day following the Season covered by the second
Option Year of a First Round Pick’s Rookie Scale Contract
through 5:00 p.m. eastern time on the immediately following
June 29, the player’s Team may make a Qualifying Offer tothe player. If such a Qualifying Offer is made, then, on theJuly 1 following such Season, the player shall become a
Restricted Free Agent, subject to a Right of First Refusal infavor of the Team (“ROFR Team”), as set forth in Section
5 below. If such a Qualifying Offer is not made, then theplayer shall become an Unrestricted Free Agent on such
July 1. If a Team does not timely exercise its Option withrespect to the first Option Year or second Option Year of aplayer’s Rookie Scale Contract in accordance with
Article VIII, the player shall, following his second or third
Season (as the case may be) become an Unrestricted Free
Agent.

(ii)

A Team that makes a Qualifying Offer to a player following
the second Option Year of his Rookie Scale Contract may
elect simultaneously to offer the player an alternative
Contract covering five (5) Seasons that provides Salary forthe first Salary Cap Year equal to the Maximum Annual
Salary under Article II, Section 7(a), with annual increases inSalary equal to eight percent (8.0%) of the Salary for the first
Salary Cap Year (a “Maximum Qualifying Offer”).
Providing a player with a Maximum Qualifying Offer shallhave the consequence described in Section 5(b) below. A
Maximum Qualifying Offer shall be subject to the following:(A)

A Maximum Qualifying Offer shall contain only
Base Compensation and no bonuses of any kind.

(B)

A Maximum Qualifying Offer shall state that theplayer’s Base Compensation for the first Season shallequal “the Maximum Annual Salary applicable to theplayer in the first Season of the Contract,” and thatthe Base Compensation in each of the four (4)subsequent Seasons shall “be increased by eightArticle XI

319

percent (8.0%) of the Base Compensation for the
first Season.” Such a Contract, if timely accepted by
the player in accordance with Section 4(a)(ii)(D)
below, shall be deemed amended to provide for
specific Base Compensation for each Season
covered by the Contract, based on the Maximum
Annual Salary applicable to the player in the first
Season.
(C)

A Maximum Qualifying Offer cannot contain an
Option or ETO, and must provide full Base
Compensation protection in each Season for lack ofskill and injury or illness (with noindividually-negotiated conditions or limitations onsuch protection).

(D)

The Team’s offer of a Maximum Qualifying Offer
must remain open for the same period that theplayer’s Qualifying Offer remains open and cannot
be withdrawn, except that if the Team withdraws its
Qualifying Offer, the Maximum Qualifying Offer
shall be deemed to be withdrawn simultaneously.

(E)

A player may accept either his Qualifying Offer or
his Maximum Qualifying Offer, but not both.

(b) Any Veteran Free Agent (other than a First Round Pick whose first
Option Year or second Option Year was not exercised) who (i) will havethree (3) or fewer Years of Service as of the June 30 following the end of
the last Season covered by his Player Contract, or (ii) is completing a
Two-Way Contract will be a Restricted Free Agent if his Prior Team makesa Qualifying Offer to the player at any time from the day following such
Season through 5:00 p.m. eastern time on the immediately following
June 29. If such a Qualifying Offer is made, then, on the July 1 following
the last Season covered by the player’s Player Contract, the player shallbecome a Restricted Free Agent, subject to a Right of First Refusal in favorof the ROFR Team, as set forth in Section 5 below. If such a Qualifying
Offer is not made, then the player shall become an Unrestricted Free Agenton such July 1.

320
(c)

Article XI(i)

A player who receives a Qualifying Offer must be given until
the October 1 following its issuance to accept it.
Notwithstanding the preceding sentence, a Qualifying Offer
may be withdrawn by the Team at any time through theJuly 13 following its issuance. If the Qualifying Offer is notwithdrawn on or before July 13, it may be withdrawn
thereafter but only if the player agrees in writing to thewithdrawal. If a Qualifying Offer is withdrawn, the player
shall immediately become an Unrestricted Free Agent. If a
Qualifying Offer is withdrawn on or after July 14, the Teamalso shall be deemed to have renounced the player inaccordance with Article VII, Section 4(g). A player may notaccept a Qualifying Offer after the October 1 following theissuance thereof, unless the Team, prior to October 1,
extends the date by which the player may accept the
Qualifying Offer. In order to extend the date by which aplayer may accept his Qualifying Offer, a Team shall provide
the player with written notice of the extension, which shallbe either personally delivered to the player or his
representative or sent by email or pre-paid certified,registered, or overnight mail to the last known address of theplayer or his representative. For clarity, there shall be nolimit on the number of times a Team may extend the date bywhich a player may accept a Qualifying Offer. In no event
may the acceptance date for a Qualifying Offer be extended
beyond, or may a player accept a Qualifying Offer beyond,the March 1 following its issuance.

(ii)

If a Qualifying Offer is neither withdrawn nor accepted andthe deadline for accepting it passes, the Team’s Right of First
Refusal shall continue, subject to Section 5(a) below.

(iii)

A player who knows that he has a medical disability thatwould render him unable to perform the playing services
required under a Player Contract the following Season may
not validly accept a Qualifying Offer received under thisSection 4 or Section 5 below, unless the ROFR Team
consents after disclosure of such medical disability.
Notwithstanding the immediately preceding sentence, aplayer who knows that he has a medical disability that would

Article XI

321

render him unable to perform the playing services required
under a Player Contract the following Season remains
subject to the ROFR Team’s Right of First Refusal.
(d) Any claim that a Contract offered as a Qualifying Offer or a
Maximum Qualifying Offer fails to meet one or more of the criteria for a
Qualifying Offer or a Maximum Qualifying Offer shall be made by noticeto the Team, in writing, no later than ten (10) days after a copy of the
Qualifying Offer or Maximum Qualifying Offer was given by the Team or
the NBA to the Players Association. Such notice must set forth the specificchanges that allegedly must be made to the offered Contract in order for it
to constitute a Qualifying Offer or a Maximum Qualifying Offer. Upon
receipt of such notice, if the requested changes are necessary to satisfy therequirements of a Qualifying Offer or a Maximum Qualifying Offer, theTeam may, within five (5) business days, offer the player an amended
Contract incorporating the requested changes. If the Team offers such an
amended Contract, the player and the Players Association shall be precluded
from asserting that such Contract does not constitute a timely and valid
Qualifying Offer or Maximum Qualifying Offer.
Section 5.

Restricted Free Agency.

(a) If a Restricted Free Agent does not sign an Offer Sheet with any
Team by March 1 of the Season for which the Qualifying Offer is made, anddoes not sign a Player Contract with the ROFR Team before that Season
ends, then his ROFR Team may reassert its Right of First Refusal for thefollowing Season by extending another Qualifying Offer (with the sameterms, including the amount of Salary (excluding Incentive Compensation),
Likely Bonuses, and Unlikely Bonuses, respectively, that were included in
the prior Qualifying Offer) by 5:00 p.m. eastern time on the next June 29.
A ROFR Team may continue to reassert its Right of First Refusal byfollowing the foregoing procedure in each subsequent year in which that
Restricted Free Agent does not sign an Offer Sheet with any Team by
March 1 of the Season for which the Qualifying Offer is made, and does not
sign a Player Contract with the ROFR Team before that Season ends. In
each Season in which a Team reasserts its Right of First Refusal by extending
another Qualifying Offer in accordance with this Section 5(a), the Team may
also elect to simultaneously provide the player with a Maximum Qualifying
Offer (with the same terms that were included in the prior Maximum

322

Article XI

Qualifying Offer). Any such Qualifying Offer and Maximum Qualifying
Offer shall be governed by the provisions of Section 4 above.
(b) When a Restricted Free Agent receives an offer to sign a Player
Contract from a Team other than the ROFR Team (the “New Team”),
which he desires to accept, he shall give to the ROFR Team a completed
certificate substantially in the form of Exhibit G annexed hereto (the “Offer
Sheet”), signed by the Restricted Free Agent and the New Team, which shallhave attached to it a Uniform Player Contract separately specifying: (i) the“Principal Terms” (as defined in Section 5(e) below) of the New Team’s
offer; and (ii) any non-Principal Terms of the New Team’s offer that the
ROFR Team is not required to match (as specified in Section 5(e) below)
but which would be included in the player’s Player Contract with the New
Team if the ROFR Team does not exercise its Right of First Refusal. The
player’s obligation in the foregoing sentence to give to the ROFR Team acompleted Offer Sheet shall be deemed satisfied if the Offer Sheet is given
to the ROFR Team by the New Team. The Offer Sheet must be for a Player
Contract with a term of more than one (1) Season (not including any OptionYear), unless the ROFR team has tendered the player both a Qualifying
Offer and a Maximum Qualifying Offer, in which case the Offer Sheet mustbe for a Player Contract with a term of more than two (2) Seasons (notincluding any Option Year). The Offer Sheet cannot be for a Two-Way
Contract. In order to extend an Offer Sheet, the New Team must have
Room for the player’s Player Contract at the time the Offer Sheet is signed
and must continue to have such Room at all times while the Offer Sheet isoutstanding.
(c) The ROFR Team, upon receipt of the Offer Sheet, may exercise its
Right of First Refusal, which shall have the consequences hereinafter set
forth below in this Section 5. The ROFR Team may match an Offer Sheetby using, as applicable, Room, a Veteran Free Agent Exception set forth in
Article VII, Section 6(b), or the Minimum Player Salary Exception. In orderto match an Offer Sheet, the ROFR Team must have, as applicable, Room,a Veteran Free Agent Exception, or Minimum Player Salary Exception in an
amount equal or greater to the Salary plus any Unlikely Bonuses provided
for in the first Salary Cap Year of the player’s Contract at the time notice of
the Team’s exercise of its Right of First Refusal is given and must continue
to have such Room or the applicable Exception at all times the First Refusal
Exercise Notice remains in effect.

Article XI323(d) The following rules shall govern the signing of an Offer Sheet by a
Restricted Free Agent who has one (1) or two (2) Years of Service:(i)

Notwithstanding any other provision of this Agreement, nosuch Offer Sheet may provide for Salary plus Unlikely
Bonuses in the first Salary Cap Year totaling more than theamount of the Non-Taxpayer Mid-Level Salary Exception
for such Salary Cap Year. Annual increases or decreases inSalary and Unlikely Bonuses shall be governed by
Article VII, Section 5(a)(1).

(ii)

If an Offer Sheet provides for the maximum allowableamount of Salary for the first two (2) Salary Cap Yearspursuant to Section 5(d)(i) above, then, subject toSection 5(d)(iii) below, the Offer Sheet may provide for
Salary for the third Salary Cap Year of up to the maximum
amount that the player would have been eligible to receive
for the third Salary Cap Year absent the restriction in thefirst sentence of Section 5(d)(i) above and had the player’s
Salary for the first two (2) Salary Cap Years been the
maximum amount permitted under Article II, Section 7(a)and Article VII, Section 5(b)(1). If the Offer Sheet provides
for Salary for the third Salary Cap Year in accordance withthe foregoing sentence, then, subject to Section 5(d)(iii)
below, (A) the player’s Salary for the fourth Salary Cap Yearmay increase or decrease in relation to the third Salary Cap
Year’s Salary by no more than four and five tenths
percent (4.5%) of the Salary for the third Salary Cap Year,(B) the Offer Sheet cannot contain bonuses of any kind, and(C) the Offer Sheet must provide for one hundred
percent (100%) of the Base Compensation in each Season to
be protected for lack of skill and injury or illness (with noindividually-negotiated conditions or limitations on suchprotection).

(iii)

If a Team extends an Offer Sheet in accordance with
Section 5(d)(ii) above, then, for purposes of determining
whether the Team has Room for the Offer Sheet, the Salary
for the first Salary Cap Year covered by the Offer Sheet shallbe deemed to equal the average of the aggregate Salaries for324

Article XI
such Salary Cap Year and each subsequent Salary Cap Year
covered by the Offer Sheet. If the ROFR Team does not
exercise its Right of First Refusal, the player’s Salary for each
Salary Cap Year covered by the Contract with the Team that
extended the Offer Sheet shall be deemed to equal theaverage of the aggregate Salaries for each such Salary Cap
Year. If the ROFR Team exercises its Right of First Refusal,
the player’s Salary for each Salary Cap Year covered by theContract with the ROFR Team shall be the Salary for such
Salary Cap Year as set forth in the Contract.
Notwithstanding the preceding sentence, if the sum of (A)the ROFR Team’s Team Salary at the time it exercises its
Right of First Refusal, and (B) the average of the aggregate
Salaries for each Salary Cap Year of the Offer Sheet, is lessthan or equal to the Salary Cap for the then-current Salary
Cap Year, then the ROFR Team may, in connection with
exercising its Right of First Refusal, elect to have the player’s
Salary for each Salary Cap Year covered by the Contract
equal the average of such aggregate Salaries for each such
Salary Cap Year. If the ROFR Team wishes to make such
an election, it must do so by providing the NBA with awritten statement on the same day that it gives the First
Refusal Exercise Notice to the Restricted Free Agent and
New Team pursuant to Section 5(t) below, and the NBA
shall provide a copy of this notice to the Players Association
within one (1) business day following its receipt thereof.

(e) The Principal Terms of an Offer Sheet are only:(i)the term of the Contract;(ii)

the fixed and specified Compensation that the New Teamwill pay or lend to the Restricted Free Agent as a signingbonus, Current Base Compensation, and/or Deferred Base
Compensation in specified installments on specified dates;(iii)

Incentive Compensation; provided, however, that the only
elements of such Incentive Compensation that shall be
included in the Principal Terms are the following:(A) bonuses that qualify as Likely Bonuses based upon theArticle XI

325

performance of the Team extending the Offer Sheet and the
ROFR Team; and (B) Generally Recognized League
Honors; and(iv)

Any allowable amendments to the terms contained in the
Uniform Player Contract (e.g., Base Compensation
protection, a trade bonus, etc.).

(f) In the event that an Offer Sheet includes an Exhibit 6 requiring thatthe player pass a physical examination to be performed by a physician
designated by the New Team, the Exhibit 6 language must be replaced withthe following: “This Offer Sheet will be deemed invalid and of no force andeffect (except as described in Article XI, Section 5(l) of the CBA) unless theplayer passes, in the sole discretion of the Team (exercised in good faith), a
physical examination in accordance with Article II, Section 13(h) of the CBAthat is (i) conducted within two (2) days of the execution of this Offer Sheet,and (ii) the results of which are reported by the Team to the player within
three (3) days of the execution of this Offer Sheet. The player agrees tosupply complete and truthful information in connection with any suchexaminations.” The New Team must notify the player and the ROFR Team
within the three (3)-day period set forth in the Exhibit 6 in the Offer Sheet
whether the player has passed the physical. In the event that the New Teamfails to timely provide such notice, the player shall be deemed to have passed
the physical with the New Team.
(g) If the ROFR Team gives to the Restricted Free Agent a “First
Refusal Exercise Notice” substantially in the form of Exhibit H annexed
hereto (i) for an Offer Sheet received by the ROFR Team prior to 12:00 p.m.
eastern time on a day, by 11:59 p.m. eastern time on the day immediately
following such day, or (ii) for an Offer Sheet received by the ROFR Teamon or after 12:00 p.m. eastern time on a day, by 11:59 p.m. eastern time on
the day that is two (2) days following such day, then, subject to Section 5(k)below, such Restricted Free Agent and the ROFR Team shall be deemed tohave entered into a Player Contract containing all the Principal Terms (butnot any terms other than the Principal Terms) included in the Uniform
Player Contract attached to the Offer Sheet (except that if the Contractcontains an Exhibit 6, such Exhibit 6 shall be deemed deleted). Such
Contract may not thereafter be amended in any manner for a period ofone (1) year.

326

Article XI(h) If the ROFR Team does not give the First Refusal Exercise Notice
within the applicable period specified in Section 5(g) above, or if during such
period the ROFR Team provides written notice to the player that the Teamdeclines to exercise its Right of First Refusal, then the player and the New
Team shall be deemed to have entered into a Player Contract containing allof the terms and conditions included in the Uniform Player Contract
attached to the Offer Sheet (including, if the Offer Sheet contains an Exhibit
6, that the player pass a physical examination to be conducted by the Team
as a condition precedent to the validity of the Contract). Such Contract may
not thereafter be amended in any manner for a period of one (1) year.
(i) Notwithstanding anything contained herein to the contrary, for any
Offer Sheet received by the ROFR Team during the Moratorium Period, the
ROFR Team shall have until 11:59 p.m. eastern time on the July 7
immediately following such Moratorium Period to give the First Refusal
Exercise Notice.
(j) After exercising its Right of First Refusal as described in thisSection 5, the ROFR Team may not trade the Restricted Free Agent forone (1) year, without the player’s consent. Even with the player’s consent,
for one (1) year, neither the ROFR Team exercising its Right of First Refusal
nor any other Team may trade the player to the Team whose Offer Sheetwas matched.
(k)

(i)

Any Team may condition its First Refusal Exercise Noticeon the player reporting for and passing, in the sole discretionof the Team (exercised in good faith), a physical examination
to be conducted by a physician designated by the Team
within two (2) days from its exercise of the Right of First
Refusal. In connection with the physical examination, theplayer must supply all information reasonably requested ofhim, provide complete and truthful answers to all questions
posed to him, and submit to all examinations and tests
requested of him.

(ii)

If the player does not submit to the requested physicalexamination within two (2) days of the exercise of the Rightof First Refusal, then the First Refusal Exercise Notice shallbe deemed no longer to be conditioned on the player

Article XI

327

reporting for and passing a physical examination and thefollowing rules shall apply:(1) In its sole discretion, the ROFR Team shall have two (2)days following the conclusion of the two (2) day period
referenced in Section 5(k)(i) above to withdraw its First
Refusal Exercise Notice. If the First Refusal Exercise
Notice is timely withdrawn in accordance with theforegoing, such withdrawal shall have the following
effects:(A) The Offer Sheet shall be deemed invalid and theTeam that issued the Offer Sheet shall be
prohibited from signing or acquiring the player
for a period of one (1) year from the date theFirst Refusal Exercise Notice was withdrawn;
provided, however, that if the ROFR Team
subsequently relinquishes its Right of First
Refusal (resulting in the player becoming an
Unrestricted Free Agent) in accordance with
Section 5(o) below, then the aforementioned
one-year prohibition shall be deemed to expire
on the last day of the Salary Cap Year in which
the invalidated Offer Sheet was signed by theplayer and the New Team;(B) The player shall be prohibited from entering into
an Offer Sheet with any other Team prior to thefirst day of the Salary Cap Year immediately
following the Salary Cap Year in which theinvalidated Offer Sheet was signed by the player
and the New Team;(C) If the deadline by which the player was given to
accept the Qualifying Offer (and, if applicable,
Maximum Qualifying Offer) provided to him by
the ROFR Team has not already expired, thensuch deadline shall be deemed to have expired(which shall have the effect of the player nolonger being able to accept the Qualifying Offer

328

Article XI(or, if applicable, Maximum Qualifying Offer)given to him by the ROFR Team); and(D) (i) The player shall be prohibited from entering
into any Player Contract with the ROFRTeam other than a Player Contractcontaining all of the Principal Terms (butnot any terms other than the Principal
Terms) included in the Uniform Player
Contract attached to the invalidated Offer
Sheet (except that such Player Contract may
contain an Exhibit 6) before the later of(A) three (3) months following the date the
ROFR Team withdrew its First Refusal
Exercise Notice, and (B) the January 15 of
the Salary Cap Year in which the invalidated
Offer Sheet was signed by the player and the
New Team.
(ii) In circumstances in which the invalidated
Offer Sheet was signed pursuant to the rules
set forth in Section 5(d)(ii) above (governing
the signing of certain Offer Sheets by
Restricted Free Agents who have one (1) or
two (2) Years of Service) and the player andthe ROFR Team sign a subsequent Player
Contract during the time period referenced
in Section 5(k)(ii)(1)(D)(i) above:(A) solely for purposes of determining
whether the ROFR Team is eligible tosign the subsequent Player Contract with
the Early Qualifying Veteran Free Agent
Exception pursuant to Article VII,
Section 6(b)(3)(ii) or the Non-Taxpayer
Mid-Level Salary Exception pursuant to
Article VII, Section 6(e)(5), the signingof such Player Contract shall be regarded
as the matching of an Offer SheetArticle XI

329

provided in accordance with Article XI,
Section 5(d)(ii); and(B) if, at the time the ROFR Team matched
the invalidated Offer Sheet, the ROFRTeam made an election pursuant to
Section 5(d)(iii) above to have theplayer’s Salary for each Salary Cap Year
covered by the Contract equal theaverage of the aggregate Salaries for each
Salary Cap Year covered by the Contract,then the ROFR Team shall be permitted
to have the player’s Salary for each Salary
Cap Year covered by the subsequentContract equal the average of suchaggregate Salaries for each such Salary
Cap Year covered by the subsequentContract, provided that the sum of:(i) the ROFR Team’s Team Salary at thetime the subsequent Contract is signed;and (ii) the average of the aggregate
Salaries for each Salary Cap Year of thesubsequent Contract is less than or equal
to the Salary Cap for the then-current
Salary Cap Year. If the ROFR Teamwishes to make such an election, it must
do so by providing the NBA with awritten statement on the same day that itsigns the subsequent Contract. The
NBA shall provide a copy of any such
notice to the Players Association withinone (1) business day following its receipt
thereof.
(2) If the First Refusal Exercise Notice is not withdrawn by
the ROFR Team within the applicable two (2) day
period, then the player and the ROFR Team shall bedeemed to have entered into a Player Contract inaccordance with the provisions of Section 5(g) above.

330

Article XI(iii)

If the player submits to the requested physical examination
within two (2) days of the exercise of the Right of First
Refusal but does not pass such physical examination, then inits sole discretion, the ROFR Team may withdraw its First
Refusal Exercise Notice within two (2) days following thedate upon which such physical examination is conducted. If
the First Refusal Exercise Notice is withdrawn, the player
and the New Team shall be deemed to have entered into a
Player Contract in accordance with the provisions of Section
5(h) above. If the First Refusal Exercise Notice is notwithdrawn, then the ROFR Team shall be deemed to have
waived its right to have the player pass a physicalexamination and the player and ROFR Team will be deemed
to have entered into a Player Contract in accordance withthe provisions of Section 5(g) above.

(l) In the event that (1) the Offer Sheet includes an Exhibit 6 and the
New Team determines that the player has not passed the physical, and(2) either (A) the ROFR Team declines to exercise its Right of First Refusal,(B) the period for the ROFR Team to exercise its Right of First Refusal
expires, or (C) the ROFR Team exercises its Right of First Refusal
conditioned on the player reporting for and passing a physical and timely
determines that the player has not passed his physical and withdraws its First
Refusal Exercise Notice pursuant to Section 5(k) above, then the ROFRTeam must within two (2) days from the later of the date (x) that the ROFRTeam receives notice from the New Team that the player has not passed thephysical examination administered by the New Team, or (y) on which the
ROFR Team timely notifies the player that he has not passed the physical,
pursuant to Section 5(k) above:(i)Elect to continue to possess such rights with respect to theplayer as the ROFR Team possessed at the time of theexecution of the Offer Sheet, provided that the ROFR Teamcan only make this election if the ROFR Team has notengaged in any transaction since the Offer Sheet was giventhat the ROFR Team would not have been able to engage inif the player’s Free Agent Amount (or the amount of a
Qualifying Offer or Maximum Qualifying Offer made to theplayer, if applicable) at the time the Offer Sheet was given
had remained included in the ROFR Team’s Team Salary; orArticle XI
(ii)

331

Decline to continue to possess such rights with respect tothe player as the ROFR Team possessed at the time of theexecution of the Offer Sheet, in which case any Qualifying
Offer given to the player by the Team shall be deemed
withdrawn pursuant to Section 4(c)(i) above, and the Team’s
Right of First Refusal shall be deemed relinquished pursuant
to Section 5(o) below.

If at the time the New Team notifies the ROFR Team that the player has
not passed the physical administered by the New Team, the ROFR Team
has not yet exercised its Right of First Refusal or has not yet provided
written notice to the player that the ROFR Team declines to exercise its
Right of First Refusal, nothing in this Section 5(l) shall prohibit a ROFRTeam from: (a) exercising its Right of First Refusal; or (b) making one of
the elections set forth in Section 5(l)(i) or 5(l)(ii) above.
(m) A Team shall not be permitted to exercise its Right of First Refusal
pursuant to an agreement to trade the Player Contract to another Teampursuant to Article VII, Section 8(e).
(n) There may be only one (1) Offer Sheet signed by a Restricted Free
Agent outstanding at any one time, provided that the Offer Sheet has also
been signed by a Team. An Offer Sheet, both before and after it is given to
the ROFR Team, may be revoked or withdrawn only upon the writtenconsent of the ROFR Team, the New Team, and the Restricted Free Agent.
In such event, a Restricted Free Agent shall again be free to negotiate andsign an Offer Sheet with any Team, and any Team shall again be free tonegotiate and sign an Offer Sheet with such Restricted Free Agent, subject
only to the ROFR Team’s renewed Right of First Refusal.
(o) A Team that holds the Right of First Refusal with respect to a
Restricted Free Agent may relinquish such Right of First Refusal at any time
except during the period that the player has been given to accept a
Qualifying Offer. If a Team relinquishes its Right of First Refusal withrespect to a Restricted Free Agent, the player shall immediately become an
Unrestricted Free Agent and the Team shall be deemed to have renounced
the player in accordance with Article VII, Section 4(g) hereof. In order torelinquish its Right of First Refusal with respect to a Restricted Free Agent,a Team shall provide the NBA with a written statement relinquishing such
Right of First Refusal. The NBA shall provide a copy of such statement to332

Article XI

the Players Association by email within two (2) business days following its
receipt thereof.
(p) An expedited arbitration before the System Arbitrator, whose
decision shall be final and binding upon all parties, shall be the exclusive
method for resolving any disputes concerning this Section 5. If a dispute
arises between the player and either the ROFR Team or the New Team, as
the case may be, relating to the contents of an Offer Sheet, and/or whether
the binding agreement is between the Restricted Free Agent and the New
Team or the Restricted Free Agent and the ROFR Team, such dispute shallimmediately be submitted to the System Arbitrator, who shall resolve suchdispute within five (5) days.
(q) A Restricted Free Agent may not give an Offer Sheet to the ROFRTeam at any time after the March 1 of the Season for which he has been
made a Qualifying Offer.
(r) On the same day as the giving of an Offer Sheet to the ROFR Team,the ROFR Team shall cause a copy thereof to be given to the NBA, whichshall cause a copy thereof to be promptly given to the Players Association.
On the same day as the giving of a First Refusal Exercise Notice to the
Restricted Free Agent, the ROFR Team shall cause a copy thereof to begiven to the New Team, which shall cause a copy thereof to be promptly
given to the NBA, which shall cause a copy thereof to be promptly given to
the Players Association.
(s) There may be no consideration of any kind given by one Team toanother Team in exchange for a Team’s decision to exercise or not toexercise its Right of First Refusal, or in exchange for a Team’s decision tosubmit or not to submit an Offer Sheet to a Restricted Free Agent.
(t) Any Offer Sheet, First Refusal Exercise Notice, or other writing
required or permitted to be given under this Article XI, shall be either by
personal delivery, email, or by pre-paid certified, registered, or overnight
mail addressed as follows:
To any Team: addressed to the Team at the principal address ofsuch Team as then listed on the records of the NBA or at the Team’s
principal office, to the attention of the Team’s general manager (andif by email, then to the general manager’s email address with theArticle XI

333

Team and any such other email address as the Team may designate
in writing);
To the NBA: National Basketball Association, Olympic Tower,
645 Fifth Avenue, New York, NY 10022, Attn: General Counsel(and if by email, then to the General Counsel’s email address with
the NBA and any such other email address as the NBA may
designate in writing);
To the Players Association: National Basketball Players Association,
1133 Avenue of the Americas, 5th Floor, New York, NY 10036,
Attn: General Counsel (and if by email, then to the GeneralCounsel’s email address with the NBPA and any such other email
address as the NBPA may designate in writing);
To a Restricted Free Agent: (i) for Qualifying Offers and otherwritings relating to Qualifying Offers (e.g., withdrawal of a
Qualifying Offer), to the last known email address or address of theplayer or his representative; and (ii) for Offer Sheets and otherwritings relating to Offer Sheets (e.g., First Refusal Exercise Notice),
to his address listed on the Offer Sheet, and, if the Restricted Free
Agent designates a representative on the Offer Sheet and lists such
representative’s address thereon, then such representative’s address(and if by email to the player or his representative, then with a copy
to the General Counsel’s email address with the NBPA and any suchother email address as the NBPA may designate in writing).
(u) Notwithstanding anything contained herein to the contrary:(i)

In addition to personal delivery or delivery by pre-paid
certified, registered, or overnight mail, any Offer Sheet,notice revoking or withdrawing an Offer Sheet, First Refusal
Exercise Notice, notice declining to exercise a Right of First
Refusal, notice relinquishing a Right of First Refusal, or
notice withdrawing a First Refusal Exercise Notice(collectively “Offer Sheet-Related Notices”) may be given byemail as follows:334

Article XI(1) To any Team: to the attention of each of the Team’s
specified representatives’ email address (as set forth insubsection (iii) below).
(2) To the NBA: to the attention of the email address used
for that purpose under the 2017 CBA or such otheremail address as agreed to by the parties.
(3) To the Players Association: to the attention of the email
address used for that purpose under the 2017 CBA orsuch other email address as agreed by the parties.
(4) To a Restricted Free Agent: to his email address listedon the Offer Sheet, and, if the Restricted Free Agentdesignates a representative on the Offer Sheet and lists
such representative’s email address thereon, a copy shallbe sent to such representative at such email address.
(ii)

Any Offer Sheet-Related Notice given by email must be sent
to the NBA, the Players Association, the applicable
Restricted Free Agent (including such Restricted Free
Agent’s representative if required pursuant to Section 5(t)above), the ROFR Team, and the New Team. If an Offer
Sheet fails to list a player’s email address, delivery of any
Offer Sheet-Related Notice to the player shall be deemedsatisfied by email delivery to the Players Association.

(iii)

By the June 10 prior to each Salary Cap Year, each Teamshall provide to the NBA the names and email addresses ofthree (3) representatives designated by the Team who shallbe, for such Salary Cap Year, (i) the only representatives of
the Team permitted to give any Offer Sheet-Related Noticeon behalf of the Team via the email notification procedures
set forth herein, and (ii) the required recipients of any Offer
Sheet-Related Notice sent to the Team via the email
notification procedures set forth herein. In each Salary Cap
Year, the NBA shall provide to the Players Association (andall Teams) the list of Team representatives (and such
representatives’ email addresses) by June 15.

Article XI

335

Any Offer Sheet, First Refusal Exercise Notice, or other writing required or
permitted to be given under this Article XI that is sent by email shall bedeemed given when sent. For delivery by any other means allowed by this
Article XI, the following shall apply: (i) an Offer Sheet shall be deemed
given only when received by the ROFR Team; (ii) a First Refusal Exercise
Notice shall be deemed given when sent by the ROFR Team; (iii) a
Qualifying Offer, a Maximum Qualifying Offer, an amended Qualifying
Offer (i.e., pursuant to Section 4(d) above), and a notice of extension of thedate by which a Qualifying Offer can be accepted shall be deemed given
when sent by the ROFR Team; and (iv) other writings required or permitted
to be given under this Article XI (e.g., notice relinquishing a Right of First
Refusal, an acceptance of a Qualifying Offer, a withdrawal of a Qualifying
Offer, notice that a Qualifying Offer fails to meet one or more of the criteria
for a Qualifying Offer, etc.) shall be deemed given only when received by
the party to whom it is addressed.

336

Article XII

ARTICLE XIIOPTION CLAUSES
Section 1.

Team Options.

Except as provided by Article VIII, Section 1, a Player Contract shall notcontain any option in favor of the Team, except an Option (as defined in
Article I, Section 1(ss)) that: (i) is specifically negotiated between a Veteranand a Team or (except in the case of a Rookie Scale Contract) a Rookie anda Team; (ii) authorizes the extension of such Contract for no more than one(1) year beyond the stated term; (iii) is exercisable only once; (iv) provides
that the Salary (excluding Incentive Compensation), Likely Bonuses, andUnlikely Bonuses payable with respect to the Option Year are no less than
one hundred percent (100%) of the Salary (excluding Incentive
Compensation), Likely Bonuses, and Unlikely Bonuses, respectively, payable
with respect to the last year of the stated term of such Contract; and(v) except in the case of a Contract signed pursuant to the Second Round
Pick Exception, provides that all other terms and conditions (other thanwith respect to the payment schedule for the player’s Base Compensation)in the Option Year shall be unchanged from those that applied to the lastyear of the stated term of such Contract (including, but not limited to, thepercentage of Base Compensation that is protected).
Section 2.

Player Options.

A Player Contract shall not contain any option in favor of the player,
except:(a) an Option that: (i) is specifically negotiated between a Veteran anda Team or (except in the case of a Rookie Scale Contract) a Rookie and aTeam; (ii) authorizes the extension of such Contract for no more than one(1) year beyond the stated term; (iii) is exercisable only once; (iv) provides
that the Salary (excluding Incentive Compensation), Likely Bonuses, andUnlikely Bonuses payable with respect to the Option Year are no less than
one hundred percent (100%) of the Salary (excluding Incentive
Compensation), Likely Bonuses, and Unlikely Bonuses, respectively, payable
with respect to the last year of the stated term of such Contract; and (v) that
all other terms and conditions (other than with respect to the payment
schedule for the player’s Base Compensation) in the Option Year shall beArticle XII

337

unchanged from those that applied to the last year of the stated term of such
Contract (including, but not limited to, the percentage of Base
Compensation that is protected). If a Player Contract contains an Option
in favor of the player and provides, in whole or in part, for Base
Compensation protection in the Option Year, such Contract must also
contain, in Exhibit 2 of the Contract under the heading “Additional
Conditions or Limitations,” either the language set forth in subsection (A)below or the language set forth in subsection (B) below, but not both, andsuch language shall define the respective rights and obligations of the player
and Team with respect to the subject matter thereof:(A)“If this Contract is terminated by Team prior toPlayer’s exercise of the Option described in
Exhibit 1 of the Contract, then Player shall beentitled to benefit from the Base Compensation
protection provisions of this Exhibit 2 to the same
extent as if the exercise of the Option by Player had
occurred prior to Team’s termination of theContract.”(B)“If this Contract is terminated by Team prior toPlayer’s exercise of the Option described in Exhibit
1 of the Contract, then Team shall be relieved of any
obligation to pay Player any Base Compensation
with respect to the Option Year.”

No Player Contract that contains the language set forth in subsection (B)above may provide for the Option in favor of the player to be exercisable
earlier than the day following the date of the Team’s last game of the Season
prior to the Option Year; and/or(b) an Early Termination Option (or “ETO”) (as defined in Article I,
Section 1(u)), provided that such ETO is exercisable only once and takes
effect no earlier than the end of the fourth Season of the Contract. A
Contract that does not provide for an ETO when signed may not be
amended to provide for an ETO during the original term of the Contract.
If a Team and a player enter into an Extension (other than an Extension ofa Rookie Scale Contract), the Contract may not be amended to provide for
an ETO and any previously-existing ETO must be eliminated. If a Teamand player enter into an Extension of a Rookie Scale Contract, the Contract

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Article XII

may simultaneously be amended to provide for an ETO, provided that such
ETO is exercisable only once and takes effect no earlier than the end of the
fourth Season of the extended term of the Contract.
Section 3.

No Conditional Options.

If a Contract contains any Option or ETO, the right of the Team orplayer to exercise such Option or ETO must be fixed at the time theContract (or Extension) is entered into and may not be contingent upon thesatisfaction of any individually-negotiated condition. In the case of an ETO,
the Effective Season of such ETO also must be fixed at the time theContract (or Extension) is entered into and may not be contingent upon thesatisfaction of any individually-negotiated condition.
Section 4.

Exercise Period.

Any ETO must be exercised by 5:00 p.m. eastern time on the June 29
immediately prior to the Effective Season of such ETO. Any Option must
be exercised by 5:00 p.m. eastern time on the June 29 immediately prior to
the Season covered by the Option, except that an Option in favor of a player
who would become a Restricted Free Agent if the Option were not exercised
must be exercised prior to the June 25 immediately prior to the Season
covered by such Option.
Section 5.

Option Exercise Notices.

The NBA shall provide the Players Association with copies of any
Option or ETO exercise or non-exercise notice received by the NBA within
two (2) business days of the NBA’s receipt of such notice from the Team.

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339

ARTICLE XIIICIRCUMVENTION
Section 1.

General Prohibitions.

(a) It is the intention of the parties that the provisions agreed to herein,
including, without limitation, those relating to the Salary Cap, theExceptions to the Salary Cap, the scope of Basketball Related Income, theEscrow and Tax Arrangement, the Rookie Scale, the Right of First Refusal,
the Maximum Player Salary, and free agency, be interpreted so as to preserve
the essential benefits achieved by both parties to this Agreement. Neither
the Players Association, the NBA, nor any Team (or Team Affiliate) or
player (or person or entity acting with authority on behalf of such player),shall enter into any agreement, including, without limitation, any Player
Contract (including any Renegotiation, Extension, or amendment of a Player
Contract), or undertake any action or transaction, including, without
limitation, the assignment or termination of a Player Contract, which is, or
which includes any term that is, designed to serve the purpose of defeatingor circumventing the intention of the parties as reflected by all of theprovisions of this Agreement.
(b) It shall constitute a violation of Section 1(a) above for a Team (orTeam Affiliate) to enter into an agreement or understanding with any
sponsor or business partner or third party under which such sponsor,
business partner, or third party pays or agrees to pay compensation forbasketball services (even if such compensation is ostensibly designated as
being for non-basketball services) to a player under Contract to the Team.
Such an agreement with a sponsor or business partner or third party may beinferred where: (i) such compensation from the sponsor or business partneror third party is substantially in excess of the fair market value of any services
to be rendered by the player for such sponsor or business partner or third
party; and (ii) the Compensation in the Player Contract between the player
and the Team is substantially below the fair market value of such Contract.
(c) It shall constitute a violation of Section 1(a) above for a Team (orTeam Affiliate) to have a financial arrangement with or offer a financial
inducement to any player (not including retired players) not signed to a
current Player Contract, except as permitted by this Agreement.

340

Article XIII(d) Nothing contained in Section 1(c) above shall interfere with aTeam’s obligation to pay a player Deferred Compensation earned under aprior Player Contract.
Section 2.

No Unauthorized Agreements.

(a) At no time shall there be any agreements or transactions of any kind(whether disclosed or undisclosed to the NBA), express or implied, oral or
written, or promises, undertakings, representations, commitments,
inducements, assurances of intent, or understandings of any kind (whether
disclosed or undisclosed to the NBA), between a player (or any person orentity controlled by, related to, or acting with authority on behalf of, suchplayer) and any Team (or Team Affiliate):(i)

concerning any future Renegotiation, Extension, or otheramendment of an existing Player Contract, or entry into a
new Player Contract; or(ii)

except as permitted by this Agreement or as set forth in a
Uniform Player Contract (provided that the Team has notintentionally delayed submitting such Uniform Player
Contract for approval by the NBA), involving compensationor consideration of any kind or anything else of value, to be
paid, furnished, or made available by, to, or for the benefitof the player, or any person or entity controlled by, related
to, or acting with authority on behalf of the player; or(iii)

except as permitted by this Agreement, involving an
investment or business opportunity to be furnished or madeavailable by, to, or for the benefit of the player, or any personor entity controlled by, related to, or acting with authority on
behalf of the player.

(b) In addition to the foregoing, it shall be a violation of this Section 2
for any Team (or Team Affiliate) or any player (or any person or entity
controlled by, related to, or acting with authority on behalf of, such player)
to attempt to enter into or to intentionally solicit any agreement, transaction,
promise, undertaking, representation, commitment, inducement, assurance
of intent, or understanding that would be prohibited by Section 2(a) above.

Article XIII

341(c) Notwithstanding the foregoing, it shall not be a violation ofSection 2(a) or 2(b) above solely for a Team Affiliate and a player (or any
person or entity controlled by, related to, or acting with authority on behalfof, such player) to each passively invest (i.e., invest with no management,
governance, voting, or executive role or other operational rights or role) in
the same third-party entity, provided that (i) neither such Team Affiliate orsuch player holds more than a twelve and one-half percent (12.5%) interestin such third-party entity, (ii) the Team Affiliate’s investment and player’s
investment are not made in coordination or in consultation with each other,and (iii) the investment opportunity was not furnished or made available tothe player by the Team Affiliate (or vice versa).
(d) A violation of Section 2(a) or 2(b) above may be proven by direct or
circumstantial evidence, including, but not limited to, evidence that a Player
Contract or any term or provision thereof cannot rationally be explained in
the absence of conduct violative of Section 2(a) or 2(b).
(e) In any proceeding brought before the System Arbitrator pursuant tothis Section 2, no adverse inference shall be drawn against the party initiatingsuch proceeding because that party, when it first suspected or believed thata violation of Section 2 may have occurred, deferred the initiation of suchproceeding until it had further reason to believe that such a violation had
occurred.
(f) A player will not be found to have committed a violation ofSection 2(a)(ii) above if the violation is the Team’s intentional delay insubmitting a Uniform Player Contract to the NBA and this was done
without the player’s knowledge.
Section 3.

Penalties.

(a) Upon a finding of a violation of Section 1 above by the System
Arbitrator, but only following the conclusion of any appeal to the Appeals
Panel, the Commissioner shall be authorized to:(i)

impose a fine of up to $4,500,000 (fifty percent (50%) of
which shall be payable to the NBA, and fifty percent (50%)
of which shall be payable to the NBPA-Selected Charitable
Organization (as defined in Article VI, Section 6(a))) on any

342

Article XIIITeam found to have committed such violation for the first
time;
(ii)

impose a fine of up to $5,500,000 (fifty percent (50%) of
which shall be payable to the NBA, and fifty percent (50%)
of which shall be payable to the NBPA-Selected Charitable
Organization) on any Team found to have committed such
violation for at least the second time;(iii)

direct the forfeiture of one First Round Draft Pick;(iv)

void any Player Contract, or any Renegotiation, Extension,or amendment of a Player Contract, between any player andany Team when both the player (or any person or entity
acting with authority on behalf of such player) and the Team(or Team Affiliate) are found to have committed such
violation; and/or(v)

void any other transaction or agreement found to haveviolated Section 1 above.

(b) Upon a finding of a violation of Section 2 above by the System
Arbitrator, but only following the conclusion of any appeal to the Appeals
Panel, the Commissioner shall be authorized to:(i)

impose a fine of up to $7,500,000 on any Team found tohave committed such violation (fifty percent (50%) of whichshall be payable to the NBA, and fifty percent (50%) of
which shall be payable to the NBPA-Selected Charitable
Organization);(ii)

direct the forfeiture of draft picks;(iii)

when both the player (or any person or entity acting withauthority on behalf of such player) and the Team (or Team
Affiliate) are found to have committed such violation,(A) void any Player Contract, or any Renegotiation,
Extension, or amendment of a Player Contract, between
such player and such Team, (B) impose a fine of up to$350,000, on any player (fifty percent (50%) of which shallbe payable to the NBA, and fifty percent (50%) of which

Article XIII

343

shall be payable to the NBPA-Selected Charitable
Organization), and/or (C) prohibit any future Player
Contract, or any Renegotiation, Extension, or amendmentof a Player Contract, between such player and such Team;(iv)

suspend for up to one (1) year any Team personnel found tohave willfully engaged in such violation; and/or(v)

void any transaction or agreement found to have violated
Section 2 above and direct the disgorgement by the player ofanything of value received in connection with suchtransaction or agreement (except Compensation received forservices already performed pursuant to a Player Contract),
unless the player establishes by a preponderance of theevidence that he was unaware of the violation.

(c) In any proceeding before the System Arbitrator in which it is allegedthat a player agent or other person or entity acting with authority on behalfof a player has violated Section 2 above, the System Arbitrator shall make aspecific determination with respect to such allegation. If the System
Arbitrator finds such violation and such finding, if appealed, is affirmed by
the Appeals Panel, the System Arbitrator shall refer such finding to thePlayers Association, which shall accept as binding and conclusive thefinding(s) of the System Arbitrator (or, in the case of an appeal, the Appeals
Panel) that a violation of Section 2(a) or 2(b) has occurred and shall consider
such finding(s) as establishing a violation of the Players Association’s
regulations applicable to such person or entity. The Players Association
represents that it will impose such discipline as is appropriate under thecircumstances on the person or entity found to have violated Section 2
above, and that it will promptly notify the NBA of the discipline imposed;
provided, however, that in no event shall the penalty imposed upon a player
agent found to have violated Section 2 above be less than a one-year
suspension of that player agent’s certification by the Players Association.
(d) In addition to the authority conferred on the Commissioner
pursuant to Sections 3(a) and 3(b) above, the Commissioner shall beauthorized to impose a fine of up to $1,000,000 on any Team or Teampersonnel found by the Commissioner to have violated Section 2 above.
Any fine imposed pursuant to this Section 3(d) shall not require as apredicate any finding of, or proceeding before, the System Arbitrator. In

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Article XIII

the event the Commissioner imposes such a fine, the Players Association
has the right to de novo review of the Commissioner’s finding that a
Section 2 violation occurred under the System Arbitration provisions ofArticle XXXII. With respect to any fine imposed under this Section 3(d),fifty percent (50%) shall be payable to the NBA and fifty percent (50%) shallbe payable to the NBPA-Selected Charitable Organization (as defined in
Article VI, Section 6(a)).
Section 4.

Production of Tax Materials.

In any proceeding to enforce Section 1 or 2 above, the System Arbitrator
shall have the authority, upon good cause shown, to direct any Team, Team
Affiliate, or player to produce any tax returns or other relevant tax materials
disclosing income figures for the player (non-income figures may beredacted), or disclosing expense figures by the Team or Team Affiliate(non-expense figures may be redacted), which materials shall not be released
to the general public or the media and shall be treated as strictly confidential
by all parties.
Section 5.

Transactions with Retired Players.

(a) If (i) a Team or Team Affiliate enters into a transaction after the dateof this Agreement with a retired player who played for the Team within thefive-year (5) period preceding such transaction and the terms of suchtransaction provide for the retired player to be paid compensation orconsideration in excess of $10,000 or to be provided with an investment orbusiness opportunity, and, if (ii) the compensation the retired player received
from the Team when he was a player was substantially below the then fairmarket value of such player’s basketball services under the Salary Cap
system, then the NBA may challenge the transaction, pursuant to theprocedures set forth in Section 5(b) below, on the ground that: (A) thecompensation or consideration to the retired player substantially exceeds thethen fair market value of the services or other consideration provided by theretired player in the transaction; or that (B) the amount of the retired player’s
investment or the benefit conferred upon the retired player as a result of theinvestment or business opportunity is not commercially reasonable, given
the relative risks and rewards of such investment.
(b) (i)Any challenge under this Section 5 shall be filed in writing
with a business valuation expert jointly selected by the NBA

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345

and the Players Association. In the event the parties cannot
agree on the identity of a business valuation expert, abusiness valuation expert shall be selected in the samemanner set forth in Article XXXI, Section 7 for the selectionof a Grievance Arbitrator in the absence of an agreement
between the parties. The business valuation expert shallconduct a hearing in which the retired player, the Team
and/or Team Affiliate, the Players Association, and the
NBA are afforded the opportunity to appear and participate.
The NBA shall have the burden of proof in the proceeding.
The business valuation expert may permit discovery of
relevant documents necessary to undertake the valuation,and shall render a decision within fifteen (15) days following
the conclusion of the hearing. Within ten (10) days of any
decision by the business valuation expert, any of the parties
may file an appeal with the System Arbitrator, who shallconduct a hearing and render a decision within twenty (20)days of the filing of the appeal. In any such proceeding, theSystem Arbitrator shall apply an “arbitrary and capricious”
standard of review. There shall be no right of further appeal
to the Appeals Panel.
(ii)

If the NBA prevails in its challenge under this Section 5, thedifference between (A) the compensation or consideration
received by the retired player, or the value of the investment
or business opportunity received by the retired player (net ofany contribution by the retired player), and (B) a reasonableestimate of the fair market value of the services or otherconsideration provided by the retired player, or a reasonableestimate of the fair market value of the investment orbusiness opportunity, in each case as determined by thebusiness valuation expert or the System Arbitrator, as thecase may be, shall be included in the Team’s Team Salary,subject to the Team’s Room and other Salary Cap rules, andfurther subject to any allocation over time that the businessvaluation expert or System Arbitrator determines isappropriate. In the event that any amount required to be
included in the Team’s Team Salary pursuant to thissubsection exceeds the Team’s Room, the challenged

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Article XIII
transaction or arrangement shall be rescinded and of nofurther force and effect.
(iii)

If the NBA prevails in its challenge under this Section 5, andthe retired player and the Team and/or Team Affiliate
renegotiate or terminate the transaction, any revised termsof the transaction shall be promptly disclosed to the NBA
and the Players Association, and may, at the request of theNBA, be re-subjected to the procedures of this Section 5(b).

(c) Any information disclosed to the NBA and the Players Association
pursuant to the procedures of this Section 5 shall be treated strictly
confidential, and shall not be released to the general public or the media.
Section 6.

Charitable Contributions.

(a) Notwithstanding any other provision in this Article XIII, a Team ispermitted to make charitable contributions in respect of players on the Teamso long as the combined value of all donations by a Team in respect of any
one player on the Team does not exceed $20,000 per Salary Cap Year, andthe combined value of all donations in respect of all players on the Teamdoes not exceed $75,000 per Salary Cap Year. For purposes of thisSection 6, a donation in respect of a player means a donation to a bona fidecharity that qualifies as a tax exempt organization under the Internal
Revenue Code and is either (i) a player’s own charitable foundation or
another charity with which the player is affiliated, or (ii) a charity to which aTeam makes a donation on behalf of, or at the request of, a player or for the
purpose of demonstrating support for a player.
(b) The combined value of all charitable donations by a player to any
Team-related charity may not exceed $20,000 per Salary Cap Year. For
purposes of this Section 6, a “Team-related charity” means a bona fidecharity that qualifies as a tax exempt organization under the Internal
Revenue Code and is either (i) the charitable foundation of the player’s Teamor other charity with which the Team or a Team Affiliate is affiliated, or (ii) acharity to which a player makes a donation on behalf of, or at the requestof, his Team or a Team Affiliate or for the purpose of demonstrating
support for the Team or Team Affiliate.

Article XIV

347

ARTICLE XIV
ANTI-COLLUSION PROVISIONS
Section 1.

No Collusion.

Subject to Section 2 below, no NBA Team, its employees or agents, willenter into any contracts, combinations, or conspiracies, express or implied,with the NBA or any other NBA Team, their employees or agents: (a) tonegotiate or not to negotiate with any Veteran or Rookie; (b) to submit or
not to submit an Offer Sheet to any Restricted Free Agent; (c) to offer or
not to offer a Player Contract to any Free Agent; (d) to exercise or not toexercise a Right of First Refusal; or (e) concerning the terms or conditionsof employment offered to any Veteran or Rookie.
Section 2.

Non-Collusive Conduct.

The following is a non-exhaustive list of conduct that shall not be deemeda violation of Section 1 above:(a) the formulation and negotiation of collective bargaining proposals;(b) agreements between NBA Teams necessary to the assignment of aPlayer Contract of a Veteran or the assignment of the exclusive negotiatingrights to a Draft Rookie, where such assignment is contingent upon (i) thesigning by the Veteran of an amendment to an existing Player Contract(including, for example, an Extension), or (ii) the signing by the Draft
Rookie of a new Player Contract; provided, however, that if suchcontingency is fulfilled by the Veteran entering into an amended Player
Contract (including, for example, an Extension) or the Draft Rookie
entering into a new Player Contract, this subsection shall only apply if theassignment is actually consummated;(c) an agreement between NBA Teams concerning the signing of a newPlayer Contract by a Veteran Free Agent with his Prior Team, where suchagreement is necessary for the subsequent assignment of the new Player
Contract between the agreeing Teams; provided, however, that thisSection 2(c) shall apply only if the subsequent assignment is consummated,and only if the agreement and the new Player Contract comply with theprovisions of Article VII, Section 8(e);348Article XIV(d) conduct authorized by the terms and conditions of the NBA Draft(as set forth in Article X above);(e) conduct authorized by any provision of this Agreement or conduct
by the NBA League Office, undertaken in good faith, that reflects areasonable interpretation of this Agreement or a Player Contract;(f) any action taken by the NBA League Office to exclude from theNBA, suspend, or discipline any player for any reason authorized or
permitted by any provision of this Agreement (this Section 2(f), however,shall not affect any other rights of any player or the Players Association tocontest such action); or(g) any disapproval by the NBA Commissioner of a Player Contract,
Extension, Renegotiation, or other amendment.
Section 3.

Individual Negotiations.

No NBA Team shall fail or refuse to negotiate with, or enter into a Player
Contract with, any player who is free to negotiate and sign a Player Contract
with any NBA Team, on any of the following grounds:(a) that the player has previously been subject to the exclusive
negotiating rights obtained by another NBA Team in an NBA Draft; or(b) that the player has previously refused or failed to enter into a Player
Contract containing an Option; or(c) that the player has become a Restricted Free Agent or an
Unrestricted Free Agent; or(d) that the player is or has been subject to a Right of First Refusal.
The fact that a Team has not negotiated with, made any offers to, or enteredinto any Player Contracts with players who are free to negotiate and sign
Player Contracts with any Team, shall not, by itself, be deemed proof thatsuch Team failed or refused to negotiate with, make any offers to, or enter
into any Player Contracts with any players on any of the prohibited grounds
referred to in this Section 3.

Article XIV
Section 4.

349

League Disclosures.

The NBA League Office shall not knowingly communicate or disclose,
directly or indirectly, to any NBA Team that another NBA Team has
negotiated with or is negotiating with any Restricted Free Agent, unless anduntil an Offer Sheet (as defined in Article XI, Section 5(b)) shall have been
given to the ROFR Team (as defined in Article XI, Section 4(a)), or any Free
Agent prior to the execution of a Player Contract with that player.
Section 5.

Enforcement of Anti-Collusion Provisions.

(a) Any player, or the Players Association acting on behalf of a playeror players, may bring an action before the System Arbitrator alleging a
violation of Section 1 above. Issues of relief and liability shall be determinedin the same proceeding (including the amount of damages, pursuant to
Section 9 below, if any). The complaining party will bear the burden of
demonstrating by a clear preponderance of the evidence that the challenged
conduct was in violation of Section 1 above and caused economic injury tosuch player(s); provided, however, that the Players Association may, in theabsence of economic injury to any player, bring an action before the System
Arbitrator claiming a violation of Section 1 above (which must be provedby a clear preponderance of the evidence) and seeking only declaratory relief
or a direction to cease and desist from the challenged conduct.
(b) The provisions of this Agreement are not intended to create any
substantive rights in any party, other than as provided for herein. This
Agreement may be enforced, and any alleged violations may be remedied,
only as provided for herein.
Section 6.

Satisfaction of Burden of Proof.

The failure by a Team or Teams to submit Offer Sheets to Restricted
Free Agents, or to make offers or sign Contracts for the playing services ofFree Agents, shall not, by itself or in combination only with evidence about
the playing skills of the player(s) not receiving such offers or Contracts,satisfy the burden of proof set forth in Section 5 above. However, such
evidence may support a finding of a violation of Section 1 above, but onlyin combination with other evidence that either by itself or in combination
with the evidence referred to in the immediately preceding sentenceindicates that the challenged conduct was in violation of Section 1 above
and, except in cases where the Players Association seeks only declaratory

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Article XIV

relief or a direction to cease and desist from the challenged conduct, caused
economic injury to such player(s).
Section 7.

Summary Judgment.

The System Arbitrator may, at any time following the conclusion of any
permitted discovery, determine whether or not the complainant’s evidence
is sufficient to raise a genuine issue of material fact capable of satisfying thestandards imposed by Sections 5 and 6 above. If the System Arbitrator
determines that complainant’s evidence is not so sufficient, he shall dismiss
the action. In considering the sufficiency of the complainant’s evidence, theSystem Arbitrator may consider documentary evidence and affidavits
submitted by the parties.
Section 8.

Remedies for Economic Injury.

In the event that an individual player or players, or the Players
Association acting on his or their behalf, successfully proves a violation ofSection 1 above that has caused economic injury, the player or players
determined by the System Arbitrator to have suffered economic injury as aresult of the violation will have the right:(a) to terminate his (or their) existing Player Contract(s) at his (or their)
option (however, such termination shall not take effect until the conclusionof a then-ongoing NBA Season, if any). Such right of termination shall notarise until the recommendation of the System Arbitrator finding a violation
is no longer subject to further appeal and must be exercised by the player
within thirty (30) days therefrom. If, at the time the Player Contract isterminated, such player would have been an Unrestricted Free Agentpursuant to the provisions of this Agreement, he shall immediately become
an Unrestricted Free Agent upon such termination. If, at the time the Player
Contract is terminated, such player would have been a Restricted Free Agentpursuant to the provisions of this Agreement, such player shall immediately
become a Restricted Free Agent upon such termination; however, any suchplayer may choose to reinstate his Player Contract at any time up until
September 15 of that year; and(b) to recover damages as described in Section 9 below. However, if
the player terminates his Player Contract under Section 8(a) above and does
not reinstate it pursuant thereto, he may not recover damages for the period

Article XIV

351

after such termination takes effect. A player who does not terminate his
Contract, or who reinstates it pursuant to Section 8(a) above, may recoverdamages for the entire period of his injury.
Section 9.

Calculation of Damages.

Upon any finding of a violation of Section 1 above that has caused
economic injury, compensatory damages (i.e., the amount by which any
player has been injured as a result of such violation) and non-compensatory
damages (i.e., the amount exceeding compensatory damages) shall beawarded as follows:(a) Two (2) times the amount of compensatory damages, in the eventthat all of the Teams found to have violated Section 1 above have committed
such a violation for the first time. Any Team found to have committed sucha violation for the first time shall be jointly and severally liable for two (2)times the amount of compensatory damages.
(b) Three (3) times the amount of compensatory damages, in the eventthat any of the Teams found to have violated Section 1 above havecommitted such a violation for the second time during the term of thisAgreement. In the event that damages are awarded pursuant to thisSection 9(b): (i) any Team found to have committed such a violation for the
first time shall be jointly and severally liable for two (2) times the amount ofcompensatory damages; and (ii) any Team found to have committed such a
violation for the second time during the term of this Agreement shall bejointly and severally liable for three (3) times the amount of compensatory
damages.
(c) Three (3) times the amount of compensatory damages, plus, for each
Team found to have violated Section 1 above for at least the third time
during the term of this Agreement, four million dollars ($4,000,000), in theevent that any of the Teams found to have violated Section 1 above havecommitted such violation for at least the third time during the term of thisAgreement. In the event that damages are awarded pursuant to thisSection 9(c): (i) any Team found to have committed such a violation for the
first time shall be jointly and severally liable for two (2) times the amount ofcompensatory damages; (ii) any Team found to have committed such a
violation for at least the second time during the term of this Agreement shallbe jointly and severally liable for three (3) times the amount of compensatory

352

Article XIV

damages; and (iii) any Team found to have committed such a violation for
at least the third time during the term of this Agreement shall, in addition,
pay a fine of four million dollars ($4,000,000).
Section 10. Payment of Damages.
In the event damages are awarded pursuant to Section 9 above, theamount of compensatory damages shall be paid to the injured player orplayers. The amount of non-compensatory damages, including any fines,
shall be paid to the Players Association, which may use it for any purpose
other than to pay it to any player who has received compensatory damages,
except that any such player may receive some portion of anon-compensatory damage award as part of a proportional distribution toPlayers Association members.
Section 11. Effect of Damages on Salary Cap.
In the event damages are awarded pursuant to Section 9 above, theamount of non-compensatory damages, including any fines, will not be
included in any of the computations described in Article VII above. The
amount of compensatory damages awarded will be included in suchcomputations.
Section 12. Contribution.
Any Team found liable under Section 1 above shall have the right to seek
contribution from any other Team found liable for the same violation in aproceeding before the Commissioner who shall determine what
contribution, if any, is fair and equitable.
The Commissioner’s
determination with regard to contribution shall be final and binding upon
and unappealable by any Team. A contribution determination by theCommissioner may be appealed by the Players Association to the System
Arbitrator, except that if such a determination involves fewer than four (4)Teams found to have committed a violation of Section 1 above and allocatesdamages equally among the Teams found liable, there shall be no appeal to
the System Arbitrator. In the event of a contribution determination by theCommissioner, the NBA shall provide the Players Association with the dataand information that the Commissioner used or relied upon in making his
determination. Any contribution determination appealed by the Players

Article XIV

353

Association to the System Arbitrator shall be upheld unless it is clearlyerroneous.
Section 13. No Reimbursement.
Any damages awarded pursuant to Section 9 above must be paid by theindividual Teams found liable and those Teams may not be reimbursed orindemnified by any other Team or the NBA, except to the extent of any
award of contribution made pursuant to Section 12 above.
Section 14. Costs.
In any action brought for an alleged violation of Section 1 above, theSystem Arbitrator shall order the payment of reasonable attorneys’ fees byany party found to have brought such an action or to have asserted a defense
to such an action without any reasonable basis for asserting such a claim or
defense.
Section 15. Termination of Agreement.
The Players Association shall have the right to terminate this Agreement(pursuant to the procedure set forth in Article XXXIX, Section 3 of thisAgreement), under the following circumstances:(a) Where there has been a finding or findings of one (1) or moreinstances of a violation of Section 1 above with respect to any one NBA
Season during the term of this Agreement which, either individually or in
total, involved five (5) or more Teams and caused injury to five (5) or more
players; or(b) Where there has been a finding or findings of one (1) or moreinstances of a violation of Section 1 above with respect to any two (2)consecutive NBA Seasons during the term of this Agreement which, either
individually or in total, involved seven (7) or more Teams and caused
economic injury to seven (7) or more players. For purposes of thisSection 15(b), a player found to have been injured by a violation of Section 1
above in each of two (2) consecutive Seasons shall be counted as anadditional player injured by such a violation for each such NBA Season; or(c) Where, in a proceeding brought by the Players Association, it isshown by clear and convincing evidence that during the term of this354

Article XIV

Agreement ten (10) or more Teams have engaged in a violation or violationsof Section 1 above, causing economic injury to one or more NBA players.
In order to terminate this Agreement pursuant to this Section 15(c) and
Article XXXIX, Section 3 of this Agreement:(i)the proceeding must be brought by the Players Association;
and

(ii)

the NBA and the System Arbitrator must be informed at theoutset of any such proceeding that the Players Association isproceeding under this Section 15(c) for the purpose of
establishing its entitlement to terminate this Agreement.

Section 16. Discovery.
(a) In any of the actions described in this Article XIV, the System
Arbitrator shall grant reasonable and expedited discovery upon theapplication of any party where, and to the extent, he or she determines it isreasonable to do so. Such discovery may include the production of
documents and the taking of depositions.
(b) Notwithstanding Section 16(a) above, the Players Association and
the NBA shall each have the right to obtain discovery upon request in any
three (3) proceedings brought under this Article XIV during the term of thisAgreement. The scope and extent of such discovery shall be determined by
the System Arbitrator.
Section 17. Time Limits.
Any action under Section 1 above must be brought within ninety (90)days of the time when the player knows or reasonably should have known
that he had a claim, or within ninety (90) days of the start of the NBA Season
in which a violation of Section 1 above is claimed, whichever is later. In theabsence of a System Arbitrator, the complaining party shall file such claim
for breach of this Agreement pursuant to Section 301 of the Labor
Management Relations Act in either the U.S. District Court for the Southern
District of New York or the U.S. District Court for the District of
New Jersey. Any party alleged to have violated Section 1 shall have the right,
prior to any proceedings on the merits, to make an initial motion to dismiss
any complaint that does not comply with the timeliness requirement of thisSection 17.

Article XV

355

ARTICLE XVCERTIFICATIONS
Section 1.

Contract Certification.

(a) Every Player Contract (other than a 10-Day Contract), or any
Renegotiation, Extension, or other amendment of a Player Contract, enteredinto during the term of this Agreement shall be accompanied by acertification, sworn to separately by (i) the person who executed the Player
Contract on behalf of the Team, (ii) the player, and (iii) any player agent who
negotiated the Contract on behalf of the player, under penalties of perjury,that the Player Contract, Renegotiation, Extension, or other amendment sets
forth all components of a player’s Compensation from the Team or any
Team Affiliate, and that there are no agreements or transactions of any kind(whether disclosed or undisclosed to the NBA), express or implied, oral or
written, or promises, undertakings, representations, commitments,
inducements, assurances of intent, or understandings of any kind (whether
disclosed or undisclosed to the NBA):(i)concerning any future Renegotiation, Extension, or otheramendment of an existing Player Contract, or entry into a
new Player Contract; or(ii)

except as permitted by this Agreement or contained in such
Uniform Player Contract, involving compensation orconsideration of any kind or anything else of value to be
paid, furnished, or made available by, to, or for the benefitof the player, or any person or entity controlled by, related
to, or acting with authority on behalf of the player; or(iii)

except as permitted by this Agreement, involving an
investment or business opportunity to be furnished or madeavailable by, to, or for the benefit of the player, or any personor entity controlled by, related to, or acting with authority on
behalf of the player.

(b) Prior to the assignment of any Player Contract of a player who is in
the last Salary Cap Year of the Contract (or the last Salary Cap Year before
the player or the Team has the right to terminate the Contract), the player,

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Article XV

the player’s agent, and the Team to which such Contract is to be assigned
shall each submit to the NBA a certification, sworn to under penalties of
perjury, that other than the Player Contract that has been assigned, or as
permitted by this Agreement, there are no agreements or transactions of any
kind (whether disclosed or undisclosed to the NBA), express or implied, oral
or written, or promises, undertakings, representations, commitments,
inducements, assurances of intent, or understandings of any kind (whether
disclosed or undisclosed to the NBA), between the player (or the player’s
agent or any person or entity controlled by or related to the player) and theTeam to which the Player Contract is to be assigned or a Team Affiliate of
the Team to which the Player Contract is to be assigned concerning (i) any
future Renegotiation, Extension, or other amendment of the Player
Contract that has been assigned, (ii) any future Player Contract, or (iii) an
investment or business opportunity or compensation or consideration of
any kind or anything else of value to be paid, furnished, or made available
by, to, or for the benefit of the player or any person or entity controlled by,related to, or acting with authority on behalf of the player.
(c) If a player, within two (2) years after the assignment of such player’s
Player Contract, enters into a new Player Contract, or any Renegotiation,
Extension, or other amendment of the Player Contract that had been
assigned, the Team, the player, and the player’s agent shall each submit to
the NBA a certification, sworn to under penalties of perjury, that, at the timeof the assignment, other than the Player Contract that has been assigned, oras permitted by this Agreement, there were no agreements or transactionsof any kind (whether disclosed or undisclosed to the NBA), express or
implied, oral or written, or promises, undertakings, representations,commitments, inducements, assurances of intent, or understandings of any
kind (whether disclosed or undisclosed to the NBA), between the player (orthe player’s agent or any person or entity controlled by or related to theplayer) and the Team to which the Player Contract has been assigned or aTeam Affiliate of the Team to which the Player Contract has been assigned
concerning (i) any future Renegotiation, Extension, or other amendment of
the Player Contract that has been assigned, (ii) any future Player Contract,or (iii) an investment or business opportunity or compensation orconsideration of any kind or anything else of value to be paid, furnished, ormade available by, to, or for the benefit of the player or any person or entity
controlled by, related to, or acting with authority on behalf of the player.
Such certification shall be submitted to the NBA no later than sixty (60) days

Article XV

357

following the execution of such new Player Contract, or any Renegotiation,
Extension, or other amendment of the Player Contract.
(d) If an agent, player, or Team fails or refuses to provide a certification
called for under this Article XV, the NBA shall have the option, in its sole
discretion, to approve or disapprove the transaction in question. In the caseof a failure or refusal by an agent, and whether the transaction in question isapproved or disapproved, the Players Association shall take appropriate
disciplinary action against the agent.
Section 2.

End of Season Certification.

(a) At the conclusion of each NBA Season, a Governor (or Alternate
Governor) and the executive primarily responsible for basketball operations
on behalf of the Team shall each submit to the NBA a certification, sworn
to under penalties of perjury, that the Team has not, to the extent of theirknowledge after reasonable inquiry, (i) violated the terms of Article XIV,
Section 1, (ii) violated the terms of Article XIII, Section 2, nor (iii) received
from the NBA League Office any communication disclosing that an NBA
Team has negotiated with any Free Agent prior to the execution of a Player
Contract with that player. Upon receipt of each such certification, the NBA
shall forward a copy of the certification to the Players Association.
(b) A violation of this Section 2 may be deemed evidence of a violationof Article XIV, Section 1 or Article XIII, Section 2.
Section 3.

False Certification.

Any criminal complaint of perjury filed by the NBA or any Team based
upon a certification required pursuant to Section 1 above shall be against theplayer, the player’s agent, and the Team official making such certification.

358

Article XVIARTICLE XVIMUTUAL RESERVATION OF RIGHTS
Upon the expiration or termination of this Agreement, no person shallbe deemed to have waived, by reason of the entry into or effectuation ofthis Agreement, any other collective bargaining agreement, or any Player
Contract, or any of the terms of any of them, or by reason of any practiceor course of dealing, their respective rights under law with respect to any
issue or their ability to advance any legal argument.

Article XVII

359

ARTICLE XVIIPROCEDURE WITH RESPECT TO PLAYINGCONDITIONS AT VARIOUS FACILITIESWhen a new franchise is granted, or when an existing franchise moves toanother city or a new or different arena, the Players Association shall, uponrequest and within a reasonable period of time, have the right to inspect thefacility to be used by such franchise. Similarly, the Players Association shall,
upon reasonable notice to the Team(s) involved and the NBA, have the rightto inspect the training camp and practice facilities used by such Team(s). If,
following such inspection, the Players Association is of the opinion that theplaying conditions at such facility will endanger the health and safety of NBA
players, it shall promptly notify the Commissioner and the Team involvedin writing. Promptly following the receipt of such notice, representatives of
the Players Association and of the Team(s) involved, and the Commissioner
or his designee shall meet in an effort to resolve the matter. It is agreed thatthe failure of the parties to resolve the matter shall not impair the legallybinding effect of this Agreement or create any right, during the term of thisAgreement, to (a) unilaterally implement any provision concerning such
unresolved matter, (b) lockout, or (c) strike. If no resolution satisfactory to
the Players Association, the Team(s) involved, and the Commissioner isreached, the issue of whether the playing conditions at the facility in question
will endanger the health and safety of NBA players will, without interruptionof the schedule or training camp or practice activities, immediately besubmitted to and determined by the Grievance Arbitrator in accordancewith the provisions of Article XXXI; provided, however, that the GrievanceArbitrator need not render an award within twenty-four (24) hours of theconclusion of the hearing, but shall issue his award as expeditiously as
possible under the circumstances.

360

Article XVIIIARTICLE XVIIITRAVEL ACCOMMODATIONS, LOCKER ROOMFACILITIES, AND PARKING
Section 1.

Hotel Arrangements.

(a) Each Team agrees to use its best efforts to make the following
arrangements for its players while they are “on the road”:(i)to have their baggage picked up by porters;(ii)

to have them stay in first class hotels; and(iii)

to have extra-long beds available to them in each hotel.

If there is a finding that a Team has committed a willful violation of thisSection 1(a), the NBA shall impose a $5,000 fine on such Team.
(b) When its players are “on the road,” each Team shall provide an
individual hotel room for each player.
Section 2.

First Class Travel.

(a) Each Team shall provide first class travel accommodations on all
trips in excess of one (1) hour, except when such accommodations are notavailable; provided, however, that a Team’s head coach may fly first class inplace of a player when eight (8) or more first class seats are provided toplayers. In the event a Team’s head coach flies first class in place of a player,
one (1) player, designated by the Players Association, shall be paid thedifference between the amount paid by such Team for a first class seat on
the flight involved and the cost of the seat purchased for such designatedplayer on that flight.
(b) If there is a finding that a Team has committed a willful violation ofSection 2(a) above, the NBA shall impose a $5,000 fine on such Team.

Article XVIII
Section 3.

361

Locker Room Facilities.

Each Team agrees to provide suitable locker room facilities and to use
its best efforts to stabilize the temperature in locker rooms to make it
consistent with the temperature on playing courts.
Section 4.

Parking Facilities.

Each Team agrees to make parking facilities available to its players
without charge in connection with games and practices conducted at thefacility regularly used by such Team for home games and/or practices.
Section 5.

Hotel Incidentals.

In the event that a player fails or refuses to pay any incidental charges he
has incurred in connection with a hotel room provided to him by his Team
while the Team is “on the road,” he shall be subject to the following
discipline: (i) for each of the first two (2) occasions during the Season – amaximum fine of $100; and (ii) for any subsequent occasion during such
Season, such discipline as is reasonable under the circumstances.
Section 6.

Two-Way Players.

The foregoing requirements and obligations set forth in Sections 1, 2, and5 above shall not apply to any Two-Way Player traveling between his
NBA Team and NBAGL team.

362

Article XIX

ARTICLE XIXUNION SECURITY, DUES, AND CHECK-OFF
Section 1.

Membership.

As a condition of employment commencing with the execution of thisAgreement, for the duration of this Agreement only, and wherever legal:(a) any active player who is or later becomes a member in good standing of
the Players Association must maintain his membership in good standing in
the Players Association; and (b) any active player (including a player in the
future) who is not a member in good standing of the Players Associationmust, on the 30th day following the beginning of his employment or the
30th day following the execution of this Agreement, whichever is later, pay,
pursuant to Section 2 below or otherwise, financial core obligations to thePlayers Association related to collective bargaining and the administrationof collective bargaining agreements (hereinafter referred to as “financial corefees”).
Section 2.

Check-off.

Commencing with the execution of this Agreement and for the durationof this Agreement only, each Team, following its receipt of the requisite
authorization form, will check-off the initiation fee and annual dues,
assessments, and financial core fees, as the case may be, in equal installmentsfrom the first four (4) payments made thereafter to the player pursuant toParagraph 3(a) of the Uniform Player Contract or from such lesser numberof payments made thereafter as provided for by Exhibit 1 to such Contract,for each player for whom a current check-off authorization has been
provided to the Team. The Team will forward the check-off monies to thePlayers Association within fourteen (14) days of each check-off. If the Teamfails to do so, interest at seven percent (7%) per annum, payable to thePlayers Association, shall begin to accrue on such check-off monies upon
the conclusion of such fourteen (14) day period.
Section 3.

Enforcement.

(a) Upon written notification to the NBA by the Players Associationthat a player has not paid any initiation fee, dues, or financial core fees inviolation of Section 1 above, the NBA will raise the matter for discussion

Article XIX

363

with the player and his Team. If there is no resolution of the matter withinseven (7) days, then the Team will, upon the written request of the Players
Association, suspend the player without pay, wherever legal. Suchsuspension will continue until the Players Association has notified the Teamin writing that the suspended player has satisfied his obligation as containedin Section 1 above. The parties hereby agree that suspension without pay isadopted as a substitute for and in lieu of discharge as the penalty for aviolation of the union security clause of this Agreement and that no player
will be discharged for a violation of that clause.
A copy of all notices required by this Section 3(a) will be simultaneously
mailed to the player involved and the NBA.
(b) The term “member in good standing” as used in this Article XIX
applies only to the payment of dues or any initiation fee and not to any otherfactors involved in union discipline.
(c) Other than pursuant to Section 2 above, no Team shall pay any
initiation fees, dues, or financial core fees on behalf of any player.
Section 4.

No Liability.

Neither the NBA nor any Team shall be liable for any salary, bonus, orother monetary or non-monetary claims that result from a player being
suspended pursuant to the terms of Section 3 above. The Players
Association indemnifies, saves, and holds harmless the NBA and each Teamagainst any and all claims, demands, suits, or other forms of liability that may
arise, directly or indirectly, in connection with the enforcement orapplication of any term or provision of this Article XIX, including, without
limitation, claims relating to any action taken by the NBA or any Team inreliance upon any written authorization provided hereunder.

364

Article XX

ARTICLE XXSCHEDULING
Section 1.

Training Camp.

(a) Veteran Players will not be required to attend training camp earlier
than 11 a.m. (local time) on the twenty-second day prior to the first game of
any Regular Season. On such twenty-second day, Veterans may only berequired to attend a Team dinner and Team meetings, participate inphotograph and media sessions, and submit to a physical examination.
(b) Notwithstanding Section 1(a) above, if a Veteran Player is undercontract to a Team that is scheduled during a particular NBA Season toparticipate outside North America in one (1) or more Exhibition or Regular
Season games during the first ten (10) days of the Regular Season (each such
Team, a “Global Games Team”), such Veteran Player may be required toattend the training camp conducted in advance of that Regular Season by
11 a.m. (local time) on the earlier of (i) if any such game is scheduled to beheld in South America, the twenty-sixth day prior to the first game of theRegular Season; (ii) if any such game is scheduled to be held in Europe, thetwenty-seventh day prior to the first game of the Regular Season; and (iii) if
any such game is scheduled to be held in Africa, Asia, or the Oceania region,
the twenty-eighth day prior to the first game of the Regular Season. If a
Global Games Team requires a Veteran Player to attend training campearlier than the twenty-fifth day prior to the first game of the Regular Season
in accordance with the foregoing, then, beginning on the day immediately
following the date on which the Global Games Team lands at its destination
airport in North America after the game(s) outside North America, such
Veteran Player shall be provided one (1) Day Off for each day earlier than
the twenty-fifth day prior to the first game of the Regular Season that such
Global Games Team required the Player to attend training camp.
(c) “First-Year Players” (defined below) may be required to attend
training camp on a date earlier than the date(s) specified in Sections 1(a) and1(b) above, but no earlier than ten (10) days prior to the date that Veteranson such Team are required to attend. If a Global Games Team requires
Veteran Players under contract to the Team to attend training camp earlier
than the twenty-fifth day prior to the first game of the Regular Season
pursuant to Section 1(b) above, and further requires First-Year Players toArticle XX

365

attend training camp on a date that is ten (10) days prior to the date that
Veterans on such Team are required to attend, then, beginning on the day
immediately following the date on which the Global Games Team lands at
its destination airport in North America after the game(s) outside North
America, each such First-Year Player shall be provided one (1) Day Off foreach day earlier than the thirty-fifth day prior to the first game of the Regular
Season that such Global Games Team required the First-Year Player toattend training camp.
For purposes of this Section 1(c), “First-Year Player” means a player withzero (0) Years of Service who is under Contract to a Team.
(d) (i)Team training camps may be held at any location, within or
outside the United States and Canada. The NBA shalloversee the arrangements made with respect to any training
camp held outside the United States and Canada and theaccommodations provided to participating players.

(ii)

The NBA shall be required to notify the Players Associationof its intention to conduct a team training camp outside theUnited States and Canada. Within three (3) business days of
its receipt of such notification, the Players Association shallhave the right to disapprove such plans, provided that such
disapproval may be based solely on a reasonable andwell-founded concern that the location of such training
camp would be unsafe for players.

(iii)

No Team shall hold its training camp outside the UnitedStates and Canada in any two (2) successive Seasons, it being
understood that limited practice sessions held in connection
with one (1) or more exhibition games outside of the UnitedStates or Canada shall not be considered training camp forthe purposes of this Section 1(d)(iii).

(iv)

Players on a Team that holds its training camp outside of theUnited States and Canada shall have at least one (1) day off
following the travel day during which they travel back to theUnited States or Canada from such training camp.

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Article XX
For purposes of this Section 1(d), the U.S. Territories andCaribbean islands shall not be considered “outside the UnitedStates and Canada.”(e) (i)

During any six (6) days beginning on the day after the firstday of training camp and ending on the fourteenth (14th)
day of training camp (the “Two-a-Day Period”): (A) a Teamshall be permitted to conduct no more than two (2) regular
practice sessions per day; (B) such session(s) may last an
aggregate of no longer than 3.5 hours (excluding time – notto exceed 30 minutes – spent stretching and participating in
aerobic warm-ups and cool-downs); (C) there must be atleast a two (2) hour interval between the two (2) practicesessions; and (D) if a Team elects to conduct two (2) regular
practice sessions during a day, one (1) of the two (2) sessions
must be limited to non-contact activities. For the remainderof training camp, a Team shall be permitted to conduct nomore than one (1) regular practice session per day and suchsession may last no longer than 3.5 hours (excluding time –not to exceed 30 minutes – spent stretching and participating
in aerobic warm-ups and cool-downs); provided, however,that any Team that is unable due to international travel for
pre-season events to conduct two (2) practice sessions per
day during the Two-a-Day Period may make up any missed
practice sessions (up to a maximum of two (2)) during thefirst five (5) days upon the Team’s return from suchinternational travel.

(ii)

If a Team conducts one (1) or two (2) regular practicesessions during a day in accordance with Section 1(e)(i)above, then except as provided in clause (A) of
Section 1(e)(iii) below, the Team shall not, at a separate time
during the day, conduct, organize or supervise any additional
basketball activity on the basketball court.

(iii)

Nothing in Sections 1(e)(i) and (ii) above shall be construed
to prohibit a Team, on any day of training camp, fromconducting one (1) or two (2) regular practice sessions inaccordance with Section 1(e)(i) above, plus:

Article XX

Section 2.

367

(A)

on-court skills development sessions (e.g.,
pick-and-roll situations, shooting, passing, etc.) not
involving the playing of live defense (i.e., only
“dummy” defense may be played) and not involving
the practicing of four-man or five-man offenses ordefenses; and(B)

team-related or training-related activities (including,but not limited to, weight training, otherconditioning sessions (excluding high-impact
conditioning drills that are normally conductedduring regular practice sessions), video sessions,
meetings, and promotional appearances), so long as
such additional activities do not include any
basketball activity on the basketball court that isorganized, supervised, or conducted by the Team.

Exhibition Games.

(a) Exhibition games prior to any Regular Season shall not exceed
six (6) (including intra-squad games for which admission is charged), andExhibition games during any Regular Season shall not exceed three (3).
(b) Exhibition games shall not be played on the three (3) days prior to
the Team’s first Regular Season game in the United States or Canada, on the
day prior to a Regular Season game, or on the day prior to and the day
following the All-Star Game.
Section 3.

Regular Season Games.

Each Team agrees that in no event will it play more than eighty-two(82) Regular Season games.
Section 4.

In-Season Tournament.

Each Season, the NBA shall determine and supervise the arrangements
made with respect to an In-Season Tournament, which shall consist of twostages: (a) the group stage and (b) the knockout stage.
(a) Group Stage. All Teams shall participate in the group stage. Each
Team shall play a total of four (4) group stage games. Such games shall be368

Article XX

scheduled by the NBA to take place in the first two (2) months of theRegular Season on two (2) designated days of the week.
(i)

To determine the schedule of group stage games, the NBA
shall divide the Teams in each Conference into three (3)groups of five (5) Teams each (each group, a “Group Stage
Group”) via random drawings. In the group stage, each
Team shall play one (1) game against each of the otherfour (4) teams in its Group Stage Group.

(ii)

Each Group Stage Group shall include one team from eachof the following subgroups, which are based on the Teams’
winning percentage in the prior Regular Season:(1) First- through third-highest in the Conference,(2) Fourth- through sixth-highest in the Conference,(3) Seventh- through ninth-highest in the Conference,(4) Tenth- through twelfth-highest in the Conference, and(5) Thirteenth- through fifteenth-highest in the Conference.

(b) Knockout Stage.
(i)

Eight (8) Teams shall participate in the knockout stage:(1) The Team with the best winning percentage in group
stage games in each of the Group Stage Groups; and(2) One (1) “wildcard” Team from each Conference, whichshall be the Team from each Conference with the best
winning percentage in group stage games that finishedsecond in the standings in group stage games in its
Group Stage Group.

(ii)

Each game in the knockout stage shall be a single elimination
game (i.e., the Team that wins such game shall advance tothe next round of the knockout stage and the Team thatloses shall be eliminated from the In-Season Tournament).

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369

(iii)

For the first round of the knockout stage (the “IST
Quarterfinals”), in each Conference, (A) the Team with thehighest winning percentage in group stage games shall hostthe “wildcard” Team, and (B) the Team with thesecond-highest winning percentage in group stage games
shall host the Team with the third-highest winning
percentage in group stage games.

(iv)

The games in the second round of the knockout stage (the“IST Semifinals Games”) and the In-Season Tournamentchampionship game (the “IST Finals Game”) shall be played
at a neutral site (i.e., not the home arena for any participatingTeam).

(v)

A player (including a Two-Way Player) shall not be eligible
to participate in the IST Finals Game with a participating
Team if such player was not on such Team’s roster as of thestart of the first scheduled IST Semifinals Game.

(vi)

The twenty-two (22) teams that do not participate in theknockout stage shall each play two (2) additional Regular
Season games during the knockout stage on days on whichknockout stage games are not scheduled. The four (4)Teams that play in the IST Quarterfinals but do not qualify
for an IST Semifinals Game shall each play one (1) additional
Regular Season game during the knockout stage on days on
which knockout stage games are not scheduled.

(c) Each game played as part of the In-Season Tournament other thanthe IST Finals Game shall be a Regular Season game. Notwithstanding theforegoing, the IST Finals Game shall be considered a Regular Season gamefor all purposes under this Agreement except: (i) a Team’s Regular Season
winning percentage or standings; (ii) Article II, Sections 11(b)(ii)-(iii), 12(b),and 13(j); (iii) Article IV, Sections 1(b) and 3(a)(7); (iv) Article XI, Sections
1(e)(ii) and 1(e)(iv); (v) Article XX, Sections 3 and 9(e); and (vi) NBA ByLaws Section 5.05(b) (the provisions of which are referenced in and attachedto the Uniform Player Contract).
(d) League Honors. Each Season, players will be selected for Most
Valuable In-Season Tournament Player and All-Tournament Team honors

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Article XX

based on their performance in group stage games and knockout stage gamesin the In-Season Tournament that Season.
(e) Players Association Event. The Players Association may scheduleand hold a public event to be included on the official NBA calendar for the
In-Season Tournament, with such event subject to approval by the NBA.
The NBA and Players Association shall work together in good faith to avoid
scheduling such Players Association event at the same time as a public NBA
event. For clarity, this Section 4(e) shall not preclude the Players Associationfrom holding other events during the In-Season Tournament that are notincluded on the official NBA calendar for the In-Season Tournament.
Section 5.

Location and Scheduling of Games.

(a) Exhibition and Regular Season games may be conducted at any
location, within or outside the United States and Canada. The NBA shallsupervise the arrangements made with respect to games conducted outside
the United States and Canada and the accommodations provided toparticipating players.
(b) Each year the NBA shall establish the schedule of Regular Season,
In-Season Tournament, Play-In, and playoff games in its discretion (subject
to Article XXXIX, Section 5), provided that the number of days beginningon the date of the first Regular Season game and continuing through thedate of the last Regular Season game each Season shall equal approximately
one hundred seventy-four (174). Notwithstanding the foregoing, if any suchgames are cancelled due to one or more events set forth in Article XXXIX,
Section 5 (e.g., weather or natural disasters) or any other unexpected gamecancellation (e.g., due to unexpected unavailability of a Team’s arena ortransportation), the NBA may reschedule any such cancelled game(s) in its
discretion, after consulting with the Players Association.
(c) Prior to the NBA’s public announcement of the Regular Season
game schedule each year, the NBA shall provide the Players Association
with an initial draft of such schedule (no later than the date that such draft
is provided to all NBA teams), and the Players Association shall have an
opportunity to provide the NBA with comments (within at least as manydays as NBA teams are given by the NBA to provide such comments). The
NBA shall identify for the Players Association any game(s) included in suchdraft schedule in which a Team is scheduled to play on the same day that

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371

such Team has traveled across two (2) time zones. The NBA shall consider,but shall have no obligation to make any changes in respect of, the Players
Association’s comments regarding the draft schedule. The Players
Association shall keep the draft schedule confidential, including by
maintaining the confidentiality of any differences between the final schedule
publicly announced by the NBA and the draft schedule previously received
by the Players Association.
Section 6.

Holidays.

(a) No Team will be required to play a game on December 25, unlesssuch game is to be telecast or cablecast nationally.
(b) Games scheduled to be played on January 1 and Good Friday shallnot commence prior to 6 p.m. (local time), unless the Players Associationconsents thereto, which consent shall not be unreasonably withheld. The
Players Association will, upon request, consent to the earlier
commencement of two (2) games on Good Friday and four (4) games on
January 1 if such games are to be broadcast or cablecast nationally, andprovided that the Teams involved are in the same time zone or otherwise inclose geographic proximity.
(c) Teams at home on December 25 and January 1 (each, a “Holiday”)
may, but shall not be required to, conduct a practice on either (or both) ofsuch Holidays, provided: (i) the Team’s players have requested that they
practice on the Holiday, as communicated to the Team by the Team’s player
representative; and (ii) within seven (7) days before or after the Holiday, theTeam’s players are provided with a “day off” – i.e., the Team will not conduct
any practice, including any optional practice, on such date, and the Teamwill not have a scheduled game on such date.
(d) Teams shall not depart for an away game or series of away games
prior to 3 p.m. (local time) on December 25 or January 1, unless reasonabletransportation arrangements for such game or games cannot be made at orafter 3 p.m. (local time).
Section 7.

All-Star.

No Team that plays a game on the Thursday prior to the All-Star Game
shall play a game on the Tuesday following the All-Star Game or conduct apractice session prior to such Tuesday at 2 p.m. (local time).

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Article XX

Section 8.

Travel.

The NBA and its Teams shall use their best efforts to devise reasonable
travel schedules when Team training camps, Exhibition games, and Regular
Season games are conducted or played outside the United States andCanada.
Section 9.

Days Off.

(a) Each Team will provide a minimum of eighteen (18) Days Off
during each Regular Season for each of its players on dates to be determinedby the Team. A “Day Off” means a calendar day on which a player is not
required or permitted to participate in any Team directed activities,
including, but not limited to, games, practices, travel, or promotional
activities. Without limitation, Days Off shall include days that satisfy theforegoing definition and are provided: (i) during All-Star Weekend pursuant
to Article XXI, Section 4 (only with respect to players not participating in
All-Star activities); and (ii) in locations other than the Team’s home city(such as when the Team is “on the road”). Under no circumstances shall aTeam pressure or coerce a player into providing services for the Team on aplayer’s Day Off. Nothing contained herein shall prevent any player on his
Day Off from voluntarily engaging in individual basketball related activity at
the Team’s facility or elsewhere (including, but not limited to, individual
activity with Team coaches, trainers, or medical personnel). Each Teamshall maintain a list of the Days Off provided to each player on such Teamduring the Regular Season.
(b) A calendar day shall not fail to meet the definition of a Day Off
because the Team is traveling on such day, provided the Team lands at its
destination point (i.e., lands at its destination airport or, if the Team has notflown and is instead traveling by train or bus, arrives at the final destinationof such train or bus) before:(i)

1:00 a.m. (local time at the destination point) on such day if,
at the time of departure, the local time at the departure point(i.e., the airport from which the Team departs, or if the Team
has not flown, the point from which the Team’s form oftransportation, such as a train or bus, departs) is the same orlater than the local time at the destination point, orArticle XX
(ii)

373

2:00 a.m. (local time at the destination point) on such day if,
at the time of departure, the local time at the departure point
is earlier than the local time at the destination point.

For any calendar day on which the Team arrives at its destination point at
or after 1:00 a.m. (local time at the destination point) that (a) could not meetthe definition of a Day Off in accordance with subsection (i) above, and(b) could meet the definition of a Day Off in accordance with subsection (ii)above, in order for such calendar day to meet the definition of a Day Off,the Team must, before concluding traveling as a team (i.e., before the players
who traveled with the Team disembark from the final plane, train, or bus),
notify the one or more players who traveled with the Team and will be
provided a Day Off on that calendar day that they will be provided a Day
Off on that calendar day.
(c) For a player whose Player Contract is entered into after the first dayof the Regular Season, the Team will provide a minimum number of Days
Off during such Regular Season, rounded up or down to the nearest whole
Day Off, calculated by multiplying 18 by a fraction, the numerator of whichis the number of days covered by the Player Contract during such Regular
Season (including the day on which the Player Contract is entered into), andthe denominator of which is the total number of days in such Regular
Season; provided, however, that:(i)

A Team is not required to provide any Day Off to a player
during a Regular Season if the term of his Player Contract
covers fewer than 25 days during such NBA Regular Season(including the day on which the Player Contract is enteredinto). Teams are also not required to provide any Day Off
to a player whose Player Contract is a Two-Way Contract;
and

(ii)

A player who signs a Rest-of-Season Contract after March 1
of a Regular Season may waive his right to receive Days Off
pursuant to this Section 9 for such Regular Season. Suchwaiver must be in writing, signed by the player, andapproved by the Players Association.

(d) For a player whose Player Contract is assigned by one Team toanother Team during a Regular Season via trade or the NBA’s waiver374

Article XX

procedure, the assignor Team’s obligation pursuant to Article XX,
Section 9(a) shall be deemed satisfied with respect to the player for such
Regular Season, and the acquiring Team will provide the player a minimum
number of Days Off during such Regular Season calculated as if the player
had entered into a Rest-of-Season Contract: (i) in the case of a trade, on thedate that all conditions to the trade are satisfied; or (ii) in the case of a waiverclaim, on the date that the acquiring Team acquires the player’s Contract
pursuant to the NBA waiver procedure.
(e) In the event that any Season does not include at least an eighty-two(82) game Regular Season schedule, the requirements of Sections 9(a)-(d)above shall not apply and the NBA and Players Association will negotiate
an alternate Days Off rule for such Season.

Article XXI

375

ARTICLE XXI
NBA ALL-STAR GAME
Section 1.

Participation.

(a) Any player selected (by any method designated by the NBA) to playin an All-Star Game shall be required to:(i)attend and participate in such Game;(ii)

attend and participate in one (1) All-Star Skills Competition(but not including the Slam Dunk Competition) designatedby the NBA that is conducted during the All-Star Weekend
on which such Game is held; and(iii)

attend and participate in every other event conducted inassociation with such All-Star Weekend, including, but notlimited to, a reasonable number of media sessions, televisionappearances, and promotional appearances.

(b) Any player selected (by any method designated by the NBA) to playin a Rookie-Sophomore Game (e.g., Rookies vs. Sophomores,
captains-selected mix of Rookies and Sophomores on each team, or U.S.
players vs. international players) shall be required to:(i)attend and participate in such Game;(ii)

attend and participate in any All-Star Skills Competition
designated by the NBA that is conducted during the All-Star
Weekend on which such Game is held; and(iii)

attend and participate in every other event conducted inassociation with such All-Star Weekend, including, but notlimited to, a reasonable number of media sessions, televisionappearances, and promotional appearances.

(c) Any player who has not been selected to play in the All-Star Gameor the Rookie-Sophomore Game, but has been selected (by any method
designated by the NBA) to participate in an All-Star Skills Competition (butnot including the Slam Dunk Competition) shall be required to attend and376

Article XXI

participate in such Skills Competition. Notwithstanding the foregoing, noplayer will be required to attend and participate in such All-Star Skills
Competition for more than two (2) consecutive years, unless he is the prioryear’s winner of such All-Star Skills Competition. Any player who, at therequest of the NBA, voluntarily agrees to participate in the Slam Dunk
Competition, shall be required to attend and participate in such Slam Dunk
Competition.
(d) Nothing in this Article XXI shall preclude a player who is an officer
or a representative of the Players Association from attending the Players
Association’s annual meeting during All-Star Weekend or preclude any
player from attending the Players Association’s All-Star party.
(e) Notwithstanding anything to the contrary in Section 1(a), (b), or (c)above, a player will not be required to participate in a particular All-Star
Game, Rookie-Sophomore Game, or All-Star Skills Competition if he has
been excused from participation in the particular event by the Commissioner
because (i) he has an injury or illness that renders him physically unable toparticipate in such Game or Skills Competition, or (ii) for such other reason
as the Commissioner may determine in his sole discretion. If the player
asserts, or the player’s Team asserts in respect of the player, that he should
be excused from participation in a particular All-Star Game or event under
Section 1(e)(i) above, the Commissioner shall be authorized to require theplayer to submit to a medical examination to be performed by a physician
designated by the NBA, and the determination of whether Section 1(e)(i) is
satisfied shall be made by such physician in his sole discretion. In the eventthat a player is excused from participation in an All-Star Game or event
under Section 1(e)(i) above, he shall thereafter remain on his Team’s Inactive
List until he is cleared to return to the Active List by the NBA.
(f) Any player who is selected to play in an All-Star Game but is excusedfrom participation under Section 1(e) above shall not receive the All-Star
award due to him under Section 2(a) below unless (i) he does not play in his
Team’s last Regular Season game prior to that All-Star Game or (ii) he does
not play in his Team’s first Regular Season game following that All-StarGame.

Article XXI
Section 2.

377

Awards.

(a) For their participation in an All-Star Game, players on the winningteam shall each receive $100,000 and players on the losing team shall each
receive $25,000.
(b) For their participation in a Rookie-Sophomore Game, players on thewinning team shall each receive $25,000 and players on the losing team shalleach receive $10,000 (or, if there are more than two teams of players thatparticipate in the Rookie-Sophomore Game, then players on the winningteam shall each receive $25,000, players on the second place team shall each
receive $15,000, and players on the remaining teams shall each receive$10,000).
(c) For their participation in an All-Star Skills Competition, players shallreceive the following amounts:
Slam Dunk

Three-Point Shootout

1st Place:$105,000

1st Place:$60,000

2nd Place:$55,000

2nd Place:$40,000

3rd Place:$20,000

3rd Place:$25,000

4th Place:$20,000

4th Place:$15,000

5th Place:$15,000

6th Place:$15,000

7th Place:$15,000

8th Place:$10,000

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Article XXI
Skills Challenge

1st Place:$55,000

2nd Place:$40,000

3rd Place:$20,000

4th Place:$20,000

5th Place:$15,000

6th Place:$15,000

7th Place:$15,000

8th Place:$15,000

Section 3.

Player Guests.

Each player who participates in the All-Star Game, Rookie-Sophomore
Game, or any All-Star Skills Competition may invite two (2) guests, whoshall be reimbursed for the cost of round-trip first-class air transportation
between the home city of the Team by which such player is employed andthe site of the All-Star Game, Rookie-Sophomore Game, or All-Star Skills
Competition.
Section 4.

Players Not Participating in All-Star Activities.

Players who do not attend or participate in the All-Star Game,
Rookie-Sophomore Game, an All-Star Skills Competition, or NBAGL
All-Star activities shall have three (3) days off during the All-Star Weekend
break.
Section 5.

All-Star Skills Competitions.

The All-Star Skills Competitions that take place during any All-Star
Weekend shall be selected by the NBA; provided, however, that before
adding any new event to the All-Star Skills Competitions that take place
during any All-Star Weekend (i.e., an event different from any conducted byArticle XXI

379

the NBA during any All-Star Weekend held prior to the 2023-24 Season),the NBA shall obtain the consent of the Players Association, which consent
shall not be unreasonably withheld. The rule relating to mandatory
participation in Section 1(c) above shall apply only to current All-Star Skills
Competitions (with the exception of the Slam Dunk Competition), unlessthe player is the prior year’s winner of an All-Star Skills Competition (withthe exception of the Slam Dunk Competition), and the new event isconsented to by the Players Association under this Section 5.
Section 6.

All-Star Committee.

The NBA and the Players Association shall continue to discuss in goodfaith matters relating to All-Star Weekend, including the nature, schedule,
and format of All-Star events, player participation therein, and award
amounts.

380

Article XXIIARTICLE XXII
PLAYER HEALTH AND WELLNESS
Section 1.

Requirements for Certain Team Player HealthProfessionals.

(a) Each Team must secure the services of at least two (2) physicians as
lead team physicians, at least one (1) of whom must be board certified inorthopedic surgery and at least one (1) of whom must be board certified ininternal medicine, family medicine, or emergency medicine. Beginning withthe 2017-18 Season, each individual hired for the first time to perform
services as a team physician must be a duly licensed physician who as of thehiring date: (i) is board certified in his/her field of medical expertise; (ii) has
successfully completed a fellowship in sports medicine, has a Certificationof Added Qualification (CAQ) in sports medicine, or has other “sports
medicine” qualifications as the parties may agree; and (iii) has at least five (5)years of clinical experience following the completion of such fellowship or
CAQ (or of such other “sports medicine” qualifications as agreed by theparties). Each individual who performs services as a team physician
additionally must be trained and hold a current certification in Basic Life
Support, Basic Trauma Life Support, Advanced Cardiac Life Support, orAdvanced Trauma Life Support. The NBA will issue additional rules
regarding game coverage by team physicians, which shall include, among
other requirements, that each Team ensure attendance at each home gameof at least one (1) team physician who is board certified in orthopedic
surgery and at least one (1) team physician who is board certified in internal
medicine, family medicine, or emergency medicine.
(b) Each Team must secure the services of at least one (1) athletic trainer
to serve as the Head Athletic Trainer and one (1) athletic trainer to serve as
an Assistant Athletic Trainer on a full-time basis. Beginning with the
2017-18 Regular Season: (i) each individual hired for the first time toperform services as an athletic trainer for a Team must as of the hiring date:(a) be certified by the National Athletic Trainers Association (NATA) or the
Canadian Athletic Therapists Association (CATA) (or a similar organization
as the parties may agree), and (b) be trained and hold a current certificationin Basic Life Support, Basic Trauma Life Support, Advanced Cardiac Life
Support, or Advanced Trauma Life Support; and (ii) each individual hired
for the first time to perform services as a Head Athletic Trainer for a Team

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381

must, as of the hiring date, have at least three (3) years of experience as an
athletic trainer since he/she first received such foregoing athletic training
certification. The NBA will issue additional rules regarding game coverage
by athletic trainers.
(c) Each Team must secure the services of at least one (1) strength andconditioning coach on a full-time basis and designate one (1) strength andconditioning coach as the Head Strength and Conditioning Coach.
Beginning with the 2017-18 Regular Season: (i) each individual hired for the
first time to perform services as a strength and conditioning coach for aTeam must, as of the hiring date, have a degree from an accredited four-yearcollege or university and a certification from the National Strength andConditioning Association (NSCA) (which, for each individual hired for the
first time beginning with the 2023-24 Season, must be a Registered Strengthand Conditioning Coach (RSCC) or Certified Strength and Conditioning
Specialist (CSCS) certification from the NSCA) (or a certification from asimilar organization as the parties may agree), and (ii) each individual hired
for the first time to perform services as a Head Strength and Conditioning
Coach for a Team must, as of the hiring date, have at least three (3) years ofexperience as a strength and conditioning coach since he/she first received
such foregoing strength and conditioning certification. In addition, allindividuals who perform services as a strength and conditioning coach for aTeam must be trained and hold a current certification in Basic Life Support,
Basic Trauma Life Support, Advanced Life Support, or Advanced Trauma
Life Support.
Section 2.

One Surgeon.

Each Team agrees that a player requiring the care and treatment of an
orthopedic surgeon will, so far as practicable, be referred to and treated by
one (1) orthopedic surgeon (rather than several).
Section 3.

NBA Physicians Association.

Representatives designated by the Players Association shall participate inmeetings of the NBA Physicians Association for the purpose of discussing
matters related to the medical care and treatment of players.

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Article XXII

Section 4.

Disclosure of Medical Information.

(a) A Team physician may disclose all relevant medical information
concerning a player to (i) the General Manager, coaches, and trainers of theTeam by which such player is employed, (ii) any entity from which any such
Team seeks to procure, or has procured, an insurance policy covering suchplayer’s life or any disability, injury, illness, or other medical condition suchplayer may suffer or sustain, and (iii) subject to the terms of Sections 4(d)-(e)below, the media or public on behalf of the Team.
(b) Should it be requested in connection with the contemplated
assignment of a player’s Uniform Player Contract to one or more NBA
Teams, a Team’s physician may furnish all relevant medical information
relating to the player to (i) the physicians and General Manager, coaches,
and trainers of such other Team or Teams, and (ii) any entity from which
any such other Team seeks to procure, or has procured, an insurance policy
covering such player’s life or any disability, injury, illness, or other medical
condition such player may suffer or sustain.
(c) Should a Team assign a player to the NBAGL, such Team’s
physician may furnish all relevant medical information relating to the player
to (i) the physicians and General Manager, head coaches, and trainers of theplayer’s NBAGL team, and (ii) any entity from which the Team, the
NBAGL, or the player’s NBAGL team seeks to procure, or has procured,
an insurance policy covering such player’s life or any disability, injury, illness,or other medical condition such player may suffer or sustain. In addition,
an NBAGL team physician may furnish all relevant medical information
relating to the player to the physicians and General Manager, coaches, andtrainers of the player’s Team.
(d) Subject to Section 4(e) below, each Team may make public medical
information relating to the players in its employ, provided that suchinformation relates solely to the reasons why any such player has not beenor is not rendering services as a player. If a player, in the judgment of theTeam, is expected to be unable to participate in any basketball practice orgame due to an injury, illness, or other medical condition for a period of two
or more weeks, the Team’s first public statement regarding such player’s
injury, illness, or other medical condition may only describe such injury,
illness, or other medical condition and the anticipated date when such player
will be re-evaluated by the Team. The Team may make subsequent publicArticle XXII

383

statement(s) with all relevant medical information only after such
re-evaluation has occurred.
(e) A player or his immediate family (where appropriate) shall have theright to approve the terms and timing of any public release of medical
information relating to any injuries, illnesses, or other medical conditions
suffered by that player that are potentially life- or career-threatening, or that
do not arise from the player’s participation in NBA games or practices. If aTeam or the NBA requests such approval and the player or his immediatefamily (where appropriate) does not provide it, then the Team is limited todisclosing that an injury, illness, or other medical condition is preventing aplayer from rendering services to the Team and that the anticipated lengthof the player’s absence from rendering services to the Team is unknown.
(f) Nothing in Sections 4(d)-(e) shall limit a Team from disclosing
medical information related to an injury, illness, or other medical condition
with respect to any player who has made medical information available
publicly that is inconsistent with the written opinion of a Team physician.
(g) In addition to the access set forth in Article XXII, Section 8 of the
CBA below, a player is entitled access to his own medical records and theTeam shall use best efforts to provide such information on or before
forty-eight (48) business hours of a player request.
Section 5.

Vaccination Education and Recommendations.

The NBA and the Players Association shall, at least annually, jointly
recommend, and issue educational materials to players (in connection with
the Rookie Transition Program and Team Awareness Meetings described in
Article VI, Section 4 of the CBA and via written materials provided to allplayers) regarding, the health benefits of vaccinations recommended by the
CDC (i.e., as of the effective date of this Agreement, COVID-19, measles,
mumps, and rubella (MMR), influenza, tetanus and pertussis, varicella(chicken pox), Hepatitis B) and the meningococcal vaccine.
Section 6.

Selection of Team Physician and Other Health Care
Providers.

Each Team has the sole and exclusive discretion to select any doctors,
hospitals, clinics, health consultants, or other health care providers (“HealthCare Providers”) to examine and/or treat players pursuant to the terms of384

Article XXII

this Agreement and the Uniform Player Contract; provided, however, noTeam will engage any such Health Care Provider based primarily on asponsorship relationship (or lack thereof) with the Team, and without
considering the Health Care Provider’s qualifications (including, e.g., medical
experience and credentials) and the goal of providing high quality care to allof its players.
Section 7.

Health and Performance Screenings.

Players shall undergo reasonable screening and baseline testing(e.g., pursuant to NBA cardiac and concussion protocols) and, in connection
with such screening and testing, shall accurately and completely answer all
reasonable health questions (including, upon request, providing accurate andcomplete medical histories). Players additionally shall participate in any
league-wide biomechanics screening and assessment program upon requestand direction by the NBA, provided that, prior to implementing any suchprogram, the NBA shall consult with the Players Association, and provided
further that any such assessment program shall require no more thanfour (4) assessments for any one Season. Any other new league-wide
performance screening and assessment program directed by the NBA andrequired for players shall require prior agreement of the NBA and thePlayers Association.
Section 8.

Electronic Medical Records.

(a) The NBA will use, during the Term, an electronic medical records
system (“EMR”) that will provide a secure, searchable, centralized databaseof player health information. To the extent health information disclosures
are permitted by this Agreement (including the Uniform Player Contract),such disclosures may be made via secure systems within the EMR. In
addition, the EMR will: (i) allow for the NBA (but not the Teams) to
conduct player health and safety reviews; (ii) allow for authorized academic
researchers to access the data (on a de-identified basis) and conduct studies
designed to improve player health and broaden medical knowledge(provided that the Players Association will be provided with notice prior to
any such access and gives its consent, such consent not to be unreasonably
withheld); and (iii) give players the ability to easily access their own healthinformation and to grant access to such information to physicians of theirchoice both during and after their careers.

Article XXII

385(b) To satisfy the requirement in Section 8(a)(iii) above, by no later thanthe end of the 2023-24 Season, the NBA shall make available a mobile app
for exclusive use by players to facilitate direct access for each player to suchinformation in the EMR. The NBA shall also provide the same or similaraccess through the app for exclusive use by former players in respect ofwhom the EMR contains medical information. Following the 2023-24
Season, and annually following each Season thereafter, the NBA shallprovide a Players Association-designated physician with a summary reportfor each player, which will summarize information on such player from the
EMR (identified by player name) regarding such player’s injuries, illnesses,
or medical conditions, imaging studies, prescription medications, surgeries,
vaccinations, concussions and concussion evaluation, and cardiac screening.
In order to confirm player consent for the NBA to provide the abovesummary and related information to the Players Association, the NBA shall
include in the NBA’s health information authorization, which in accordancewith Paragraph 7(i) of the UPC each player is required to sign annually, anauthorization for the NBA to provide medical records to the Players
Association.
Section 9.

Concussion, Cardiac, and Emergency Medical
Preparedness Policies.

(a) A concussion policy designed to maximize the neurological healthof players shall be in effect during the Term. The concussion policy will be
reviewed and updated periodically by the NBA in conjunction with the NBA
Physicians Association and the NBA’s Concussion Advisory Committee inorder to keep the policy current and consistent with the evolving science ofconcussion management. Prior to any update to the concussion policy, theNBA shall consult with the Players Association.
(b) A cardiac screening policy designed to identify cardiovascular risks
for players shall be in effect during the Term. The cardiac screening policy
will be reviewed and updated periodically by the NBA in conjunction with
the NBA Physicians Association and the NBA’s Cardiac Advisory
Committee in order to keep the policy current and consistent with the
evolving science of sports cardiology. Prior to any update to the cardiac
screening policy, the NBA shall consult with the Players Association.
(c) A policy for response to medical emergencies designed to provide aframework for a rapid response to on-court emergencies shall be in effect386

Article XXII

during the Term. The emergency medical preparedness policy will be
reviewed and updated periodically by the NBA in conjunction with the NBA
Physicians Association and the NBA’s Emergency Medical Preparedness
Committee in order to keep the policy current and consistent withrecommendations from organizations and experts with emergency response
expertise. Prior to any update to the emergency medical preparedness
policy, the NBA shall consult with the Players Association.
Section 10. Second Opinion.
(a) Subject to the additional terms in subsections (b) through (e) below,
players shall have the right to receive a second medical opinion at the Team’s
expense regarding the course of treatment for an injury, illness, or othermedical condition that either: (i) has prevented the player from participating
in a Regular Season, Play-In, or playoff game for two (2) weeks or more; (ii)in the opinion of a Team physician for the player’s Team, is more likely than
not to prevent the player from being able to participate in an NBA game fortwo (2) weeks or more (or during the off-season, from participating incompetitive basketball without restriction for two weeks or more); (iii) in
the opinion of the Team physician will not be significantly aggravated by theplayer continuing to participate in NBA games (or during the offseason
participating in basketball without restriction) when the player reasonably
believes that continued participation will significantly aggravate his injury,
illness, or other medical condition; (iv) results in direction from the Teamphysician that the player should undergo surgery; or (v) results in direction
from the Team physician that the player should not undergo surgery when
the player reasonably believes that surgery is necessary for the injury, illness,or other medical condition. The foregoing shall not limit a player’s ability
to obtain a second medical opinion in circumstances other than those set
forth in Sections 10(a)(i)-(v) above, provided that the Team shall not be
obligated to pay for or consider any such second opinion.
(b) The parties will maintain and publish annually a list (the “Second
Opinion List”) of jointly-appointed medical specialists, including one ormore psychiatrist(s) (each a “Second Opinion Physician”), by specialty andby geographic region in the United States and Canada, to provide playerswith the second medical opinions described in subsection (a) above. At least
two (2) board-certified physicians shall be designated as Second Opinion
Physicians for each specialty in each of the geographic regions.

Article XXII

387(c) Each Second Opinion Physician will be included on the Second
Opinion List for the duration of this Agreement, unless either the NBA or
the Players Association has provided written notice to the other party that aphysician should be removed from the Second Opinion List (i) byDecember 1 of any year covered by this Agreement; or (ii) at any time ofany year covered by this Agreement, for failure to provide a player’s Teamwith all information relating to a consultation with the player within two (2)business days following the consultation; provided that, for the first such
failure, a party is required to issue a warning to the Second Opinion
Physician (following written notice to the other party), with removal
permitted thereafter if the Second Opinion Physician does not provide theplayer’s Team with all information relating to such consultation within
two (2) business days following the warning, or for the second or any
additional instances in which the Second Opinion Physician does not timely
provide a player’s Team with all information relating to a consultation withthe player. Such removal shall be effective immediately, provided that,unless otherwise agreed by the parties, such removal shall not affect any
second opinion process involving such Physician that has previously beenrequested by a player.
(d) Prior to obtaining a second opinion, a player shall notify the Teamin writing of his decision to seek such second opinion, the name of thephysician who will be performing the evaluation, and the date and locationof the evaluation. Upon receiving such notice and prior to the player’s
evaluation, the Team will make available to the physician relevant medical
information regarding the player.
(e) If, pursuant to subsections (a) through (d) above, a player obtains asecond opinion from a Second Opinion Physician, the Team will pay the
medical costs associated with the second opinion provided such cost isreasonable for the consultation.
(f) In connection with obtaining a second opinion from a Second
Opinion Physician pursuant to subsections (a) through (e) above, a player
may not be absent from the Team for an unreasonable period of time ormiss any games without authorization of the Team.
(g) If the Second Opinion Physician provides the Team with a written
opinion, and the player has otherwise complied with Paragraph 7(h) of the
UPC, the Team will be required to consider the second opinion in388

Article XXII

connection with diagnosis or treatment. For clarity, nothing in thisSection 10 shall be construed to alter or limit in any way the rights of any
Team or the obligation of any player under the CBA or Uniform Player
Contract, including without limitation pursuant to the provisions ofParagraph 7 of the Uniform Player Contract.
Section 11. Fitness-to-Play.
(a) The parties shall establish panels of physicians (each a“Fitness-to-Play Panel”) for the purpose of determining, as set forth in thisSection 11, whether players with potentially life-threatening injuries,
illnesses, or other medical conditions (or any of the foregoing that have thepotential to result in paralysis or other permanent spinal injury) are medicallyable and medically fit to practice and play basketball in the NBA. Each
Fitness-to-Play Panel shall consist of one (1) physician appointed by theNBA, one (1) physician appointed by the Players Association, and one (1)physician appointed by agreement of the first two (2) physicians. Eachmember of each Panel shall: (i) be board certified and fellowship trained in
his/her field of medical expertise; (ii) be a specialist in the subject matter of
the applicable Fitness-to-Play Panel; and (iii) have at least ten (10) years of
post-fellowship clinical experience. Each Panel will operate by majority
vote, including, but not limited to, its fitness to play determinations. Onceappointed, each physician on a Fitness-to-Play Panel shall be included onsuch Panel for the duration of this Agreement, unless either the NBA or thePlayers Association has, by December 1 of any year covered by thisAgreement, served written notice to the other party that a physician has been
removed from such Panel. A party may not remove the physician that theother party appointed to a Fitness-to-Play Panel. In the event that either
party removes a physician from a Fitness-to-Play Panel pursuant to theforegoing, such removal shall be effective immediately, provided that, unlessotherwise agreed to by the parties, a physician will continue to serve on the
Fitness-to-Play Panel in respect of any determination on a player’s injury,
illness, or other medical condition that has been referred to the Panel but
for which the Panel has not yet issued its written determination.
(b) The parties shall create one or more Fitness-to-Play Panels as arenecessary to address injuries, illnesses, or other medical conditions that arepotentially life-threatening or have the potential to result in paralysis or otherpermanent spinal injury for the player (e.g., cardiac illnesses and conditions,blood clots, and other blood conditions and disorders).

Article XXII

389(c) If the NBA, a Team, or the Players Association has been advised bya physician that a player is medically unable and/or medically unfit toperform his duties as a professional basketball player as a result of apotentially life-threatening injury, illness, or other medical condition and/orthat performing such duties would likely create a materially elevated risk ofdeath, paralysis, or other permanent spinal injury for the player, then theNBA, a Team, or the Players Association may refer the player to a
Fitness-to-Play Panel by making such a referral in writing to the player andto the NBA, Team, and Players Association, as applicable. Once so referred,
the player will not be permitted to play or practice in the NBA until he iscleared to do so by the Panel as set forth below.
(d) (1)

Upon the referral described in subsection (c) above, thePanel will be provided with all medical information in theplayer’s medical file that any member of the Panel deems
relevant to the injury, illness, or other medical condition forwhich the player was referred. The Panel will review theplayer’s injury, illness, or other medical condition (which
review shall include an in-person examination of the player
by each member of the Panel unless such member
determines that an examination by him/her would serve nouseful purpose). Upon conclusion of its review, the Panelshall provide a report to the NBA, the player’s Team, and
the Players Association setting forth its determination andthe reasons therefor.

(2)

The determination to be made by the Panel is whether, in
the Panel’s reasonable medical judgment and experience,and having considered current medical knowledge and thebest available objective evidence: (i) the player is medicallyable and medically fit to perform his duties as a professional
basketball player; and (ii) performing such duties would not
create a materially elevated risk of death, paralysis, or otherpermanent spinal injury for the player. Where there areauthoritative medical guidelines on fitness for athletic
participation and a particular injury, illness, or other medical
condition (e.g., the American Heart Association/American
College of Cardiology Scientific Statements on Eligibility
and Disqualification – Recommendations for Competitive

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Article XXII
Athletes with Cardiovascular Abnormalities), the Panel willconsider such guidelines in making its determination.
(3)

Subsequent to the player being referred to a Fitness-to-Play
Panel, and prior to the Panel’s review of the player’s injury,
illness, or other medical condition, the player (on behalf ofhimself, his heirs, and assigns) shall be required to sign arelease and covenant not to sue agreement in the form
agreed upon by the parties; provided that this agreement
shall not apply to any claim of medical malpractice against aTeam-affiliated physician or any physician retained by the
NBA or Players Association for the medical evaluation
process.

(e) In the event that the Fitness-to-Play Panel determines that the player
is medically able and medically fit to play professional basketball pursuant
to the standard in subsection (d) above: (i) the player will be required to sign
an informed consent and assumption of risk agreement in the form agreed
upon by the parties before he is able to play or practice in the NBA; and(ii) upon satisfying the prior clause, shall be deemed at that time medicallyable and fit to play basketball in the NBA and permitted to do so.
(f) If the Fitness-to-Play Panel does not determine that the player is
medically able and medically fit to play professional basketball pursuant tothe standard in subsection (d) above, the NBA, a Team, or the Players
Association may again refer the player to the Fitness-to-Play Panel beginningon the later of the first day of the Season that begins immediately following
the date on which the Panel issued its report or nine (9) months after suchdate. The party making such referral must have been advised in writing bya physician that there have been materially changed circumstances since thePanel issued its report (e.g., medical advances or a material change in theplayer’s medical condition) such that the Panel should reconsider its
determination. If a player is referred under this subsection (f), theFitness-to-Play Panel shall be comprised of the same members that reviewed
and determined the player’s initial referral, provided that the physicians onsuch panel are available.
(g) Nothing in this Section 11 shall obligate a Team to permit a player
to play or practice for the Team, even if a Fitness-to-Play Panel determinesthat the player is medically able to do so. If the Team disagrees with theArticle XXII

391

Fitness-to-Play Panel’s conclusion and refuses to permit the player to playand practice with the Team due to the injury, illness, or other medical
condition for which the player was referred to the Fitness-to-Play Panel,then the Team will be required, within sixty (60) days of the Panel’s issuanceof its report (or, if the report is issued during the period from the date thatis sixty (60) days prior to the date of the NBA trade deadline through May
31, then by August 1) (the “Evaluation Period”), to either trade the player,
agree to amend the player’s Contract in accordance with Article II,
Section 3(p) of the CBA, waive the player pursuant to Paragraph 16 of the
Uniform Player Contract, or waive the player pursuant to the “Partial Waiver
Procedure” described in Section 11(i) below (a “Partial Waiver”); provided,
however, that the foregoing shall not apply to any player who is in the lastyear of his Contract (excluding any Option Year) at the time that the Panelprovides its report to the NBA, the player’s Team, and the Players
Association pursuant to Section 11(d)(1) above. During the Evaluation
Period, the player, shall cooperate with the Team in connection with theTeam’s efforts to evaluate the player’s injury, illness, or other medical
condition, including by, among other things, in a prompt and diligent
manner supplying all information requested of him, completing medical
forms, and submitting to all examinations, tests, and workouts requested ofhim by or on behalf of the Team.
(h) If a player referred to a Fitness-to-Play Panel satisfies the waiting
period set forth in Article VII, Section 4(h)(1) of the CBA at the time ofsuch referral (or any time thereafter prior to the Panel issuing its report),
then the Team may request that such Panel, acting by majority vote, also
serve as the physician described in Article VII, Section 4(h)(2) of the CBA,and accordingly provide in the Panel’s report a determination for the
purposes of Article VII, Section 4(h) of the CBA.
(i) In order for an eligible Team, pursuant to Section 11(g) above, todesignate an eligible player’s Contract for a Partial Waiver, the Team must
provide written notice of such waiver and designation to the NBA. Once aTeam duly invokes the Partial Waiver Procedure, such procedure shall
operate as follows:(i)

The waiver period shall be the same as the period for otherwaivers.

392

Article XXII(ii)

Any Team other than the Team requesting the waiver may
submit either a Full Waiver Claim or a Partial Waiver Claimfor the player. A “Full Waiver Claim” is a claim for the fullvalue of the remaining term of the Contract pursuant to
Section 5 of the NBA By-Laws. A “Partial Waiver Claim” isa discount bid of a specified dollar amount (rounded to thenearest dollar) for a portion of the value of the remaining
term of the Contract. A Partial Waiver Claim can be for any
amount equal to or greater than the total of the applicable
Minimum Player Salary for all of the Remaining Protected
Years (as defined below) of the Contract and less than the
total of the full Base Compensation provided for in all of theRemaining Protected Years of the Contract, provided that a
Partial Waiver Claim may never be less than the total of theunprotected Base Compensation provided for in all of theRemaining Protected Years of the Contract. A “Remaining
Protected Year” means any remaining year of the Contractthat contains any amount of Base Compensation protectionthat is not contingent on some event occurring on a dateafter the request for waivers; any remaining years of theContract that are not Remaining Protected Years shallhereinafter be referred to as “Remaining Unprotected
Years.” For clarity, any Player Option Year in which theContract includes the language in Article XII, Section
2(a)(A) and the Effective Season of an ETO shall be a
Remaining Protected Year, and any Player Option Year inwhich the Contract that includes the language in Article XII,
Section 2(a)(B) and any Team Option Year shall be a
Remaining Unprotected Year.

(iii)

In order to submit a Partial Waiver Claim, the Team musthave a Team Salary below the Salary Cap and room equal toat least the portion of the Claiming Team Base
Compensation Obligation (as defined in subsection (vi)(A)
below) plus any Likely Bonuses applicable to the first Yearof the Remaining Protected Years of the Contract. For
purposes of the preceding sentence, “room” includes roomthat can be unilaterally created by the claiming Team (e.g., via
renouncements or waivers, but not via trades) and such

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393

room must be created immediately upon the awarding of theplayer pursuant to this waiver procedure.
(iv)

If at least one (1) Full Waiver Claim is submitted during thewaiver period, the Contract shall be awarded to the Team
submitting a Full Waiver Claim that is entitled to the highest
order of preference in accordance with the waiverprocedures set forth in the NBA Constitution and By-Laws.
If no Full Waiver Claim is submitted and at least one (1)Partial Waiver Claim is submitted, the Contract shall beawarded to the Team submitting the highest Partial Waiver
Claim in total dollars (or, if more than one (1) Team submits
the highest Partial Waiver Claim in total dollars, to the Team
submitting the highest Partial Waiver Claim in total dollars
that is entitled to the highest order of preference inaccordance with the waiver procedures set forth in the NBA
Constitution and By-Laws).

(v)

If there is no Full Waiver Claim or Partial Waiver Claim
submitted for the Contract during the waiver period, theContract shall be terminated.

(vi)

In the event that the Contract is awarded to a Team (the“Claiming Team”) as the result of a Partial Waiver Claim:(A)

The Claiming Team shall be responsible for paymentof the player’s Base Compensation in an amountequal to the total dollar amount of the Partial Waiver
Claim allocated over the Remaining Protected Yearsof the Contract in proportion to the Base
Compensation amounts provided for in eachRemaining Protected Year of the Contract (e.g., if theplayer has two (2) years remaining on his Contract
with $10 million of Base Compensation in year one
that is fully protected and $11 million of Base
Compensation in year two that is fifty percent (50%)
protected and the winning Partial Waiver Claim wasfor $6 million, the Claiming Team shall be
responsible for $2.86 million of the player’s Base
Compensation in year one and $3.14 million in year394

Article XXIItwo) (the “Claiming Team Base Compensation
Obligation”).
The waiving Team shall be
responsible for paying the total Base Compensationin each Remaining Protected Year of the Contractless the Claiming Team Base Compensation
Obligation for each Remaining Protected Year of
the Contract (the “Waiving Team Base
Compensation Obligation”). In addition to the
Claiming Team Base Compensation Obligation, theClaiming Team shall also be responsible for the total
amount of all other Compensation obligations
contained in the Contract other than Base
Compensation (including, but not limited to, the fullamount of any Incentive Compensation) and thetotal Base Compensation for any Remaining
Unprotected Year.
(B)

The Claiming Team Base Compensation Obligation
plus any Likely Bonuses applicable to eachRemaining Protected Year of the Contract and thetotal Base Compensation plus any Likely Bonuses of
any Remaining Unprotected Year shall be includedin the Team Salary of the Claiming Team
immediately upon the awarding of the player to the
Claiming Team pursuant to this waiver procedure.

(C)

The Claiming Team may not trade a player awarded
as a result of a Partial Waiver Claim until the July 1
following the award of the player’s Contract to the
Claiming Team pursuant to this waiver procedure.
If a Claiming Team proposes to trade to another
Team a player awarded as a result of a Partial Waiver
Claim (after the waiting period set forth in thepreceding sentence) or if the Claiming Team
subsequently waives the player and another Team
proposes to acquire such player in accordance with
the NBA waiver procedure, then: (i) for purposes ofdetermining (a) whether the acquiring Team has
Room for the Contract, and (b) in the case of a trade,the amount of any Traded Player Exception inArticle XXII

395

respect of such player’s Contract, the player’s Salary
shall be deemed to equal the Claiming Team Base
Compensation Obligation plus any Likely Bonuses
applicable to the then-current Salary Cap Year; and(ii) the acquiring Team shall thereafter be deemed
the Claiming Team for the purposes of thisSection 11(i).
(D)

(vii)

The Claiming Team shall be responsible for making
all payments to the player (and paying all related
payroll taxes) other than Compensation due withrespect to any Season prior to the waiver. The
waiving Team shall reimburse the Claiming Teamfor the portion of the Waiving Team Base
Compensation Obligation applicable to each pay
period on or before each applicable pay date.

In the event that the Contract is awarded to the Claiming
Team as a result of a Partial Waiver Claim and the Claiming
Team subsequently waives the player (a “Subsequent
Waiver”) resulting in the termination of the Contract:(A)

Without taking into consideration any conditional
Base Compensation protection triggered after thedate of the initial request for waivers but before theSubsequent Waiver (hereinafter referred to as“Triggered Base Compensation Protection”), if theContract contains full Base Compensation
protection in each of the Remaining Protected Yearsor if the Contract contains no Remaining Protected
Years, the Claiming Team Base Compensation
Obligation and the Waiving Team Base
Compensation Obligation shall remain unchanged.

(B)

Without taking into consideration any Triggered
Base Compensation Protection, if the Contractcontains partial protection in one (1) or more of theRemaining Protected Years, the Claiming Team Base
Compensation Obligation and Waiving Team Base
Compensation Obligation for each such year shall be396

Article XXII
adjusted as follows upon the termination of theContract:

(C)

(1)

The Claiming Team Base Compensation
Obligation for any Remaining Protected
Year that contains only partial Base
Compensation protection shall be reduced
by a number equal to the Claiming Team
Base Compensation Obligation for that year,
divided by the total Base Compensation
obligation for that year, multiplied by the
unprotected Base Compensation remaining
to be paid that year (the “Adjusted Claiming
Team Base Compensation Obligation”).

(2)

The Waiving Team Base Compensation
Obligation for any Remaining Protected
Year that contains only partial Base
Compensation protection shall be reduced
by a number equal to the Waiving Team
Base Compensation Obligation for that year,
divided by the total Base Compensation
obligation for that year, multiplied by the
unprotected Base Compensation remaining
to be paid for that year.

The full amount of any Triggered Base
Compensation Protection shall be added to the
Adjusted Claiming Team Base Compensation
Obligation in each remaining year of the Contractthat contains Triggered Base Compensation
Protection.

(j) The costs associated with the Fitness-to-Play Panels will be borne
equally by the NBA and the Players Association, and the Players
Association’s share shall be paid by the NBA and included in Player Benefits
under Article IV, Section 6(l) of this Agreement.

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397

Section 12. Player Care Survey.
The NBA and the Players Association will jointly conduct a confidential
player survey during the 2023-24 Season (and during one or more
subsequent Seasons during the term of this Agreement as determined by theparties) to solicit the players’ input and opinion regarding the adequacy of
medical care provided by their respective medical and training staffs andcommission independent analyses of the results of such surveys. The costsof such surveys and analyses will be borne equally by the NBA and thePlayers Association, and the Players Association’s share shall be paid by the
NBA and included in Player Benefits under Article IV, Section 6(l) of thisAgreement.
Section 13. Wearables.
(a) The wearables joint advisory committee formed by the NBA and thePlayers Association (the “Wearables Committee”) shall continue to review
and approve wearable devices for use by players. “Wearables” shall mean adevice worn by an individual that measures movement information (such as
distance, velocity, acceleration, deceleration, jumps, changes of direction,and player load calculated from such information and/or height/weight),
physiological information (such as heart rate, heart rate variability, skintemperature, blood oxygen, hydration, lactate, and/or glucose), or other
health, fitness, and performance information.
(b) The Wearables Committee shall consist of three (3) representatives
appointed by the NBA and three (3) representatives appointed by thePlayers Association. At least one of the members appointed by each of the
NBA and the Players Association must have at least three (3) years ofexperience in sports medicine (such as a physician, athletic trainer, strengthand conditioning coach, or sports scientist) in the NBA or with an NCAA
Division I collegiate basketball team (or other relevant experience andexpertise as agreed upon by the parties). Unless otherwise agreed by theparties, Committee members may not have an ownership or other financial
interest in any company that produces or sells any wearable device.
(c) The Wearables Committee shall be responsible for: (i) reviewing all
requests by Teams, the NBA, or the NBPA to approve a wearable device
for use by players, with the standard being whether the wearable device
would be potentially harmful to anyone (including the player) if used asintended, and whether the wearable’s functionality has been validated; and398

Article XXII(ii) setting cybersecurity standards for the storage of data collected from
Wearables.
(d) The Wearables Committee will jointly retain such experts as it deems
necessary in order to conduct its work (e.g., to validate a wearable device orto set cybersecurity standards), which the parties expect to include
professionals in areas such as engineering, data science, and cybersecurity.
The costs of such experts will be borne equally by the NBA and the Players
Association, and the Players Association’s share shall be paid by the NBA
and included in Player Benefits under Article IV, Section 6(l) of thisAgreement.
(e) No Team may request a player to use any Wearable unless suchdevice is one of the devices currently in use as set forth in Section 13(f)below or the device and the Team’s cybersecurity standards have been
approved by the Committee pursuant to Section 13(c) above.
(f) Teams may request that, on a voluntary basis, players use thefollowing devices: the FirstBeat Sport system; the Catapult Sports
OptimEye, ClearSky, and Vector systems (including with a Polar chest strap
but not with the Catapult heart rate vest); the iMeasureU Step Trident
system; Kinexon Sports systems (including with a Kinexon heart rate vest
paired with a Polar sensor); the ShotTracker system; the Strive Sense3
systems; the WHOOP Performance Strap 2.0; the Zephyr Performance
System; and the Oura Ring (collectively, the “Approved Wearables”).
Wearables (whether Approved or otherwise) may not be used in games. Useof any wearable that is not among the Approved Wearables is prohibited.
In addition: (i) the only metric categories and/or system variables that
Teams can use from Approved Wearables are those that were designated as“Pass” in the wearables validation reports provided to the parties by theirjointly retained experts; and (ii) Teams must follow the safety directions of
the jointly retained experts as provided to Teams in the Wearable Device
Validation Reports. With respect to raw or unprocessed data exports orAPIs from Approved Wearables (“Raw Data”), so long as such Raw Data
are not provided through a dashboard or other visual within an Approved
Wearable’s software platform, the foregoing shall not prohibit Teams from(i) using Raw Data so long as the Raw Data is used in metric categories
and/or system variables that were designated as “Pass” in the Wearable
Device Validation Reports, or (ii) receiving Raw Data. If upon evaluationby the Committee, any of the foregoing devices are reviewed and are notArticle XXII

399

approved by the Committee, Teams will be required to discontinue the useof such Wearables.
(g) A Team may request a player to use in practice (or otherwise not ina game) on a voluntary basis a Wearable that has been approved by theCommittee. A player may decline to use (or discontinue use of) a Wearable
at any time. Before a Team could request that a player use an approved
Wearable, the Team shall be required to provide the player a written,
confidential explanation of: (i) what the device will measure; (ii) what eachsuch measurement means; and (iii) the benefits to the player in obtaining
such data.
(h) A player will have full access to all data collected on him fromapproved Wearables. Members of the Team’s staff may also have access tosuch data but it can be used only for limited purposes as set forth below.
Data collected from a Wearable worn at the request of a Team may be used
for player health and performance purposes and Team on-court tactical andstrategic purposes only. The data may not be considered, used, discussed,
or referenced for any other purpose such as in negotiations regarding afuture Player Contract or other Player Contract transaction (e.g., a trade or
waiver) involving the player. In a proceeding brought by the Players
Association under the procedures set forth in Article XXXI, the GrievanceArbitrator will have authority to impose a fine of up to $250,000 on any
Team shown to have violated this provision.
(i) To advance the shared goal of the NBA and the Players Association
to promote player health and reduce injuries, and in light of the preferenceof the NBA that game use of Wearables be required, and the preference of
the Players Association that Wearables not be required in games and insteadbe allowed to be worn in games on a voluntary basis only in connection withmodified rules regarding commercialization, the NBA and Players
Association will continue to discuss in good faith matters related to the useof wearable devices. Pending an agreement between the parties, Wearables
may not be used in games, and no player data collected from a Wearable
worn at the request of a Team may be made available to the public in any
way or used for any commercial purpose.

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Article XXII

Section 14. NBA Draft Combine.
(a) Each year, the NBA shall organize and operate a Draft Combine
prior to the NBA Draft. All players invited by the NBA to attend the Draft
Combine shall be required to attend and participate in the following
components of the Draft Combine (“Combine Components”):(i)Strength and agility tests, shooting drills, performance
testing, and anthropometric measurements (e.g., height,
wingspan) (five-on-five scrimmages or any other live action
offense versus defense drill (e.g., half-court four-on-four or
two-on-one) shall be optional for all players);(ii)

League-directed: medical history information, medical
testing (e.g., MRIs, echocardiograms, and laboratory tests,
other than tests for controlled substances), medical
examinations, and biomechanical and functional movement
testing, including, for clarity, with respect to any of theforegoing in this subsection (ii), any medical examination inaccordance with subsection (d) below and/or follow-up inaccordance with subsection (e) below;(iii)

Media circuit;(iv)

Player development sessions;(v)

Team interviews; and(vi)

Other tests and/or assessments.

The NBA shall determine and establish the Combine Components
above, provided that the performance testing contemplated in theforegoing Component (a)(i), the medical testing contemplated in
the foregoing Component (a)(ii), and the foregoing
Components (a)(iii)-(vi) shall be determined in consultation with
the Players Association.
(b) Notwithstanding the foregoing requirement to attend andparticipate in the Combine Components, any invited player who is physicallyunable to participate in one or more basketball activities (as set forth insubsection (a)(i) above), medical testing or biomechanical or functional

Article XXII

401

movement testing (as set forth in subsection (a)(ii) above), or any other tests
or assessments at the Draft Combine (as set forth in subsection (a)(vi)
above) shall be (i) excused from participation in some or all of the applicable
activities or tests at the time of the Draft Combine, (ii) required at the Draft
Combine to complete the Combine Components that he is able to complete,and (iii) required subsequently to complete, by no later than the eleventh day
before the Draft, the remaining Combine Components, as reasonably
determined by the NBA unless he remains physically unable to do so. Any
determination with respect to this subsection (b) shall be made by the NBA’s
medical director for the Draft Combine, who shall be required to consider
any opinion timely provided by the player’s treating physician.
(c) The NBA may excuse an invited player from attending one or moredays of the Draft Combine due to a reasonable excuse, as reasonably
determined by the NBA (e.g., family tragedy, birth of a child, playing with a
FIBA club that is still in season at the time of the Draft Combine). Anysuch player may be required subsequently to complete, by no later than theeleventh day before the Draft, Combine Components as reasonably
determined by the NBA in consultation with the Players Association (e.g., byattending an NBA Global Camp or via individual assessments andexaminations arranged by the NBA).
(d) The NBA and Players Association shall agree annually on certain
jointly-selected orthopedic medical specialists with expertise in foot andankle, knee, spine, hip, and wrist/hand injuries to attend the Draft Combine,
conduct medical examinations of particular players at the request of either
the player or a Team, and prepare a report for each such player. Subject tothe limits on Teams accessing information on certain players in accordancewith subsection (g) below, as with other medical history information, testing,and examinations from Combine Components, the NBA shall make any
such report(s) from an orthopedic medical specialist available to the player
and to Teams via the file in respect of the player in the EMR.
(e) Based on available medical information, including the results ofmedical testing at the Draft Combine, the NBA may require any player who
was invited to the Combine to undergo, by no later than the eleventh day
before the date of the Draft, reasonable and appropriate follow-up testingor examination after the Draft Combine, as determined by the NBA’s
medical director for the Draft Combine in consultation with the player’s
treating physician (if any).

402

Article XXII(f) A player shall fail to fulfill his obligation to participate in the Draft
Combine in respect of a Draft, and shall therefore be ineligible to be selectedin such Draft in accordance with Article X, Section 9 of the CBA, if he isinvited by the NBA to attend the Draft Combine and, as reasonably
determined by the NBA in consultation with the Players Association, fails
to fully participate in the Combine Components in which the player isrequired to participate pursuant to subsections (a)-(e) above.
(g) The NBA shall organize and operate an annual process that utilizes
the following method (the “Top-10 Formula”) for the purpose ofdeveloping a ranking of the top-10 players eligible in that year’s Draft:i.

The NBA (after consultation with the Players Association)
shall annually select no fewer than (a) two (2) publications
with publicly-available pre-Draft rankings and (b) two (2)individuals with relevant basketball experience (each suchindividual, a “Combine Player Ranker”) for the purpose ofgenerating the composite ranking described below.

ii.

The NBA shall utilize (a) from each such publicationreferenced in subsection (i) above, its publicly-available
pre-Draft rankings, and (b) from each Combine Player
Ranker, his or her ranking of the top-fifteen players eligible
in that year’s Draft.

iii.

Any player who is ranked within the top-fifteen by one (1)publication and/or Combine Player Ranker, but not ranked
within the top-fifteen by another publication and/or
Combine Player Ranker shall, for purposes of computing the
ranking of such other publication(s) and/or Combine Player
Ranker(s), be given a ranking of sixteen (16). For clarity,
pursuant to the foregoing sentence, multiple players may be
given such ranking of sixteen (16) for any publication and/or
Combine Player Ranker that does not rank the player within
the top-fifteen (e.g., if two (2) or more players are ranked
within the top-fifteen by one (1) publication and/or
Combine Player Ranker, but not ranked as such by one (1)or more of the other publication(s) and/or Combine Player
Ranker(s)).

Article XXII

403

iv.

A composite ranking shall be determined by taking, for eachplayer, the median ranking of each such publication’s
publicly-available ranking and each such Combine Player
Ranker’s individual ranking provided to the NBA (suchmedian ranking, the “Combine Player Ranking”).

v.

Each player whose Combine Player Ranking equals one of
the ten (10) lowest numbers (i.e., where 1 is the lowest
possible sum that can be generated via the Top-10 Formulaand thus the highest possible ranking for any player) shall beconsidered a top-10 player eligible in that year’s Draft. If
two (2) or more players ranked first through tenth have thesame Combine Player Ranking, then the median ranking of
the publicly-available rankings from each publicationreferenced in subsection (g)(i) above shall be used todetermine each such player’s ranking (e.g., if two (2) players
have the same Combine Player Ranking, and such Ranking
is higher than that of five (5) other players, then the player
with the lower median ranking of each such publication’s
publicly-available ranking will be ranked sixth and the player
with the higher median ranking will be ranked seventh). If
still tied, then each such publication’s publicly-available
ranking and each Combine Player Ranker’s individual
ranking for each such player shall be aggregated, and theplayer with the lower total sum will be considered the higherranked player, followed by the player with the higher totalsum. If still tied, the NBA shall conduct a random drawing
to determine each such player’s ranking.

vi.

If in any particular year covered by this Agreement the NBA
determines that it is impracticable to calculate one or moreof the rankings set forth in subsection (g)(i) above (e.g., due
to the unavailability of a Combine Player Ranker, or if there
are fewer than two (2) publications whose publicly-available
pre-Draft rankings are determined by the NBA (after
consultation with the Players Association) to be suitable forthis purpose), the NBA may, after consultation with thePlayers Association, generate an output of the Top-10
Formula using as many of such publication(s)’ and/or

404

Article XXII
Combine Player Ranker(s)’ individual ranking(s) as isreasonably practicable.
The NBA shall finalize and provide to the Players Association thelist of players eligible in that year’s Draft who are ranked firstthrough tenth per the Top-10 Formula. The NBA shall finalize such
list during the period beginning with the deadline established by the
NBA under Article X, Section 1(b)(ii)(G) of the CBA to qualify as
an Early Entry player and prior to the earlier of the date on which(x) the NBA conducts a drawing among the Teams that did notparticipate in the playoffs in the Season immediately preceding thatyear’s NBA Draft to determine the order of selection positions insuch NBA Draft, or (y) the on-site process to gather players’ medical
history commences (i.e., the medical intake portion of the medical
history referenced at subsection (a)(ii) above).

The information gathered from such players’ Combine Components set
forth in subsection (a)(ii) above (and (a)(vi) above to the extent that any suchtest or assessment involves medical information in respect of a player) shallbe made available by the NBA after it is gathered: (1) for the player ranked
first, to Teams selecting first through tenth in that year’s Draft; (2) for theplayers ranked second through sixth, to Teams selecting first throughfifteenth in that year’s Draft; (3) for the players ranked seventh throughtenth, to Teams selecting first through twenty-fifth in that year’s Draft; and(4) for all other players invited to the Draft Combine, all Teams. For clarity,
any assignee Team that trades for a Draft selection position within the top25 selection positions in that year’s Draft shall subsequently be given accessto the information gathered from the Combine Components set forth insubsection (a)(ii) above for each player associated with such Draft selection
position. Beginning on the day after the conclusion of the Draft, Teams will
no longer have access to such information for any player whom a Team did
not select in the Draft (or whose Draft rights the Team does not hold).
(h) Nothing in this Section 14 shall limit the right of the NBA, thePlayers Association, or a Team to refer a player eligible for a Draft, prior tothat year’s Draft, to a Fitness-to-Play Panel, in accordance with Article XXII,
Section 11 of the CBA, if advised by a physician that the player is medicallyunable and/or medically unfit to perform his duties as a professional
basketball player as a result of a potentially life-threatening injury, illness, orother medical condition and/or that performing such duties would likely

Article XXII

405

create a materially elevated risk of death, paralysis, or other permanent spinal
injury for the player. In any such case, the fact that the player was referred,
the Panel’s determination, and all medical information in the player’s
medical file that any member of the Panel deemed relevant to the injury,
illness, or other medical condition for which the player was referred shall bemade available to all Teams following the Panel’s determination.
(i) For clarity, nothing in this Section 14 shall be construed to limit in
any way (i) the right of a Team to request that a player eligible for a Draft
voluntarily participate in the administration of such activities described insubsection (a) above (e.g., in connection with visiting a Team’s practicefacility during the period between the Draft Combine and the Draft) or
provide the Team with information, including information from the
Combine Components described in subsection (a)(ii) above, or (ii) the rightof a player to supplement medical information gathered from those
Combine Components set forth in subsection (a)(ii) above with additional
information that the NBA shall make available to all Teams via the EMR,
subject to subsection (g) above.
(j)

(i)

Teams may use the results of information gathered fromsuch Combine Components set forth in subsection (a)(ii)
above for Draft evaluation purposes only, and may notdiscuss any such results with representatives of any other
Team (regardless of whether the other Team would
otherwise have access to the same results); provided,
however, that (1) medical staff from Teams entitled to accessthe player’s information in accordance with subsection (g)above may discuss such results with medical staff of otherTeams who performed the medical examination of theplayer at the Draft Combine or in connection withsubsections (b), (c), or (e) above (for clarity, the only Teampersonnel who will be involved in such examinations will bethose who are entitled to access the player’s information inaccordance with subsection (g) above); (2) a Team may
discuss such results with representatives from other Teams
entitled to access the player’s information in accordance withsubsection (g) above if the player provides written consent(with notice to the Players Association); and (3) nothing inthis Section 14 shall limit any rights a Team has to use or
disclose such results in respect of a player who is under406

Article XXII
contract with the Team or as to whom the Team holds
exclusive Draft rights (e.g., following the Draft, a teamdisclosure of medical information in connection with a tradeof a player’s Draft rights). For clarity, a Team will not haveviolated this subsection (j)(i) to the extent its discussion
involves only public information regarding a player.
(ii)

If the NBA has reason to believe that the confidentiality
restriction set forth in subsection (j)(i) above has been
violated, it shall advise the Players Association in a timely
manner.

(iii)

If the Players Association determines that the confidentiality
restriction set forth in subsection (j)(i) above has been
violated, it may bring a proceeding under Article XXXII,
Section 1 of the CBA before the System Arbitrator. Upon afinding by the System Arbitrator of a material violation, theSystem Arbitrator shall have the authority to impose on any
Team found to have committed such violation a fine of up
to $1,000,000. In considering appropriate discipline for aviolation, the System Arbitrator shall take into account all
relevant factors, including, but not limited to, the impact ofthe violation on the player, the degree of care demonstrated
by the Team, and any ill intent regarding the player.

(k) The NBA will consult with the Players Association in good faith on(i) creating a list of non-exclusive jointly-recommended interview questions
to provide to Teams each year prior to the Draft Combine, and (ii) any issues
the Players Association raises relating to scheduling or operational details of
the Draft Combine (e.g., setting the dates and location of the Draft Combine,
elements of the player experience at the Draft Combine).
(l)

(i)

Each player invited to the Draft Combine will be provided
one (1) complimentary first class travel accommodations(except when such accommodations are not available) for
himself and one family member to the market in which such
Draft Combine is held, and (2) one (1) complimentaryindividual room in a group of hotel rooms reserved by the
NBA for the Draft Combine. One certified agent who
represents each such player participating in the Combine

Article XXII

407

shall (x) be permitted to reserve one (1) room in such groupof hotel rooms (at such agent’s expense); and (y) receive an
NBA credential at the Draft Combine to attend the on-court
activities set forth in subsection (a)(i) above; provided that if
the Players Association notifies the NBA that a player
participating in the Draft Combine is represented by asecond certified agent who does not already have an NBA
credential to attend the on-court activities set forth insubsection (a)(i) above, such second agent shall receive such
credential.
(ii)

Each player invited to the Draft Combine will be offered an
NBAGL contract covering the season immediately
following the Draft Combine. To benefit players, the NBA
shall also undertake to provide new media opportunities atthe Draft Combine for players who attend and participate in
the Combine Components.

(iii)

Mental health and wellness programming, jointly created by
the NBA and Players Association for players, will be
included as part of the Pre-Draft Information Program
presented at the Draft Combine.

408

Article XXIIIARTICLE XXIII
EXHIBITION GAMES AND
OFF-SEASON GAMES AND EVENTS
Section 1.

Exhibition Games.

Subject to the provisions of Paragraph 2 of the Uniform Player Contract,
players shall be required to participate in Exhibition games between an NBA
Team and a non-member of the NBA at any location, within or outside theUnited States, subject to the following conditions:(a) The NBA shall supervise the arrangements made with respect totournaments or series conducted outside the United States and theaccommodations provided to NBA players participating in such foreign
tournaments or series.
(b) The NBA shall use its best efforts to establish an Exhibition gameschedule pursuant to which excessive travel will be avoided and reasonable
periods of time between games will be allotted.
(c) In any year in which it is played, the annual Basketball Hall of Fame
Exhibition game shall be considered as one of the six (6) Exhibition games
prior to the Regular Season referred to in Paragraph 2 of the Uniform Player
Contract.
Section 2.

Inter-squad Scrimmage.

In addition to the Exhibition games provided for by Paragraph 2 of the
Uniform Player Contract, and during each of the playoff series conductedduring the term of this Agreement, any Team that qualifies for the playoffs
but is not required to participate in the first round thereof may arrange andrequire its players to participate in one inter-squad game or scrimmage withanother similarly-situated Team, provided that such game or scrimmage is
not open to members of the general public.
Section 3.

Off-Season Basketball Events.

(a) No player may play in any public off-season basketball game,summer league, or public exhibition or competition of basketball skills (e.g., aArticle XXIII

409

slam dunk contest or a “tour” organized by an NBA business partner) (each,a “Basketball Event”) unless such Basketball Event is approved in writingby the NBA for NBA player participation and complies with the terms andconditions of this Section 3. The NBA will consider an off-season
Basketball Event for approval only if a request for such approval issubmitted in writing to the NBA, and only if the arrangements made withrespect to any such off-season Basketball Event are confirmed in writing to
the NBA and satisfy the following requirements, in addition to such otherreasonable requirements as the NBA may impose:(i)

General Requirements .
(1) The Basketball Event takes place on or after July 1, but
in no event later than September 15 (or, in the case of asummer league, September 1);(2) Prior to the Basketball Event, each participating player
receives the express written consent of his Team toparticipate in the Basketball Event;(3) The person(s) organizing the Basketball Event obtains
disability insurance for the benefit of each participating
player’s Team, in an amount acceptable to the NBA(provided, however, that this requirement shall not apply
to summer leagues); and(4) The names and logos of the NBA and/or any NBA
Team are not used or referred to in connection with theBasketball Event, unless the NBA provides express
written authorization for such use.

(ii)

Additional Charitable Game Requirements . The NBA

will consider an off-season charitable game for approval only
if, in addition to the general requirements set forth in
Section 3(a)(i) above and such other reasonablerequirements as the NBA may impose, the arrangements
made with respect to such charitable game also satisfy thefollowing:(1) The Players Association approves the game (whichapproval shall not be unreasonably withheld);

410

Article XXIII(2) All proceeds from the sale of tickets to the game andother sources of revenue from the game(e.g., sponsorship revenue) less reasonable expenses
incurred to conduct the game are used for charitablepurposes;(3) The game is officiated by NBA referees assigned by the
NBA to officiate the game. The person or entity
organizing the game will be responsible for paying theofficiating fees and the actual expenses incurred for thereferees’ lodging and transportation to and from thereferees’ homes to the site of the game;(4) There is at least one (1) NBA Team trainer and at leastone (1) physician present at the game;(5) The name or likeness of an NBA player is not used, orreferred to, in advertisements or promotions for or
related to the game, except that if the organizer of thegame is an NBA player, such organizer-player’s name or
likeness may be used, or referred to, in suchadvertisements or promotions;(6) Only current or former professional basketball players
participate in the game;(7) The game is not accompanied by an exhibition orcompetition of basketball skills (such as a slam dunk
contest), unless such exhibition or competition has been
separately approved in writing by the NBA and thePlayers Association;(8) Participating players are not paid or compensated (inexcess of per diem and actual reasonable expenses
incurred in traveling to and participating in the game);(9) The organizer guarantees that the game will produce atleast $100,000 for charity, and, if directed by the NBA
and the Players Association, the organizer (or a third
party if the organizer itself is a charity) posts security forsuch amount in a form satisfactory to the NBA and theArticle XXIII

411

Players Association which grants the NBA and/or thePlayers Association the right to sue to recover suchamount for the benefit of the charity;(10) The game is played in the United States or Canada;and(11) The organizer agrees to provide the NBA and thePlayers Association with an audited statement ofrevenues and expenses, in a form acceptable to the NBA
and the Players Association, within sixty (60) days
following the game.
(iii)

Additional Summer League Requirements . The NBA

will consider an off-season summer league for approval only
if, in addition to the general requirements set forth in
Section 3(a)(i) above and such other reasonablerequirements as the NBA may impose, the arrangements
made with respect to each summer league game in which an
NBA player participates also satisfy the following:(1) Participating players are not paid or compensated(except as provided under Section 4(c) below);(2) NBA players do not participate in an exhibition orcompetition of basketball skills (such as a slam dunk
contest), unless such exhibition or competition has been
separately approved in writing by the NBA;
(3) There is at least one (1) trainer or at least one (1)physician or other emergency medical personnel present
at the game; and(4) The game is played in the United States or Canada.
(b) Notwithstanding any other terms of this Section 3, and without
limiting the right of the NBA to approve all arrangements of a proposed
Basketball Event, the NBA may, in its sole discretion, require, as a conditionof its approval of a Basketball Event (other than a charitable game orsummer league), that the Basketball Event organizer pay an appropriate feeto the NBA prior to the commencement of the Basketball Event.

412

Article XXIII(c) For purposes of this Section 3, off-season games in which an NBA
player participates on behalf of his national basketball federation as part ofan international FIBA competition (e.g., the Olympics and FIBA Basketball
World Cup), and the preparatory Exhibition games in connection therewith,are excluded from the definition of “Basketball Event”; provided, however,that such exclusion shall not apply to any preparatory Exhibition game(other than games involving the U.S. national team) played and/or telecastin the United States.
(d) Notwithstanding anything to the contrary in this Agreement, a
Veteran Free Agent remains subject to the provisions of this Section 3 until
the September 1 following the last Season of his Player Contract; provided,
however, that any such Veteran Free Agent shall be permitted to sign acontract with and play in basketball games for a team in a professional
basketball league other than the NBA beginning on the July 1 immediately
following such Season (or prior to July 1 if approved in writing by the NBA).
(e) The NBA shall have the exclusive right to (and to authorize third
parties to) telecast or broadcast by radio any Basketball Event (in whole orin part) that is approved for NBA player participation in accordance withthis Section 3.
(f) Notwithstanding anything else in this Article XXIII, the NBA, inconsidering and acting upon a request for approval of a summer league,charity game, or other Basketball Event, does not consider or apply safety
requirements for such leagues, games, or events.
Section 4.

Summer Leagues.

(a) No NBA Team may simultaneously enroll more than four (4)Veterans in any summer basketball league during an off-season. For
purposes of this Section 4(a), the following players are not considered
Veterans:(i)a player who has never signed a Player Contract or whose
first Player Contract begins with the Season immediately
following the off-season in which such summer league is tobe conducted;(ii)

a player not under contract to an NBA Team at the time heenrolls in such summer league;

Article XXIII

413

(iii)

a player under contract to an NBA Team but who missed
twenty-five (25) or more of the Team’s games during theRegular Season immediately preceding such off-season due
to injury or illness; and(iv)

a player who played for a team in the NBAGL or any other
U.S.-based professional league during all, or any portion, of
the Regular Season immediately preceding such off-season.

(b) Prior to playing in a summer basketball league, each player who isunder contract with a Team for the following Season shall be provided byhis Team, and requested to sign a “Notice to Veteran Players Concerning
Summer Leagues” in the form attached hereto as Exhibit E.
(c) The only compensation that may be paid by a Team or any personor entity affiliated with a Team to a player participating in a summer
basketball league is a reasonable expense allowance for: (i) meals, but nogreater than that set forth in Article III, Section 2; (ii) lodging; and(iii) transportation to and from the player’s home to the site of the summer
league, and to and from the site of the player’s lodging during the summer
league to the site of summer-league-related activities. In addition, the Teammay purchase a disability insurance policy for the player covering the termof the applicable summer league.
(d) No Team shall schedule, and no player shall participate in, a summer
basketball league that is scheduled to extend, or does in fact extend, past
September 1 of any calendar year.

414

Article XXIV

ARTICLE XXIVPROHIBITION OF NO-TRADE CONTRACTS
Section 1.

General Limitation.

No Player Contract may contain any prohibition or limitation of an NBA
Team’s right to assign such Contract to another NBA Team.
Section 2.

Exceptions to General Limitation.

Notwithstanding the provisions of Section 1 of this Article XXIV:(a) A Player Contract may contain (in Exhibit 4 to such Player Contract)a provision entitling a Player to earn Compensation if the player’s Uniform
Player Contract is traded (“trade bonus”) subject to the following:(i)

A trade bonus shall be payable only the first time that theContract is traded; provided, however, that if a Contract issigned in connection with an agreement to trade theContract in accordance with Article VII, Section 8(e) and theContract contains a trade bonus, the bonus shall not apply
to such initial trade but shall instead be payable only thesecond time the Contract is traded.

(ii)

A trade bonus shall not exceed fifteen percent (15%) of theBase Compensation remaining to be earned by the player
pursuant to the Contract at the time of the trade (excluding
an Option Year if not yet exercised).

(iii)

The only allowable amendments to Exhibit 4 to a Uniform
Player Contract shall be as follows:(A)

The specification of the amount of the trade bonus
to be paid to the player, expressed as either (1) aspecified percentage of the Base Compensation
remaining to be earned under the Contract at thetime of the trade (excluding an Option Year if not
yet exercised), or (2) a specified dollar amount not toexceed a specified percentage of Base Compensation
remaining to be earned under the Contract at theArticle XXIV

415

time of the trade (excluding an Option Year if not
yet exercised).
(B)

(iv)

If a Player Contract contains a trade bonus that has
not previously been earned:(1)

In connection with an Extension (other thanpursuant to an agreement to trade theextended Contract in accordance with
Article VII, Section 8(e)), to: (a) modify theamount of the trade bonus to be paid to theplayer (subject to Sections 2(a)(ii) and2(a)(iii)(A) above), or (b) provide that thetrade bonus provision will not be applicableto the extended term of the Contract;(2)

In connection with an Extension pursuant toan agreement to trade the extended Contractin accordance with Article VII, Section 8(e),to: (a) reduce the amount of the trade bonus
to be paid to the player (subject toSections 2(a)(ii) and 2(a)(iii)(A) above); or(b) provide that the trade bonus provision
will not be applicable to the extended termof the Contract; or(3)

In connection with the trade of a Player
Contract (other than pursuant to anagreement to trade an extended Contract inaccordance with Article VII, Section 8(e)), to
reduce the amount of the trade bonus to be
paid to the player (subject to Sections 2(a)(ii)
and 2(a)(iii)(A) above).

A Contract that does not contain a trade bonus when signed
cannot be amended to add one except that: (A) if theContract is extended (other than pursuant to an agreement
to trade the extended Contract in accordance with Article
VII, Section 8(e)), the Contract may be amended
simultaneously to provide for a trade bonus that will be416

Article XXIV
payable only the first time that the Contract is tradedfollowing the signing of the Extension (and not as a resultof any subsequent trade), and (B) if the Contract is extended
pursuant to an agreement to trade the extended Contract inaccordance with Article VII, Section 8(e), the Contract may
be amended simultaneously to provide for a trade bonus thatshall not apply to such initial trade but shall instead bepayable only if the extended Contract is traded a second time(and not as a result of any subsequent trade).
(v)

If, in connection with an Extension, a Contract is amended
to provide that a trade bonus that has not been previously
earned will not be applicable to the extended term (pursuant
to Section 2(a)(iii)(B)(1)(b) or 2(a)(iii)(B)(2)(b) above), theextension must include a replacement Exhibit 4 to theContract with the same terms as the original Exhibit 4, butalso providing that “The foregoing trade bonus shall not beapplicable with respect to the extended term of thisContract.” To illustrate the foregoing, assume that a player
and Team agree at the time of signing of an Extension thatthe trade bonus contained in the original Contract shall not
be applicable to the extended term. In such case: (A) if theplayer is first traded under the Contract during the remainderof the original term of the Contract (i.e., prior to the first yearof the extended term), then the player’s trade bonus shall becalculated based solely on the Base Compensation remaining
to be earned by the player pursuant to the original term of
the Contract (and not on any Base Compensation payable to
the Player in respect of the extended term); and (B) if theplayer is first traded under the Contract at any time during
the extended term, then the trade bonus would not apply tosuch initial trade or any subsequent trade of the Contract
during the extended term.

(vi)

In no event shall a trade bonus in a Contract be payable
more than once.

(b) A Player Contract entered into by a player who has eight (8) or moreYears of Service in the NBA and who has rendered four (4) or more Yearsof Service for the Team entering into such Contract may contain aArticle XXIV

417

prohibition or limitation of such Team’s right to trade such Contract toanother NBA Team.

418

Article XXVARTICLE XXVLIMITATION ON DEFERRED COMPENSATION
Section 1.

General Limitation.

No Uniform Player Contract may provide for Deferred Compensation
for any Season that exceeds twenty-five percent (25%) of the player’s
Compensation for such Season.
Section 2.

Attribution.

All Player Contracts shall specify the Season(s) to which any Deferred
Compensation is attributable.

Article XXVI

419

ARTICLE XXVITEAM RULES
Section 1.

Establishment of Team Rules.

Each Team may maintain or establish rules with which its players shallcomply at all times, whether on or off the playing floor; provided, however,that such rules are in writing, are reasonable, and do not violate theprovisions of this Agreement or the Uniform Player Contract.
Section 2.

Notice.

Any rule(s) established by a Team pursuant to Section 1 above shall be
provided to the Players Association prior to the distribution of such rule(s)to that Team’s players.
Section 3.

Grievances Challenging Team Rules.

The Players Association may file a Grievance challenging thereasonableness of a rule established by a Team pursuant to Section 1 above,and the Team’s imposition of discipline on a player for a violation of suchrule, within thirty (30) days from the date upon which the imposition of suchdiscipline on the player became known or reasonably should have become
known to the player. No ruling by the Grievance Arbitrator finding a Team
rule unreasonable may be applied retroactively as to any player other thanthe player on whose behalf the Grievance was filed.

420

Article XXVIIARTICLE XXVIIRIGHT OF SET-OFF
Section 1.

Set-off Calculation.

(a) When a Team (“First Team”) terminates a Player Contract (“First
Contract”) in circumstances where the First Team, following thetermination, continues to be liable for unearned Base Compensation(i.e., unearned as of the date of the termination) called for by the First
Contract (including any unearned Deferred Base Compensation), the First
Team’s liability for such unearned Base Compensation shall be reduced pro
rata by a portion of the compensation earned by the player (for services asa player) from any professional basketball team(s) (the “SubsequentTeam(s)”) during each Salary Cap Year covered by the term of the First
Contract (including, but not limited to, compensation earned but not paid
during such period). The amount of the reduction in the First Team’s
liability (the “set-off” amount) shall be calculated for each Salary Cap Year
covered by the term of the First Contract as follows:
STEP 1: Calculate the total compensation earned by the player (for services
as a player) from the Subsequent Team(s) during the Salary Cap
Year.
STEP 2: Subtract from the result in Step 1 (i) if the player had zero (0) Yearsof Service at the time the First Contract was terminated, theMinimum Annual Salary applicable to such player for the Salary
Cap Year in which the First Contract was terminated, or (ii) if theplayer had one (1) or more Years of Service at the time the First
Contract was terminated, the Minimum Annual Salary applicable
to a player with one (1) Year of Service for the Salary Cap Year inwhich the First Contract was terminated.
STEP 3: If the result in Step 2 is zero (0) or a negative amount, there is no
reduction in the First Team’s liability for unearned Base
Compensation in respect of the relevant Salary Cap Year. If theresult in Step 2 is a positive amount, the reduction in the First
Team’s liability for unearned Base Compensation in respect of therelevant Salary Cap Year shall equal fifty percent (50%) of suchamount.

Article XXVII

421

Notwithstanding anything to the contrary in this Article XXVII, a Teamshall not be required to enforce its set-off right against a player in respect ofcompensation earned by the player from any non-NBA SubsequentTeam(s). The First Team may require that the player provide the First Teamwith evidence (such as a copy of the player’s new contract) of thecompensation to be earned by the player in connection with his services for
any Subsequent Team(s).
(b) For the purposes of this Article XXVII, (i) a “professional basketballteam” shall mean any team in any country that pays money or compensationof any kind to a basketball player for rendering services to such team (otherthan a reasonable stipend limited to basic living expenses); and(ii) “compensation” earned by a player shall include all forms ofcompensation (including, without limitation, any non-cash compensation)other than benefits comparable to the type of benefits (e.g., medical anddental insurance) provided to an NBA player in accordance with Article IV
above, travel and moving expenses, and any car and housing provided
temporarily by a professional basketball team to the player during the periodof time for which the player renders services to such team. Notwithstanding
anything to the contrary in this Article XXVII, when a player receives
compensation from a non-NBA Subsequent Team on a net-of-tax basis,then for purposes of calculating the amount of set-off to which the NBA
Team is entitled pursuant to this Article XXVII, such compensation fromthe non-NBA Subsequent Team shall be deemed to equal the net-of-tax
compensation divided by 0.65 (reflecting a deemed thirty-five percent (35%)
tax rate); provided, however, that such adjustment to the player’s
compensation from the non-NBA Subsequent Team shall not be made, orshall be modified accordingly, if the player can establish that taxes in respectof the player’s compensation calculated under this provision were not paid,
or exceed the actual amount paid, by the player’s non-NBA SubsequentTeam.
(c) Without limiting any other rights the First Team has, in the event a
player’s Compensation is reduced pursuant to this Article XXVII and theTeam is unable to effect all or a portion of the reduction through payroll
deductions, the NBA shall have the right to direct any Subsequent Teamthat is an NBA Team to withhold any unrecouped amounts from theplayer’s Compensation under his new Uniform Player Contract and remit
such amounts to the First Team. To the extent such remedy is insufficientto effect a full recoupment of the set-off amount, the NBA and Players

422

Article XXVIIAssociation shall negotiate in good faith to agree on such supplemental
measures as are appropriate to effect such recoupment.
Section 2.

Successive Terminations.

In the event of successive terminations by NBA Teams of Player
Contracts involving the same player, the Team first to terminate shall beentitled to the right of set-off provided for by this Article XXVII until its
Compensation liability has been eliminated in its entirety, and the right of
set-off shall then pass in order to the Team(s) terminating any subsequentContract(s).
Section 3.

Deferred Compensation.

In calculating the amount of set-off to which a Team may be entitledpursuant to this Article XXVII, the unearned Deferred Compensation
payable to a player for or with respect to a period covered by the terminatedContract shall be discounted on an annual basis by a percentage equal to theprime rate reported in the “Money Rates” column or any successor columnof The Wall Street Journal and in effect at the time the agreement providing
for such Deferred Compensation was made.
Section 4.

Waiver of Set-off Right.

A Team and a player may agree in an amendment to an already-existing
Player Contract to modify or eliminate the set-off right provided in this
Article XXVII, but only pursuant to and to the extent allowed by Article II,
Section 3(p).
Section 5.

Stretched Protected Salary.

(a) In the event (i) a Team terminates a Player Contract and the paymentof the player’s protected Compensation for any remaining Salary Cap
Year(s) under the First Contract is stretched in accordance with Article II,
Section 4(k) (the “mandatory stretch provision”), and (ii) the player
subsequently earns compensation from another professional basketballteam triggering a right of set-off under this Article XXVII, the amount of
set-off to which the First Team may be entitled shall be calculated based on
the unearned Base Compensation in respect of each Salary Cap Year coveredby the term of the First Contract as provided in such Contract (and not withregard to how such protected Base Compensation amounts are payable toArticle XXVII423

the player pursuant to the mandatory stretch provision). The set-off amountin respect of each remaining Salary Cap Year under the First Contract inwhich the related unearned Base Compensation is stretched in accordancewith the mandatory stretch provision shall be allocated such that each of theplayer’s stretched protected Compensation payments in respect of theapplicable Salary Cap Year are reduced on an equal basis over the applicable
stretch period (i.e., for the first Salary Cap Year with respect to which aplayer’s protected Compensation is stretched, over the entire stretch period,and for any subsequent Salary Cap Years, over the remaining stretch period).
In no event shall a Team be entitled to set-off under a First Contract inrespect of compensation earned by a player (for services as a player) from a
Subsequent Team(s) during a Salary Cap Year occurring after the term of
the First Contract.
(b) In the event the First Team elects to stretch the player’s Salary under
the First Contract for Salary Cap purposes in accordance with Article VII,
Section 7(d)(6) (or had, prior to the effective date of this Agreement, madesuch election in accordance with Article VII, Section 7(d)(6) of the 2017
CBA), then the set-off amount in respect of each remaining Salary Cap Year
covered by the term of the First Contract that is stretched for Salary Cap
purposes in accordance with Article VII, Section 7(d)(6) shall be allocatedequally to reduce the player’s re-attributed Salary amounts over theapplicable stretch period in the manner described in Section 5(a) above.
(c) The following examples are for clarity:(X) Assume (i) a player has protected Compensation of $3 million in
respect of the 2023-24 Season and is being paid by the First Team at a rateof $1 million over three (3) Seasons in accordance with the mandatory
stretch provision and (ii) the amount of set-off to which the First Team isentitled under this Article XXVII with respect to the 2023-24 Season is$600,000, then (1) the $600,000 set-off amount would be allocated to eachof the three (3) Seasons at a rate of $200,000 per Season and (2) the $200,000
set-off amount for each Season would be deducted in equal installmentsfrom each of the player’s protected Compensation payments each Season.
(Y) Assume: (i) a player has remaining protected Compensation of$9 million ($3 million each for the 2023-24, 2024-25, and 2025-26 Seasons,respectively) under the First Contract; (ii) the First Team requests waiverson the player on September 5, 2023 and the First Contract is terminated on

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Article XXVII

September 7, 2023; (iii) the player later signs a Player Contract with
Subsequent Team A that provides for a term covering the 2023-24 through2024-25 Seasons; and (iv) the set-off amount to which the First Team isentitled under this Article XXVII in respect of the player’s Contract with
Subsequent Team A is $600,000 in respect of the 2023-24 Season and$600,000 in respect of the 2024-25 Season. (There is no set-off amountunder the First Contract in respect of the 2025-26 Season given these facts
because the term of the Contract with Subsequent Team A does not coverthe 2025-26 Season.) Under these facts: (1) with respect to the 2023-24
Season, the player’s $3 million of protected Compensation under the First
Contract would be reduced by the applicable $600,000 set-off amount andhis reduced protected Compensation amount of $2.4 million would bepayable in accordance with the payment schedule set forth in the First
Contract; (2) the player’s $6 million of protected Compensation under theFirst Contract in respect of the 2024-25 and 2025-26 Seasons would (absent
a right of set-off pursuant to this Article XXVII) be paid by the First Teamat a rate of $1.2 million per Season over five (5) Seasons in accordance withthe mandatory stretch provision; and (3) as a result of the $600,000 set-off
amount to which the First Team is entitled in respect of the 2024-25 Season,
the $1.2 million stretched protected Compensation payments described in(2) above would each be reduced to $1.08 million (i.e., by $120,000 per
Season over the five-Season stretch period covering the 2024-25 through2028-29 Seasons).
(Z) Assume the same facts as in example (Y) above and that on
October 1, 2025, the player signs a Player Contract with Subsequent Team B
covering the 2025-26 Season and the set-off amount to which the First
Team is entitled under this Article XXVII in respect of such Contract is$500,000. In such case, the player’s aggregate then-remaining protected
Compensation would be further reduced by the additional $500,000 set-off
amount such that the player’s remaining stretched protected Compensation
payments that would (absent this additional right of set-off pursuant to this
Article XXVII) be paid by the First Team at a rate of $1.08 million per
Season over the remaining four (4) Seasons of the mandatory stretch period
would each be reduced to $955,000 (i.e., by $125,000 per Season over the
four-Season remaining stretch period covering the 2025-26 through 2028-29
Seasons.

Article XXVIII

425

ARTICLE XXVIIIMEDIA RIGHTS
Section 1.

League Rights.

The Players Association agrees that the NBA, all League-related entities(including, but not limited to, NBA Properties, Inc. and NBA Media
Ventures, LLC) that generate BRI, and NBA Teams have the right during
and after the term of this Agreement to use, exhibit, distribute, or license
any performance by the players, under this Agreement or the Uniform
Player Contract, in any or all media, formats or forms of exhibition anddistribution, whether analog, digital, or other, now known or hereafter
developed, including, but not limited to, print, tape, disc, computer file,
radio, television, motion pictures, other audio-visual and audio works,
Internet, broadband platforms, mobile platforms, applications, and other
distributions platforms (collectively, “Media”).
Section 2.

No Suit.

The Players Association, for itself and present and future NBA players,
covenants not to sue (or finance any suit against) the NBA, all League related
entities (including NBA Properties, Inc. and NBA Media Ventures, LLC)
that generate BRI, and all NBA Teams, or, any of their respective past,present, and future owners (direct and indirect) acting in their capacity as
owners of any of the foregoing entities, officers, directors, trustees,
employees, agents, attorneys, licensees, successors, heirs, administrators,
executors, and assigns, with respect to the use, exhibition, distribution, or
license, in any or all Media, of any performances by any player rendered
under this Agreement or prior collective bargaining agreements, or under
Player Contracts made pursuant thereto; provided, however, that thisSection 2 shall not apply to any Endorsement, as defined in Section 3 below,
any Unauthorized Sponsor Promotion, as defined in Paragraph 14(e) of the
Uniform Player Contract, or any action of the Players Association pursuant
to Section 3 (f) below.
Section 3.

Unauthorized Endorsement/Sponsor Promotion.

(a) Section 1 above does not confer any right or authority for the NBA,
any League related entity or any NBA Team to (i) use, or authorize any third426

Article XXVIII

party to use, any performance by a player in any way that constitutes anunauthorized endorsement by such player of a third party brand, product orservice (“Endorsement”), or (ii) authorize any third party to use any
performance by a player in any way that constitutes an UnauthorizedSponsor Promotion as defined in Paragraph 14(e) of the Uniform Player
Contract.
(b) For purposes of clarity, and without limitation: (i) it shall not be an
Endorsement for the NBA, a League-related entity, or an NBA Team to use,
or authorize others to use, including, without limitation, in third party
advertising and promotional materials, footage and photographs of aplayer’s participation in NBA games or other NBA events that do not
unduly focus on, feature, or highlight, such player in a manner that leads thereasonable consumer to believe that such player is a spokesman for, or
promoter of, a third-party commercial product or service; provided that thepreceding sentence is independent of and is not relevant to determining
whether a use is or is not an Unauthorized Sponsor Promotion; and (ii) any
use of a player’s Player Attributes that has been expressly authorized by theplayer (not including the Uniform Player Contract) shall not be an
unauthorized Endorsement or an Unauthorized Sponsor Promotion.
(c) Any dispute regarding whether a use of any performance by a player
is or is not an Unauthorized Sponsor Promotion shall be determined by the
expedited System Arbitration process described in Paragraph 14(f) of the
Uniform Player Contract.
(d) For purposes of clarity, nothing in this Agreement or the Uniform
Player Contract shall limit the rights of the NBA, all League-related entities
that generate BRI, and NBA Teams to provide, and authorize others toprovide, advertising and promotional opportunities within NBA games or
NBA or Team events and NBA-related or Team- related content; it being
understood that nothing in this sentence is intended to authorize the NBA,
any League-related entity or any NBA Team to use, or authorize any third
party to use, any Player Attributes in any way (w) that constitutes anunauthorized Endorsement, (x) in the creative elements incorporated intosuch advertising executions that constitute an Unauthorized Sponsor
Promotion, or (y) in the creative elements in promotional opportunities thatare not Promotional Enhancements that are Unauthorized Sponsor
Promotion. For purposes of the foregoing, examples of “advertising”
include 30-second commercials, video pre-rolls and courtside signage.

Article XXVIII427(e) Nothing in Section 3(d)(x) or (y) above shall limit the right of atelecaster or distributor of NBA games, NBA or Team events, or
NBA-related or Team-related content to use, or authorize others to use,
third party Promotional Enhancements in telecasts or other distribution ofsuch games, events, or content in accordance with this Section 3(e). For
purposes of this Section 3(e), “Promotional Enhancements” means:(i) virtual images, graphics, and/or text that are superimposed on the video
and/or audio depiction of the NBA game, NBA or Team event, or
NBA-related or Team-related content; (ii) non-virtual signage or otherphysical displays otherwise visible in the telecast or other distribution of the
NBA game, NBA or Team event, or NBA-related or Team-related content(for purposes of clarity, clauses (i) and (ii) above do not include still images
except in game and program telecasts); and (iii) other promotional
opportunities for Telecasters (as defined in Paragraph 14(f) of the Uniform
Player Contract) consistent with past practice as permitted under the 2017
CBA. Examples of Promotional Enhancements include branded backboard
slide-outs, branded feature trackers, sponsored starting lineups, branded
virtual lineups, virtual courtside signage, virtual court signage, branded
statistical presentations, studio show backdrops, branded halftime desk
signage, a sponsored “Top Plays” feature, and a sponsored “audio drop-in”
mention. Creative elements incorporated into virtual signage Promotional
Enhancements are not authorized under this Section if they otherwise are
Unauthorized Sponsor Promotion.
(f) Notwithstanding the foregoing, in addition to any other rights thePlayers Association may have, (A) if a telecaster or other distributor of NBA
games, NBA or Team events, or NBA-related or Team-related content uses,
or authorizes others to use, Player Attributes in creative elements withinpromotional opportunities in telecasts or other distribution of such games,
events or content (i) in a manner that (x) is not covered by Section 3(e)(iii)
above, and (y) unduly promotes the products or services of a sponsor, and(ii) the promotion of the sponsor’s products or services within suchpromotional opportunity is more prominent than the NBA content, towhich it relates, taken as a whole, then the Players Association shall notify
the NBA in writing, and (B) the NBA shall have a period of fifteen (15) days
to cause the telecaster or distributor to cease or modify such creative
elements (“Cure”). If the NBA fails to Cure pursuant to the preceding
sentence, then the Players Association may sue the NBA for any resulting
damages to the Players Association’s commercial group licensing business,

428

Article XXVIII

with the NBA responsible for the violation and such damages even if the
NBA did not authorize such promotional opportunity.
(g) For purposes of clarity, nothing contained in this Article XXVIII or
in Paragraph 14 of the Uniform Player Contract shall prohibit the inclusionof a sponsor’s name and/or logo on a jersey patch, and any depiction of aplayer wearing a jersey that includes such a jersey patch shall not, by reasonof the jersey patch alone, constitute an unauthorized Endorsement, an
Unauthorized Sponsor Promotion, or a violation of Section 3(f) above.
Section 4.

Reservation of Rights.

The Players Association expressly reserves its rights to bargain
collectively on the subject described in Section 1 above at the expiration ofthis Agreement. Such reservation shall not, however, preclude the NBAfrom contending that the subject described in Section 1 above is not a
mandatory subject of collective bargaining. The right of the NBA, League
related entities, and NBA Teams described in Section 1 above is in addition
to, and shall not limit nor be deemed to limit, derogate from or otherwise
prejudice, any and all rights that any one or all of them have heretofore
possessed or enjoyed, do now possess or enjoy or may hereafter possess or
enjoy.

Article XXIX

429

ARTICLE XXIXMISCELLANEOUS
Section 1.

Active List.

Each Team agrees to have at least twelve (12) and no more thanfifteen (15) players on its Active List and to have a minimum of eight (8)players on the bench for all Regular Season games; provided, however, thatfor no more than (a) two (2) consecutive weeks at a time, and (b) a total oftwenty-eight (28) days, a Team may have eleven (11) players on its Active
List. During the period from the day following the last day of the Season
until the day before the first day of the following Regular Season, themaximum number of players (including Two-Way Players) that a Team may
carry on its Active List shall be twenty-one (21). Players on the Inactive List
and Two-Way List shall be transferred to the Active List on the day
following the last day of the Season.
Section 2.

Roster Size.

(a) During the period from the first day of the Regular Season throughthe last day of the Regular Season (or, for Teams that qualify for the“postseason” (as defined below), through the Team’s last game of the
Season), each Team agrees to have either fourteen (14) or fifteen (15)players, in aggregate, on its Active List and Inactive List.
(b) Notwithstanding Section 2(a), during the Regular Season a Teammay have:(i)

Twelve (12) or thirteen (13) players, in aggregate, on its
Active List and Inactive List for no more than (A) two (2)consecutive weeks at a time, and (B) a total of twenty-eight(28) days; and(ii)

More than fifteen (15) players, in aggregate, on its Active andInactive List as a result of:(A)

The NBA authorizing the Team to sign a Player
Contract pursuant to the NBA’s hardship rules;
and/or430

Article XXIX
(B)

A player on the Team’s Active or Inactive List who(1) is unable to perform the playing services required
under his Player Contract during a period in which
he is subject to in-patient treatment prescribed by
the Medical Director of the Anti-Drug Program, and(2) has missed at least three (3) consecutive Regular
Season games because of such treatment.

A day shall count toward the limits set forth in Section 2(b)(i) above if theTeam had fewer than fourteen (14) players, in aggregate, on its Active Listand Inactive List at the end of such day.
(c) For each Two-Way Player that a Team places on the Active List orInactive List, the minimum and maximum roster size limits set forth in
Sections 2(a) and 2(b) above shall be increased by one (1) player for that
Team.
(d) Other than during the period set forth in Section 2(a) above, each
Team agrees to have no more than twenty-one (21) players, in aggregate, on
its Active List, Inactive List, and Two-Way List.
(e) For purposes of this Article XXIX, “postseason” means Play-In
Games and/or the playoffs.
Section 3.

Two-Way Roster.

(a) During the period from the first day of the Regular Season throughthe last day of the Season, a Two-Way Player shall be placed on his Team’s(i) Active List or Inactive List (as applicable) while the Two-Way Player isproviding services to the NBA Team, and (ii) Two-Way List at all othertimes.
(b) A Two-Way Player is not eligible to be designated on an NBA
Team’s postseason roster or participate in NBA postseason games, but ispermitted to travel and practice with the Team and remain on the Team’s
Inactive List during the NBA postseason; provided, however, that subject
to Section 4 below, a player who was previously a Two-Way Player but who,
prior to the start of the Team’s last Regular Season game, either signs aStandard NBA Contract in accordance with Article II, Section 11(h) or has
his Two-Way Contract converted by the Team to a Standard NBA Contract

Article XXIX

431

pursuant to Article II, Section 11(g), is eligible to be designated on an NBA
Team’s postseason roster and participate in NBA postseason games.
Section 4.

Postseason Eligibility Waiver Deadline.

Any player (including any Two-Way Player) with respect to whom arequest for waivers has been made after 11:59 p.m. eastern time on March 1
is not eligible to participate in postseason games during the then-current
Season unless the player has been acquired by a Team whose Active List is
reduced to eight (8) players due to injury or illness.
Section 5.

Minimum League-Wide Roster.

(a) If for two consecutive Regular Seasons, NBA Teams in theaggregate employ an average of less than fourteen and one-quarter (14.25)
players (excluding Two-Way Players) per Team, then for each Regular
Season covered by this Agreement that follows such consecutive two-year
period:(i)

The requirement set forth in Section 2(a) above that each
Team have either fourteen (14) or fifteen (15) players, inaggregate, on its Active and Inactive List shall be modified
so that each Team would for the remainder of the term of
this Agreement be required to have fifteen (15) players, inaggregate, on its Active and Inactive List; and(ii)

The rule set forth in Section 2(b)(i) above allowing a Teamto have twelve (12) or thirteen (13) players, in aggregate, on
its Active List and Inactive List for no more than (A) two (2)consecutive weeks at a time, and (B) a total oftwenty-eight (28) days shall be modified so that each Teamwould for the remainder of the term of this Agreement bepermitted to have thirteen (13) or fourteen (14) players, inaggregate, on its Active List and Inactive List for such time
periods (Sections 5(a)(i) and 5(a)(ii) together, the“League-Wide Roster Increase”).

(b) If for two consecutive Regular Seasons, NBA Teams in theaggregate employ an average of less than fourteen and one-half (14.5) players(excluding Two-Way Players) per Team, then the Players Association shallhave the option, exercisable within forty-five (45) days following the last day432

Article XXIXof the second of such two consecutive Regular Seasons, to amend Article II,
Section 11(b)(i) above such that, beginning on the first day of theimmediately following Salary Cap Year and continuing through theremaining term of this Agreement, no Team would be permitted to have on
its roster at any one time more than two (2) Two-Way Players (“PA Third
Two-Way Option”).
(c) The rules set forth in Sections 5(a) and 5(b) above shall be measured
following each Regular Season as follows:
STEP 1: For each player signed to a Standard NBA Contract(including a Rest-of-Season or 10-Day Contract) during a
Regular Season, determine the number of days during such
Regular Season that such player was carried on his Team’s
Active List or Inactive List (hereinafter “Duty Days”).
STEP 2: Determine the total Duty Days for all players for such
Regular Season by adding together the results for eachplayer from Step 1.
STEP 3: Multiply (x) the number of NBA Teams that played games
during the applicable Regular Season, by (y) the number ofdays during the Regular Season, by (z) fourteen andone-quarter (14.25) or fourteen and one-half (14.5), as
applicable.
STEP 4: If, for two consecutive Regular Seasons, the result in
Step 2 above is less than the applicable result in Step 3
above, then the League-Wide Roster Increase and/or PA
Third Two-Way Option, as applicable, will be triggered.
Section 6.

Games Played Requirement for Certain League Honors.

(a) Award Eligibility. No player shall be eligible for NBA Most
Valuable Player, NBA Defensive Player of the Year, NBA Most Improved
Player, All-NBA Team (First, Second, or Third), or NBA All-Defensive
Team (First or Second) honors (the “Applicable Generally Recognized
League Honors”) for a Season unless the player has satisfied at least one of
the following criteria (the “Award Eligibility Criteria”) in respect of such
Season: (1) the player played in at least sixty-five (65) Regular Season games;or (2) the player (A) played in at least sixty-two (62) Regular Season games,

Article XXIX

433

(B) suffered a “season-ending injury” (as defined below), and (C) played in
at least eighty-five percent (85%) of the Regular Season games played by his
Team prior to the player suffering such injury.
(i)

(ii)

For purposes of this Section 6, and notwithstanding
anything to the contrary in this Agreement:(A)

A “season-ending injury” is an injury that, in theopinion of a physician jointly selected by the NBA
and Players Association, makes it substantially more
likely than not that the player would be unable toplay through the May 31 following the date of suchinjury; and(B)

A player shall be considered to have played in a
Regular Season game if he played at least twenty (20)minutes of such game, provided that in respect of no
more than two (2) Regular Season games per Season,such player will be considered to have played in a
Regular Season game if he played at least fifteen (15)minutes and fewer than twenty (20) minutes in suchgame.

A player who fails to satisfy the Award Eligibility Criteria ina Season may nonetheless be deemed eligible for the
Applicable Generally Recognized League Honors if heprevails in either an Award Eligibility Grievance or an
Extraordinary Circumstances Challenge in respect of such
Season in accordance with the procedures set forth in
Sections 6(b) and 6(c) below. A player may not bring bothan Award Eligibility Grievance and an Extraordinary
Circumstances Challenge in respect of the same Season.

(b) Award Eligibility Grievance.
(i)

To prevail in an Award Eligibility Grievance in respect of a
Season, the player bears the burden of proving, by clear andconvincing evidence, that the Team willfully limited theplayer’s number of minutes played or games played during
the Regular Season with the intention of depriving the player

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Article XXIX
of eligibility for one or more of the Applicable Generally
Recognized League Honors for such Season. If the player
satisfies the burden and prevails in the proceeding, the sole
remedy shall be that the player is deemed eligible for the
Applicable Generally Recognized League Honors. For
clarity, neither the foregoing sentence nor anything else inthis Agreement shall limit or otherwise affect the right of the
NBA to impose discipline on a Team for conduct prejudicial
or detrimental to the best interests of the NBA in the eventa player prevails in an Award Eligibility Grievance against
such Team.
(ii)

Award Eligibility Grievances shall be heard by the System
Arbitrator.

(iii)

Notwithstanding any of the other provisions of thisAgreement, the procedures set forth in this Section 6(b) shallapply to the resolution of Award Eligibility Grievances. If
in connection with such disputes, there is any conflict
between the procedures set forth in this Section 6(b) andthose set forth elsewhere in this Agreement, the procedures
set forth in this Section shall control.

(iv)

A player may only bring an Award Eligibility Grievance inrespect of a Season if being awarded one of the Applicable
Generally Recognized League Honors in such Season could
impact whether the player is or could become eligible:(A)

Pursuant to Article II, Section 7(a)(i), to enter into aContract or Extension with a Maximum Annual
Salary in the first year covered by the Contract or
extended term, as applicable, in excess of twenty-five
percent (25%) of the Salary Cap by virtue ofsatisfying the Higher Max Criteria;(B)

Pursuant to Article II, Section 7(a)(ii), to enter into a
Designated Veteran Player Contract; or(C)

Pursuant to Article II, Section 7(e), to enter into a
Designated Veteran Player Extension.

Article XXIX

435

(v)

An Award Eligibility Grievance must be brought by a player
within two (2) days of the date on which it becomesmathematically impossible for the player to play sixty-five(65) Regular Season games in a Season; provided, however,that any such Grievance must be initiated no later than
11:59 p.m. eastern time on the day following the last day of
the Regular Season.

(vi)

A player may initiate an Award Eligibility Grievance against
a Team by serving a written notice thereof on the Team, witha copy of such written notice to be filed with the System
Arbitrator, the Players Association, and the NBA. Such
written notice shall be accompanied by a witness list,
relevant documents, and other evidentiary materials on
which the player intends to rely in his affirmative case. No
later than 11:59 p.m. eastern on the date following the dateon which the Team received written notice of the Award
Eligibility Grievance, the Team shall provide to the player,
the NBA, and the Players Association a witness list, relevant
documents, and other evidentiary materials on which theTeam intends to rely in its affirmative case. Absent a
showing of good cause, no party may proffer, refer to, or
rely on the testimony of any witness, document, or otherevidentiary material in its affirmative case that has not been
identified to the other side as required by thisSection 6(b)(vi).

(vii)

The System Arbitrator shall convene a hearing at the earliest
possible time, but in no event later than two (2) days
following the System Arbitrator’s receipt of notice of theAward Eligibility Grievance. The hearing shall take place byvideoconference and shall last no longer than one (1) day.
The Players Association, the NBA, and the player and Teamthat are parties to the proceeding shall each have the right toparticipate in the hearing.

(viii) The System Arbitrator shall render a decision not later thanthe day following the date of the hearing, and the decision
shall be accompanied by a written opinion. Notwithstanding
the foregoing, if the System Arbitrator determines that

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Article XXIX
expedition so requires, he/she shall accompany the decision
with a written summary of the grounds upon which thedecision is based, and a full written opinion may follow
within a reasonable time thereafter. The decision of the
System Arbitrator shall constitute full, final, and complete
disposition of the dispute and shall be binding upon theparties to this Agreement, and the player and Team that are
parties to the proceeding, and there shall be no appeal to the
Appeals Panel.
(ix)

Should circumstances warrant, each of the deadlines set
forth in this Section 6(b) may be reasonably modified byagreement of the NBA and Players Association.

(c) Extraordinary Circumstances Challenge.
(i)

To prevail in an Extraordinary Circumstances Challenge inrespect of a Season, the player bears the burden of proving
that:
(A)

Due to extraordinary circumstances, it was
impracticable for him to play in one (1) or more of
the Regular Season game(s) that he missed during
such Season;(B)

He would have satisfied the Award Eligibility
Criterion set forth in Section 6(a)(1) above if he had
played in every game that he missed due to theextraordinary circumstances (i.e., assuming that hewould have played twenty (20) minutes in each such
missed game); and(C)

As a result of the extraordinary circumstances, andtaking into account the totality of the circumstances,including whether the player did not play in other
Regular Season games in which he could have played
during such Season, it would be unjust to exclude theplayer from eligibility for the Applicable Generally
Recognized League Honors for such Season.

Article XXIX

437

(ii)

If the player satisfies the burden and prevails in theproceeding, the sole remedy shall be that the player isdeemed eligible for the Applicable Generally Recognized
League Honors.

(iii)

Extraordinary Circumstances Challenges shall be heard by
an independent expert jointly selected by the NBA andPlayers Association (the “Challenge Expert”).

(iv)

Notwithstanding any of the other provisions of thisAgreement, the procedures set forth in this Section 6(c) shallapply to the resolution of Extraordinary Circumstances
Challenges. If in connection with such disputes, there is any
conflict between the procedures set forth in this Section 6(c)and those set forth elsewhere in this Agreement, theprocedures set forth in this Section shall control.

(v)

An Extraordinary Circumstances Challenge must be brought
by a player in respect of a Season no earlier than 12:00 p.m.
eastern time on the last day of the Regular Season and nolater than 11:59 p.m. eastern time on the day following thelast day of the Regular Season.

(vi)

A player may initiate an Extraordinary Circumstances
Challenge by serving a written notice thereof on the NBA
and his Team, with a copy of such written notice to be filedwith the Challenge Expert and the Players Association. The
NBA may provide notice thereof to any Team with which
the player was under contract during the Season. The
player’s written notice shall be accompanied by a witness list,
relevant documents, and other evidentiary materials on
which the player intends to rely in his affirmative case. No
later than 11:59 p.m. eastern on the date following the dateon which the Team received written notice of theExtraordinary Circumstances Challenge, the Team shallprovide to the player, the NBA, and the Players Association
a witness list, relevant documents, and other evidentiarymaterials (if any) on which the Team intends to rely in its
affirmative case (if any). Absent a showing of good cause,neither the player nor the Team may proffer, refer to, or rely

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Article XXIX
on the testimony of any witness, document, or otherevidentiary material in its affirmative case that has not been
identified as required by this Section 6(c)(vi).
(vii)

The Challenge Expert shall convene a hearing at the earliest
possible time, but in no event later than two (2) days
following the Expert’s receipt of notice of the Extraordinary
Circumstances Challenge. The hearing shall take place byvideoconference and shall last no longer than one (1) day.
The player, the Players Association, the NBA, and any Teamfor which the player played during the Season shall have theright to participate in the hearing.

(viii) The Challenge Expert shall render a decision not later thanthe day following the date of the hearing, and the decision
shall be accompanied by a written opinion. Notwithstanding
the foregoing, if the Challenge Expert determines that
expedition so requires, he/she shall accompany the decision
with a written summary of the grounds upon which thedecision is based, and a full written opinion may follow
within a reasonable time thereafter. The decision shallconstitute full, final, and complete disposition of the matter.
(x)

Section 7.

Should circumstances warrant, each of the deadlines set
forth in this Section 6(c) may be reasonably modified byagreement of the NBA and Players Association.
Playing Rules and Officiating.

(a) Up to four (4) representatives of the Players Association, three (3)of whom shall be active or recently retired players selected by the Players
Association, shall be permitted to attend the meetings of and have a vote on
the NBA Competition Committee with respect to issues relating to the NBA
playing rules and officiating.
(b) The Players Association may, on behalf of the players, submit to theCommissioner monthly reports as to the conduct of referees, including
identifying individual referees by name. The NBA will consider, but is not
required to act, on such reports.

Article XXIX

439(c) The NBA and Players Association shall meet on a quarterly basis to
discuss the relationship and interactions between players and referees,
including any discipline imposed by the NBA on referees for conduct on
the playing court. Each party shall consider in good faith any
recommendations made by the other party at such meetings regarding
referee-player interactions.
(d) Upon a request from the Players Association, representatives of the
NBA Basketball Operations and Referee Operations Departments shallmeet annually with the Players Association and/or players to discuss issues
relating to NBA playing rules and officiating. The NBA will request that
representatives from the National Basketball Referees Association,
including current referees, attend any such meeting.
Section 8.

Postseason.

(a) The number of Teams participating in the playoffs shall equal
sixteen (16). Notwithstanding the foregoing, the NBA shall have the rightto increase the number of Teams participating in the playoffs.
(b) Each round of the playoffs shall be played in a best-of-seven-games
format.
(c) To determine which Teams qualify to participate as the seventh andeighth seeds in the playoffs for each Conference, each Season shall include
six (6) Play-In Games, to be played after the conclusion of the Regular
Season and prior to the first round of the playoffs. The determination ofwhich Teams shall participate in any Play-In Games shall be made based oneach Team’s Regular Season winning percentage.
(d) The Team with the seventh-highest winning percentage in each
Conference shall play the Team with the eighth-highest winning percentage
in its Conference in a Play-In Game (the “Seven-Eight Game”). The winnerof the Seven-Eight Game in each Conference shall participate in the playoffs
as the seventh seed in its Conference. The Team with the ninth-highest
winning percentage in each Conference shall play the Team with thetenth-highest winning percentage in its Conference in a Play-In Game (the“Nine-Ten Game”). The winner of the Nine-Ten Game shall play the loser
of the Seven-Eight Game in a Play-In Game, and the winner of that gameshall participate in the playoffs as the eighth seed in its Conference.

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Article XXIX

Section 9.

Game Tickets.

(a) In the event that a Team provides complimentary tickets to its
players, the Team may provide up to four (4) tickets per home game and up
to two (2) tickets per road game. Teams may sell additional tickets to players,provided that such sales shall be no less than the season ticket holder prices
for the applicable game. Seat locations for complimentary tickets provided
by a Team under this Section 9 must be in the lower bowl of the arena andmay not be on the floor (i.e., in front of the risers or permanent bowl seating
or inside the dashers) or in a luxury suite (i.e., a private, enclosed area that is
separate from the arena bowl, including, but not limited to, traditional
enclosed suites, event level (bunker) suites, and party suites).
(b) In the event that a Team provides complimentary tickets to its
players for road games, each player on the roster who travels with the Teamshall be provided the same number of tickets (i.e., either zero (0), one (1), or
two (2)).
(c) Teams are prohibited from providing tickets to players on otherTeams, and players are only permitted to accept tickets from their own
Team.
(d) Any player found to be re-selling complimentary or reduced-pricetickets will be prohibited from subsequently receiving such tickets from his
Team.
(e) In the event that a Team provides home-game tickets to its players,seat locations must be allocated to players based on seniority, with the mostsenior players (based on Years of Service) receiving the most favorable seat
locations.
(f) NBA Teams shall provide four (4) tickets to authorized
representatives of the Players Association to any home game at box officeprices, provided notice of such request is given at least forty-eight (48) hours
before the game.
(g) Each Team agrees to provide retired players with three (3) or moreYears of Service with the opportunity to purchase two (2) tickets at box
office prices to its NBA home games, and to hold such tickets for suchplayers, provided tickets are available and the retired players provide theArticle XXIX

441

Team with forty-eight (48) hours advance notice of their desire for suchtickets.
Section 10. League Pass.
Any player who is under a Uniform Player Contract, with the exceptionof 10-Day Contracts or Two-Way Contracts, shall receive a free League Pass
Broadband account in each Season of his Player Contract.
Section 11. Release for Fighting.
Each NBA Team (hereinafter “such Team”) hereby releases and waives
every claim it may have against any player employed by other NBA Teamsfor injuries sustained by any player in the employ of such Team which ariseout of, or in connection with, any fighting or other form of violent and/or
unsportsmanlike conduct during the course of any Exhibition, Regular
Season, Play-In, or playoff game.
Section 12. Limitation on Player Ownership.
(a) During the term of this Agreement, no NBA player may acquire or
hold a direct or indirect interest in the ownership of any NBA Team or inany company or entity, whether privately or publicly owned, that owns any
interest in any NBA Team; provided, however, that any player may have anownership of publicly-traded securities constituting less than one percent(1%) of the ownership interests in a company or entity that directly or
indirectly owns an NBA Team.
(b) Notwithstanding Section 12(a) above, and subject to Sections 12(c)and 12(d) below, during the term of this Agreement, the Players Associationor an affiliate of the Players Association may invest on behalf of all NBA
players in one or more private investment funds approved by the NBA toacquire passive, non-voting minority interests in one or more NBA Teamsin accordance with all applicable NBA rules and regulations (each, a “Private
Investment Fund”); provided, however, that any such investments shall be
subject to the following conditions and limitations:(i)

Any such investment must be passive and non-voting andmay not, at any time, exceed five percent (5%) of theaggregate committed capital of such Private Investment
Fund;

442

Article XXIX(ii)

The Players Association shall be subject to the same general
restrictions and rules as applicable to other investors in such
Private Investment Fund (e.g., compliance with applicable“accredited investor” requirements and minimum
investment thresholds);(iii)

Notwithstanding subparagraph (ii) above, the Players
Association shall be prohibited from holding or exercising
any active participation rights or roles, and from receiving
any enhanced information, with respect to a Private
Investment Fund, including serving on limited partner orother advisory committees of a Private Investment Fund;
and

(iv)

The Players Association shall be required to divest or reduce
its ownership interest in a Private Investment Fund if any of
the conditions set forth in subparagraphs (i)-(iii) above cease
to be met.

(c) Any Players Association investment in one or more Private
Investment Funds shall be subject to compliance with all applicable laws,
including but not limited to securities laws and federal labor law. If, at any
point, any Players Association investment or provision of this Section 12
does not comply with applicable laws, then the Players Association shall use
best efforts to, and cause the Private Investment Fund to, modify the termsof such investment and/or the parties will negotiate in good faith to modify
the terms of this Section 12, in each case, to the extent necessary to fullycomply with law and, if such modifications are not or cannot be negotiated,then (i) the applicable Players Association investment shall be divested infull and (ii) the applicable terms of this Section 12 shall be rendered voidand of no further force and effect.
(d) Immediately following the execution of this Agreement, the NBA
and the Players Association shall form a joint advisory committee (the“Investment Committee”) to study and discuss in good faith any issues
relating to (x) the Players Association’s or an affiliate of the Players
Association’s investment in Private Investment Funds in accordance with
Sections 12(b) and 12(c) above, as well as (y) a potential CBA modification
pertaining to (i) investment in Private Investment Funds by individual
players investing collectively through a pooled investment vehicle (aArticle XXIX

443

“Players Vehicle”), and/or (ii) investment by individual players in NBA
affiliated businesses, in each case taking into account all appropriate legal,business, and other considerations. Prior to any such investment, themembers of the Investment Committee, either jointly or independently
through each respective party, shall obtain the advice of counsel to thesatisfaction of both the NBA and the Players Association stating that suchinvestment complies with applicable labor laws, including, without
limitation, Section 302 of the Taft-Hartley Act of 1947 (Labor Management
Relations Act of 1947). For clarity, (1) no investment contemplated under
this Section 12(d) shall be permitted unless and until such time as the NBA
and the Players Association confirm to their satisfaction that suchinvestment would comply with all applicable laws, and (2) no investment by
a Players Vehicle in a Private Investment Fund or investment by players in
NBA affiliated businesses shall be permitted unless and until such time as
the NBA and the Players Association agree upon any new structures and/or
rules required for such investment.
(i)

The Investment Committee shall consist of three (3)representatives appointed by the NBA and three (3)representatives appointed by the Players Association. At
least one of the members appointed by each of the NBA and
the Players Association must be knowledgeable of private
investment funds and their structures. Unless otherwise
mutually agreed by the parties, Investment Committee
members may not have an ownership or other financial
interest in any Private Investment Fund.

(ii)

The Investment Committee may jointly retain such experts
as it deems necessary in order to conduct its work, which theparties expect to include investment and legal professionals.
The costs of such experts will be borne equally by the NBA
and the Players Association.

Section 13. Player Ownership in Independent WNBA Teams.
(a) Subject to Section 13(b) below and also subject to WNBA approvalin each case, and notwithstanding anything to the contrary in Article XIII,
Section 2(c), an NBA player may invest in a WNBA Team in which no Team
Owner (or family member of a Team Owner) has a direct or indirect
beneficial ownership interest (each such team, an “Independent WNBA

444

Article XXIX

Team”) on substantially similar terms to other third-party investors, subject
to the following conditions and limitations:(i)

An NBA player’s ownership interest in an Independent
WNBA Team may not, at any time, exceed four percent(4%) of such Independent WNBA Team;(ii)

NBA players may not in the aggregate hold more than aneight percent (8%) ownership interest in any Independent
WNBA Team;(iii)

An NBA player may hold an ownership interest in only
one (1) Independent WNBA Team at any one time;(iv)

Any NBA player investing in an Independent WNBA Teamshall be subject to WNBA restrictions, rules, and penalties,
as imposed and enforced by the WNBA, applicable to other
WNBA team owners (e.g., relating to tampering, publiccomments on collectively bargained matters, and penalties
for misconduct);(v)

Notwithstanding subparagraph (iv) above, an NBA player
shall be prohibited from holding any governance rights orroles with respect to an Independent WNBA Team in which
he holds an ownership interest or with respect to the
WNBA, including participation on WNBA team or WNBA
league governing bodies;(vi)

NBA players’ receipt of information with respect to the
Independent WNBA Team and the WNBA shall be limited
to annual audited team financials and any required tax
information;(vii)

An NBA player may be required by the NBA to divest or
reduce his ownership interest in an Independent WNBATeam if any of the conditions set forth in subparagraphs(i)-(vi) above cease to be met; and(viii) In the event an Independent WNBA Team in which an
NBA player is invested proposes to sell a “controlling
ownership interest” to a Team Owner (or family member ofArticle XXIX

445

a Team Owner), any NBA player investor in such
Independent WNBA Team will be required to dispose of its
entire ownership interest in such Independent WNBA
Team, including through the exercise of any tag-along or
drag-along rights applicable to such ownership interest. For
purposes of this Section 13, a “controlling ownershipinterest” means a majority of the voting or equity interestsin, or contractual control of, the Independent WNBA Team.
If the Independent WNBA Team’s existing governing
agreements do not contain provisions with such rights, thensuch agreements shall be amended in connection with an
NBA player’s investment to create customary tag-along or
drag-along rights with respect to the player’s interests, andsuch amendment shall be a condition to such NBA player’s
investment. For clarity, in the event an Independent WNBATeam in which an NBA player is invested proposes to sellless than a controlling ownership interest to a Team Owner(or a family member of a Team Owner), such proposedtransaction will not be in compliance with Section 13(a)(1)
above unless such NBA player disposes of his entire
ownership interest in such Independent WNBA Team by
selling to a person or entity that is not a Team Owner (or afamily member of a Team Owner), prior to such proposedsale.
(b) NBA player investment in Independent WNBA Teams shall be
subject to compliance with all applicable laws, including but not limited tosecurities laws and federal labor law. If, at any point, any player investment
or provision of this Section 13 does not comply with applicable laws, thenthe player shall use best efforts to, and cause the Independent WNBA Teamto, modify the terms of such investment and/or the parties will negotiate ingood faith to modify the terms of this Section 13, in each case, to the extent
necessary to fully comply with law and, if such modifications are not orcannot be negotiated, then (i) the applicable player investment shall bedivested in full and (ii) the applicable terms of this Section 13 shall berendered void and of no further force and effect.
(c) For purposes of this Section 13, a “player” shall include any personor entity controlled by, related to, or acting with authority on behalf of aplayer. For clarity, and notwithstanding anything to contrary in this446

Article XXIX

Section 13, no agent or representative of a player may invest in a WNBA
team.
Section 14. Nondisclosure.
The parties agree that (a) the economic terms of any individual Uniform
Player Contract entered into by a Team and a player, and (b) any information
contained in, or disclosed to the Players Association in connection with an
Audit Report, Draft Audit Report, Interim Audit Report, Interim
Designated Share Audit Report, or BRI Report, shall not be disclosed to themedia by (i) the NBA, its Teams, or their respective employees, or (ii) the
Players Association, NBA players, or their respective employees, agents, orrepresentatives.
Section 15. Implementation of Agreement.
(a) The NBA and the Players Association will use their respective best
efforts to have NBA Teams and NBA players comply with the terms andprovisions of this Agreement.
(b) The NBA and the Players Association shall use their respective best
efforts and take all reasonable steps to cooperate to defend the enforceabilityof this Agreement against any challenge thereto.
Section 16. Additional Canadian Provisions.
(a) The bases upon which a player may be disciplined or discharged ora Player Contract terminated, as set forth in this Agreement and/or in the
Uniform Player Contract, shall constitute just and reasonable cause within
the meaning of any applicable Canadian law or statute (federal or provincial)and, to the extent this Agreement or the Uniform Player Contract provides
specific penalties for such conduct, those penalties shall apply.
(b) During the term of this Agreement, the NBA and Players
Association shall consult regularly about issues relating to the workplace
which affect the parties or any player bound by this Agreement.
(c) If and to the extent Sections 48 and 49 of the Ontario Labour
Relations Act are or may be found applicable to this Agreement, the parties
agree that the provisions thereof shall apply only to disputes between theToronto Raptors and players for the Toronto Raptors. Furthermore, theArticle XXIX

447

parties agree and acknowledge that any termination and severance benefits
provided to players pursuant to this Agreement (including the provisions ofPlayer Contracts that provide, in certain circumstances, for the continued
payment of Salary to a player following the termination of a Player Contract)
constitute and/or shall be deemed to constitute a greater right or benefit to
the Player pursuant to Section 5(2) of the Employment Standards Act, 2000
(Ontario) and the provisions of Sections 54-66 of such Act do not apply.
(d) The parties acknowledge and agree that a player employed by an
NBA Team pursuant to the provisions of a Uniform Player Contract, a
10-Day Contract, a Rest-of-Season Contract, or a Two-Way Contract is
and/or shall be deemed to be an “employee hired on the basis that his
employment is to terminate on the expiry of a definite term or thecompletion of a specific task” within the meaning of paragraph 1 ofSection 2(1) of Ontario Regulation 288/01 under the Ontario Employment
Standards Act, 2000, so as to render inapplicable to NBA players theprovisions of Sections 54-62 of such Act.
(e) The parties acknowledge and agree that the severance benefits
provided to players pursuant to this Agreement (including the provisions ofPlayer Contracts that provide, in certain circumstances, for the continued
payment of Salary to a player following the termination of a Player Contract)
constitute and/or shall be deemed to constitute a settlement binding on theplayer within the meaning of Section 6 of the Ontario Employment
Standards Act, 2000, and/or “an amount paid to an employee for loss of
employment under a provision of an employment contract based upon
length of employment, length of service or seniority” within the meaning ofparagraph 2 of Section 65(8) of the Ontario Employment Standards Act,
2000, so as to render inapplicable to NBA players the provisions ofSections 63-66 of such Act.
(f) Upon the NBA’s request, the Players Association shall cooperatewith the NBA in a reasonable manner in connection with any effort the
NBA may make to seek an exemption from any Canadian (federal orprovincial) law or regulation affecting the employment relationship that isinconsistent with the provisions of this Agreement or any other agreement
between the Players Association and the NBA (or NBA Properties) or
between any player and any NBA Team.

448

Article XXIX(g) All players employed by NBA Teams shall be paid in U.S. dollars,
regardless of where such Teams are located.
Section 17. Gate Reports.
The NBA shall provide the Players Association with reports regarding
each Team’s gate receipts and paid attendance (including season ticket salesummaries) as of the date two (2) weeks prior to the date of each report.
The reports shall be provided on or before the following dates in respect ofeach Season: December 31; February 28; April 30; and July 31; provided,
however, that with respect to season ticket sale summaries, the NBA shallnot provide a report on or before December 31 and shall instead provide areport on or before September 30.
Section 18. League-Wide Public Service Campaigns.
The NBA will notify the Players Association of any league-wide public
service campaign to be implemented by the NBA at least two (2) weeks
before any player is requested to appear on behalf of such campaign.
Section 19. Fines Imposed on Teams.
In the event that (a) a fine is imposed on a Team, Governor, or Teampersonnel (in each case, a “Team Fine”) by the NBA for violation of a league
rule regarding (i) injury, illness, rest, or game status reporting, (ii) timing offree agency discussions, (iii) tampering, (iv) leaving the bench area during agame, or (v) team criticism of game officials, and (b) such Team Fine amountis collected by the NBA, then the NBA shall remit fifty percent (50%) of theamount collected to an NBPA-Selected Charitable Organization (as definedin Article VI, Section 6(a)), provided that the maximum amount that shallbe remitted to an NBPA-Selected Charitable Organization in respect of any
Team Fine shall be fifty percent (50%) of the amount of the maximum finethat may be imposed on a player for engaging in the conduct at issue, andprovided further that, where there is no specified maximum fine for a player
for the relevant conduct, the maximum amount that shall be remitted to the
NBPA-Selected Charitable Organization in respect of such Team Fine shallbe $50,000. The remittances made by the NBA pursuant to this Section 19
shall be made annually, ninety (90) days following the Accountants’ (asdefined in Article VII, Section 10(a)) submission to the NBA and the Players
Association of a final Audit Report or an Interim Designated Share Audit

Article XXIX

449

Report (as defined in Article VII, Section 10(a)) for the Salary Cap Yearduring which the fine amounts are collected by the NBA.
Section 20. Quarterly FIBA Meetings.
The NBA and Players Association shall meet at least quarterly to discuss
FIBA matters that relate to NBA players (e.g., players’ participation ininternational FIBA competitions during the off-season).
Section 21. Pro Days.
(a) Prior to any NBA Draft, Teams shall be prohibited from attending
any practice or workout involving one (1) or more players eligible for such
Draft if such practice or workout is conducted, arranged, or organized bysuch player or any person or entity acting with authority on behalf of suchplayer (each such practice or workout, a “pro day”). Notwithstanding theforegoing, Teams shall be permitted to attend a pro day that is conducted asa part of:(i)the NBA Draft Combine (with such pro days to bescheduled by the NBA in coordination with the Players
Association); or(ii)a series of pro days facilitated and scheduled by the Players
Association (in coordination with the NBA). Each Salary
Cap Year, there shall be no more than two (2) such series ofPlayers Association-facilitated pro days, with one such series
to take place in California and the other such series to takeplace in a city (or geographic vicinity thereof) located within
the eastern time zone. Each such series shall take place overa period of no longer than two (2) days; provided, however,that in circumstances where conducting the workouts in a
two-day period is impracticable, such workouts may,following discussion by the NBA and Players Association,
be conducted over a three-day period.

(b) Pro days conducted in accordance with Sections 21(a)(i) and (ii)above shall, in each case, take place in a single athletic facility.

450

Article XXX

ARTICLE XXX
NO-STRIKE AND NO-LOCKOUTPROVISIONS AND OTHER UNDERTAKINGS
Section 1.

No Strike.

During the term of this Agreement, neither the Players Association nor
its members shall engage in any strikes, cessations or stoppages of work, or
any other similar interference with the operations of the NBA or any of its
Teams. Notwithstanding the foregoing, nothing in this Section 1 shall
impair the rights accorded the Players Association by Article XXXIX,
Section 3 (Termination by Players Association/Anti-Collusion), Section 6(Mutual Right of Termination), Section 7 (Mutual Right of Termination -League Financial Results), Section 8 (Mutual Right of Termination -Designated Share), or Section 9 (Mutual Right of Termination -- League
Entity Transaction).
Section 2.

No Lockout.

During the term of this Agreement, neither the NBA nor its Teams shallengage in any lockouts, cessations or stoppages of work or any other similarinterference with the employment of NBA players by NBA Teams.
Notwithstanding the foregoing, nothing in this Section 2 shall impair therights accorded the NBA by Article XXXIX, Section 4 (Termination by
NBA/National TV Revenues), Section 5 (Termination by NBA/Force
Majeure), Section 6 (Mutual Right of Termination), Section 7 (Mutual Rightof Termination -- League Financial Results), Section 8 (Mutual Right ofTermination -- Designated Share), or Section 9 (Mutual Right ofTermination -- League Entity Transaction).
Section 3.

No Breach of Player Contracts.

The Players Association agrees that it will not engage in any concerted
activities to breach, induce the breach of, or threaten to breach or induce
the breach of, any Player Contract.

Article XXX
Section 4.

451

Best Efforts of Players Association.

The Players Association will use its best efforts: (a) to prevent each playerfrom rendering, or threatening to render, services as a professional
basketball player for another professional basketball team during the termof a Player Contract between such player and the Team for which he plays(except as said Player Contract may be assigned, sold, or transferred inaccordance with the provisions of such Player Contract or this Agreement);(b) to prevent each player from refusing, or threatening to refuse, toparticipate in any scheduled Exhibition game, Regular Season game, All-Star
Game, Rookie-Sophomore Game, All-Star Skills Competition, Play-In, or
playoff game; (c) to prevent each player from refusing, or threatening torefuse, to report, within the time required, to a team in the NBAGL when
the player has been assigned to or is providing NBAGL Two-Way Service
with an NBAGL team in accordance with the provisions of this Agreement,
and to prevent each such player from refusing, or threatening to refuse, toparticipate in any scheduled NBAGL game; (d) to prevent each player fromotherwise breaching, or threatening to breach, his Player Contract; and (e) toprevent each player from making any demand upon the NBA or any of its
Teams, including, but not limited to, a demand (accompanied by threats thatthe player will render services as a professional basketball player for anotherprofessional basketball team during the term of his Player Contract) thatsuch Player Contract be renegotiated during the term thereof; provided,
however, that this provision is not intended to prevent any player fromentering into negotiations with a Team, in accordance with Article VII, withrespect to the compensation to be paid to said player for the Season(s)following the last playing Season covered by any Player Contract, or renewal
or extension thereof.
Section 5.

No Discrimination.

Neither the NBA, any Team, nor the Players Association shalldiscriminate in the interpretation or application of this Agreement against
or in favor of any Player because of religion, race, national origin, sexual
orientation, or activity or lack of activity on behalf of the Players
Association.

452

Article XXXIARTICLE XXXIGRIEVANCE AND ARBITRATION PROCEDURE
AND SPECIAL PROCEDURES WITH RESPECTTO DISPUTES INVOLVING PLAYER DISCIPLINE
Section 1.

Scope.

(a) (i)

Except as provided otherwise by this Agreement or by
Paragraph 9 of the Uniform Player Contract, the GrievanceArbitrator shall have exclusive jurisdiction to determine, in
accordance with procedures set forth in this Article XXXI,
any and all disputes involving the interpretation orapplication of, or compliance with, the provisions of thisAgreement or the provisions of a Player Contract, including
any dispute concerning the validity of a Player Contract or
any dispute arising under the Joint NBA/NBPA Policy on
Domestic Violence, Sexual Assault, and Child Abuse. Anysuch dispute subject to the exclusive jurisdiction of the
Grievance Arbitrator shall hereinafter be referred to as a
“Grievance.”(ii)

The Grievance Arbitrator shall also have jurisdiction toresolve disputes among the applicable trustees arising underthe Agreement of Trust for the National Basketball
Association Players’ Health and Welfare Benefit Plan, theAgreement and Declaration of Trust Establishing the
National Basketball Players Association/National Basketball
Association
Labor-Management
Cooperation
andEducation Trust, and the Trust Agreements for the National
Basketball Association Players’ Qualified and Non-Qualified
Post-Career Income Plans in accordance with the provisionsof such agreements and declarations of trust. In connection
with the resolution of such disputes, to the extent there isany conflict between the provisions of such agreements anddeclarations of trust and the provisions of this Agreement,
the provisions of such agreements and declarations of trust
shall control.

Article XXXI453(b) Notwithstanding the provisions of Section 1(a) above:(i)

Disputes arising under Articles I, II, VII, VIII, X, XI, XII,XIII, XIV, XV, XVI, XXII, Section 14(j)(iii), Article XXIX,
Section 6(b), XXXVII, XXXIX, and XL, as well as disputes
arising under Article XXVIII and Paragraph 14 of the
Uniform Player Contract regarding an UnauthorizedSponsor Promotion (as that term is defined in
Paragraph 14(e) of the Uniform Player Contract) shall(except as otherwise specifically provided by Article VII,
Section 3(d)(5)) be determined by the System Arbitrator
provided for in Article XXXII; and(ii)

Disputes involving (A) a fine or suspension imposed upon aplayer by the Commissioner (or his designee) for conduct on
the playing court or in-game conduct involving anotherplayer (as those terms are defined in Section 9(c) below), or(B) action taken by the Commissioner (or his designee)
concerning the preservation of the integrity of, or
maintenance of public confidence in, the game of basketball,shall be resolved in accordance with the provisions set forthin Section 9 below.

Section 2.

Initiation.

(a) Grievances may be initiated, as set forth below, by a player, a Team,the NBA, or the Players Association, except that the Players Association
may not initiate a Grievance involving player discipline without the approvalof the player(s) concerned.
(b) No party may initiate a Grievance until and unless it has first
discussed the matter with the party or parties against whom the Grievanceis to be initiated in an attempt to settle it.
(c) A Grievance must be initiated, in accordance with the provisions ofSection 2(d) below, within thirty (30) days from the date of the occurrence
upon which the Grievance is based, or within thirty (30) days from the dateupon which the facts of the matter became known or reasonably shouldhave become known to the party initiating the Grievance, whichever is later.

454

Article XXXI(d) Subject to the provisions of Sections 2(a)-(c) above: (i) a player or
the Players Association may initiate a Grievance (A) against the NBA byfiling written notice thereof with the NBA, and (B) against a Team, by filing
written notice thereof with the Team and the NBA; (ii) a Team may initiate
a Grievance by filing written notice thereof with the Players Association andfurnishing copies of such notice to the player(s) involved and to the NBA;and (iii) the NBA may initiate a Grievance by filing written notice thereofwith the Players Association and furnishing copies of such notice to theplayer(s) and Team(s) involved. Any such notice shall expressly state thatthe party is initiating a Grievance pursuant to Article XXXI, Section 2.
Section 3.

Pre-Hearing Motions.

(a) A party to a Grievance may file a pre-hearing motion with the
Grievance Arbitrator under this Section 3 if that party is seeking to have theGrievance dismissed (i) because the Grievance Arbitrator does not havejurisdiction to hear the matter under Section 1 above, or (ii) for the opposing
party’s failure to properly initiate a Grievance or file the Grievance on atimely basis pursuant to Section 2 above.
(b) Upon the filing of a motion under Section 3(a) above, the parties
will schedule a conference call with the Grievance Arbitrator for the
purposes of setting a schedule for the motion, including a date for the
opposing party’s opposition brief and a date for oral argument before theGrievance Arbitrator. Oral argument under this Section 3(b) shall be
conducted by teleconference.
(c) The opposing party may request a factual hearing on the motion in
its opposition brief, but cannot request a factual hearing on the underlying
merits of the Grievance. If the Grievance Arbitrator grants the request fora factual hearing, the hearing shall comply with the requirements ofSections 4, 5, and 6 below.
(d) The Grievance Arbitrator shall render a decision on the motion(including any appropriate award) as soon as practicable and the decision
shall be accompanied by a written opinion, or, if both the NBA and thePlayers Association agree, the written opinion may follow within areasonable time thereafter. In no event shall the award and written opinion
be issued more than thirty (30) days following the date of the oral argument
or, where applicable, following the date designated by the GrievanceArticle XXXI

455

Arbitrator for the submission of post-argument briefs. If the decision is
dispositive, the award shall constitute full, final, and complete disposition of
the Grievance, and shall be binding upon the player(s) and Team(s) involved
and the parties to this Agreement.
(e) The procedure set forth in this Section 3 shall not be applicable todisputes with respect to which the Expedited Procedure set forth in
Section 13 is properly invoked by either the NBA or the Players Association;
provided, however, that this Section 3(e) shall not preclude any party from
asserting, in a proceeding to which such Expedited Procedure applies, that
the Grievance should be dismissed (i) because the Grievance Arbitrator does
not have jurisdiction to hear the matter under Section 1 above, or (ii) for the
opposing party’s failure to properly initiate a Grievance or file the Grievanceon a timely basis pursuant to Section 2 above.
(f) If a pre-hearing motion to dismiss is denied, the NBA and thePlayers Association shall schedule a hearing promptly with respect to themerits of the Grievance involved.
Section 4.

Hearings.

(a) Upon at least thirty (30) days’ written notice to the other side, theNBA and the Players Association may arrange to have a hearing scheduled
on a date that is mutually convenient to the parties to the dispute, the NBA,
the Players Association, and the Grievance Arbitrator; provided, however,that if the NBA and the Players Association cannot agree on a hearing date,the Grievance Arbitrator shall set a reasonable hearing date that follows the
expiration of the thirty-day notice period. Only the NBA and the Players
Association may schedule or postpone hearings before the GrievanceArbitrator.
(b) Notwithstanding the provisions of Section 4(a) above, during each
Salary Cap Year covered by this Agreement, (i) the Players Association and
the NBA shall each have the right, upon a showing of need, to have two (2)Grievances scheduled for hearing on or after the tenth day following serviceof the notice provided for by Section 4(a) above, and (ii) in addition to theforegoing, the Players Association shall have the right, upon a showing of
need, to have one (1) additional Grievance scheduled for hearing on or after
the tenth day following service of the notice provided for by Section 4(a)above for the purpose of challenging a suspension imposed on a player by a

456

Article XXXITeam. The provisions of this Section 4(b) shall not limit or otherwise affectthe rights of the NBA or the Players Association pursuant to Section 13
below.
(c) If a Grievance is scheduled for hearing under this Article XXXI, andthe hearing date is thereafter postponed at the request of either the NBA or
the Players Association, the postponement fee (if any) of the GrievanceArbitrator will be borne by the party requesting the postponement, unlessthat party objects and the Grievance Arbitrator finds that the request forsuch postponement was for good cause. Should good cause be found, theparties will share any postponement fee equally.
(d) In any Grievance matter, neither the NBA nor the Players
Association may request or be granted more than one (1) postponement ofa hearing previously scheduled under this Article XXXI. If a party which
has been granted a postponement of a hearing fails to attend a subsequently
scheduled hearing in the same Grievance matter, the Grievance shall be
resolved against that party.
(e) If (i) a hearing of a Grievance is not scheduled to take place withinone (1) year from the initiation of the Grievance, or (ii) in the circumstance
where the initial date set for the hearing has been postponed, if a second
hearing in that Grievance is not scheduled to take place within two (2) years
from the initiation of the Grievance, then the Grievance shall, upon written
notice to the party or parties filing such Grievance, be deemed to have been
dismissed with prejudice as of the thirtieth (30th) day following the deliveryof such notice without the need for a hearing or for any action to be taken
or decision to be issued by the Grievance Arbitrator, unless, upon written
application made by the party or parties filing such Grievance within such
thirty-day period, the Grievance Arbitrator determines that dismissal of the
Grievance without prejudice would be unjust.
(f) For purposes of computing time under this Section 4, the time shallbe tolled during any period when there is no Grievance Arbitrator or when
the grieving party has been unable to schedule a hearing (after making efforts
to do so) because the Grievance Arbitrator is unavailable.
(g) Hearings before the Grievance Arbitrator shall be held in New York(alternating between the NBA and Players Association offices). All such
hearings shall be conducted in accordance with the Labor Arbitration Rules

Article XXXI

457

of the American Arbitration Association; provided, however, that in theevent of any conflict between such Rules and the provisions of thisAgreement, the provisions of this Agreement shall control.
Section 5.

Procedure.

(a) Not later than seven (7) days prior to the hearing, the parties shallsubmit to the Grievance Arbitrator a joint statement of the issue(s) in
dispute. If the parties cannot agree on such a joint statement, each party
may submit to the Grievance Arbitrator a separate statement setting forth
the disputed issue(s), and such separate statement shall be delivered to theother party or parties at the same time it is submitted to the GrievanceArbitrator.
(b) During each Salary Cap Year covered by this Agreement, the NBA
and the Players Association shall each be entitled, as a matter of right, inconnection with two (2) proceedings brought pursuant to this Article XXXI,
to the discovery, in advance of a hearing, of non-privileged documents fromany adverse party (or parties) in such proceeding. The party (or parties) towhom a request for document discovery is made shall have the obligation
to produce only documents that are directly relevant and material to the core
issue(s) in dispute, and shall not be obligated to produce documents merely
because the production of such documents would be reasonably calculated
to lead to the discovery of relevant or admissible evidence.
(c) Not later than three (3) business days prior to the hearing, the parties
shall exchange witness lists, relevant documents and other evidentiarymaterials, and citations of legal authorities that each side intends to rely onin its affirmative case. Absent a showing of good cause, no party may
proffer, refer to, or rely on the testimony of any witness, any document, orother evidentiary material in its affirmative case that has not been identified
to the other side as required by this subsection.
(d) The Grievance Arbitrator shall grant the request of any party to filea pre-hearing and/or post-hearing brief, unless an opposing party
demonstrates that the filing of briefs is unreasonable in the circumstances.
If the Grievance Arbitrator grants a request to file pre-hearing briefs, such
briefs shall be served on the adverse party (or parties) and filed with the
Grievance Arbitrator not later than three (3) business days prior to thehearing. No pre-hearing brief shall exceed ten (10) pages in length, and the458

Article XXXI

rules applicable in the United States District Court for the Southern Districtof New York with respect to the calculation of pages, the size of font,margins, and the like shall apply. If the Grievance Arbitrator grants a request
to file post-hearing briefs, such briefs shall be served on the adverse party(or parties) and filed with the Grievance Arbitrator not later than seven (7)calendar days after the conclusion of the hearing (unless the parties
otherwise agree).
Section 6.

Arbitrator’s Decision and Award.

(a) Except as set forth in Section 13 below, the Grievance Arbitrator
shall render an award as soon as practicable. The award shall beaccompanied by a written opinion, or, if both the NBA and the Players
Association agree, the written opinion may follow within a reasonable time
thereafter. In no event shall the award and written opinion be issued morethan thirty (30) days following the conclusion of a Grievance hearing (or,where applicable, following the date designated by the Grievance Arbitrator
for the submission of post-hearing briefs). The award shall constitute full,
final, and complete disposition of the Grievance, and shall be binding upon
the player(s) and Team(s) involved and the parties to this Agreement.
(b) In addition to such other limitations as may be imposed on him/herby this Agreement, the Grievance Arbitrator shall have jurisdiction andauthority only to: (i) interpret, apply, or determine compliance with theprovisions of this Agreement; (ii) interpret, apply, or determine compliancewith the provisions of Player Contracts; (iii) determine the validity of Player
Contracts; (iv) award damages in connection with a proceeding provided forin Section 12 below; (v) award declaratory relief in connection with aproceeding initiated by a Team to determine whether such Team may
properly terminate a Player Contract pursuant to Paragraph 16(a) of such
Contract, and what, if any, liability such Team would incur as a result of suchtermination; and (vi) resolve disputes arising under Article VII,
Section 3(d)(5), Article XXVI, and Article XXXIII in the manner set forth
therein. Notwithstanding the foregoing or any other provision of thisAgreement or the Uniform Player Contract, the Grievance Arbitrator shallnot have jurisdiction or authority to add to, detract from, or alter in any way
the provisions of this Agreement (including the provisions of thisSection 6(b)) or any Player Contract. Nor, in the absence of agreement by
the NBA and the Players Association, shall the Grievance Arbitrator havejurisdiction or authority to resolve questions of substantive, as opposed toArticle XXXI

459

procedural, arbitrability. Questions of substantive arbitrability shall include
the question of whether an arbitrator provided for by the terms of thisAgreement, as opposed to the Commissioner (or his designee), has
jurisdiction to hear or resolve a particular dispute and such questions shallbe determined in a judicial proceeding to be venued in the United States
District Court for the Southern District of New York.
Section 7.

Appointment and Replacement of Grievance Arbitrator.

(a) The parties to this Agreement shall agree upon the appointment ofa Grievance Arbitrator, who shall serve for the duration of this Agreement;
provided, however, that as of September 1, 2024, and as of each successive
September 1, either of the parties to this Agreement may discharge theGrievance Arbitrator by serving written notice upon him/her and upon theother party to this Agreement during the period July 27 through August 1
immediately preceding each such September 1; and provided, further, that
as of the April 30 of the last Season covered by this Agreement (or any
extension thereof), either of the parties may discharge the GrievanceArbitrator by serving written notice upon him/her and upon the other party
to this Agreement during the period March 26 through March 31
immediately preceding such April 30. A Grievance Arbitrator as to whoma notice of discharge has been served shall continue to have jurisdiction onlywith respect to (i) Grievances as to which a hearing has been commenced
or scheduled for a date certain and (ii) Grievances filed within the thirty (30)day period preceding the service of a notice of discharge; provided, however,that a hearing with respect to Grievances referred to in this Section 7(a)(ii)
must commence no later than thirty (30) days following the effective date of
the Grievance Arbitrator’s discharge.
(b) If the Grievance Arbitrator is discharged (or resigns), the parties
shall agree upon a successor Grievance Arbitrator. In the absence of suchagreement, the parties shall jointly request the International Institute for
Conflict Prevention and Resolution (the “CPR Institute”) (or such otherorganization(s) as the parties may agree upon) to submit to the parties a listof eleven (11) attorneys, none of whom shall have, nor whose firm shallhave, represented within the past five (5) years any professional athletes;
agents or other representatives of professional athletes; labor organizations
representing athletes; sports leagues, governing bodies, or their affiliates;
sports teams or their affiliates; or owners in any professional sport. If,
within seven (7) days from the receipt of such list, the parties fail to agree

460

Article XXXI

upon the selection of a Grievance Arbitrator from among the names onsuch list, they shall return that list, with up to five (5) names deleted
therefrom by each party, to the CPR Institute (or such other organization as
the parties may have agreed upon), and the CPR Institute (or such otherorganization) shall choose a new Grievance Arbitrator from the names
remaining on such list.
Section 8.

Injury Grievances.

(a) If a party to a dispute arising under Paragraph 7, 16(a)(iii), 16(b), or16(c) of a Uniform Player Contract so elects, the NBA and the Players
Association shall agree upon a neutral physician or (in the absence of suchagreement) jointly request that the President of the American College ofOrthopedic Surgeons (or such other similar organization as the NBA and
the Players Association agree may be most appropriate to the issues in
dispute) designate a physician who has no relationship with any party
covered by this Agreement who shall, for purposes of the dispute, serve as
an independent medical expert and consultant to the Grievance Arbitrator.
Such independent medical expert shall conduct a physical examination of
the player; review such medical records and reports relating to the playerthat bear on the issues in dispute; and prepare a written report of the player’s
medical condition, which report shall address any specific medical questions
submitted to the independent medical expert by joint agreement of theparties or by the Grievance Arbitrator. Any reports, opinions, orconclusions of the independent medical expert shall be provided in writing
to the parties in advance of any hearing scheduled pursuant to Section 4
above. The opinions and conclusions of the independent medical expert
shall be accorded such weight as the Grievance Arbitrator deems
appropriate. The fees and costs of the independent medical expert shall beborne equally by both sides.
(b) During the course of any arbitration proceeding, the GrievanceArbitrator may, by appropriate process, require any person (including, but
not limited to, a Team and a Team physician, and a player and any physician
consulted by such player) to provide to the player or that player’s Team, as
the case may be, all medical information in the possession of any such
person relating to the subject matter of the arbitration.

Article XXXI
Section 9.

461

Special Procedures with Respect to Player Discipline.

(a) A dispute involving (i) a fine of $50,000 or less or a suspension of
twelve (12) games or fewer (or both such fine and suspension) imposed
upon a player by the Commissioner (or his designee) for (x) conduct on theplaying court (as defined in Section 9(c)(i) below) or (y) for in-game conduct
involving another player (as defined in Section 9(c)(ii) below), or (ii) action
taken by the Commissioner (or his designee) (A) concerning thepreservation of the integrity of, or the maintenance of public confidence in,
the game of basketball and (B) resulting in a financial impact on the playerof $50,000 or less, shall not give rise to a Grievance, shall not be subject toa hearing before, or resolution by, the Grievance Arbitrator, and shall not
be determined by arbitration; but instead shall be processed exclusively as
follows:(1) Within twenty (20) days following written notification of theaction taken by the Commissioner (or his designee), thePlayers Association (with the approval of the player
involved) may appeal in writing to the Commissioner.
(2) Upon the written request of the Players Association, theCommissioner shall designate a time and place for a hearing
as soon as is reasonably practicable following his receipt of
the notice of appeal.
(3) As soon as reasonably practicable, but not later than twenty(20) days, following the conclusion of such hearing, theCommissioner shall render a written decision, which
decision shall, absent further proceedings pursuant to
Section 9(a)(5) below, constitute full, final, and complete
disposition of the dispute, and shall be binding upon theplayer(s) and Team(s) involved and the parties to thisAgreement.
(4) In the event such appeal involves a fine and/or suspension
imposed by the Commissioner’s designee, theCommissioner, as a consequence of such appeal and hearing,
shall have authority only to affirm or reduce such fineand/or suspension, and shall not have authority to increasesuch fine and/or suspension.

462

Article XXXI(5) If a dispute under Section 9(a)(i)(y) above is not resolved ina manner satisfactory to the player as a result of theprocedures set forth in Sections 9(a)(1)-(4) above, then thePlayers Association may (with the approval of such player)
seek review of the financial impact of the Commissioner’s
decision by filing a written request for such review with thePlayer Discipline Arbitrator (as provided for below) withinten (10) days following the issuance of such decision, andthe following procedures shall apply:(a)

Following receipt of the written request for review,
the Player Discipline Arbitrator shall schedule ameeting with the player, the Players Association, andthe NBA (and such representatives as each may
designate), shall review the relevant facts andcircumstances, and shall issue a decision affirming or
reducing the financial penalty imposed by theCommissioner. All such meetings shall be in person,
shall be held in New York (alternating between the
NBA and Players Association offices), and shall be
conducted during the month of September
following the conclusion of the Season in which thein-game conduct involving another player occurred.

(b)

In reviewing the fine and/or suspension imposed
upon the player by the Commissioner, the Player
Discipline Arbitrator shall have authority only toaffirm or reduce the financial penalty associated withsuch fine and/or suspension (including lost salary).
The Player Discipline Arbitrator shall have noauthority to review financial penalties automatically
imposed as a result of technical fouls, ejections, orthe violation of other similar NBA rules that resultin the imposition of an automatic penalty (such as
the “leaving the bench” rule). The review by thePlayer Discipline Arbitrator shall be de novo.

(c)

The decision of the Player Discipline Arbitrator shallconstitute full, final, and complete disposition of the
dispute, and shall be binding upon the player(s) andArticle XXXI

463

Team(s) involved and the parties to this Agreement.
The Player Discipline Arbitrator shall make nopublic comment regarding the matter.
(d)

The Player Discipline Arbitrator shall be selected byagreement between the NBA and the Players
Association, and shall be (i) a person with experiencein professional basketball (such as a former NBA
coach, general manager, or player) or (ii) an attorneywith experience as a private arbitrator and/or
mediator. In the event that the NBA and the Players
Association cannot agree on the identity of thePlayer Discipline Arbitrator, each party shallsimultaneously serve upon the other a list of thenames of five (5) individuals meeting the criteria set
forth in this Section 9(a)(5)(d) and shall alternate in
striking names from such list until only one (1) such
name remains; and the individual whose nameremains on the list shall be selected as the Player
Discipline Arbitrator. (A coin-flip or such otherprocedure as agreed upon by the NBA and thePlayers Association shall determine which of suchparties shall exercise the first strike.)(e)

The Player Discipline Arbitrator shall serve for theduration of this Agreement; provided, however, that
as of January 1, 2024, and as of each successive
January 1, either of the parties to this Agreement
may discharge the Player Discipline Arbitrator byserving written notice upon him and upon the otherparty to this Agreement during the period from
November 1 through December 1 immediately
preceding each such January 1.

(f)

If the Player Discipline Arbitrator is discharged (orresigns), the parties shall select a successor Player
Discipline Arbitrator in accordance with theprocedures set forth in Section 9(a)(5)(d) above.

464

Article XXXI(b) A dispute involving (i) a fine of more than $50,000 and/or asuspension of more than twelve (12) games that is imposed upon a player
by the Commissioner (or his designee) for conduct on the playing court, or(ii) an action taken by the Commissioner (or his designee) that (A) concerns
the preservation of the integrity of, or the maintenance of public confidencein, the game of basketball and (B) results in a financial impact on the playerof more than $50,000, shall be processed and determined in the samemanner as a Grievance under Sections 2-7 above; provided, however, that
the Grievance Arbitrator shall apply an “arbitrary and capricious” standardof review.
(c) (i)

As used in this Agreement, “conduct on the playing court”
shall mean conduct in any area within an arena (including,but not limited to, locker rooms, vomitories, loading docks,
and other back-of-house and underground areas, including
those used by television production and other vehicles), at,during, or in connection with an NBA Exhibition, All-Star,
Regular Season, Play-In, or playoff game. (By way of
example and not limitation, conduct “at” and/or “inconnection with” an NBA game shall include conductengaged in by a player within an arena from the time theplayer arrives at the arena for an NBA game until the time
the player has left the premises of the arena following theconclusion of such game.) Conduct engaged in by a player
outside an arena such as, for example, in a parking lot
adjacent to an arena, shall not constitute “conduct on theplaying court.”(ii)

As used in this Agreement, “in-game conduct involving
another player” shall mean conduct occurring during thecourse of an NBA Exhibition, All-Star, Regular Season,
Play-In, or playoff game that is exclusively between or
among players (and not, for example, involving in any
manner a referee, fan, or coach) and that takes place on or
adjacent to the playing floor (including the area of thebenches), and shall include, but not be limited to, fights,
altercations, flagrant fouls, and other similar conduct.

(d) In the event a matter filed as a Grievance in accordance with theprovisions of this Article XXXI gives rise to issues involving the integrity

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465

of, or public confidence in, the game of basketball, and the financial impact
on the player of the action being grieved is $50,000 or less, theCommissioner may, at any stage of its processing, order that the matter bewithdrawn from such processing and thereafter be processed in accordancewith the appeal procedure provided in Sections 9(a)(1)-(4) above.
Section 10. Procedure with Respect to Fine and Suspension
Amounts.
In the event that a Grievance or an appeal challenging a Commissioner
or Team-imposed fine and/or suspension is filed in accordance with this
Article XXXI, the amount of any fine or salary lost by virtue of thesuspension shall be deposited in a separate interest-bearing accountmaintained for such fines or suspension-related amounts. The NBA shallprovide written notice to the Players Association of the date and amount ofeach deposit made pursuant to this Section 10 by delivering to the Players
Association monthly statements reflecting the investment activity in suchaccount. In the absence of agreement between the NBA and the Players
Association, the Grievance Arbitrator (in resolving a Grievance, and in amanner consistent with his determination of such Grievance), or theCommissioner (or his designee) (in resolving an appeal, and in a mannerconsistent with his determination of such appeal), or the Player Discipline
Arbitrator (in connection with his review of a decision by the Commissioner,and in a manner consistent with his determination following such review)
shall determine the amount of the deposited funds to be payable to theplayer, the Team, or the NBA, and any interest earned on such deposit shallbe allocated to the parties in proportion thereto.
Section 11. Disputes with Respect to the Terms of a Player
Contract.
(a) If either the NBA or the Players Association asserts that a term orprovision of a Player Contract is not permitted by this Agreement, either
may have the dispute involving such Contract term or provision resolved byinitiating a Grievance. If such a Grievance is initiated by the NBA, thethirty-day time period referred to in Section 2(c) above shall commence withthe date upon which the NBA received the Player Contract (or amendment
thereto) containing the disputed term or provision. If such a Grievance isinitiated by the Players Association, the thirty-day time period referred to in
Section 2(c) above shall commence with the date upon which the Player

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Article XXXI

Contract (or amendment thereto) containing the disputed term or provision
was first made available for inspection by the Players Association.
(b) If, as a result of the Grievance and Arbitration procedure, a Player
Contract is found to contain a term or provision that is not permitted bythis Agreement, then (i) such term or provision shall be deleted from thePlayer Contract and have no force or effect, and the Player Contract shall inall other respects remain valid and binding upon the parties thereto, and(ii) if the Team and the player agree to reform or revise the Player Contract
within thirty (30) days of the Grievance Arbitrator’s decision, such
reformation or revision shall be exempted from the rules governing
Renegotiations contained in Article VII, Section 7(c).
(c) Nothing set forth above shall affect in any manner theCommissioner’s authority with respect to the approval or disapproval ofPlayer Contracts pursuant to Paragraph 11 of the Uniform Player Contract;
and the fact that the Commissioner has approved or not disapproved aPlayer Contract containing a term or provision not permitted by thisAgreement shall not be referred to in the course of the Grievance andArbitration procedure and shall not be considered in any manner or for any
purpose by the Grievance Arbitrator in connection with a disputeconcerning that Player Contract.
Section 12. Disputes with Respect to Players Under Contract Who
Withhold Playing Services.
In addition to any other rights a Team may have under contract or law,
including those under Paragraph 9 of a Uniform Player Contract, a Teammay recover damages in a proceeding before the Grievance Arbitrator whena player who is party to a currently effective Player Contract fails or refuses
to render the services called for under the Player Contract. In any suchproceeding, where the Grievance Arbitrator determines that damages arecontinuing to accrue at the time of the hearing, the Arbitrator shall award
such damages (if any) as the Team has by then sustained, and the hearing
shall remain open to enable the submission of proof on the issue ofcontinuing damages.

Article XXXI

467

Section 13. Expedited Procedure.
(a) Notwithstanding the foregoing, in the event of a dispute arisingunder Article XVII, Article XXX, or Article XXXI, Section 12 of thisAgreement, or under Paragraph 15 of a Uniform Player Contract (but only
insofar as such Paragraph provides), or in the event of an alleged breach bya player of Paragraph 9 of a Uniform Player Contract, the NBA or thePlayers Association may request that such dispute or alleged breach bereferred immediately to the Grievance Arbitrator. In any such case, thedispute or alleged breach shall be asserted by notice in writing given to theother party or parties, the NBA, the Players Association, and the GrievanceArbitrator.
(b) The Grievance Arbitrator shall convene a hearing with respect tosuch dispute or alleged breach at the earliest possible time, but in no event
later than twenty-four (24) hours following his receipt of such notice. If the
Grievance Arbitrator is not immediately available and the parties are unable
to agree upon another arbitrator to hear and resolve such dispute, the parties
shall select an arbitrator in accordance with the procedures set forth in
Section 7(b) above.
(c) The award, which shall be issued not later than twenty-four (24)hours after the conclusion of the hearing, shall be in writing and may be
issued with or without opinion. If any party desires an opinion, one shall be
issued but its issuance shall not delay compliance with or enforcement of
the award. The award shall constitute full, final, and complete dispositionof the dispute or alleged breach, and shall be binding upon the player(s) andTeam(s) involved and the parties to this Agreement.
(d) The failure of any party to attend the hearing as scheduled shall notdelay the hearing, and the Grievance Arbitrator (or an arbitrator selected inaccordance with the procedures set forth in Section 7(b) above, as the casemay be) shall be authorized to proceed to take evidence and issue an award
as though such party were present.
Section 14. Threshold Amount for Certain Grievances.
A dispute concerning a fine or suspension (or a combination thereof)
imposed by a Team may be heard and resolved by the Grievance Arbitrator
only if it results in a financial impact on the player of more than $5,000. A
dispute concerning a fine or suspension (or a combination thereof) imposed

468

Article XXXIby the Commissioner (or his designee) other than for conduct on the playing
court (as defined in Section 9(c) above) may be heard and resolved by the
Grievance Arbitrator only if it results in a financial impact on the player ofmore than $50,000.
Section 15. Miscellaneous.
(a) Each of the time limits set forth herein may be extended by mutual
agreement of the parties involved.
(b) In any meeting or hearing provided for by this Article XXXI, a
player may be accompanied by a representative of the Players Association
who may participate in such meeting or hearing and represent the player. In
any such meeting or hearing, the NBA and any Team involved may attend
and be accompanied by a representative who may participate in suchmeeting or hearing and represent the NBA and any such Team.
(c) The parties recognize that a player may be subjected to disciplinary
action for just cause by his Team or by the Commissioner (or his designee).
Therefore, in Grievances regarding discipline, the issue to be resolved shallbe whether there has been just cause for the penalty imposed.
Notwithstanding the foregoing, in all proceedings pursuant to Section 9(b)above, the Grievance Arbitrator shall apply an “arbitrary and capricious”
standard of review as set forth in that Section.
(d) Nothing contained herein shall excuse a player from prompt
compliance with any discipline imposed upon him. If discipline imposed
upon a player is determined to be improper by a final disposition under this
Article XXXI, the player shall promptly be made whole.
(e) Nothing contained in this Article XXXI shall be deemed to limit or
impair the right of the NBA or any Team to impose discipline upon aplayer(s) or to take any other action not inconsistent with the provisions of
a Player Contract or this Agreement.
(f) Subject to Section 4(c) above, all costs of arbitration, including thefees and expenses of the Grievance Arbitrator, and all costs of theproceedings before the Player Discipline Arbitrator (including the fees andexpenses of the Player Discipline Arbitrator), shall be borne equally by theparties thereto; but each party shall bear the cost of its own witnesses,
counsel, and the like.

Article XXXI

469(g) A Team shall not be required to terminate a Player Contract under
the NBA waiver procedure as a condition precedent to the filing of a
Grievance with respect to such Player Contract. To the extent that thedecision of the Impartial Arbitrator in In re: Otis Birdsong, Dec. No. 87-2
(May 14, 1987) is inconsistent with the foregoing, it is hereby overruled.
(h) In a proceeding involving the interpretation of a Player Contract, no
Uniform Player Contract (whether signed during the term of this Agreement
or during the term of any prior collective bargaining agreement between theparties), or amendment thereto, other than the Player Contract oramendment that is the subject of dispute, shall be admissible as evidence ofthe meaning of, or of the parties’ intentions with respect to, any
individually-negotiated terms or provisions in the Player Contract oramendment that is the subject of dispute.

470

Article XXXIIARTICLE XXXIISYSTEM ARBITRATION
Section 1.

Jurisdiction and Authority.

The NBA and the Players Association shall agree upon a System
Arbitrator, who shall have exclusive jurisdiction to determine any and all
disputes arising under Articles I, II, VII (except as otherwise specificallyprovided by Article VII, Section 3(d)(5)), VIII, X, XI, XII, XIII, XIV, XV,
XVI, XXII, Section 14(j)(iii), Article XXIX, Section 6(b), XXXVII, XXXIX,
and XL of this Agreement, any and all disputes arising under Article XXVIII
and Paragraph 14 of the Uniform Player Contract regarding an
Unauthorized Sponsor Promotion (as that term is defined in
Paragraph 14(e) of the Uniform Player Contract), and those disputes madesubject to his jurisdiction by Sections 9 and 10 of this Article. In addition,in the event of a disagreement between the NBA and the Players
Association, the System Arbitrator shall have exclusive jurisdiction todetermine whether the System Arbitrator, the Grievance Arbitrator, or someother arbitrator provided for by the provisions of this Agreement has
jurisdiction to hear or resolve a particular dispute.
Section 2.

Initiation.

(a) Subject to Article XIV, Section 5 and Article XXIX, Section 6(b),System Arbitrations may be initiated, as set forth below, only by the NBAor the Players Association.
(b) No party may initiate a System Arbitration until and unless it has
first discussed the matter with the other party in an attempt to settle it.
(c) A System Arbitration must be initiated within three (3) years fromthe date of the act or omission upon which the System Arbitration is based,or within three (3) years from the date upon which such act or omission
became known or reasonably should have become known to the party
initiating the System Arbitration, whichever is later.
(d) Either the NBA or the Players Association may initiate a System
Arbitration by serving a written notice thereof on the other party, with acopy of such written notice to be filed with the System Arbitrator.

Article XXXII
Section 3.

471

Hearings.

(a) The System Arbitrator shall hold hearings on alleged violations of
the Articles set forth in Section 1 above. Except as otherwise provided in
Article X, Section 10; Article XI, Section 5(p); Article XIII, Section 5;
Article XXIX, Section 6(b); and Sections 9 and 10 below, awards issued by
the System Arbitrator shall be subject to review by the Appeals Panel, in themanner and in accordance with the procedures set forth in Sections 3 and 8of this Article XXXII.
(b) The System Arbitrator shall make findings of fact and award
appropriate relief including, without limitation, damages, injunctive relief,and specific performance; provided, however, that the System Arbitrator
shall not have the authority to impose an award of punitive damages on any
party. The System Arbitrator shall render an award as soon as practicable,
and the award shall be accompanied by a written opinion. Notwithstanding
the foregoing, if the System Arbitrator determines that expedition so
requires, he/she shall accompany the award with a written summary of thegrounds upon which the award is based, and a full written opinion may
follow within a reasonable time thereafter. In no event shall the award andwritten opinion be issued more than thirty (30) days following the date uponwhich the record of a System Arbitration proceeding is closed (or, whereapplicable, the date designated by the System Arbitrator for the submissionof post-hearing briefs).
(c) The System Arbitrator shall have authority to order the productionof documents, the conduct of pre-hearing depositions, and the attendanceof witnesses at the hearing with respect to the NBA and the Players
Association, and/or any player or Team. The System Arbitrator shall havethe authority to compel the attendance of witnesses and the production of
documents at any hearing within the jurisdiction of the System Arbitrator inaccordance with the New York C.P.L.R.
(d) An award of the System Arbitrator shall upon its issuance constitutethe full, final, and complete disposition of the dispute, shall be binding upon
the parties to this Agreement and upon any player(s) or Team(s) involved,
and shall be followed by them unless (in cases where this Agreement
provides for an appeal to the Appeals Panel) a notice of appeal is served by
the appealing party upon the responding party and filed with the System
Arbitrator within ten (10) days of the date of the award of the System
Arbitrator appealed from. If and when an award of the System Arbitrator

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Article XXXII

is reversed or modified by the Appeals Panel, the effect of such reversal or
modification shall be deemed by the parties to be retroactive to the time ofissuance of the award of the System Arbitrator. The parties may seek
appropriate relief to effectuate and enforce this provision.
(e) The System Arbitrator shall not have jurisdiction or authority to add
to, detract from, or alter in any way the provisions of this Agreement or any
Player Contract. Nor, except for the authority conferred upon him/her by
the second sentence of Section 1 above (or unless the NBA and the Players
Association otherwise agree), shall the System Arbitrator have jurisdiction
or authority to resolve questions of substantive, as opposed to procedural,
arbitrability (which shall include the question of whether an arbitrator
provided for by the terms of this Agreement, as opposed to theCommissioner (or his/her designee), has jurisdiction to hear or resolve a
particular dispute), which shall be determined in a judicial proceeding to bevenued in the United States District Court for the Southern District of
New York.
Section 4.

Costs Relating to System Arbitration.

(a) The compensation of the System Arbitrator and the costs andexpenses incurred in connection with any proceeding brought before the
System Arbitrator shall be borne equally by the parties to this Agreement;
provided, however, that each participant in such proceeding shall bear its
own attorneys’ fees and litigation costs.
(b) Notwithstanding the provisions of Section 4(a) above, if a matter isscheduled for hearing under this Article XXXII, and the hearing date isthereafter postponed at the request of either the NBA or the Players
Association, the postponement fee (if any) of the System Arbitrator will beborne by the party requesting the postponement unless that party objects
and the System Arbitrator finds that the request for such postponement wasfor good cause. Should good cause be found, the parties will share any
postponement fee equally.
Section 5.

Procedure for System Arbitration.

All matters before the System Arbitrator shall be heard and determinedin an expedited manner, provided that such expedition is reasonable under
the circumstances. A proceeding may be commenced upon seventy-two

Article XXXII

473(72) hours’ written notice (or upon shorter notice if ordered by the System
Arbitrator) served upon the party against whom the proceeding is brought
and filed with the System Arbitrator. All such notices and all orders andnotices issued and directed by the System Arbitrator shall be served on theNBA, counsel for the NBA, the Players Association, counsel for the Players
Association, and any counsel appearing for individual NBA players orindividual NBA Teams. In any proceeding commenced pursuant to
Article XIV, Section 5, the Players Association (on its own behalf and/or
on behalf of a player) and the NBA (on its own behalf and/or on behalf ofa Team) shall have the right to participate.
Section 6.

Selection of System Arbitrator.

(a) In the event that the Players Association and the NBA cannot agree
on the identity of a System Arbitrator, the parties shall jointly request theInternational Institute for Conflict Prevention and Resolution (the “CPR
Institute”) (or such other organization(s) as the parties may have agreedupon) to submit to the parties a list of eleven (11) attorneys, none of whomshall have, nor whose firm shall have, represented within the past five (5)years any professional athletes; agents or other representatives ofprofessional athletes; labor organizations representing athletes; sports
leagues, governing bodies, or their affiliates; sports teams or their affiliates;or owners in any professional sport. If the parties cannot within seven (7)days from the receipt of such list agree to the identity of the System
Arbitrator from among the names on such list, they shall return said list,
with up to five (5) names deleted therefrom by each party, to the CPR
Institute (or such other organization as the parties may have agreed upon),which shall choose from the remaining name(s) on the list the identity of
the System Arbitrator.
(b) Effective July 1, 2023, the System Arbitrator selected by the parties
shall serve for continually renewing two-year terms unless notice oftermination is given either by the NBA or by the Players Association. Noticeof termination of the System Arbitrator shall be given to the other party,
and to the System Arbitrator, during the period May 10 through May 15
immediately preceding the end of any term. Following the giving of such
notice, a new System Arbitrator shall be selected in accordance with theprocedures set forth in Section 6(a) above. A System Arbitrator as to whoma notice of termination has been given shall continue to have jurisdiction
only with respect to (i) System Arbitrations in which a hearing has been

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Article XXXII

commenced or scheduled for a date certain, and (ii) System Arbitrations
initiated (in accordance with the provisions of Section 2 above) within thethirty (30) day period preceding the service of the notice of termination;
provided, however, that a hearing with respect to System Arbitrations
referred to in this subsection (ii) must commence no later than thirty (30)days following the end of a System Arbitrator’s term.
Section 7.

Selection of Appeals Panel.

(a) There shall be a three-member Appeals Panel for each appeal
noticed from an award of the System Arbitrator. In the event the Players
Association and the NBA cannot agree upon the members of such a panel,the parties will jointly request the CPR Institute (or such otherorganization(s) as the parties may agree) to submit to the parties a list of
fifteen (15) attorneys (none of whom shall have, nor whose firm shall have,represented within the past five (5) years any professional athletes; agents orother representatives of professional athletes; labor organizations
representing athletes; sports leagues, governing bodies, or their affiliates;
sports teams or their affiliates; or owners in any professional sport). If theparties cannot within seven (7) days from the receipt of such list agree to theidentity of the Appeals Panel from among the names on such list, they shallmeet and alternate striking one (1) name at a time from the list until three (3)names on the list remain. The three (3) remaining names on the list shallcomprise the Appeals Panel.
(b) Effective July 1, 2023, the members of the Appeals Panel selectedby the parties shall serve for continually renewing one-year terms unlessnotice of termination is given either by the NBA or by the Players
Association. On or before June 30, 2024, and on or before each othersuccessive June 30 during the term of this Agreement, either party may
discharge one or more members from the Appeals Panel by serving noticeof termination on him/her on or before that date and upon the other party
to this Agreement, and the discharge shall be effective as of such June 30.
A discharged Appeals Panel member may participate in decisions renderedby the Appeals Panel in all cases previously heard to closure of the record,
but not participate in the consideration or decision of any other cases. If amember of the Appeals Panel is not discharged as provided above, themember’s term will automatically be renewed for an additional year. The
compensation of the members of the Appeals Panel and the costs ofproceedings before the Appeals Panel shall be borne equally by the parties

Article XXXII

475

to this Agreement; provided, however, that each participant in an Appeals
Panel proceeding shall bear its own attorneys’ fees and litigation costs.
Section 8.

Procedure Relating to Appeals of Determination by the
System Arbitrator.

(a) Any party seeking to appeal (in whole or in part) an award of the
System Arbitrator must serve on the other party and file with the System
Arbitrator a notice of appeal, within ten (10) days of the date of the award
appealed from. The timely service and filing of a notice of appeal shall
automatically stay the award of the System Arbitrator pending resolution by
the Appeals Panel.
(b) Following the timely service and filing of a notice of appeal, theNBA and the Players Association shall attempt to agree upon a briefing
schedule. In the absence of such agreement, the briefing schedule shall be
set by the Appeals Panel; provided, however, that any party seeking to appeal(in whole or in part) from an award of the System Arbitrator shall beafforded no less than fifteen (15) and no more than twenty-five (25) days
from the date of the issuance of such award, or the date of the issuance of
the System Arbitrator’s written opinion, or the date upon which themembers of the Appeals Panel have been selected in accordance with theprovisions of Section 7 above, whichever is latest, to serve on the opposing
party and file with the Appeals Panel its brief in support thereof; andprovided further that the responding party or parties shall be afforded thesame aggregate amount of time to serve and file its or their responding
brief(s). The Appeals Panel shall schedule oral argument on the appeal(s)no less than five (5) and no more than ten (10) days following the service
and filing of the responding brief(s), and shall issue a written decision within
thirty (30) days from the date of argument.
(c) The Appeals Panel shall review the findings of fact and conclusionsof law made by the System Arbitrator using the standards of review
employed by the United States Court of Appeals for the Second Circuit.
The decision of the Appeals Panel shall constitute full, final, and complete
disposition of the dispute, and shall be binding upon the parties to thisAgreement and upon any player(s) or Team(s) involved.

476

Article XXXII

Section 9.

Special Procedure for Disputes with Respect to Interim
Audit Reports.

(a) Notwithstanding any of the other provisions of this Agreement, at
the request of either the NBA or the Players Association, and irrespectiveof which party may commence the proceeding, the procedures set forth in
this Section 9 shall apply to the resolution of any disputes with respect to an
Interim Audit Report (as defined in Article VII, Section 10(a) above),including but not limited to disputes concerning any Designated ShareInformation set forth in an Interim Audit Report. If in connection withsuch disputes, there is any conflict between the procedures set forth in thisSection 9 and those set forth elsewhere in this Agreement, the procedures
set forth in this Section shall control.
(b) A proceeding before the System Arbitrator shall be commenced, inthe manner provided for by Sections 2(d) and 5 above, no more than
thirty (30) days following the delivery by the Accountants (as defined in
Article VII, Section 10(a) above) of the Interim Audit Report with respect
to any dispute or claim concerning (i) the amount(s) of BRI or Total Salaries(or portions thereof) as to which the Accountants have completed theirreview and which is the subject of a good faith dispute between the parties,(ii) the amount(s) of BRI or Total Salaries (or portions thereof) as to which
the Accountants have not completed their review and with respect to which
the parties have a good faith disagreement, (iii) such Designated ShareInformation (as defined in Article VII, Section 10(a) above) as is included in
the Interim Audit Report as to which the parties have a good faithdisagreement, and/or (iv) all other disputes (including but not limited todisputes over the amounts and includability of any revenues or expenses
included or excluded from the Interim Audit Report) of which the parties
were aware or reasonably should have been aware, at the time the proceeding
was commenced, based upon the contents of the BRI Reports, the Draft
Audit Report, or Interim Audit Report, or other documents or writings
provided to the parties by the Accountants in connection with their BRI
audit.
(c) A party’s failure to commence a proceeding before the System
Arbitrator within the thirty (30) day period provided for by Section 9(b)above with respect to the disputes or claims enumerated therein shall forever
bar that party from asserting or seeking relief of any kind for any suchdispute or claim; provided, however, that the provisions of Section 9(b)above and this Section 9(c) shall not bar a party from commencing aArticle XXXII

477

proceeding before the System Arbitrator and seeking appropriate relief,
subject to the limitations imposed by Section 2 above:(i)With respect to a dispute or claim concerning an Interim
Audit Report as to which such party was not aware orreasonably should not have been aware, based upon thematerials referred to in Section 9(b) above, during thethirty (30) day period following the delivery of such Interim
Audit Report; or(ii)

With respect to any dispute or claim relating to a subsequent
Salary Cap Year, including, but not limited to, any disputeconcerning the includability or non-includability in BRI of acategory or type of revenue or the allowance or disallowanceof a category or type of expense, without regard to whether,based upon the materials referred to in Section 9(b) above(other than a BRI Report, Draft Audit Report, or Interim
Audit Report), the party was or reasonably should have beenaware of such dispute or claim during the thirty (30) day
period following the delivery of such Interim Audit Report.

(iii)

Subject to Section 9(c)(ii) above, no determination made by
the System Arbitrator or the Appeals Panel (as the case maybe) in a proceeding commenced pursuant to Section 9(c)(i)or (ii) above shall affect any calculations made pursuant to
Article VII, Section 12.

(d) Where a hearing before the System Arbitrator is provided for by thisSection 9, such hearing shall be conducted within fifteen (15) days from thecommencement of the proceeding, and the System Arbitrator shall renderan award and issue a written decision as soon as possible, but in no event
later than fifteen (15) days following the close of the hearing. Where a rightto appeal from the System Arbitrator’s award is provided for by thisSection 9, any party seeking to appeal (in whole or in part) from such anaward shall serve and file a notice of appeal therefrom within five (5) days
from the date of such award and shall serve and file its brief in support ofsuch appeal within fifteen (15) days from the date of the System Arbitrator’saward or within five (5) days from the date upon which the members of the
Appeals Panel have been selected, whichever is later. The party opposing
such appeal shall serve and file its brief in opposition within ten (10) days

478

Article XXXII

following its receipt of the brief in support of the appeal. The Appeals Panelshall schedule oral argument at its discretion, but shall issue a written
decision within twenty (20) days following its receipt of the brief from theparty opposing the appeal.
(e) Any dispute concerning the amounts (as opposed to theincludability) of any revenues or expenses to be included in an Interim Audit
Report (hereinafter referred to as “Disputed Adjustments”) shall, wheneversuch Disputed Adjustments for all Teams are adverse to the party asserting
the dispute in an aggregate amount of less than $10 million for any Season
covered by this Agreement, be resolved by the Accountants; and thedetermination of the Accountants shall constitute full, final, and complete
disposition of the dispute and shall be binding upon the parties to thisAgreement. Notwithstanding the foregoing, any Disputed Adjustments thatinvolve the interpretation, validity, or application of this Agreement shall be
resolved by the System Arbitrator and shall be appealable to the Appeals
Panel in accordance with the provisions of Section 9(d) above.
(f) If the Disputed Adjustments for all Teams are adverse to the party
asserting the dispute in an aggregate amount of $10 million or more but lessthan $15 million for any Season covered by this Agreement, thedetermination of the System Arbitrator shall constitute full, final, andcomplete disposition of the dispute and shall be binding upon the parties tothis Agreement, and there shall be no appeal to the Appeals Panel.
Notwithstanding the foregoing, any Disputed Adjustments that involve theinterpretation, validity or application of this Agreement shall be resolved by
the System Arbitrator and shall be appealable to the Appeals Panel inaccordance with the provisions of Section 9(d) above.
(g) If the Disputed Adjustments for all Teams are adverse to the party
asserting the dispute in an aggregate amount of $10 million or more but lessthan $15 million for any Season covered by this Agreement, and if the party
asserting such dispute does not prevail before the System Arbitrator, thenthat party shall pay all of the fees and expenses of the System Arbitrator andthe reasonable costs and expenses, including attorneys’ fees, of the otherparty for its defense of the proceeding; provided, however, that if each party
has asserted a dispute upon which it has not prevailed, all such fees, expenses
and costs shall be borne in the manner provided for by Section 4 above.

Article XXXII

479(h) All other disputes involving an Interim Audit Report (including but
not limited to disputes over the amounts and includability of any revenues
or expenses to be included in such Reports) and the Designated ShareInformation shall be resolved by the System Arbitrator and shall beappealable to the Appeals Panel in accordance with the provisions ofSection 9(d) above.
Section 10. Special Procedure for Disputes with Respect to the
Adjustment Schedules.
(a) Notwithstanding any of the other provisions of this Agreement, theprocedures set forth in this Section 10 shall apply to the resolution of any
disputes with respect to the Adjustment Schedules described in Article VII,
Section 12. If in connection with such disputes, there is any conflict between
the procedures set forth in this Section 10 and those set forth elsewhere inthis Agreement, the procedures set forth in this Section shall control.
(b) In the event of any dispute with respect to the Adjustment
Schedules, the proceeding before the System Arbitrator shall becommenced, in the manner provided for by Sections 2(d) and 5 above, nomore than seven (7) days following the transmittal to the Players Associationof any of such schedules.
(c) The hearing before the System Arbitrator with respect to a disputeconcerning the Adjustment Schedules shall be conducted within ten (10)days following the commencement of the proceeding and the briefs of theparties, if any, shall be filed before the opening of the hearing on a date ordates set by the System Arbitrator. The hearing shall be conducted on an
expedited basis and, unless the parties otherwise agree or a party
demonstrates that such limitation will result in undue prejudice, will not last
longer than two (2) full days.
(d) If in connection with the Adjustment Schedules, there is a dispute
between the NBA and the Players Association and the amount incontroversy is $5 million or less, the determination of the System Arbitrator
shall constitute full, final, and complete disposition of the dispute and shallbe binding upon the parties to this Agreement, and there shall be no appeal
to the Appeals Panel. If with respect to such dispute the amount incontroversy is more than $5 million, either party may appeal a determinationof the System Arbitrator to the Appeals Panel.

480

Article XXXII(e) In connection with any dispute concerning the Adjustment
Schedules, the System Arbitrator shall render an award and issue a written
decision as soon as possible, but in no event later than ten (10) days
following the close of the hearing. When the award is issued, the System
Arbitrator shall set forth the basis therefore either in a written opinion ororally at a conference with the parties (which conference may be conductedby telephone) of which a stenographic record shall be made. Any party
seeking to appeal (in whole or in part) from an award of the System
Arbitrator rendered pursuant to Section 10(d) above shall serve and file a
notice of appeal therefrom within two (2) business days from the date ofsuch award. The party seeking to appeal shall serve and file its brief insupport of such appeal within ten (10) days from the date of the System
Arbitrator’s award or within three (3) days from the date upon which themembers of the Appeals Panel have been selected, whichever is later. The
party opposing such appeal shall serve and file its brief in opposition withinten (10) days following its receipt of the brief in support of the appeal. The
Appeals Panel shall schedule oral argument at its discretion, but shall issue
a written decision within twenty (20) days following its receipt of the brieffrom the party opposing the appeal.

Article XXXIII

481

ARTICLE XXXIIIANTI-DRUG PROGRAM AND SUBSTANCE ABUSE
TREATMENT
Section 1.

Definitions.

As used in this Article XXXIII, the following terms shall have thefollowing meanings:(a) “Authorization for Testing” shall mean a notice issued by the
Independent Expert pursuant to the provisions of Section 5 below in theform annexed hereto as Exhibit I-1 to this Agreement.
(b) “Benzodiazepines” shall mean any of the substances listed as
benzodiazepines on Exhibit I-2 to this Agreement.
(c) “Come Forward Voluntarily” shall mean that a player has directly
communicated to the Medical Director his desire to enter the Program andseek treatment for a problem involving the use of a Drug of Abuse orsynthetic cannabinoid. Such communication may be facilitated by arepresentative of the NBA or the Players Association (e.g., by arranging a
conference call among the player, the Medical Director, and such
representative in which this communication occurs). A player may notCome Forward Voluntarily if, prior to his direct communication to theMedical Director, the NBA has been notified by the applicable Programlaboratory that the player’s most recent drug test was positive or produced
an atypical finding for a Drug of Abuse or synthetic cannabinoid. A player
may not Come Forward Voluntarily for the use of a SPED or Diuretic.
(d) “Counselors” shall mean the persons selected by the Medical
Director to provide counseling and other treatment to players in the
Program.
(e) “Diuretics” shall mean any of the substances listed as diuretics on
Exhibit I-2 to this Agreement.
(f) “Drugs of Abuse” shall mean any of the substances listed as drugsof abuse on Exhibit I-2 to this Agreement.

482

Article XXXIII(g) “Drugs of Abuse Program” shall mean (i) the testing program for
Drugs of Abuse set forth in this Article XXXIII, and (ii) the education,
treatment, and counseling program for Drugs of Abuse established by the
Medical Director (after consultation with the NBA and the Players
Association), which may contain such elements—including, but not limited
to, urine, blood, breath, or other testing for Prohibited Substances otherthan SPEDs—as may be determined by the Medical Director in his or her
professional judgment.
(h) “First-Year Player” shall mean a player under Contract to an NBA
Team who, prior to the then-current Season, has not been on the roster of
an NBA Team following the first game of a Regular Season.
(i) “HGH Blood Testing” shall mean the collection and testing ofblood samples for Human Growth Hormone via dried blood spots.
(j) “In-Patient Facility” shall mean such treatment center or otherfacility as may be selected by the Medical Director and agreed upon by the
NBA and the Players Association.
(k) “Independent Expert” or “Expert” shall mean the person selectedby the NBA and the Players Association in accordance with Section 2(c)below.
(l) “Marijuana and Alcohol Treatment Programs” shall mean the
education, treatment, and counseling programs for marijuana and alcohol
established by the Medical Director (after consultation with the NBA and
the Players Association), which may contain such elements—including, but
not limited to, urine, blood, breath, or other testing for marijuana, alcohol,
or Prohibited Substances other than SPEDs—as may be determined by the
Medical Director in his or her professional judgment.
(m) “Medical Director” shall mean the person selected by the NBA and
the Players Association in accordance with Section 2(a) below.
(n) “Off-Season” shall mean, for any given player, the period beginningthe day after the last game of that player’s Team’s Season and ending the day
before the first day of that player’s Team training camp.

Article XXXIII

483(o) “Prohibited Substance” shall mean any of the substances listed on
Exhibit I-2 to this Agreement and any other substance added to such
Exhibit under the provisions of Section 17 below.
(p) “Program” shall mean this Anti-Drug Program, and shall include theDrugs of Abuse Program, the Marijuana and Alcohol Treatment Programs,
the SPED Program, and the Synthetic Cannabinoid Program.
(q) “Prohibited Substances Committee” shall mean the committee
selected by the NBA and the Players Association in accordance with
Section 2(e) below.
(r) “SPED” shall mean any of the steroids, performance-enhancing
drugs, and masking agents (other than Diuretics) listed on Exhibit I-2 to thisAgreement.
(s) “SPED Medical Director” shall mean the person selected by the
NBA and the Players Association in accordance with Section 2(b) below.
(t) “SPED Program” shall mean the (i) testing program for SPEDs andDiuretics (but not for any other Prohibited Substance) set forth in this
Article XXXIII, and (ii) the education, treatment, and counseling programfor SPEDs and Diuretics established by the SPED Medical Director (after
consultation with the NBA and the Players Association), which may containsuch elements—including, but not limited to, urine, blood, breath, or othertesting for SPEDs and Diuretics (but not for any other Prohibited
Substance)—as may be determined by the SPED Medical Director in his or
her professional judgment.
(u) “Synthetic Cannabinoid Program” shall mean the (i) testing programfor synthetic cannabinoids (but not for any other Prohibited Substance) set
forth in this Article XXXIII, and (ii) the education, treatment, andcounseling program for synthetic cannabinoids established by the Medical
Director (after consultation with the NBA and the Players Association),
which may contain such elements—including, but not limited to, urine,
blood, breath, or other testing for Prohibited Substances other than
SPEDs—as may be determined by the Medical Director in his or her
professional judgment.
(v) “Tender” shall mean an offer of a Uniform Player Contract, signedby the Team, that is either personally delivered to the player or his

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Article XXXIII

representative or sent by prepaid certified, registered, or overnight mail tothe last known address of the player or his representative.
(w) “Veteran Player” shall mean any player who is not a First-Year
Player.
Section 2.

Administration.

(a) The NBA and the Players Association shall jointly select a Medical
Director who shall be a person experienced in the field of testing andtreatment for substance abuse. The Medical Director shall have theresponsibility, among other duties, for selecting and supervising theCounselors and other personnel necessary for the effective implementationof the Drugs of Abuse, Marijuana and Alcohol Treatment, and Synthetic
Cannabinoid Programs; for making medical review determinations for
Prohibited Substances other than SPEDs and Diuretics; for evaluating andtreating players subject to the Drugs of Abuse, Marijuana and Alcohol
Treatment, and Synthetic Cannabinoid Programs; and for otherwise
managing and overseeing such Programs, subject to the control of the NBA
and the Players Association. To the extent practicable, the Medical Director
shall select qualified retired NBA players to serve as Counselors.
(b) The NBA and the Players Association shall jointly select a SPED
Medical Director who shall be a medical doctor, preferably specializing ininternal or sports medicine, with experience in the field of testing andtreatment for steroids and performance-enhancing drugs. The SPED
Medical Director shall have the responsibility, among other duties, formaking medical review determinations for SPEDs and Diuretics, forevaluating and treating players subject to the SPED Program, and forotherwise managing and overseeing the SPED Program, subject to thecontrol of the NBA and the Players Association.
(c) The NBA and the Players Association shall jointly select an
Independent Expert who shall be a person experienced in the field of
substance abuse detection and enforcement and shall be authorized to issue
Authorizations for Testing in accordance with Section 5 below.
(d) The Medical Director, the SPED Medical Director, and theIndependent Expert shall all serve for the duration of this Agreement, unlesseither the NBA or the Players Association has, by September 1 of any year

Article XXXIII

485

covered by this Agreement, served written notice of discharge upon theother party and, as appropriate, the Medical Director, SPED Medical
Director, and/or the Independent Expert. Such notice of discharge shall beeffective as of the immediately following September 30; provided, however,that if the parties do not reach agreement by such September 30 as to whoshall serve thereafter as the Medical Director, SPED Medical Director,
and/or the Independent Expert, as the case may be, each party shall, by theimmediately following October 15, appoint a person who shall have no
relationship to or affiliation with that party. Such persons shall then have
until the immediately following December 1 to agree on the appointment of
a new Medical Director, SPED Medical Director, and/or Independent
Expert. Until a new Medical Director, SPED Medical Director, and/or
Independent Expert has been appointed, the previous Medical Director,
SPED Medical Director, and/or Independent Expert shall continue toserve.
(e) (i)The NBA and the Players Association shall form a
Prohibited Substance Committee, which shall be comprisedof one (1) representative from the NBA, one (1)representative from the Players Association, and three (3)individuals jointly selected by the NBA and the Players
Association who shall be experts in the field of testing andtreatment for drugs of abuse and performance-enhancing
substances. The members of this Committee shall serve forthe duration of the Agreement.

(ii)

The members of the Prohibited Substances Committee shallmeet (either in person or by conference call) at least once
each Season and once each off-season (the “Annual
Meetings”). The Annual Meetings shall be scheduled by the
NBA after consultation with the Players Association. At theAnnual Meetings, the Committee shall review the Program’s
list of Prohibited Substances, and discuss generalanti-doping issues (including, but not limited to, advances indrug testing science and technology, and modifications torelevant anti-doping policies of other sports organizations).
The Committee shall also make recommendations to the
NBA and the Players Association for changes to the list ofProhibited Substances (including the determination oflaboratory analysis cutoff levels).

486

Article XXXIII(iii)

As of September 1, 2023, and as of each successive
September 1, either of the parties to this Agreement may
discharge any jointly-selected member of the Prohibited
Substances Committee by serving thirty (30) days’ priornotice upon that person and upon the other party to thisAgreement. In the case of such discharge, or in the event a
Committee member resigns, and if the parties are unable toagree on a replacement Committee member within
thirty (30) days, then the parties shall request a list ofseven (7) names of potential replacements prepared by the
Medical Director and any remaining jointly-selected
Committee members, and, within seven (7) days, shall selectthe necessary replacement by alternately striking names fromthe list until only one (1) remains.

(f) Unless specifically stated otherwise in this Article XXXIII, all costsof the Program in excess of those covered by the NBA Players Group
Health Plan, including the fees and expenses of the Medical Director, theSPED Medical Director, the Independent Expert, and the Prohibited
Substances Committee shall be shared equally by the NBA and Players
Association. The Players Association’s share shall be paid by the NBA andincluded in Player Benefits under Article IV, Section 6(g) of this Agreement.
The fees and expenses incurred by the NBA in conducting testing pursuant
to Sections 5, 6, and 16 below shall be borne by the NBA.
(g) Any and all disputes arising under this Article XXXIII shall be
resolved in accordance with Article XXXI, Sections 2-7 and 15 of thisAgreement; provided, however, that in any challenge to a decision,
recommendation, or other conduct of the Medical Director, SPED Medical
Director, Independent Expert, or Prohibited Substances Committee, or inany challenge to an action or process over which the Medical Director or
the SPED Medical Director has supervision, the Grievance Arbitrator shallapply an “arbitrary and capricious” standard of review; and provided further
that nothing in this Section 2(g) shall limit or otherwise affect Paragraph 19of the Uniform Player Contract. Notwithstanding the foregoing, neither
party, nor any player or Team, may challenge a determination made by theapplicable Program laboratory of whether the estimated or adjusted
concentration of a Prohibited Substance that is subject to a confirmatorylaboratory analysis level set forth in Exhibit I-6 exceeds the relevant
single-point calibrator in a player’s “A” and/or “B” sample.

Article XXXIII
Section 3.

487

Confidentiality.

(a) Other than as reasonably required in connection with the suspension
or disqualification of a player, the NBA, the Teams, and the Players
Association, and all of their members, affiliates, agents, consultants, andemployees, are prohibited from publicly disclosing information about thediagnosis, treatment, prognosis, test results, compliance, or the fact ofparticipation of a player in the Program (“Program Information”); provided,
however, (i) if a player is suspended or disqualified for conduct involving a
Drug of Abuse, Diuretic, synthetic cannabinoid, distribution of marijuana,
or for failing to comply with his treatment program as prescribed anddetermined by the Medical Director or SPED Medical Director (asapplicable), the NBA may publicly disclose the applicable penalty (but may
not, for clarity, publicly disclose the particular Prohibited Substanceinvolved, absent the agreement of the Players Association or the priordisclosure of such information by the player or by a person authorized by
the player to disclose such information), and (ii) if a player is suspended or
disqualified for conduct involving a SPED, the particular SPED shall be
publicly disclosed along with the announcement of the applicable penalty.
(b) The Medical Director, the SPED Medical Director, and theCounselors, and all of their affiliates, agents, consultants, and employees, areprohibited from publicly disclosing Program Information; provided,
however, that the Medical Director and the SPED Medical Director shallnot be prohibited from disclosing such information to the NBA and thePlayers Association.
(c) The Independent Expert is prohibited from publicly disclosing any
information supplied to him by the NBA or the Players Association
pursuant to Section 5 below.
(d) Members of the Prohibited Substances Committee are prohibitedfrom publicly disclosing any information obtained by them in connection
with their duties as Committee members. If a jointly-selected member of
the Committee violates this Section 3(d), such member shall be immediately
discharged from the Committee.
(e) Any Program Information that is publicly disclosed (i) under
Section 3(a) above, (ii) by the player, (iii) with the player’s authorization, or(iv) through release by sources other than the NBA, NBA Teams, thePlayers Association, the Medical Director, the Counselors, the SPED

488

Article XXXIII

Medical Director, the Independent Expert, or the Prohibited Substances
Committee, or any of their members, affiliates, agents, consultants, andemployees, will, after such disclosure, no longer be subject to theconfidentiality provisions of this Section 3.
(f) Other than as reasonably required by the Reasonable Cause Testingprocedure set forth in Section 5 below, neither the NBA nor the Players
Association shall divulge to any other person or entity (including theirrespective members, affiliates, agents, consultants, employees, and the player
and Team involved):(i)that it has received information regarding the use,
possession, or distribution of a Prohibited Substance by aplayer;(ii)

that it is considering requesting, has requested, or has had aconference with the Independent Expert concerning thesuspected use, possession, or distribution of a Prohibited
Substance by a player;(iii)

any information disclosed to the Independent Expert; or(iv)

the results of any conference with the Independent Expert.

(g) Notwithstanding anything to the contrary contained in
Sections 3(a)-(f) above, the NBA and the Players Association shall promptly
advise and make available to each other all information either of them may
have in their possession, custody, or control that provides cause to believethat a player is engaged in the use, possession, or distribution of a Prohibited
Substance.
(h) Notwithstanding anything to the contrary contained in Sections
3(a)-(f) above, if a player (1) has tested positive for a Prohibited Substanceand is subject to a potential suspension or dismissal and disqualification
under this Article XXXIII by virtue of such positive test (e.g., because such
positive test has not been deemed negative due to a determination by the
Medical Director or SPED Medical Director (as applicable) that there is avalid alternative medical explanation for the test result, or (2) is otherwise inviolation of the Program and, as a result, is subject to a potential suspension
or dismissal and disqualification under this Article XXXIII by reason ofArticle XXXIII

489

such violation (e.g., because of his noncompliance with treatment or failure
to cooperate with the testing process), then:(i)If, while the player is subject to a potential suspension or
dismissal and disqualification pursuant to Section 3(h)(1) or(2) above, the player commences or is engaged innegotiations with a Team regarding a Player Contract or anamendment to a Player Contract (including an Extension,
Renegotiation, or other amendment), the player shallimmediately provide written notice of the positive test
and/or the potential suspension or dismissal anddisqualification to the Team. (For purposes of the foregoingsentence, “immediately” means (x) if the player commencessuch negotiations with the Team after being informed that
he is subject to a potential suspension or dismissal anddisqualification pursuant to Section 3(h)(1) or (2) above,
upon commencement of such negotiations, and (y) if theplayer is informed that he is subject to a potential suspension
or dismissal and disqualification pursuant to Section 3(h)(1)or (2) above after commencing such negotiations with theTeam, within twenty-four (24) hours of being so informed,
and in the case of either (x) or (y), prior to the execution of
any Contract or amendment to such Contract.) If the player
enters into a Player Contract or an amendment to a Player
Contract with a Team, then the NBA shall promptly informthe Team of the player’s positive test and/or potential
suspension or dismissal and disqualification and notice
obligation pursuant to this Section 3(h)(i). Within six (6)business days of being so informed by the NBA, the Teammay request that the NBA render the player’s Contract (oramendment, as the case may be) null and void if the Teambelieves that the player failed to provide the Team withwritten notice pursuant to this Section 3(h). If a Team
makes such a request, and the NBA then determines that theplayer failed to provide the Team with such written notice,
the player’s Contract (or amendment, as the case may be)shall be rendered null and void and of no further force oreffect.

490

Article XXXIII(ii)

If, while the player is subject to a potential suspension or
dismissal and disqualification pursuant to Section 3(h)(1)or (2) above, an assignment of the player’s Contract is
proposed to occur via a trade conference call with the NBA
league office, then the NBA shall provide notice of thepositive test and/or potential suspension or dismissal anddisqualification, to the Teams involved in the trade of theplayer’s Contract.

(iii)

If, while the player is subject to a potential suspension or
dismissal and disqualification pursuant to Section 3(h)(1)or (2) above, the player has been placed on waivers and aTeam claims the rights to the player, prior to notifying aTeam that it has acquired such rights, the NBA shall provide
written notice of the positive result and/or potential
suspension or dismissal and disqualification to such Team.
Upon receiving such notice, notwithstanding anything inthis Agreement to the contrary, the Team shall have the rightto withdraw its waiver claim pursuant to a processestablished by the NBA.

In the event that the NBA provides notice to a Team pursuant to thisSection 3(h), the NBA also shall inform the Team of (x) whether the testingof the split or “B” sample of the player’s specimen is outstanding, and (y) the
further process to which the player is subject under the Program.
(i) Nothing contained in this Section 3 shall prohibit a Team fromproviding to the NBA information concerning whether a player is engaged
in the use, possession, or distribution of a Prohibited Substance. For clarity,
this Section 3(i) does not permit a Team to provide information to the NBA
in violation of Section 18(d) below.
Section 4.

Testing.

(a) Testing conducted pursuant to this Article XXXIII, whether by theNBA, the Medical Director, or the SPED Medical Director, shall be
conducted in compliance with scientifically accepted analytical techniques.
Such testing shall also comply with Section 4(b) below, the collection
procedures described in Exhibit I-3 (for urine collections) and Exhibit I-4(for blood collections) to this Agreement, and such additional procedures

Article XXXIII

491

and protocols as may be established by the NBA (after consultation with thePlayers Association) or the Medical Director or the SPED Medical Director,
as applicable (after consultation with the NBA and the Players Association).
The NBA and the Medical Director or the SPED Medical Director, as
applicable (after consultation with the Players Association), are authorized
to retain such consultants and support services as are necessary andappropriate to administer and conduct such testing.
(b) If a player is selected for random drug testing pursuant to Section 6
below on a day he is scheduled to play a game, the following additional
procedures will apply: (i) any blood testing must occur after the game; and(ii) for urine testing of a player on the visiting Team scheduled at game-day
shoot-arounds, tests will be scheduled to occur before the shoot-around forthat Team commences, and for any tests that are not completed by the timethe visiting Team bus is scheduled to leave the arena or practice facility after
the shoot-around is completed, the Team will provide alternate
transportation to the team hotel for any player that must remain at the arenaor practice facility to complete the testing process and will ensure that aTeam staff member remains with the affected player(s) and accompanies
him or them back to the Team’s hotel.
(c) All tests conducted pursuant to this Article XXXIII shall beanalyzed by laboratories selected by the NBA and the Players Association,and certified by the World Anti-Doping Agency or the Substance Abuse andMental Health Services Administration (SAMHSA).
(d) Any test conducted pursuant to this Article XXXIII will beconsidered “positive” for a Prohibited Substance under the following
circumstances:(i)

If the test is for a Prohibited Substance other than a SPED
or Diuretic and it is confirmed by laboratory analysis at thelevels set forth in Exhibit I-5.

(ii)

If the test is for a SPED or Diuretic, and it is confirmed bylaboratory analysis at the levels set forth in Exhibit I-6.

(iii)

If a player refuses to submit to a test or cooperate fully withthe testing process, without a reasonable explanation
satisfactory to the Medical Director or the SPED Medical

492

Article XXXIII
Director (for testing under the SPED Program only);
provided, however, that the NBA will use its best efforts(A) to have the drug testing collectors immediately notify the
NBA when any player refuses to submit to a test or
cooperate fully with the testing process, and (B) to provide
such information to the Players Association as soon as
possible thereafter; and provided, further, that (C) following
any player’s refusal to submit to a test or failure to cooperate
fully with the testing process, the drug testing collector shallwait ninety (90) minutes at the collection site, and (D) if theplayer submits to the test and cooperates fully with thetesting process within such additional time, then his earlier
refusal or failure to cooperate shall be excused and the test
shall not be deemed positive under this Section 4(d).
(iv)

If the player fails to submit to a scheduled test, without areasonable explanation satisfactory to the Medical Director
or SPED Medical Director (for testing under the SPED
Program only).

(v)

If the player attempts to substitute, dilute, or adulterate a
specimen sample or in any other manner alter a test result(other than by testing positive for a Diuretic).

(e) The NBA shall promptly notify the Players Association of any
positive test conducted by the NBA, and shall thereafter notify the player.
The Medical Director or the SPED Medical Director (as applicable) shallpromptly notify the player of any positive test conducted by the Medical
Director or SPED Medical Director (as applicable); provided, however, that
if the positive test will result in a penalty to be imposed on the player, theMedical Director or SPED Medical Director (as applicable) shall notify the
NBA and the Players Association of the positive test result and the NBA
shall thereafter notify the player of such result and such penalty.
(f) Upon notifying the Players Association of any positive test or
atypical finding of an “A” sample, the NBA shall direct the testing of the
split or “B” sample of the player’s specimen. The test of the “B” sample
will be performed at a laboratory other than the laboratory that performed
the test of the original or “A” sample. Any such test shall be subject to theprovisions of this Section 4. The NBA will notify the Players Association

Article XXXIII

493

of the result of the test of the player’s “B” sample and, if the result is
positive, the Players Association may, within five (5) business days of thedate of such notification, direct the NBA to request documentation
package(s) for the player’s “A” sample and “B” sample from the applicable
Program laboratory. Within ten (10) business days of receiving a
documentation package pursuant to the preceding sentence, the Players
Association may hold a conference call among the NBA, the Players
Association, and the applicable Program laboratory to request clarificationof any information in such documentation package; provided, however, if it
is impracticable to hold such conference call within ten (10) business daysof receiving a documentation package, then the Players Association may
instead seek clarification of any information in the documentation package
via an email to the applicable Program laboratory (with the NBA copied),
which email must be sent within ten (10) business days of receiving a
respective documentation package.
(g) Any positive test pursuant to Section 4(d)(i) above shall be reviewed
by the Medical Director. Any positive test pursuant to Section 4(d)(ii) above
shall be reviewed by the SPED Medical Director. If the Medical Director
or SPED Medical Director (as applicable) determines, in his or her
professional judgment, that there is a valid alternative medical explanation
for such positive test result, then the test shall be deemed negative.
(h) If the test result for any player is reported by the laboratory as“invalid” or “endogenous steroids abnormally low,” the NBA shallpromptly notify the Players Association, and shall thereafter notify theplayer. In the event of such a test result, the player shall be required tosubmit to another test on a date determined by the NBA that is not morethan thirty (30) days after the date of the original test (the “Re-Test”). If the
Re-Test results in (i) a positive test for a Drug of Abuse other than a
Benzodiazepine or a positive test under Section 4(d)(iii), (iv), or (v) above,
the player shall immediately be dismissed and disqualified from any
association with the NBA or its Teams in accordance with the provisions ofSection 12(a) below; (ii) a positive test for a synthetic cannabinoid, the player
shall suffer the applicable consequences set forth in Section 10 below; (iii) a
positive test for a SPED or Benzodiazepine, the player shall suffer theapplicable consequences set forth in Section 9 below; or (iv) a positive test
for a Diuretic, the player shall be deemed to have tested positive for a SPED
and shall suffer the applicable consequences set forth in Section 9 below.
The original test will not be counted towards the number of tests to be494

Article XXXIII

administered to that player for that Season under Section 6 (Random
Testing) below.
(i) For clarity, if the test result for any player reports a SPED or
Diuretic at a detectable level below the confirmatory laboratory analysis
levels set forth in Exhibit I-6 (and, for clenbuterol, above 0.2 ng/ml but
below 1 ng/ml), the result shall be treated as an atypical finding under the
Program and, as a result, the player shall be subject to testing for Prohibited
Substances no more than four (4) times during the six-week period
commencing on the date the NBA is notified by the applicable Programlaboratory of the atypical finding. Such testing may be administered at any
time, in the discretion of the NBA, without prior notice to the player.
Section 5.

Reasonable Cause Testing or Hearing.

(a) In the event that either the NBA or the Players Association has
information that gives it reasonable cause to believe that a player is engaged
in the use, possession, or distribution of a Prohibited Substance, including
information that a First-Year Player may have been engaged in such conduct
during the period beginning three (3) months prior to his entry into theNBA, such party shall request a conference with the other party and theIndependent Expert, which shall be held within twenty-four (24) hours or
as soon thereafter as the Expert is available. Upon hearing the information
presented, the Independent Expert shall immediately decide whether there
is reasonable cause to believe that the player in question has been engaged
in the use, possession, or distribution of a Prohibited Substance. If the
Independent Expert decides that such reasonable cause exists, the Expert
shall thereupon issue an Authorization for Testing with respect to suchplayer.
(b) In evaluating the information presented to him, the Independent
Expert shall use his or her independent judgment based upon his or her
experience in substance abuse detection and enforcement. The parties
acknowledge that the type of information to be presented to the
Independent Expert is likely to consist of reports of conversations with third
parties of the type generally considered by law enforcement authorities tobe reliable sources, and that such sources might not otherwise come forward
if their identities were to become known. Accordingly, neither the NBA nor
the Players Association shall be required to divulge to each other or to the
Independent Expert the names (or other identifying characteristics) of theirArticle XXXIII

495

sources of information regarding the use, possession, or distribution of a
Prohibited Substance, and the absence of such identification of sources,
standing alone, shall not constitute a basis for the Expert to refuse to issue
an Authorization for Testing with respect to a player. In conferences with
the Independent Expert, the player involved shall not be identified by nameuntil such time as the Expert has determined to issue an Authorization for
Testing with respect to such player in the form set forth in Exhibit I-1 tothis Agreement.
(c) Immediately upon the Independent Expert’s issuance of an
Authorization for Testing with respect to a particular player, the NBA shallarrange for such player to undergo testing for Drugs of Abuse (if the
Authorization for Testing was based on information regarding the use,
possession, or distribution of a Drug of Abuse), for synthetic cannabinoids(if the authorization for Testing was based on information regarding theplayer’s use, possession, or distribution of synthetic cannabinoids), or for
SPEDs (if the Authorization for Testing was based on information
regarding the player’s use, possession, or distribution of a SPED) no morethan four (4) times during the six-week period commencing with theissuance of the Authorization for Testing. Such testing may be administeredat any time, in the discretion of the NBA, without prior notice to the player.
(d) In the event that the player tests positive for a Drug of Abuse otherthan a Benzodiazepine pursuant to this Section 5, or tests positive pursuant
to Section 4(d)(iii), (iv), or (v) above in connection with testing conductedpursuant to this Section 5, he shall immediately be dismissed and disqualified
from any association with the NBA or any of its Teams in accordance withthe provisions of Section 12(a) below. If the player tests positive for a
SPED, Benzodiazepine, or synthetic cannabinoid pursuant to this Section 5,
he shall enter the Program and suffer the applicable consequences set forthin Section 9 or 10 below, as the case may be. If the player tests positive fora Diuretic, he shall suffer the applicable consequences of a positive test for
the Prohibited Substance for which the Authorization for Testing wasissued.
(e) In the event that either the NBA or the Players Association
determines that there is sufficient evidence to demonstrate that, within theprevious year, a player has engaged in the use, possession, or distribution of
a Prohibited Substance, has engaged in a felony involving the distribution of
marijuana, or has received treatment for use of a Prohibited Substance other496

Article XXXIII

than in accordance with the terms of this Article XXXIII, it may, in lieu ofrequesting the testing procedure set forth in Sections 5(a)-(d) above, request
a hearing on the matter before the Grievance Arbitrator. If the GrievanceArbitrator concludes that, within the previous year, the Player has used,possessed, or distributed a Prohibited Substance, has engaged in a felony
involving the distribution of marijuana, or has received treatment other thanin accordance with the terms of this Article XXXIII, the player shallimmediately be dismissed and disqualified from any association with the
NBA or any of its Teams in accordance with the provisions of Section 12(a)below, notwithstanding the fact that the player has not undergone the testingprocedure set forth in this Section 5; provided, however, that if the
Grievance Arbitrator concludes that the player has used or possessed a
SPED, Benzodiazepine, Diuretic, or synthetic cannabinoid, he shall enter
the Program and suffer the applicable consequences set forth in Section 9
or 10 below, as the case may be.
Section 6.

Random Testing.

(a) In addition to the testing procedures set forth in Section 5 above, aplayer shall be required to undergo urine testing for Prohibited Substancesat any time, without prior notice to the player, no more than four (4) times
each Season and no more than two (2) times during each Off-Season. For
purposes of this Section 6, the last day of a Season for a player shall be theday before that player’s Off-Season begins. During each Season, the NBA
will conduct no more than 1,925 total urine tests. During the Off-Season,
the NBA will conduct no more than 600 total urine tests. The schedulingof testing and collection of urine samples will be conducted according to arandom player selection procedure by a third-party organization, and neither
the NBA, the Players Association, any Team, or any player will have any
involvement in selecting the players to be tested or will receive prior noticeof the testing schedule; provided, however, that it shall not be a violation of
the foregoing for the third-party organization (or a specimen collector forthe same) to provide advance notice of a scheduled collection to an NBA
Team Security Representative, so long as such notice does not identify theplayer(s) who will be tested and seeks merely to facilitate access of thecollector to the testing location. Urine samples collected during the Season
will be tested for all Prohibited Substances; urine samples collected during
the Off-Season will be tested for SPEDs and Diuretics only and may notunder any circumstances be tested with respect to any other Prohibited
Substances.

Article XXXIII

497(b) (i)In the event that a First-Year Player tests positive for a Drugof Abuse other than a Benzodiazepine pursuant to thisSection 6, he shall immediately be dismissed and disqualified
from any association with the NBA or its Teams for a periodof one (1) year, his Player Contract shall be rendered nulland void and of no further force or effect (subject to theprovisions of Paragraph 8 of the Uniform Player Contract),and he shall enter Stage 1 of the Drugs of Abuse Program.
Such dismissal and disqualification shall be mandatory andmay not be rescinded or reduced by the player’s Team or theNBA; provided, however, that such dismissal anddisqualification may be reduced or rescinded by the
Grievance Arbitrator in accordance with Section 20 below.

(ii)

During any period while a First-Year Player is dismissed anddisqualified from the NBA under Section 6(b)(i) above, andso long as such player is in compliance with his in-patient oraftercare obligations under the Program (as determined by
the Medical Director), he shall receive from his Team areasonable and necessary living expense stipend to be agreed
upon by the NBA and the Players Association which(A) shall not exceed twenty-five percent (25%) of the Salarythat the player would otherwise have been entitled to earn
for the period of his dismissal and disqualification and(B) shall not be payable for more than one (1) year from thedate of such dismissal and disqualification.

(iii)

Any First-Year Player who tests positive for a SPED,
Benzodiazepine, or synthetic cannabinoid pursuant to thisSection 6, shall suffer the applicable consequences set forthin Section 9 or 10 below, as the case may be. Any First-Year
Player who tests positive for a Diuretic pursuant to thisSection 6 shall be deemed to have tested positive for a SPED
and shall suffer the applicable consequences set forth in
Section 9 below.

(c) In the event that a Veteran Player tests positive for a Drug of Abuse
other than a Benzodiazepine pursuant to this Section 6, he shall immediately
be dismissed and disqualified from any association with the NBA or any of
its Teams in accordance with the provisions of Section 12(a) below;

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Article XXXIII

provided, however, that such dismissal and disqualification may be reduced
or rescinded by the Grievance Arbitrator in accordance with Section 20
below. If the player tests positive for a SPED, Benzodiazepine, or synthetic
cannabinoid pursuant to this Section 6, he shall enter the Program and suffer
the applicable consequences set forth in Section 9 or 10 below, as the casemay be. If the player tests positive for a Diuretic pursuant to this Section 6,
he shall be deemed to have tested positive for a SPED and shall suffer theapplicable consequences set forth in Section 9 below.
(d) In the event that any player tests “positive” pursuant to
Section 4(d)(iii), (iv), or (v) above in connection with testing conductedpursuant to this Section 6, that positive test result shall be considered apositive test result for a Drug of Abuse, and the player shall immediately bedismissed and disqualified from any association with the NBA or any of its
Teams in accordance with the provisions of Section 12(a) below.
(e) If a player fails to submit to a scheduled test during the Off-Season
pursuant to this Section 6, or to cooperate fully with the testing process forsuch test, without a reasonable explanation satisfactory to NBA, then (i) the
drug testing collector shall provide notice to the player (with the NBA andPlayers Association copied) of such failure or lack of cooperation each time
it occurs; (ii) if such failure or lack of cooperation continues, the player will
be subject to a daily fine commencing on the third day of such continuing
failure or lack of cooperation (with the fining period to commence at
5:00 p.m. (local time) at the site of such testing) , and (iii) the daily fine shallbe $1,000 for the first day, $2,000 for the second day, $3,000 for the thirdday, $4,000 for the fourth day, and $5,000 for the fifth and any additionaldays on which the player fails to submit to scheduled testing or cooperate
fully with the testing process. Nothing in the foregoing shall prejudice inany manner the NBA’s rights under Sections 4(d)(iii) and 4(d)(iv) above.
Section 7.

Drugs of Abuse Program.

(a) Voluntary Entry.
(i)

A player may enter the Drugs of Abuse Program voluntarily
at any time by Coming Forward Voluntarily for a problem
involving the use of a Drug of Abuse; provided, however,that a player may not Come Forward Voluntarily (A) until
he has been selected in an NBA Draft or invited to an NBA

Article XXXIII

499

training camp; (B) during any period in which an
Authorization for Testing as to that player remains in effectpursuant to Section 5 above; (C) during any period in which
he remains subject to in-patient or aftercare treatment inStage 1 of the Drugs of Abuse Program; or (D) after he hasreached Stage 2 of the Drugs of Abuse Program.
(ii)

If a player who has not previously entered the Drugs ofAbuse Program Comes Forward Voluntarily for a problem
involving the use of a Drug of Abuse, he shall enter Stage 1of the Drugs of Abuse Program.

(iii)

If a player who has not previously entered Stage 2 of theDrugs of Abuse Program, but who has been notified by the
Medical Director that he has successfully completed Stage 1of that Program, Comes Forward Voluntarily for a problem
involving the use of a Drug of Abuse, he shall enter Stage 2of the Drugs of Abuse Program.

(iv)

No penalty of any kind will be imposed on a player as a resultof having Come Forward Voluntarily for a problem
involving the use of a Drug of Abuse. The foregoingsentence shall not preclude the imposition of a penalty under
Section 7(c)(iv) below as a result of the player’s entering
Stage 2 of the Drugs of Abuse Program, or any penalty called
for by this Article XXXIII as a result of conduct by theplayer that occurs after he has Come Forward Voluntarily.

(b) Stage 1.
(i)

Any player who has entered Stage 1 of the Drugs of Abuse
Program shall be required to submit to an evaluation by the
Medical Director, provide (or cause to be provided) to theMedical Director such relevant medical and treatment
records as the Medical Director may request, and commence
the treatment and testing program prescribed by the Medical
Director.

(ii)

If a player, within ten (10) days of the date on which he wasnotified that he had entered Stage 1 of the Drugs of Abuse

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Article XXXIII
Program and without a reasonable excuse, fails to comply (inthe professional judgment of the Medical Director) with anyof the obligations set forth in Section 7(b)(i) above, he shallbe suspended until such time as the Medical Director
determines that he has fully complied with Section 7(b)(i)above. If such noncompliance continues without areasonable excuse (in the professional judgment of theMedical Director) for thirty (30) days from the date on which
the player was notified that he had entered Stage 1 of theDrugs of Abuse Program, the player shall, following noticeof the player’s non-compliance by the Medical Director to
the NBA and then by the NBA to the player’s Team(notwithstanding the provisions of Section 3 above),(A) advance to Stage 2 of the Drugs of Abuse Program, or(B) the player’s Team may, notwithstanding any term orprovision in or amendment to the player’s Uniform Player
Contract, elect to terminate such Contract without any
further obligation to pay Compensation, except to pay theCompensation (either Current or Deferred) that may havebeen earned by the player to the date of termination.
(iii)

Except as provided in this Article XXXIII, no penalty of any
kind will be imposed on a player while he is in Stage 1 of theDrugs of Abuse Program and, provided he complies withthe terms of his prescribed treatment, he will continue toreceive his Compensation during the term of his treatment
for a period of up to three (3) months of care in an In-Patient
Facility and such aftercare as may be required by the Medical
Director.

(c) Stage 2.
(i)

Any player who has entered Stage 2 of the Drugs of Abuse
Program shall be required to submit to an evaluation by the
Medical Director, provide (or cause to be provided) to theMedical Director such relevant medical and treatment
records as the Medical Director may request, and commence
the treatment and testing program prescribed by the Medical
Director.

Article XXXIII

501

(ii)

If a player, within thirty (30) days of the date on which he
was notified that he had entered Stage 2 of the Drugs ofAbuse Program and without a reasonable excuse, fails tocomply (in the professional judgment of the Medical
Director) with any of the obligations set forth in Section
7(c)(i) above, he shall immediately be dismissed anddisqualified from any association with the NBA or any of its
Teams in accordance with the provisions of Section 12(a)below.

(iii)

A player in Stage 2 of the Drugs of Abuse Program shall besuspended during the period of his in-patient treatment andfor at least the first six (6) months of his aftercare treatment.
The player shall remain suspended during any subsequent
period in which he is undergoing treatment that, in theprofessional judgment of the Medical Director, prevents
him from rendering the playing services called for by his
Uniform Player Contract.

(iv)

Any subsequent use, possession, or distribution of a Drugof Abuse by a player in Stage 2, even if voluntarily disclosed,
or any conduct by a player in Stage 2 that results in his
advancing one (1) Stage in the Drugs of Abuse Program,shall result in the player being immediately dismissed anddisqualified from any association with the NBA or any of its
Teams in accordance with the provisions of Section 12(a)below.

(d) Treatment and Testing Program. A player who enters the Drugs
of Abuse Program shall be required to comply with such in-patient andaftercare program as may be prescribed and supplemented from time to timeby the Medical Director. Such program may include random testing for
Prohibited Substances other than SPEDs, and for marijuana and alcohol,and such non-testing elements as may be determined in the professional
judgment of the Medical Director.

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Article XXXIII

Section 8.

Marijuana and Alcohol Treatment Programs.

(a) Team Referral.
(i)

In the event that a player’s Team has reasonable cause tobelieve that the player was under the influence of marijuana
and/or alcohol while engaged in activities for such Team orfor the NBA, or that the player has a dependency or otherrelated issue involving the use of marijuana and/or alcohol,
the Team may refer the player to the Medical Director for amandatory evaluation. The Medical Director shall notify theplayer of the referral, with a copy of such notice to the NBA
and the Players Association. In connection with thisevaluation, the player shall provide (or cause to be provided)to the Medical Director such relevant medical and treatment
records as the Medical Director may request.

(ii)

If, based on the mandatory evaluation described in
Section 8(a)(i) above, the Medical Director determines thatthe player was under the influence of marijuana and/or
alcohol while engaged in activities for his Team or for theNBA, or that the player has a dependency or other related
issue involving the use of marijuana and/or alcohol, then the
Medical Director shall provide notice of such determination
to the player (with a copy to the NBA and the Players
Association) and the player shall be required to commence
and fully cooperate with a treatment and testing program
prescribed by the Medical Director. Such program may
include random testing for marijuana, alcohol, and/or
Prohibited Substances other than SPEDs, and suchnon-testing elements as may be determined in theprofessional judgment of the Medical Director.

(iii)

If a player, within five (5) days of the date on which he wasnotified by the Medical Director of any of the obligations set
forth in Section 8(a) above and without a reasonable excuse,fails to comply (in the professional judgment of the Medical
Director) with any of such obligations, he shall be fined$10,000; if the player thereafter fails to comply, without areasonable excuse, with such obligations (in the professional
judgment of the Medical Director) within eight (8) days ofArticle XXXIII

503

such notification, he shall be fined an additional $10,000; andfor each additional day beyond the 8th day that the player,
without a reasonable excuse, fails to comply with suchobligations (in the professional judgment of the Medical
Director), he shall be fined an additional $10,000. The total
amount of such fines may not exceed the player’s total
Compensation.
(b) Voluntary Entry.
(i)

A player may seek assistance from the Medical Director at
any time for dependency on or any other issue related to theuse of marijuana or alcohol.

(c) Non-Exclusivity.
(i)

Section 9.

Nothing in this Section 8 or Section 14 below shall prohibit(or otherwise prejudice) a team or the NBA from imposing
reasonable discipline on a player (subject to the One Penalty
Rule) for being under the influence of marijuana and/or
alcohol while engaged in team or NBA-related activities, orfor not providing the services called for under his Player
Contract as a result of a dependency or other related issue
involving the use of marijuana and/or alcohol.
Steroids and Performance-Enhancing Drugs Program.

(a) Treatment.
(i)

A player who enters the SPED Program shall be required tosubmit to an evaluation by the SPED Medical Director,
provide (or cause to be provided) to the SPED Medical
Director such relevant medical and treatment records as theSPED Medical Director may request, and commence thetreatment and testing program prescribed by the SPED
Medical Director. Such program may include random
testing for SPEDs and Diuretics and such non-testingelements as may be determined in the professional judgmentof the SPED Medical Director.

504

Article XXXIII(ii)

If a player, within five (5) days of the date on which he wasnotified that he had entered the SPED Program and withouta reasonable excuse, fails to comply (in the professional
judgment of the SPED Medical Director) with any of theobligations set forth in the first sentence of Section 9(a)(i)above, he shall be fined $10,000; if the player, without areasonable excuse, thereafter fails to comply with suchobligations (in the professional judgment of the SPED
Medical Director) within eight (8) days of such notification,
he shall be fined an additional $10,000; and for each
additional day beyond the 8th day that the player, without areasonable excuse, fails to comply with such obligations (inthe professional judgment of the SPED Medical Director),he shall be fined an additional $10,000. The total amount ofsuch fines shall not exceed the player’s total Compensation.

(b) Penalties. Any player who (i) tests positive for a SPED,
Benzodiazepine, or Diuretic pursuant to Section 5 (Reasonable Cause
Testing or Hearing), Section 6 (Random Testing), or Section 16 (Additional
Bases for Testing), or (ii) is adjudged by the Grievance Arbitrator pursuant
to Section 5(e) above to have used or possessed a SPED, Benzodiazepine,or Diuretic, shall suffer the following penalties:(A)

For the first such violation, the player shall besuspended for twenty-five (25) games and required
to enter the SPED Program (or the Drugs of Abuse
Program if the positive test or the use or possession
is for a Benzodiazepine);(B)

for the second such violation, the player shall besuspended for fifty-five (55) games and, if the player
is not then subject to in-patient or aftercare
treatment in the SPED or Drugs of Abuse Program(as applicable), be required to enter the SPED
Program (or the Drugs of Abuse Program if thepositive test or the use or possession is for a
Benzodiazepine); and(C)for the third such violation, the player shall be
immediately dismissed and disqualified from any

Article XXXIII

505

association with the NBA or any of its Teams inaccordance with the provisions of Section 12(a)below.
(c) The penalties set forth in Section 9(b) above with respect to aplayer’s use of a SPED or Benzodiazepine may be reduced or rescinded by
the Grievance Arbitrator in accordance with Section 20 below.
Section 10. Synthetic Cannabinoid Program.
(a) Voluntary Entry.
(i)

A player may enter the Synthetic Cannabinoid Programvoluntarily at any time by Coming Forward Voluntarily;
provided, however, that a player may not Come Forward
Voluntarily for a problem involving the use of a synthetic
cannabinoid (A) until he has been selected in an NBA Draft
or invited to an NBA training camp; (B) during any period
in which an Authorization for Testing as to that player
remains in effect pursuant to Section 5 above; or (C) during
any period in which he remains subject to in-patient oraftercare treatment in the Synthetic Cannabinoid Program.

(ii)

If a player who has not previously entered the Synthetic
Cannabinoid Program, or a player who has been notified by
the Medical Director that he has successfully completed that
Program, Comes Forward Voluntarily for a dependency orother related problem involving the use of a synthetic
cannabinoid, he shall enter the Synthetic Cannabinoid
Program.

(iii)

No penalty of any kind will be imposed on a player as a resultof having Come Forward Voluntarily for a problem
involving the use of a synthetic cannabinoid. The foregoingsentence shall not preclude the imposition of any penalty
called for by this Article XXXIII as a result of conduct by
the player that occurs after he has Come Forward
Voluntarily.

506

Article XXXIII(b) Treatment.
(i)

A player who enters the Synthetic Cannabinoid Program
shall be required to submit to an evaluation by the Medical
Director, provide (or cause to be provided) to the Medical
Director such relevant medical and treatment records as the
Medical Director may request, and commence the treatment
and testing program prescribed by the Medical Director.
Such program may include random testing for Prohibited
Substances other than SPEDs, and such non-testingelements as may be determined in the professional judgmentof the Medical Director.

(ii)

If a player, within five (5) days of the date on which he wasnotified that he had entered the Synthetic Cannabinoid
Program and without a reasonable excuse, fails to comply (inthe professional judgment of the Medical Director) with anyof the obligations set forth in the first sentence ofSection 10(b)(i) above, he shall be fined $10,000; if the player
thereafter fails to comply, without a reasonable excuse, withsuch obligations (in the professional judgment of theMedical Director) within eight (8) days of such notification,
he shall be fined an additional $10,000; and for each
additional day beyond the 8th day that the player, without areasonable excuse, fails to comply with such obligations (inthe professional judgment of the Medical Director), he shallbe fined an additional $10,000. The total amount of suchfines may not exceed the player’s total Compensation.

(c) Penalties. Any player who (i) tests positive for a synthetic
cannabinoid pursuant to Section 5 (Reasonable Cause Testing or Hearing),
Section 6 (Random Testing), or Section 16 (Additional Bases for Testing),(ii) is adjudged by the Grievance Arbitrator pursuant to Section 5(e) above
to have used or possessed a synthetic cannabinoid, or (iii) has been convictedof (including by a plea of guilty, no contest, or nolo contendere to) the useor possession of a synthetic cannabinoid in violation of the law, shall suffer
the following penalties:

Article XXXIII

507

(A)

For the first such violation, the player shall be
required to enter the Synthetic Cannabinoid
Program;(B)

For the second such violation, the player shall be
fined $25,000 and, if the player is not then subject toin-patient or aftercare treatment in the Synthetic
Cannabinoid Program, be required to enter the
Synthetic Cannabinoid Program;(C)

For the third such violation, the player shall besuspended for five (5) games and, if the player is notthen subject to in-patient or aftercare treatment in
the Synthetic Cannabinoid Program, be required toenter the Synthetic Cannabinoid Program; and(D)

For any subsequent violation, the player shall besuspended for five (5) games longer than his
immediately-preceding suspension for violating theSynthetic Cannabinoid Program and, if the player is
not then subject to in-patient or aftercare treatmentin the Synthetic Cannabinoid Program, be required
to enter the Synthetic Cannabinoid Program.

Section 11. Noncompliance with Treatment.
(a) Drugs of Abuse.
(i)

Any player who, after entering Stage 1 or Stage 2 of theDrugs of Abuse Program, fails to comply with his treatment
or his aftercare program as prescribed and determined by the
Medical Director, shall be suspended. Such suspension shallcontinue until the player has, in the professional judgmentof the Medical Director, resumed full compliance with histreatment program.

(ii)

Notwithstanding Section 11(a)(i) above, any player who inthe professional judgment of the Medical Director, after
entering Stage 1 or Stage 2 of the Drugs of Abuse Program,
fails to comply with his treatment program through (A) apattern of behavior that demonstrates a mindful disregard

508

Article XXXIII
for his treatment responsibilities, or (B) a positive test for a
Prohibited Substance other than a SPED that is not clinically
expected by the Medical Director, shall suffer the following
penalties:(1) if the player is in Stage 1 of the Drugs of Abuse Program,he shall advance to Stage 2 and be suspended until, in
the professional judgment of the Medical Director, he
has resumed full compliance with his treatment
program; or(2) if the player already is in Stage 2 of the Drugs of Abuse
Program, he shall immediately be dismissed anddisqualified from any association with the NBA or anyof its Teams in accordance with the provisions ofSection 12(a) below.

(b) Marijuana and Alcohol.
(i)

Any player who, after entering the Marijuana and/or
Alcohol Treatment Program pursuant to Section 8(a) above,
fails to comply (without a reasonable excuse) with histreatment program as prescribed and determined by the
Medical Director, shall be fined $5,000 for each day that hefails to comply. Such fines shall continue until the playerhas, in the professional judgment of the Medical Director,
resumed full compliance with his treatment program. The
total amount of such fines shall not exceed the player’s total
Compensation.

(ii)

Notwithstanding Section 11(b)(i) above, any player who,
after entering the Marijuana and/or Alcohol Treatment
Program pursuant to Section 8(a) above, fails to comply withhis treatment program as prescribed and determined by the
Medical Director through (A) a pattern of behavior that
demonstrates a mindful disregard for his treatment
responsibilities, or (B) a positive test for marijuana and/or
alcohol (as applicable) that is not clinically expected by the
Medical Director, shall suffer the following penalties:

Article XXXIII

509(1) if the player has not previously been fined $10,000 under
Section 8(c) above or this Section 11(b)(ii), a fine of$25,000;(2) if the player has previously been fined $10,000 under
Section 8(c) above or $25,000 under this Section
11(b)(ii), a suspension of five (5) games; or(3) if the player has previously been suspended for five (5)or more games under this Section 11(b)(ii), a suspensionthat is at least five (5) games longer than his immediatelypreceding suspension and that shall continue until, in theprofessional judgment of the Medical Director, theplayer resumes full compliance with his treatment
program.
(iii)

In addition to any consequence to the player under
Section 11(b)(ii) above, any player who has entered the
Marijuana and/or Alcohol Treatment Program pursuant to
Section 8 above but not the Drugs of Abuse Program, andtests positive for a Drug of Abuse in any test conducted by
the Medical Director, shall enter Stage 1 of the Drugs ofAbuse Program.

(c) SPEDs.
(i)

Any player who, after entering the SPED Program, fails tocomply (without a reasonable excuse) with his treatment
program as prescribed and determined by the SPED Medical
Director, shall be fined $5,000 per day for each day that hefails to comply. Such fines shall continue until the playerhas, in the professional judgment of the SPED Medical
Director, resumed full compliance with his treatment
program. The total amount of such fines shall not exceed
the player’s total Compensation.

(ii)

Notwithstanding Section 11(c)(i) above, any player who,
after entering the SPED Program, fails to comply with histreatment program as prescribed and determined by the
SPED Medical Director through (A) a pattern of behavior

510

Article XXXIII
that demonstrates a mindful disregard for his treatment
responsibilities, or (B) a positive test for a SPED that is notclinically expected by the SPED Medical Director, shallsuffer the following penalties:(1) if the player has not previously been suspended fortwenty-five (25) games under Section 9(b) above or thisSection 11(c)(ii), a suspension of twenty-five (25) games;(2) if the player has previously been suspended for twentyfive (25) games under Section 9(b) above or this Section
11(c)(ii), a suspension of fifty-five (55) games; or(3) if the player has been previously suspended for fifty-five(55) games under Section 9(b) above or this Section
11(c)(ii), the player shall be immediately dismissed anddisqualified from any association with the NBA or anyof its Teams in accordance with the provisions ofSection 12(a) below.

(d) Synthetic Cannabinoids.
(i)

Any player who, after entering the Synthetic Cannabinoid
Program, fails to comply (without a reasonable excuse) withhis treatment program as prescribed and determined by the
Medical Director, shall be fined $5,000 for each day that hefails to comply. Such fines shall continue until the playerhas, in the professional judgment of the Medical Director,
resumed full compliance with his treatment program. The
total amount of such fines shall not exceed the player’s total
Compensation.

(ii)

Notwithstanding Section 11(d)(i) above, any player who,
after entering the Synthetic Cannabinoid Program, fails tocomply with his treatment program as prescribed anddetermined by the Medical Director through (A) a pattern of
behavior that demonstrates a mindful disregard for histreatment responsibilities, or (B) a positive test for asynthetic cannabinoid that is not clinically expected by the
Medical Director, shall suffer the following penalties:

Article XXXIII

511(1) if the player has not previously been fined $25,000 under
Section 10(c) above or this Section 11(d)(ii), a fine of$25,000;(2) if the player has previously been fined $25,000 under
Section 10(c) above or this Section 11(d)(ii), a
suspension of five (5) games; or(3) if the player has previously been suspended for five (5)or more games under Section 10(c) above or thisSection 11(d)(ii), a suspension that is at least five (5)games longer than his immediately-precedingsuspension and that shall continue until, in theprofessional judgment of the Medical Director, theplayer resumes full compliance with his treatment
program.
(iii)

In addition to any consequence to the player under
Section 11(d)(ii) above, any player who has entered theSynthetic Cannabinoid Program but not the Drugs of Abuse
Program, and tests positive for a Drug of Abuse in any test
conducted by the Medical Director, shall enter Stage 1 of theDrugs of Abuse Program.

(e) Directed Testing. Any player who, after entering the Program, andwithout a reasonable explanation satisfactory to the Medical Director,(i) fails to appear for any of his Team’s scheduled games, or (ii) misses,
during any consecutive seven-day period, any two (2) airplane flights on
which his team is scheduled to travel, any two (2) Team practices, or a
combination of any one (1) practice and any one (1) Team flight, shallimmediately submit to a urine test to be conducted by the NBA. If any test
conducted pursuant to this Section 11(e) is positive: (w) for a Drug of Abuseor pursuant to Section 4(d)(iii), (iv), or (v) above (for a player in the Drugs
of Abuse Program), then the player shall suffer the applicable consequence
set forth in Section 11(a)(ii) above; (x) for marijuana and/or alcohol
pursuant to Section 4(d)(iii), (iv), or (v) above (for a player in the Marijuana
and/or Alcohol Treatment Program), then the player shall suffer theapplicable consequence set forth in Section 11(b)(ii) above; (y) for a SPEDor pursuant to Section 4(d)(iii), (iv), or (v) above (for a player in the SPED
Program), then the player will suffer the applicable consequence set forth in512

Article XXXIII

Section 11(c)(ii) above; or (z) for a synthetic cannabinoid or pursuant to
Section 4(d)(iii), (iv), or (v) above (for a player in the Synthetic Cannabinoid
Program), then the player shall suffer the applicable consequence set forthin Section 11(d)(ii) above. If any test conducted pursuant to thisSection 11(e) is positive for a Diuretic, then the player shall suffer theapplicable consequences of a positive test for the Prohibited Substance forwhich he entered the Program.
Section 12. Dismissal and Disqualification.
(a) A player who, under the terms of this Agreement, is “dismissed anddisqualified from any association with the NBA or any of its Teams inaccordance with the provisions of Section 12(a)” shall, without exception,
immediately be so dismissed and disqualified for a period of not less thanone (1) year, and such player’s Player Contract shall be rendered null andvoid and of no further force or effect (subject to the provisions ofParagraph 8 of the Uniform Player Contract). Such dismissal anddisqualification shall be mandatory and may not be rescinded or reduced by
the player’s Team or the NBA.
(b) In addition to any other provision of this Agreement requiring thata player be dismissed and disqualified from any association with the NBAor any of its Teams in accordance with the provisions of Section 12(a) above,a player will also be dismissed and disqualified under Section 12(a) above if
he is convicted of (including by a plea of guilty, no contest, or nolocontendere to) a crime involving the use, possession, or distribution of a
Prohibited Substance other than marijuana or a felony involving the
distribution of marijuana.
Section 13. Reinstatement.
(a) After a period of at least one (1) year from the time of a player’s
dismissal and disqualification under Section 12(a) above, such player may
apply for reinstatement as a player in the NBA. However, such player shallhave no right to reinstatement under any circumstance and the reinstatement
shall be granted only with the prior approval of both the NBA and thePlayers Association, which shall not be unreasonably withheld. The
approval of the NBA and the Players Association shall rest in their absoluteand sole discretion, and their decision shall be final, binding, andunappealable. Among the factors that may be considered by the NBA andArticle XXXIII

513

the Players Association in determining whether to grant reinstatement are(without limitation): the circumstances surrounding the player’s dismissal
and disqualification; whether the player has satisfactorily completed atreatment and rehabilitation program; the player’s conduct since his
dismissal, including the extent to which the player has since comported
himself as a suitable role model for youth; and whether the player is judged
to possess the requisite qualities of good character and morality.
(b) For a First-Year Player, the NBA and the Players Association willconsider an application for reinstatement only if the player has, in theopinion of the Medical Director or the SPED Medical Director (asapplicable), successfully completed any in-patient treatment and/or
aftercare prescribed by the Medical Director or the SPED Medical Director(as applicable). For a Veteran Player who was dismissed and disqualified
under Section 12(a) above in connection with a Drug of Abuse, the NBA
and the Players Association will consider any application for reinstatement
only if the player can demonstrate, by proof of random urine testing
acceptable to the Medical Director (conducted on at least a weekly basis),that he has not tested positive (i) for a Drug of Abuse or synthetic
cannabinoid within the twelve (12) months prior to the submission of his
application for reinstatement and during any period while his application is
being reviewed, and (ii) if the Medical Director deems it necessary in his or
her professional judgment, for marijuana and/or alcohol for the six (6)months prior to the submission of his application for reinstatement andduring any period while his application is being reviewed. For a VeteranPlayer who was dismissed and disqualified under Section 12(a) above inconnection with a SPED, the NBA and the Players Association will consider
any application for reinstatement only if the player can demonstrate, by
proof of random urine and/or blood testing acceptable to the SPED
Medical Director (conducted on at least a weekly basis), that he has nottested positive for a SPED within the twelve (12) months prior to thesubmission of his application for reinstatement and during any period while
his application is being reviewed.
(c) The granting of an application for reinstatement may be conditioned
upon random testing of the player or such other terms as may be agreed
upon by the NBA and the Players Association, whether or not such terms
are contemplated by the terms of this Article XXXIII.

514

Article XXXIII(d) Any player who has been reinstated pursuant to this Section 13 andis subsequently dismissed and disqualified from any association with the
NBA or any of its Teams in accordance with the provisions of Section 12(a)above shall therefore be ineligible for reinstatement pursuant to thisSection 13.
(e) In the event that the application for reinstatement of a First-Year
Player dismissed and disqualified pursuant to Section 6(b) above isapproved, such player, by reason of his Player Contract having been
rendered null and void pursuant to Section 6(b) above, shall be deemed not
to have completed his Player Contract by rendering the playing services
called for thereunder. Accordingly, such player shall not be a Free Agentand shall not be entitled to negotiate or sign a Player Contract with any NBA
Team, except as specifically provided in this Section 13.
(f) (i)A First-Year Player who has been reinstated pursuant to thisSection 13 shall, immediately upon such reinstatement,
notify the Team to which he was under contract at the timeof his dismissal and disqualification (the “previous Team”).
Upon receipt of such notification, and subject toSection 13(f)(ii) below, the previous Team shall then havethirty (30) days in which to make a Tender to the player witha stated term of at least one (1) full NBA Season (or, in theevent that the Tender is made during a Season, of at least theremainder of that Season) and calling for at least the
Minimum Player Salary then applicable to that player but not
more than the Salary provided for in Section 13(f)(iii) below.
If the previous Team makes such a Tender, it shall, for aperiod of one (1) year from the date of the Tender, be theonly NBA Team with which the player may negotiate andsign a Player Contract. If the player does not sign a Player
Contract with the previous Team within the year following
such Tender, the player shall thereupon be deemed a
Restricted Free Agent, subject to a Right of First Refusal. If
the previous Team fails to make a Tender, the player shallbecome an Unrestricted Free Agent.

(ii)

Notwithstanding anything to the contrary in Section 13(f)(i)above, the 30-day period for the previous Team to make aTender shall be tolled if (A) on the date the player serves theArticle XXXIII

515

notice required by Section 13(f)(i), he is under contract to aprofessional basketball team not in the NBA, or (B) the
player signs a contract with a professional basketball team
not in the NBA at any point after the date on which theplayer serves the notice required by Section 13(f)(i) andbefore the date on which the previous Team makes aTender. If the 30-day period for making a Tender is tolled
pursuant to the preceding sentence, the period shall remain
tolled until the date on which the player notifies the Teamthat he is immediately available to sign and begin rendering
playing services under a Player Contract with such Team,
provided that such notice will not be effective until theplayer is under no contractual or other legal impediment tosign with and begin rendering playing services for such team.
(iii)

A First-Year Player who is reinstated pursuant to thisSection 13 may enter into a Player Contract with his previous
Team that provides for a Salary and Unlikely Bonuses forthe first Season of up to the Player’s Salary and Unlikely
Bonuses, respectively, for the Salary Cap Year in which he
was dismissed and disqualified (reduced on a pro rata basis
if the first Season of the new Contract is a partial Season),even if the Team has a Team Salary at or above the Salary
Cap or such Player Contract causes the Team to have aTeam Salary above the Salary Cap. If the player and theprevious Team enter into such Player Contract and such
Contract covers more than one Season, increases anddecreases in Salary for Seasons following the first Season
shall be governed by Article VII, Section 5(a)(1); provided,
however, that if the player who is reinstated was dismissed
and disqualified during the term of his Rookie Scale
Contract, then (A) the number of Seasons in the player’s new
Contract may not exceed two (2) Seasons plus two (2)Option Years in favor of the Team, and the Salary and
Unlikely Bonuses called for in any Season of the player’s new
Contract, including any Option Year, may not exceed theSalary and Unlikely Bonuses called for during thecorresponding Season of his Rookie Scale Contract, and(B) if the new Contract contains terms identical to thosecontained in the remaining Seasons of the Player’s Rookie

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Article XXXIII
Scale Contract at the time he was dismissed and disqualified,
and the Team exercises all Option Year(s) available under
the new Contract, then the player’s Team shall retain thesame rights with respect to such new Contract as it would
have retained under Article XI following the completion of
the player’s Rookie Scale Contract.

(g) (i)A Veteran Player who has been reinstated pursuant to thisSection 13 shall, immediately upon such reinstatement,
notify the Team to which he was under contract at the timeof his dismissal and disqualification (the “previous Team”).
Upon receipt of such notification, and subject toSection 13(g)(iii) below, the previous Team shall then havethirty (30) days in which to make a Tender to the player witha stated term of at least one (1) full NBA Season (or, in theevent the Tender is made during a Season, of at least the restof that Season) and calling for a Salary in the first Season
covered by the Tender at least equal to the lesser of (A) the
player’s Salary for the Salary Cap Year in which he wasdismissed and disqualified, or (B) the Estimated Average
Player Salary during the then-current Season, in either casereduced on a pro rata basis if the first Season covered by theTender is a partial Season, but not greater than the Salaryprovided in Section 13(g)(iv) below. If the previous Team
makes such a Tender, it shall, for a period of one (1) year
from the date of the Tender, be the only NBA Team withwhich the player may negotiate and sign a Player Contract.
If the player does not sign a Player Contract with theprevious Team within the year following such Tender, thenthe player shall thereupon be deemed a Restricted or an
Unrestricted Free Agent, in accordance with the provisionsof Article XI. If the previous Team fails to make a Required
Tender, the player shall become an Unrestricted Free Agent.

(ii)

Notwithstanding anything to the contrary in Section 13(g)(i)above, a Veteran Player who has been reinstated pursuant tothis Section 13 and who (A) had completed the playing
services called for under his Player Contract with theprevious Team at the time of his dismissal anddisqualification, and (B) would have been an Unrestricted

Article XXXIII

517

Free Agent on the July 1 following his dismissal anddisqualification, shall be an Unrestricted Free Agent upon
being reinstated pursuant to this Section 13 and need notserve the notice to his previous Team described in Section
13(g)(i) above. For clarity, a Veteran Player who has been
reinstated pursuant to this Section 13 and would not havebeen an Unrestricted Free Agent on the July 1 following his
dismissal and disqualification (including a Veteran Player
who had completed the playing services called for under his
Player Contract with his previous Team at the time of his
dismissal and disqualification and who would have been a
Restricted Free Agent on the July 1 following his dismissal
and disqualification) shall be subject to the process describedin Section 13(g)(i) above.
(iii)

Notwithstanding anything to the contrary in Section 13(g)(i)above, the 30-day period for the previous Team to make aTender shall be tolled if (A) on the date the player serves thenotice required by Section 13(g)(i), he is under contract to aprofessional basketball team or league not in the NBA, or(B) the player signs a contract with a professional basketballteam or league not in the NBA at any point after the date on
which he serves the notice required by Section 13(g)(i) andbefore the date on which the previous Team makes aTender. If the 30-day period for making a Tender is tolled
pursuant to the preceding sentence, the period shall remain
tolled until the date on which the player notifies the Teamthat he is available to sign a Player Contract with and beginrendering playing services for such Team immediately,
provided that such notice will not be effective until theplayer is under no contractual or other legal impediment tosign with and begin rendering playing services for such
Team.

(iv)

A Veteran Player who is reinstated pursuant to thisSection 13 and enters into a Player Contract with his
previous Team may enter into a Player Contract with such
Team that provides for a Salary and Unlikely Bonuses forthe first Season of up to the player’s Salary and Unlikely
Bonuses, respectively, for the Salary Cap Year in which he518

Article XXXIII
was dismissed and disqualified (reduced on a pro rata basis
if the first Season of the new Contract is a partial Season),even if the Team has a Team Salary at or above the Salary
Cap or such Player Contract causes the Team to have aTeam Salary above the Salary Cap. If the player and theprevious Team enter into such Player Contract and such
Contract covers more than one (1) Season, increases anddecreases in Salary for Seasons following the first Season
shall be governed by Article VII, Section 5(a)(1); provided,
however, that if the player who is reinstated was dismissed
and disqualified during the term of his Rookie Scale
Contract, then (A) the number of Seasons in the Player’s
new Contract may not exceed the number of Seasons(including the Option Year in favor of the Team) thatremained under the player’s Rookie Scale Contract at thetime he was dismissed and disqualified, and the Salary called
for in any Season of the Player’s new Contract (including any
Option Year), may not exceed the Salary called for during
the corresponding Season of his Rookie Scale Contract, and(B) if the new Contract contains terms identical to thosecontained in the remaining Seasons of the player’s Rookie
Scale Contract at the time he was dismissed and disqualified,
and the player’s Team ultimately exercises the Option Yearavailable under the new Contract, then such Team shallretain the same rights with respect to such new Contract as
it would have retained under Article XI following thecompletion of the player’s Rookie Scale Contract.

Section 14. Exclusivity.
(a) Except as expressly provided in this Article XXXIII, there shall be
no other screening or testing for Prohibited Substances conducted by the
NBA or any Team, and no player may undergo such screening or testing;provided, however, that, in a medical emergency, team physicians may test
players solely for diagnostic purposes in order to provide satisfactory
medical care. The results of any diagnostic drug testing conducted pursuant
to the preceding sentence shall not be used for any other purpose by theplayer’s Team or the NBA. If any Team is found to have tested a player inviolation of this Section 14, the NBA will impose a substantial fine not toArticle XXXIII

519

exceed $750,000 upon such Team pursuant to the NBA’s Constitution and
By-Laws.
(b) The penalties set forth in this Article XXXIII shall be the exclusive
penalties to be imposed upon a player for the use, possession, or distributionof a Prohibited Substance.
(c) No Uniform Player Contract entered into after the date hereof shall
include any term or provision that modifies, contradicts, changes, or isinconsistent with Paragraph 8 of such Contract (including any condition orlimitation on salary protection other than the standard conditions orlimitations specifically provided for in Article II, Section 4) or provides forthe testing of a player for illegal substances. Any term or provision of acurrently effective Uniform Player Contract that is inconsistent with
Paragraph 8 of such Contract shall be deemed null and void only to theextent of the inconsistency.
Section 15. Random HGH Blood Testing.
(a) In addition to the testing procedures set forth in Section 5 above, aplayer shall be required to undergo HGH Blood Testing at any time, without
prior notice to the player, no more than two (2) times each Season and no
more than one (1) time during each Off-Season. For purposes of thisSection 15, the last day of a Season for a player shall be the day before that
player’s Off-Season begins. The scheduling of testing and collection ofblood samples will be conducted according to a random player selection
procedure by a third-party organization, and neither the NBA, the Players
Association, any Team, or any player will have any involvement in selecting
the players to be tested or will receive prior notice of the testing schedule;
provided, however, that it shall not be a violation of the foregoing for thethird-party organization (or a specimen collector for the same) to provide
advance notice of a scheduled collection to an NBA Team Security
Representative, so long as such notice does not identify the player(s) who
will be tested and seeks merely to facilitate access of the collector to thetesting location. HGH Blood Testing may also take place under Section 5(Reasonable Cause Testing or Hearing) and Section 9 (Steroids andPerformance-Enhancing Drugs Program) above, and Section 16 (Additional
Bases for Testing) below. (For clarity, the number of random blood tests
for Human Growth Hormone pursuant to this Section 15 shall be inaddition to the number of random urine tests for other Prohibited

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Article XXXIII

Substances called for in Section 6 above.) HGH Blood Testing may occur
at the same time that players undergo random urine tests for other SPEDs,
subject to the procedures governing game-day blood testing set forth in
Section 4(b) above and Exhibit I-4 to this Agreement.
(b) In the event that a player tests positive for a Human GrowthHormone pursuant to this Section 15, he shall enter the SPED Program andsuffer the consequences set forth in Section 9 above.
(c) The isoform test for HGH blood testing will be used withcorresponding decision limits issued by the World Anti-Doping Agency inDecember of 2020 (the “WADA Decision Limits”) for positive test results.
(The WADA Decision Limits are 1.84 for kit 1 and 1.91 for kit 2 for maleathletes.)
Section 16. Additional Bases for Testing.
(a) Any player who seeks treatment outside the Program for a problem
involving a Prohibited Substance, marijuana, or alcohol shall, as directed by
the NBA (after notice to the Players Association), submit himself to an
evaluation by the Medical Director or SPED Medical Director (asapplicable) and provide (or cause to be provided) to the Medical Director or
SPED Medical Director (as applicable) such medical and treatment records
as the Medical Director or SPED Medical Director (as applicable) may
request. The Medical Director or SPED Medical Director (as applicable)may, in his or her professional judgment, also require such a player, without
prior notice, to submit to testing for Prohibited Substances, provided thatthe frequency of such testing shall not exceed three (3) times per week andthe duration of such testing shall not exceed one (1) year from the date of
the player’s initial evaluation by the Medical Director or SPED Medical
Director (as applicable).
(b) Any player who is subject to in-patient or aftercare treatment in the
Program and is formally charged with “driving while intoxicated,” “driving
under the influence of alcohol,” or any other crime or offense involving
suspected alcohol, marijuana, or illegal substance use shall, provided that the
NBA has advised the Players Association, be required to submit to a urine
test, to be conducted by the NBA, within seven (7) days of being so charged.

Article XXXIII

521(c) If, pursuant to Section 16(a) above, a player (i) tests positive for a
Drug of Abuse other than a Benzodiazepine; (ii) tests positive pursuant to
Section 4(d)(iii), (iv), or (v) above; or (iii) refuses or fails to submit to an
evaluation or provide (or cause to be provided) the information requestedby the Medical Director, but does not Come Forward Voluntarily withinsixty (60) days of being requested to do so by the NBA (with notice to thePlayers Association), or if, pursuant to Section 16(b) above, a player tests
positive for a Drug of Abuse other than a Benzodiazepine, then, in eithercase the player shall advance two stages in the Drugs of Abuse Program—i.e., the player shall enter Stage 2 of the Drugs of Abuse Program (if theplayer had not previously entered Stage 1 of such Program), and the player
shall be dismissed and disqualified from any association with the NBA or
any of its Teams in accordance with the provisions of Section 12(a) above(if the player had previously entered Stage 1 or Stage 2 of such Program).
(d) If, pursuant to Section 16(a) or (b) above, a player tests positive for
a SPED, Benzodiazepine, or synthetic cannabinoid, he shall suffer theapplicable consequences set forth in Section 9 or 10 above, as the case may
be. If, pursuant to Section 16(a) or (b) above, a player tests positive for a
Diuretic, he shall be deemed to have tested positive for a SPED and shallsuffer the applicable consequences set forth in Section 9 above.
(e) If a player is or, within the previous six (6) months, (i) has been inpossession of any device or product used or designed for substituting,diluting, or adulterating a specimen sample, or (ii) has been subject to afinding by another sports league or anti-doping organization that he has
substituted, diluted, or adulterated a specimen sample and that finding has
not been overturned on appeal, that player shall be required to undergo
testing for Prohibited Substances no more than four (4) times during thesix-week period following his notification by the NBA of thecommencement of such testing. If the player (i) tests positive for a Drug ofAbuse other than a Benzodiazepine or (ii) tests positive pursuant to
Section 4(d)(iii), (iv), or (v) above, he shall be dismissed and disqualified
from any association with the NBA or any of its Teams in accordance withthe provisions of Section 12(a) above. If the player tests positive for a
SPED, Benzodiazepine, or synthetic cannabinoid, he shall suffer theapplicable consequences set forth in Section 9 or 10 above, as the case may
be. If the player tests positive for a Diuretic, he shall be deemed to havetested positive for a SPED and shall suffer the applicable consequences set
forth in Section 9 above. A player who tests positive for a Drug of Abuse

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Article XXXIII

or a SPED pursuant to this Section 16(e) may have his dismissal anddisqualification or other penalty reduced or rescinded by the GrievanceArbitrator in accordance with Section 20 below.
(f) Nothing in this Section 16 shall limit or otherwise affect any of theprovisions of Section 5 (Reasonable Cause Testing or Hearing).
Section 17. Additional Prohibited Substances and Testing Methods.
(a) Any steroid or performance-enhancing drug that is declared illegal
during the term of this Agreement will automatically be added to the list ofProhibited Substances as a SPED.
(b) At any time during the term of this Agreement, either the NBA or
the Players Association may convene a meeting of the Prohibited Substances
Committee to request that a substance or substances be added to the list ofProhibited Substances set forth on Exhibit I-2 to this Agreement. Any such
addition of a Prohibited Substance may only include a substance that is or
is reasonably likely to be harmful to Players and is or is reasonably likely to
be improperly performance-enhancing.
The determination of theCommittee to add to the list of Prohibited Substances shall be made by amajority vote of all five (5) Committee members, and shall be final, binding,and unappealable.
(c) Players will receive notice of any addition to the list of Prohibited
Substances six (6) months prior to the date on which such addition becomes
effective under this Article XXXIII.
(d) At any time during the term of this Agreement, either the NBA or
the Players Association may convene a meeting of the Prohibited Substances
Committee to request that a testing method be added to the Program.
Pursuant to this Section 17(d), the Prohibited Substances Committee shallhave the authority to: (i) determine what testing methods will be used todetect newly added Prohibited Substances under the Program, if such
Prohibited Substances are detected by methods not currently used by the
Program’s laboratories; and (ii) approve the use of new testing methods for
current Prohibited Substances when such methods have been developed orvalidated during the term of this Agreement; provided, however, that theProhibited Substances Committee shall not have the authority to add atesting method that would require a change to the manner in which

Article XXXIII

523

specimens are collected from players (such as a change from urine
collections to blood collections). Any determination of the Committee
pursuant to this Section 17(d) shall be made by a majority vote of all five (5)Committee members, and shall be final, binding, and unappealable.
Section 18. Prescriptions Under the Anti-Drug Program.
(a) Notwithstanding the confidentiality provisions of Section 3 of this
Article XXXIII, before any player is prescribed a drug or substance (whether
or not it is a Prohibited Substance) as part of his treatment in the Program,
the Medical Director or SPED Medical Director (as applicable) will notify
the designated physician of the player’s team of the name of the drug or
substance (the “Proposed Substance”), the medical justification for theprescription of the Proposed Substance, and the name of the prescribing
physician.
(b) If the designated physician of the player’s team advises the Medical
Director or SPED Medical Director (as applicable) – at that time or at any
time thereafter – that the Proposed Substance would create a possible
adverse reaction with another prescription substance that the player is being
administered, a discussion will be held among the Medical Director or SPED
Medical Director (as applicable), the prescribing physician, and thedesignated team physician with respect to modifying one or both of theprescriptions so as to avoid the potential adverse reaction.
(c) If the Medical Director or SPED Medical Director (as applicable)
becomes aware that a player has been traded to or signed with another teamafter notification has been made to a designated team physician under
Section 18(a) above, the Medical Director or SPED Medical Director (asapplicable) is required to make the same notification to the designated teamphysician of the player’s new team and to have the discussion required by
Section 18(b) above.
(d) A team physician who receives a notification from the Medical
Director or SPED Medical Director (as applicable) under this Section 18
may only disclose the prescription for the Proposed Substance to othermembers of the team medical staff who are required to be advised of theprescription in order to ensure that the player is receiving proper medicalcare from the team’s medical staff, and to no other person.

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Article XXXIII

Section 19. Longitudinal Profile for Exogenous Testosterone.
(a) A longitudinal profile for exogenous testosterone will be establishedfor each player (the “Longitudinal Profile”). The sole purpose of theLongitudinal Profile is to assist the laboratory selected by the parties toperform the analysis of primary specimens for urine tests under the Program(the “Laboratory”) in determining which specimens shall be subjected tocarbon isotope ratio mass spectrometry (“IRMS”) analysis.
(b) Players’ Longitudinal Profiles will be created pursuant to theprotocol set forth in Exhibit I-7. The three (3) tests used to create theLongitudinal Profiles will be random tests conducted under Section 6 above,and the creation of the Longitudinal Profiles will not require any player toundergo any testing in addition to the required random testing set forth in
Section 6 above.
(c) Once a player’s Longitudinal Profile is established, the director of
the Laboratory will consider the player’s Baseline Values (as defined in
Exhibit I-7) in comparison to the normalized Testosterone concentration,
normalized Epitestosterone concentration or the corresponding Baseline
Testosterone/Epitestosterone ratio (collectively, the “Specimen Values”) of
the player’s subsequent urine specimens and will determine, in his or her
discretion, whether to conduct an IRMS analysis on a urine specimen. In
addition, the Laboratory will randomly select urine specimens for IRMS
analysis to ensure that such analysis is conducted on at least one (1) urine
specimen from every player during each year covered by the Program(i.e., from October 1 through September 30). The decision regardingwhether to conduct IRMS analysis on a urine specimen for any other reason
will remain in the discretion of the director of the Laboratory.
Section 20. No Significant Fault or Negligence by Player.
(a) If a player proves by clear and convincing evidence that he bears no
significant fault or negligence for the presence of a Drug of Abuse or a
SPED in his test result, the Grievance Arbitrator may, in a proceedingbrought under Article XXXI of this Agreement, reduce or rescind thepenalty otherwise applicable under this Article XXXIII. Such reduction or
rescission (if any) will be determined at the discretion of the GrievanceArbitrator.

Article XXXIII

525(b) For purposes of this Section 20, “no significant fault or negligence”
means the unusual circumstance in which the Player did not know orsuspect, and could not reasonably have known or suspected, even with theexercise of considerable caution and diligence, that he was taking, ingesting,applying, or otherwise using the Drug of Abuse or SPED. To show that hebears no significant fault or negligence, the Player must also establish how
the Drug of Abuse or SPED entered his system. A Player cannot satisfy hisburden by merely denying that he intentionally used the Drug of Abuse or
SPED.
Section 21. G League Suspensions.
Any player suspended under the NBAGL anti-drug program who signs
a Uniform Player Contract before the full term of the suspension is served
shall continue to serve the suspension in the NBA for the lesser of: (i) the
number of games remaining on the suspension imposed under the NBAGL
anti-drug program when the player signs the Player Contract, or (ii) the
difference between the maximum number of games for which the player
could have been suspended under the Program for the same violation andthe number of games of the suspension already served by the player in the
NBAGL. In addition, any player suspended under the NBAGL anti-drugprogram whose NBAGL contract ends before the full term of thesuspension is served shall be subject to Article VI, Section 1(c) of thisAgreement with respect to the NBAGL suspension if, at the start of thefollowing NBA Regular Season, he is a Free Agent who has games remaining
to be served on the NBAGL suspension. For purposes of Article VI,
Section 1(c), the “Team to which he was under contract when thesuspension was imposed” shall be deemed to be the NBA Team, if any, withwhich the player first signs a Player Contract following imposition of the
NBAGL suspension.

526

Article XXXIVARTICLE XXXIVRECOGNITION CLAUSEThe NBA recognizes the Players Association as the exclusive collective
bargaining representative of all persons who are employed by NBA Teams
as professional basketball players and/or who may become so employedduring the term of any collective bargaining agreement between the parties
or any extension thereof: (a) all persons who are employed by NBA Teams
as professional basketball players; (b) all persons who have been previously
employed by an NBA Team as professional basketball players who areseeking employment with an NBA Team as a professional basketball player;(c) all rookie players selected in each year’s NBA Draft; and (d) all undraftedrookie players seeking employment with an NBA Team as a professional
basketball player. The Players Association warrants that it is duly
empowered to enter into this Agreement for and on behalf of such persons.
The NBA and the Players Association agree that, notwithstanding theforegoing, such persons and NBA Teams may, on an individual basis,bargain with respect to and agree upon the provisions of Player Contracts,
but only as and to the extent permitted by this Agreement.

Article XXXV

527

ARTICLE XXXVSAVINGS CLAUSEIn the event that any provision hereof is found to be inconsistent with
the Internal Revenue Code of 1986, as amended (or the rules and regulations
issued thereunder (the “Code”)), the National Labor Relations Act, anyother federal, state, provincial, or local statute or ordinance, or the rules andregulations of any other government agency, or is determined to have an
adverse effect upon the right of the NBA (or any successor entity) to a tax
exemption under Section 501(c)(6) of the Code (or any successor section of
like import), then the parties hereto agree to make such changes as arenecessary to avoid such inconsistency or to obtain or maintain such
exemption retaining, to the extent possible, the intention of such provision.

528

Article XXXVIARTICLE XXXVIPLAYER AGENTS
Section 1.

Approval of Player Contracts.

The NBA shall not approve any Player Contract between a player and aTeam unless such player (a) is represented in the negotiations with respect
to such Player Contract by an agent or representative duly certified by thePlayers Association in accordance with the Players Association’s Regulations
Governing Player Agents and authorized to represent him, or (b) acts on his
own behalf in negotiating such Player Contract.
Section 2.

Fines.

The NBA shall impose a fine of $50,000 upon any Team that negotiatesa Player Contract with an agent or representative not certified by the Players
Association in accordance with the Players Association’s Regulations
Governing Player Agents if, at the time of such negotiations, such Teameither (a) knows that such agent or representative has not been so certified,or (b) fails to make reasonable inquiry of the NBA as to whether such agent
or representative has been so certified. Notwithstanding the preceding
sentence, in no event shall any Team be subject to a fine if the Teamnegotiates a Player Contract with an agent or representative designated as
the player’s authorized agent on the then-current agent list provided by thePlayers Association to the NBA in accordance with Section 5 below.
Section 3.

Prohibition on Players as Agents.

For purposes of negotiating the terms of a Uniform Player Contract orotherwise dealing with a Team over any matter, players are prohibited from(a) representing other current or prospective NBA players as an agent
certified under the Players Association’s Regulations Governing Player
Agents, or (b) holding an equity interest or position in a business entity that
represents other current or prospective NBA players as an agent certified
under the Players Association’s Regulations Governing Player Agents.

Article XXXVISection 4.

529

Indemnity.

The Players Association agrees to indemnify and hold harmless the NBA,
its Teams, and each of its and their respective past, present, and future
owners (direct and indirect) acting in their capacity as Team owners, officers,
directors, trustees, employees, successors, agents, attorneys, heirs,
administrators, executors, and assigns, from any and all claims of any kindarising from or relating to (a) the Players Association’s Regulations
Governing Player Agents, and (b) the provisions of this Article, including,
without limitation, any judgments, costs, and settlements, provided that thePlayers Association is immediately notified of such claim in writing (and, inno event later than five (5) days from the receipt thereof), is given theopportunity to assume the defense thereof, and the NBA and/or its Teams(whichever is sued) use their best efforts to defend such claim, and do not
admit liability with respect to and do not settle such claim without the priorwritten consent of the Players Association.
Section 5.

Agent Lists.

The Players Association agrees to provide the NBA League Office witha list of (a) all agents certified under the Players Association’s Regulations
Governing Player Agents, and (b) the players represented by each suchagent. Such list shall be updated once every two (2) weeks from the day
after the NBA Finals to the first day of the next succeeding Regular Season
and shall be updated once every month at all other times.
Section 6.

Confirmation by the Players Association.

If the NBA has reason to believe that the agent representing a player inContract negotiations is not a certified agent or is not the agent authorized
to represent the player, then the NBA may, at its election, request in writingfrom the Players Association confirmation as to whether the agent who
represented the player in the Contract negotiations is in fact the player’s
certified representative. If within three (3) business days of the date thePlayers Association receives such written request, the NBA does not receive
a written response from the Players Association stating that the agent who
represented the player is not the player’s certified representative, then the
NBA shall be free to act as if the agent is the player’s confirmed certified
representative.

530

Article XXXVISection 7.

Agent Rules Compliance.

(a) If the NBA notifies the Players Association that it has reasonablecause to believe that an agent or representative has engaged in conduct that
violates this Agreement, the Players Association will review any information
supplied by the NBA, determine whether to conduct an investigation of thealleged conduct, and, if the Players Association concludes that misconduct
occurred, inform the NBA as to the result of its investigation and any
discipline it has imposed.
(b) The Players Association will amend the Players Association’s
Regulations Governing Player Agents to expressly provide that the Players
Association may impose a fine of up to $125,000 on an agent for a violationof the rules regarding tampering, public requests or demands for a trade, or
the timing of Contract negotiations.

Article XXXVII

531

ARTICLE XXXVIIPLAYER APPEARANCES AND ADDITIONAL CONTENTACTIVITIES/UNIFORM
Section 1.

Player Activities on Behalf of the NBA.

(a) Appearances. A player may, during each Salary Cap Year coveredby a Player Contract to which he is a party, be required to make up to two (2)appearances at the request of NBA Properties, Inc. in accordance with
Paragraph 13(d) of a Uniform Player Contract and Article II, Section 8. Any
appearance that a player is required to make shall comply with the terms of
Article II, Section 8, and when a player makes an appearance in accordancewith this Section, he shall be paid at least $3,500.
(b) NBA Player Days. Upon request by the NBA, a player shall be
required to participate one (1) time each Salary Cap Year covered by a Player
Contract to which he is a party in an NBA-arranged “NBA Player Day”
content creation session (e.g., filming (x) a sit-down interview with the player
where the player discusses basketball and/or non-basketball-related topics,(y) a player’s visit to his hometown, or (z) a player’s performance in a major
NBA brand advertising campaign). A player’s required participation in any
such session will last no longer than two (2) hours and shall count as one (1)individual or group appearance as applicable under Article II, Section 8(a)(i).
An NBA Player Day shall be planned by the NBA with consideration forthe player’s schedule in accordance with the following:(i)

Participation Windows. A player’s NBA Player Day for a
Salary Cap Year may take place during any of the following
periods: (1) during the off-season preceding the applicable
Season; (2) during All-Star Weekend for a player who isparticipating in an All-Star Weekend game or event; or (3) if
agreed to by the player and the NBA, on a date during the
Season other than All-Star Weekend.

(ii)

Off-Season Scheduling. Prior to the NBA Draft (or, forplayers selected during such NBA Draft, within fifteen (15)days of such NBA Draft), the NBA will notify those players
selected to participate in an NBA Player Day during theoff-season, and each such player shall promptly provide

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Article XXXVII
either five (5) consecutive dates or eight (8) non-consecutive
dates on which he is available to participate within the period
beginning one (1) week after the Draft and ending at the startof training camp for the following Season. Within one (1)week of receiving such dates, the NBA will notify the playerof which date of those provided has been selected for theplayer’s participation in his NBA Player Day.
(iii)

All-Star Scheduling. At least fifteen (15) days prior to thecommencement of All-Star Weekend, the NBA will notify
those players who have been selected to participate in an
NBA Player Day during that weekend, and the NBA andeach such player shall cooperate to designate a mutuallyagreeable time during such weekend for such player toparticipate in his NBA Player Day.

(iv)

No Player Travel Required. Unless otherwise agreed to by
the player, a player shall not be required to travel from his
location (other than local ground transportation) toparticipate in his NBA Player Day.

(v)

Advance Notice. Subject to consultation with the respective
individual players, the NBA shall provide each player withadvance notice of the specific content plans (e.g., one-on-one
interview, local charity visit) for his NBA Player Day.

(c) Player Access to NBA Player Day and Player Appearance
Content. Footage captured by or on behalf of the NBA or Team during an
NBA Player Day or a Team content creation activity described in Article II,
Section 8(a)(iii)(B) shall, upon request, be made available by the NBA or theTeam to the player solely for use in Player-Produced Content (as defined in
Section 2(a) below) in accordance with the requirements and terms in
Section 2 below. The NBA shall also accommodate a reasonable requestfrom a player to allow a separate player-secured production crew to attend
an NBA Player Day involving such player, subject to reasonable parametersprovided by the NBA (e.g., relating to SAG rules for applicable content
involving SAG talent).

Article XXXVII

533(d) When a player fails, without reasonable excuse, to appear or
reasonably to cooperate during any of the activities referred to in thisSection 1, he may be fined for each failure in an amount up to $20,000.
Section 2.

Additional Content Opportunities for the NBA andPlayers.

(a) Use of NBA Content for Player-Produced Content. A player
shall, upon request, receive footage of such player captured by or on behalfof the NBA or Team described in Section 1(c) above, via a secure content
network that the NBA shall use good faith efforts to maintain in regular
working order (the “Content Network”), for the purpose of incorporatingsuch footage into content produced by or on behalf of such player during
such Season (“Player-Produced Content”), which may be used by suchplayer subject to the requirements and terms set forth in this Section 2.
(b) Content Participants and Additional Player Content
Opportunities. For any Season, a “Content Participant” means (forpurposes of this Article XXXVII) a player who agrees in writing by the
September 1 prior to the Season either to (x) participate in three (3) content
creation activities during the Season, that are in addition to activities
otherwise required under this Agreement and/or the Uniform Player
Contract and that are described in subsection 2(b)(i) below, or (y) license theuse of his Player-Produced Content on NBA and/or Team platforms, as
described in subsection 2(b)(ii) below. A Content Participant for a Season
shall, upon request, receive footage captured by or on behalf of such player
described in Section 2(b)(i) below and game footage and game photos as
described in Sections 2(c) and 2(d) below for the purpose of incorporatingsuch footage and photos into Player-Produced Content, and other such uses
as described in Sections 2(c) and 2(d) below, during such Season and theimmediately following offseason, subject to the requirements and terms set
forth in this Section 2. For clarity, “game footage” and “game photos”
include any images from a game, including game action and players on-court,in the tunnel, or elsewhere in the arena or other team facility.
(i)

Additional Content Creation Activities. If requested by theNBA, a Content Participant who has selected the option
described in subsection 2(b)(x) above shall participate inthree (3) of any of the following content creation activities
each Season (in each case, as determined by the NBA, but534

Article XXXVII
for no longer than thirty (30) minutes per activity): (A) a live
digital/social content interview or activity; (B) a recorded
NBA content session (e.g., a performance in an NBA brandcampaign); and (C) an off-court/out-of-arena interview
during the Season (e.g., a live remote interview).
(ii)

Provision of Player-Produced Content to the NBA andTeam. Upon the NBA’s request, a Content Participant who
has elected the option described in subsection 2(b)(y) above
shall promptly make available to the NBA via the Content
Network, and shall be deemed to have licensed the NBA andthe Team on a non-exclusive, royalty free basis,
Player-Produced Content that includes or depicts any NBA
or Team footage described in Sections 1(c) above, any gamefootage, and/or any game photos, for use, during and after
the term of this Agreement, on NBA and/or Team
platforms (the “Player-Produced Content License”), it being
understood that the NBA or Team shall be responsible forthe procurement of any applicable third-party content
licenses to permit it to use such Player-Produced Content.
Any Player-Produced Content that is used on NBA and/orTeam platforms may not include any sponsorship unlessagreed to by the player and the NBA. In addition, thisSection 2 does not confer any right or authority for the NBAor any Team to use any Player-Produced Content in a waythat constitutes an unauthorized Endorsement (as such termis defined and clarified in Article XXVIII).

(c) Use of Game Footage.
(i)

Automated Delivery of Game Highlights. Promptly
following the conclusion of each Regular Season, Play-In,
and playoff game in which a Content Participant
participates, the NBA shall make available to such Content
Participant at least two (2) “highlights” (i.e., game footage
clips) from that game featuring such player, subject toavailability.

(ii)

Selection of Game Highlights by Content Participant. A
Content Participant may request to substitute anArticle XXXVII

535

automatedly-distributed game highlight for another gamefootage clip of such player from such game and thesubstituted clip shall be delivered within one (1) week of therequest.
(iii)

Use by Content Participants. Game footage shall be madeavailable to a Content Participant via the Content Network
and, subject to the terms and requirements of this Section 2,
may be posted by the applicable Content Participant on
applicable Designated Distribution Platforms (as defined in
Section 2(f) below), as follows:(1) On an “Unedited” basis — i.e., not presented inconjunction with or incorporated into any other content(e.g., non-game content, other game highlights) andwithout alteration other than formatting necessary topost on the applicable platform, it being understood thatthe foregoing shall not restrict non-video elements thatwould customarily accompany such a posting (e.g., awritten caption accompanying a highlight on a
Designated Distribution Platform); and/or(2) As incorporated into Player-Produced Content,
provided that (x) a maximum of five (5) minutes of gamefootage may be incorporated within one (1) or more
pieces of Player-Produced Content each Salary Cap Yearproduced by the player and (y) no single piece of PlayerProduced Content may include more than one (1)minute of game footage.

(iv)

NBA Promotional Messaging in Game Footage. The NBA
may include or cause the inclusion of promotional
messaging on behalf of the NBA or Team into the gamefootage that is made available to, and that may be used by, aContent Participant; provided that such promotional
messaging is subject to the approval of the Players
Association. Each of the following types of promotional
messaging is hereby approved by the Players Association:(1) game tune-in messaging; (2) promotion of NBA-branded

536

Article XXXVII
and controlled content platforms (e.g., the NBA mobile
application); and (3) ticket sales promotion.

(d) Use of Game Photos.
(i)

Automated Delivery of Game Photos. Promptly following
the conclusion of each Regular Season, Play-In, and playoff
game, the NBA shall make available to each Content
Participant for such Season that is active during the game atleast two (2) game photos of the player from that game,subject to availability, which, subject to the terms andrequirements of this Section 2, the player may post on
applicable Designated Distribution Platforms.

(ii)

Selection of Game Photos by Content Participant. A
Content Participant may request to substitute anautomatedly-distributed game photo for another selected
game photo of such player from such game and thesubstituted photo shall be delivered within one week of therequest.

(iii)

Incorporation into Player-Produced Content. A Content
Participant may include game photos made available
pursuant to this Section 2(d) within Player-Produced
Content.

(e) Authorized Uses. The NBA hereby licenses on a non-exclusive,royalty-free basis a player to use footage of such player captured by or on
behalf of the NBA or Team described in Section 1(c) above for inclusion inPlayer-Produced Content and, in the case of a Content Participant, footageof such player captured by or on behalf of the NBA or Team described in
Section 2(b)(i) above, game footage and game photos, which, in each case,may be made available by such player during and after the term of thisAgreement, subject to the requirements and terms of this Section 2,
including the following requirements and terms:(i)Player-Produced Content shall be (1) required to be
primarily focused on the applicable player (and, for clarity,
not on the NBA or any Team, it being understood that suchcontent could include incidental appearances of otherArticle XXXVII

537

players) and (2) subject to any other parameters related tothe content licensed from the NBA and reasonably
established by the NBA (e.g., a player could not post a clipof an NBA commercial created during an “NBA Player
Day” until the commercial has been officially launched by
the NBA);(ii)

The incorporation of game footage into Player-Produced
Content or other uses of game footage, if applicable, shall be
subject to NBA agreements with third parties that limit suchuse outside of the United States and Canada;(iii)

Distribution of Player-Produced Content, game footage, andgame photos, if applicable, shall be limited to the DesignatedDistribution Platforms set forth in Section 2(f) below; and(iv)

Such player shall be responsible for the procurement of any
applicable third-party content licenses to permit such player
to use such Player-Produced Content, NBA- or
team-captured content, game footage and/or game photos.

(f) Designated Distribution Platforms. A player shall be permitted
to distribute or “post” (but, for clarity, not to license in a commercial
transaction) applicable Player-Produced Content and, with respect toContent Participants, game footage and game photos on the following
distribution platforms (the “Designated Distribution Platforms”): (i) the
player’s own “official” (i.e., controlled by the player and/or his
representatives) website and mobile application; and (ii) the player’s own“official” handles on Social Media Platforms. “Social Media Platforms”
means social media platforms on which the NBA and/or NBA Teams
then-currently post content through official handles. Upon request, theNBA shall provide from time to time the list of Social Media Platforms thatmeet the above definition.
(g) Limitation on Sponsorship and Advertising. No game footage,
game photos, and/or Player-Produced Content that includes any NBA- or
Team-captured content, game footage and/or game photos, may be used or
distributed by a player in connection with any sponsorship or advertising forany product, service, or brand (including, for clarity, sponsorship of a
Designated Distribution Platform on which any such content appears).

538

Article XXXVII(h) Other Permitted Uses Subject to NBA Approval. A player may
use game footage, game photos, or NBA-captured content outside of theparameters described in this Section 2, and/or for a commercial purpose, if
approved in writing by the NBA. Players and the NBA each retain the rightto enter into arm’s length transactions, on mutually agreeable terms, tolicense game footage and game photos, and/or other NBA intellectual
property, including without the player having to grant any corresponding
licenses to the NBA.
(i) Content Advisory Council. A Content Advisory Council,
composed of players and representatives from the Players Association andNBA, shall be established to consult on the development and distributionof Player-Produced Content and other content described in this Section 2
and any process or operational matters related to the cooperation of theparties as described in this Section. The Content Advisory Council shall also
discuss, among other things, best practices and opportunities in connection
with the creation of content.
(j) Process Matters. The NBA (on behalf of itself and the NBA
Teams) shall designate a representative responsible for communicating andreceiving the requests and notifications under this Section (e.g., a player’s
request for NBA Player Day footage) and shall communicate with players
directly with respect to such requests and notifications.
Section 3.

Indemnity.

Neither the NBA nor any Team shall be liable for any monetary or nonmonetary claims arising out of or relating to Paragraphs 13(f), or 14(a) of
the Uniform Player Contract (the “Designated Player Contract Provisions”).
The Players Association indemnifies, saves and holds harmless the NBA,
each Team, and each of its and their respective affiliates, owners, directors,
governors, officers and employees, and the successors, assigns and personal
representatives of the foregoing parties, against any and all claims, demands,
suits, or other forms of liability that may arise, directly or indirectly, inconnection with the Designated Player Contract Provisions, including theirenforcement and/or application, provided that any such claim is not due tothe breach of the Group License (as defined in the Uniform Player Contract)by the NBA, any Team or any League-related entities that generate BRI;
provided, further that, the Players Association is notified of such claim in
writing (and, in no event later than five (5) days from the receipt thereof), isArticle XXXVII

539

given the opportunity to assume the defense thereof, and the NBA, its
Teams and/or other indemnified parties in accordance with this Section(whichever is sued) use their best efforts to defend such claim, and do not
admit liability with respect to and do not settle such claim without the priorwritten consent of the Players Association.
Section 4.

Uniform.

(a) During any NBA game or practice, including warm-up periods andgoing to and from the locker room to the playing floor, a player shall wear
only the Uniform as supplied by his Team. For purposes of the preceding
sentence only, “Uniform” means all clothing and other items (such as
kneepads, wristbands, and headbands, but not including Sneakers) worn bya player during an NBA game or practice. “Sneakers” means athletic shoesof the type worn by players while playing an NBA game.
(b) Other than as may be incorporated into his Uniform and the
manufacturer’s identification incorporated into his Sneakers, a player may
not, during any NBA game, display any commercial, promotional, or
charitable name, mark, logo, or other identification, including, but notlimited to, on his body, in his hair, or otherwise.

540

Article XXXVIIIARTICLE XXXVIIIINTEGRATION, ENTIRE AGREEMENT,INTERPRETATION, AND CHOICE OF LAW
Section 1.

Integration, Entire Agreement.

This Agreement, together with the exhibits hereto, and all letter
agreements executed contemporaneously herewith, constitutes the entire
understanding between the parties and all understandings, conversations
and communications, proposals, and counterproposals, oral and written(including any draft of this Agreement) between the Members of the NBA
and the Players Association, or on behalf of them, are merged into andsuperseded by this Agreement and shall be of no force or effect, except as
expressly provided herein. No such understandings, conversations,communications, proposals, counterproposals, or drafts shall be referred toin any proceeding by the parties. Further, no understanding contained inthis Agreement shall be modified, altered, or amended, except by a writing
signed by the party against whom enforcement is sought.
Section 2.

Interpretation.

(a) The NBA and Players Association recognize and acknowledge that
there is and may continue to be (i) a collective bargaining relationshipbetween WNBA, LLC (“WNBA”) and the Women’s National Basketball
Players Association (“WNBPA”), and (ii) a collective bargaining relationshipbetween the NBAGL and the Next Gen Basketball Players Union(“NGBPU”), each of which is separate and distinct from the collective
bargaining relationship between the NBA and the Players Association.
(b) The NBA and the Players Association agree that this Agreement
shall be interpreted without reference: (i) to any past, present, or future
WNBA/WNBPA collective bargaining agreement (or to any other past,present, or future agreement between the WNBA or WNBA Enterprises,
LLC, on the one hand, and the WNBPA on the other) or to any past,present, or future Standard Player Contract, Team Marketing andPromotional Agreement, or WNBA Marketing and Promotional Agreement(collectively, “WNBA Agreements”); (ii) to any past, present, or future
NBAGL/NGBPU collective bargaining agreement (or to any other past,present, or future agreement between the NBAGL or any NBAGLArticle XXXVIII

541

commercial entity, on the one hand, and the NGBPU on the other) or toany past, present, or future employment or marketing agreements between
the NBAGL and the players in the NBAGL (collectively, “NBAGL
Agreements”); (iii) to any of the provisions of such agreements or contracts;(iv) to the fact that a subject was not or is not covered by or included in any
such agreements or contracts; and/or (v) to any judicial, arbitral, or
administrative decision interpreting any of such agreements or contracts.
(c) The parties agree that they will make no reference to any of the
WNBA Agreements, NBAGL Agreements, contracts, or decisions referred
to in Section 2(b) above, or to the fact that a particular provision was not or
is not included in any such agreement or contract, or to any practice or policyof the WNBA (or WNBA Enterprises, LLC), the NBAGL (or any NBAGL
commercial entity), the WNBPA, or the NGBPU, in any arbitral, judicial,administrative, or other proceeding concerning the interpretation or
enforcement of this Agreement, including, without limitation, a proceedingbrought under Articles XXXI or XXXII of this Agreement. The parties
further agree that no such agreement, contract, provision (or absence ofprovisions), decision, practice, or policy may be relied upon by any decision
maker in such proceedings.
Section 3.

Choice of Law.

This Agreement (including the Uniform Player Contract and all other
Exhibits to this Agreement) is made under and shall be governed by theinternal law of the State of New York, except where federal law may govern.

542

Article XXXIXARTICLE XXXIXTERM OF AGREEMENT
Section 1.

Effective Date and Expiration Date.

This Agreement shall be effective from July 1, 2023 (except with respect
to provisions that the parties have specifically agreed herein will commence
earlier) and, unless terminated pursuant to the provisions of this
Article XXXIX, shall continue in full force and effect through June 30, 2030
(except with respect to provisions that the parties have specifically agreed
herein will survive expiration or termination).
Section 2.

Mutual Options to Terminate Following Sixth Season.

The NBA and the Players Association shall each have the option toterminate this Agreement on June 30, 2029 by serving written notice of its
exercise of such option on the other party on or before October 15, 2028.
Section 3.

Termination by Players Association/Anti-Collusion.

(a) In the event the conditions of Article XIV, Section 15 are satisfied,the Players Association shall have the right to terminate this Agreement byserving written notice of its exercise of such right within thirty (30) days
after the System Arbitrator’s report finding the requisite conditions(pursuant to Article XIV, Section 15) becomes final and any appeals
therefrom have been exhausted or, in the absence of a System Arbitrator,
by serving such written notice upon the NBA within thirty (30) days after
any decision by a court finding the requisite conditions (pursuant to Article
XIV, Section 15). In the latter situation, if the finding of the court isreversed on appeal, the Agreement shall be immediately reinstated and bothparties reserve their rights with respect to any conduct by the other party
during the period from the date of service of the termination notice to thedate upon which the Agreement was reinstated.
(b) If the Players Association exercises the right accorded it bySection 3(a) above, this Agreement shall terminate as of the June 30
immediately following the service of the termination notice.

Article XXXIX
Section 4.

543

Termination by NBA/National TV Revenues.

(a) For the purposes of this provision: (i) “National TV Revenues”
shall mean the rights fees or other non-contingent payments stated in the
NBA’s third-party national broadcast network (e.g., ABC) and cable network(e.g., TNT or ESPN) television agreements (each, a “National TV
Agreement”); and (ii) “Other Media Income” shall mean the aggregate net
income earned by any League-related entity (as defined in Article VII,
Section 1(a)(1)) (but excluding net income attributable to ownershipinterests in any such League-related entity that is not owned by the NBA,
NBA Properties, Inc., NBA Media Ventures, LLC, and/or a group of NBA
Teams) or by the NBA on behalf of the Teams from agreements thatprovide for the transmission of live (or delayed) NBA games, on a domestic
or international basis, by means of television, radio, internet, and any othermode of delivery referenced in Article VII, Section 1(a)(1)(ii), net of
reasonable and customary expenses related thereto.
(b) If, during the term of this Agreement, (i) the sum of the averageannual National TV Revenues provided for under the Successor
Agreements (as defined in Article VII, Section 1(c)(2)), plus one hundred
four and one-half percent (104.5%) of Other Media Income for the mostrecent Salary Cap Year, will be at least thirty-five percent (35%) less than(ii) the sum of the average annual National TV Revenues provided for under
the NBA/ABC and NBA/TBS Agreements, plus Other Media Income forthe 2022-23 Salary Cap Year, the NBA shall have the right to terminate thisAgreement effective as of the June 30 immediately preceding the first
Season covered by the Successor Agreements, by providing written noticeof such termination to the Players Association at least sixty (60) days prior
to such June 30. During the period following delivery of such written noticeof termination and through such June 30, the NBA and the Players
Association shall engage in good faith negotiations for the purpose ofentering into a successor agreement and the provisions of Article XXX shallremain in full force and effect.
Section 5.

Termination by NBA/Force Majeure.

(a) “Force Majeure Event” shall mean the occurrence of any of thefollowing events or conditions, provided that such event or condition either(i) makes it impossible for the NBA to perform its obligations under thisAgreement, or (ii) frustrates the underlying purpose of this Agreement, or(iii) makes it economically impracticable for the NBA to perform its

544

Article XXXIX

obligations under this Agreement: wars or war-like action (whether actualor threatened and whether conventional or other, including, but not limited
to, chemical or biological wars or war-like action); sabotage, terrorism, or
threats of sabotage or terrorism; explosions; epidemics; weather or natural
disasters, including, but not limited to, fires, floods, droughts, hurricanes,
tornados, storms, or earthquakes; and any governmental order or action(civil or military); provided, however, that none of the foregoing enumerated
events or conditions is within the reasonable control of the NBA or an NBATeam.
(b) In addition to any other rights a Team or the NBA may have bycontract or by law, if a Force Majeure Event occurs and, as a result, one ormore Teams are unable to play one or more games (whether Exhibition,
Regular Season, Play-In, or playoff games), then, for each missed game
during such period (the “Force Majeure Period”) that was not rescheduled
and replayed, the Compensation payable to each player who was on theroster of a Team that was unable to play one or more games during theForce Majeure Period shall be reduced by 1/92.6th of the player’s
Compensation for the Season(s) covering the Force Majeure Period. For
purposes of the foregoing calculation, and notwithstanding the actual
number of games that any Team played, was scheduled to play, or could
have played during the Seasons(s) affected by the Force Majeure Event, each
Team shall be deemed to play five (5) Exhibition games, eighty-two (82)
Regular Season games, and 5.6 playoff games during each such Season.
(c) In the event that Section 5(b) above applies, the applicableCompensation reduction from each player shall be withheld by the player’s
Team from the first Compensation payment (or payments, if the first suchpayment is insufficient to satisfy the reduction) that is (or are) due or to
become due to such player following the commencement of the Force
Majeure Period (whether under the Player Contract that was in existence at
the commencement of the Force Majeure Period or any subsequent Player
Contract between the player and the Team). If such Compensation payment(or payments) is (or are) insufficient to cover the Compensation reduction
required by Section 5(b) above, then either (i) the player shall promptly pay
the difference directly to the Team (“old Team”), or (ii) if he subsequently
enters into a Player Contract with, or is traded to, another NBA Team (“newTeam”), such difference shall be withheld from the first available
Compensation payment (or payments, if the first such payment isinsufficient to satisfy the remaining reduction) that is (or are) due to theArticle XXXIX

545

player from the new Team and shall be remitted by the new Team to the oldTeam.
(d) Upon the occurrence of a Force Majeure Event satisfying the termsof Section 5(a) above, the NBA shall have the right to terminate thisAgreement as of the sixtieth (60th) day following delivery to the Players
Association of a written notice of termination, which must be delivered to
the Players Association within sixty (60) days of the Force Majeure Event.
During the sixty-day period following delivery of such written notice oftermination, the NBA and the Players Association shall engage in good faithnegotiations for the purpose of entering into a successor agreement, andduring such period the provisions of Article XXX shall remain in full force
and effect.
Section 6.

Mutual Right of Termination.

If at any time during the term of this Agreement any provision containedin Article VII, X, XI, or XIV of this Agreement is enjoined, vacated,declared null and void, or is rendered unenforceable by any court ofcompetent jurisdiction, then the NBA and the Players Association shall eachhave the right to terminate this Agreement by serving upon the other party
written notice of termination at least sixty (60) days prior to the effective
date of such termination.
Section 7.

Mutual Right of Termination -- League Financial
Results.

If, as determined by the Governing Audit Report for a Salary Cap Year(the “Trigger Salary Cap Year”):(a) The sum of (i) Team Content Expenses, (ii) League Content
Expenses, and (iii) any amortized amount of prior year expenses deductible
pursuant to Article VII, Section 1(a)(6)(vi) above, deducted from BRI for
the Trigger Salary Cap Year exceeds twenty-five percent (25%) of the sumof Team Content Revenues and League Content Revenues; or(b) BRI for the Trigger Salary Cap Year is less than ninety-five
percent (95%) of the highest BRI amount for any prior Salary Cap Year;then (i) the NBA and Players Association shall negotiate in good faith toagree upon adjustments to the provisions of this Agreement to take effect546

Article XXXIX

beginning with the Salary Cap Year immediately following the Trigger Salary
Cap Year, and (ii) if the parties are unable to agree to adjustments to thisAgreement in accordance with the foregoing, then the NBA and Players
Association will each have the option to terminate this Agreement effective
as of the June 30 of the Salary Cap Year immediately following the Trigger
Salary Cap Year, by serving written notice of its exercise of such option on
the other party on or before the date that is sixty (60) days following theissuance of the Governing Audit Report for the Trigger Salary Cap Year.
During the period following delivery of such written notice of termination
through the last day of the Salary Cap Year immediately following the
Trigger Salary Cap Year, the NBA and the Players Association shall engage
in good faith negotiations for the purpose of entering into a successor
agreement and during such period the provisions of Article XXX shallremain in full force and effect.
Section 8.

Mutual Right of Termination -- Designated Share.

If, as determined by the Governing Audit Report for a Trigger Salary Cap
Year (and, with respect to clause (c) below, the Governing Audit Report for
the Salary Cap Year immediately preceding the Trigger Salary Cap Year):(a) the Aggregate Team Overage Balance in respect of the Trigger Salary
Cap Year or any Salary Cap Year preceding the Trigger Salary Cap Year,after giving effect to the processes set forth in Article VII, Section
12(e)(1)-(2) for the Trigger Salary Cap Year, is greater than zero (0); or(b) the Shortfall Amount for the Trigger Salary Cap Year is greater thantwenty-five percent (25%) of Adjusted Total Salaries for such Salary Cap
Year; or(c) with respect to each of the Trigger Salary Cap Year and the Salary
Cap Year immediately preceding the Trigger Salary Cap Year, the Shortfall
Amount for the year is greater than ten percent (10%) of Adjusted Total
Salaries for such year;
then (i) the NBA and Players Association shall negotiate in good faith toagree upon adjustments to the provisions of this Agreement as may beappropriate to effect (1) in the case of clause (a) above, a timely recoupmentof the outstanding Aggregate Team Overage Balance and any potential
future Aggregate Team Overage Balances, and (2) in the case of clauses (b)Article XXXIX

547

and (c) above, a more timely distribution of the Designated Share into Total
Salaries, with such adjustments to take effect beginning with the Salary Cap
Year immediately following the Trigger Salary Cap Year, and (ii) if the parties
are unable to agree to adjustments to this Agreement in accordance with theforegoing, then the NBA and Players Association will each have the option
to terminate this Agreement effective as of the June 30 of the Salary Cap
Year immediately following the Trigger Salary Cap Year, by serving written
notice of its exercise of such option on the other party on or before the datethat is sixty (60) days following the issuance of the Governing Audit Reportfor the Trigger Salary Cap Year. During the period following delivery ofsuch written notice of termination through the last day of the Salary Cap
Year immediately following the Trigger Salary Cap Year, the NBA and thePlayers Association shall engage in good faith negotiations for the purposeof entering into a successor agreement and during such period theprovisions of Article XXX shall remain in full force and effect.
Section 9.

Mutual Right of Termination -- League Entity
Transaction.

In the event a sale or transfer of ownership interests in a League-related
entity that, prior to such sale or transfer, generated $50 million or more ofannual revenues included in BRI results in such entity ceasing to be a
League-related entity, including in circumstances where a League-related
entity continues to hold a non-controlling minority ownership interest insuch entity following such sale or transfer, the parties shall negotiate in goodfaith such modifications to the CBA as may be appropriate, to take effectbeginning with the Salary Cap Year in which such sale or transfer occurs andtaking into account all relevant facts and circumstances including theamounts included in BRI prior to such sale or transfer, to ensure a fairinclusion of amounts in BRI following such sale or transfer. In the eventthe parties are unable to reach an agreement on CBA modifications within
thirty (30) days of such a sale or transfer, either party may thereafter for aperiod of thirty (30) days elect to terminate the CBA, by written notice tothe other party, effective as of the June 30 immediately following the serviceof the termination notice (or, if later, as of the first June 30 that is at least
sixty (60) days following the service of the termination notice). Should
either party terminate the CBA in accordance with the foregoing effective
as of any June 30, then:548

Article XXXIX(a) For the Salary Cap Year encompassing such June 30:(i)

BRI shall be calculated in accordance with the provisions of
this Agreement, except as set forth in subsection (a)(ii)
below;(ii)

the treatment of BRI relating to such sale or transfer shall be
determined by agreement of the parties in a successor
Collective Bargaining Agreement; and(iii)

the completion of the Audit Report, and the performance ofthe calculations and reconciliation processes described in
Article VII, Sections 12(d)-(g) (including, for clarity, thedistribution of any Overage Amount or Shortfall Amount)shall be deferred pending the completion of an agreementby the parties on a successor Collective Bargaining
Agreement, which shall specify the time period forcompleting such Audit Report, calculations, andreconciliation processes in accordance with the provisionsof subsections (a)(i) and (a)(ii) above; and(b) For the Salary Cap Year immediately following such June 30, eachof the Salary Cap, Minimum Team Salary, Tax Level, First Apron Level, andSecond Apron Level shall increase to an amount that is equal to one hundred
five percent (105%) of its amount for the Salary Cap Year encompassing
such June 30, subject to any modification of the foregoing on which theparties agree in a successor Collective Bargaining Agreement.
Section 10. No Obligation to Terminate; No Waiver.
The grant to either party of a right or option to terminate pursuant to theprovisions of this Article XXXIX shall not carry with it the obligation to
exercise that right or option; and the failure of the NBA or the Players
Association to exercise any right or option to terminate this Agreement withrespect to any playing Season in accordance with this Article XXXIX shallnot be deemed a waiver of or in any way impair or prejudice the NBA or
the Players Association’s right or option, if any, to terminate this Agreementin accordance with this Article XXXIX with respect to any succeeding
Season.

Article XL

549

ARTICLE XLEXPANSION AND CONTRACTION
Section 1.

Expansion.

The NBA may determine during the term of this Agreement to expand
the number of Teams and to have existing Teams make available forassignment to any such Expansion Teams the Player Contracts of a certain
number of Veterans under substantially the same terms and in substantiallythe same manner that Player Contracts were made available to the Charlotte
expansion Team pursuant to the 1999 NBA/NBPA Collective Bargaining
Agreement; provided, however, that any change shall be subject to theapproval of the Players Association, which shall not be unreasonably
withheld.
Section 2.

Contraction.

If, during the term of this Agreement, the NBA decides to contract the
number of Teams, (a) the NBA shall provide written notice of such decision
to the Players Association, and (b) the NBA and the Players Association
shall negotiate and agree upon the effects of such decision on the players
and the procedures to be followed in connection therewith.

550

Article XLIARTICLE XLINBA G LEAGUE
Section 1.

NBAGL Work Assignments.

(a) An NBA Team may at any time assign a player (other than a
Two-Way Player) on its Active List or Inactive List to an NBAGL team,provided that the player (i) has either zero (0), one (1), or two (2) Years ofService at the time of the assignment, or (ii) has more than two (2) Years ofService at the time of the assignment and the player and the Players
Association consent to such assignment in writing. Upon such assignment(“NBAGL Work Assignment”), the player will be placed on the NBA
Team’s Inactive List, and shall (A) report to the NBAGL team (and render
for the NBAGL team such services as the player is required to render for
the NBA Team under his Uniform Player Contract and this Agreement),and (B) at the direction of the NBA Team, subsequently return and report
to, and resume the performance of services for, the NBA Team. An
NBAGL Work Assignment commences when the player reports in-person
to the NBAGL team, and ends either when the player, upon being recalled,
reports back to his NBA Team or when the NBAGL Season concludes.
(b) There shall be no limit on the number of NBAGL Work
Assignments given to a player. No NBA Team shall issue an NBAGL Work
Assignment for the purpose of disciplining a player for misconduct orretaliating against a player for exercising any right that he has under thisAgreement or the Uniform Player Contract.
(c) The NBA may establish reasonable rules regarding the assignmentand recall of players to the NBAGL provided that such rules do not violate
the provisions of this Article XLI.
Section 2.

Reporting Requirements for NBAGL Work
Assignments.

(a) In order to initiate an NBAGL Work Assignment or terminate suchassignment and recall the player, the NBA Team shall provide the player,
the NBA, and the Players Association with written notice. The player shallreport to the NBAGL team or NBA Team, whichever is applicable, within
forty-eight (48) hours after such notice is received by the player.

Article XLI551(b) If the player, without a reasonable excuse, does not report to the
NBAGL team or NBA Team, whichever is applicable, within the time
provided in Section 2(a) above, the player may be fined and/or suspended
without pay by the NBA Team until such time as he reports. In addition,such failure to report, without a reasonable excuse, shall constitute conduct
prejudicial to the NBA under Article 35(d) of the NBA Constitution, subject
however to the One Penalty rule set forth in Article VI, Section 10.
Section 3.

Travel and Relocation Expenses.

A player’s NBA Team shall be obligated to reimburse the player for his
ordinary and reasonable expenses incurred in (a) traveling to and, whenrecalled, from the NBAGL team to begin and/or end any NBAGL Work
Assignment or period of service on the Two-Way List (“NBAGL Two-Way
Service”), and (b) relocating to and, if recalled, from the NBAGL team’s
home location to begin and/or end any NBAGL Work Assignment or
NBAGL Two-Way Service that extends beyond a period of thirty (30) days.
During any NBAGL Work Assignment or NBAGL Two-Way Service, theplayer will be provided with housing or a housing subsidy in accordance with
the NBAGL housing policy.
Section 4.

Terms of NBAGL Work Assignment and NBAGL
Two-Way Service.

(a) General Terms. During or in connection with any NBAGL Work
Assignment or NBAGL Two-Way Service, and except as expressly set forthin, or limited or modified by, this Article XLI, a player shall (i) accept andbe subject to the work requirements and conditions applicable to NBAGL
players (as such requirements and conditions may change from time totime), and (ii) continue to be subject to the terms and obligations andentitled to the benefits and rights (including, without limitation, Years ofService and free agency rights) of his Uniform Player Contract and thisAgreement.
(b) Compensation and Benefits.
(i)During or in connection with any NBAGL Work
Assignment or NBAGL Two-Way Service, a player (A) shallcontinue to receive the Compensation called for by his
Uniform Player Contract, and (B) shall not receive (or552Article XLI
accept) any compensation of any kind from the NBAGL or
any NBAGL team other than as expressly set forth in this
Article XLI. The player’s performance in the NBAGL shallnot be considered for purposes of any Incentive
Compensation contained in his Uniform Player Contract.
(ii)

Any Compensation protection provided to a player in his
Uniform Player Contract shall remain in effect during an
NBAGL Work Assignment or NBAGL Two-Way Service.
For purposes of Article II, Section 4, an injury sustained
while participating in a basketball practice or game for an
NBAGL team shall be deemed an injury sustained while
participating in a basketball practice or game for the NBA
Team.

(iii)

During or in connection with any NBAGL Work
Assignment, a player (A) shall continue to be eligible toreceive the benefits set forth in Article IV of this Agreement
to the extent that such player would have been eligible toreceive such benefits under this Agreement absent the
NBAGL Work Assignment, and (B) shall not be eligible toreceive (and shall not accept) any benefits from the NBAGLor any NBAGL team, unless expressly set forth in this
Article XLI.

(iv)

To the extent necessary, any plans and/or policies describedin Article IV of this Agreement shall be amended to
implement the provisions of Section 4(b)(iii) of this Article.

(c) Meal Expense. While on the road with his NBAGL team:(i)

A player on an NBAGL Work Assignment, (i) shall receive
the meal expense allowance applicable to NBA players, inaccordance with the terms of Article III, Section 2 of thisAgreement, and (ii) shall not receive (or accept) any meal
expense or per diem from the NBAGL or any NBAGL
team.

(ii)

A Two-Way Player shall receive the meal expense allowance
applicable to NBAGL players.

Article XLI553(d) Travel Accommodations. During an NBAGL Work Assignment
or NBAGL Two-Way Service, the player shall be provided with the same
travel accommodations (including, but not limited to, transportation andhotel arrangements for “road” games) that are provided to NBAGL players
pursuant to applicable NBAGL policies, except that: (i) a player on an
NBAGL Work Assignment shall not be required to share a hotel room; and(ii) a player on an NBAGL Work Assignment shall be permitted to fly firstclass when traveling by air with his NBAGL team to road games to theextent first class seats are available on his NBAGL team’s flight.
(e) Conduct and Discipline.
(i)

During any NBAGL Work Assignment or NBAGL
Two-Way Service, the player will: (A) observe and comply
with all rules and policies of the NBAGL or his NBAGL
team at all times, whether on or off the playing floor; (B) givehis best services, as well as his loyalty, to the NBAGL team;(C) be neatly and fully attired in public; (D) conduct himself
on and off the court according to the highest standards ofhonesty, citizenship, and sportsmanship; and (E) not doanything that, in the opinion of the Commissioner of theNBA, is materially detrimental or materially prejudicial to thebest interests of the NBA Team, the NBA, the NBAGL, or
the NBAGL team.

(ii)

During or in connection with any NBAGL Work
Assignment or NBAGL Two-Way Service, the NBAGL, theplayer’s NBAGL team, the NBA, and the player’s NBA
Team may impose a fine and/or suspension on the player
for the violation of NBAGL or NBAGL team rules orpolicies or for any conduct impairing the faithful andthorough discharge of the duties incumbent upon the player.
Any disciplinary action taken by the NBA or an NBA Teamin response to any act or conduct of a player during an
NBAGL Work Assignment or NBAGL Two-Way Service
will supersede disciplinary action taken by the NBAGL or
any NBAGL team in response to such act or conduct.
Further, with respect to discipline imposed by the NBA
and/or the NBA Team, the One Penalty rule set forth in
Article VI, Section 10 of this Agreement shall apply. The

554

Article XLIamount of any such fine and/or suspension that may be
imposed by the NBA or an NBA Team shall be governed by
the terms of this Agreement and the Uniform Player
Contract and shall not be limited by any NBAGL rules,
policies, practices, procedures, or fine schedules.
(iii)

All players on NBAGL Work Assignments and all Two-Way
Players providing services to an NBAGL team shall be
subject to the Joint NBA/NBPA Policy on Domestic
Violence, Sexual Assault, and Child Abuse set forth as
Exhibit F to this Agreement. Any evaluation, counseling,treatment, and/or discipline of such players for engaging inacts covered by this Policy shall be governed exclusively by
the terms of the Policy. In the event any such player engages
in other off-court conduct that is prohibited by both NBA
and NBAGL rules, NBA rules shall apply.

(iv)

When a player on an NBAGL Work Assignment issuspended by his Team, the NBAGL team to which he has
been assigned, the NBA, or the NBAGL, such player’s Base
Compensation for the Season of the Contract during whichsuch suspension occurs shall be reduced in accordance with
Article VI, Section 1 of this Agreement for each gamemissed as a result of such suspension, regardless of whether
such suspension is expressed as a number of NBA games or
as a number of NBAGL games. For clarity, for purposes ofthe foregoing sentence, during the term of any suspension,a player shall be considered to have missed either NBA
games or NBAGL games, but not both. The player mustremain on the NBA Inactive List during the term of thesuspension but may be recalled at the option of the Team;
provided, however, that the player may not play in any NBA
or NBAGL games during the term of the suspension.

(v)

When a Two-Way Player is suspended by his Team, his
NBAGL team, the NBA, or the NBAGL, such player’s Base
Compensation for the Season of the Contract during whichsuch suspension occurs shall be reduced in accordance with
Article VI, Section 1 of this Agreement for each gamemissed as a result of such suspension, regardless of whether

Article XLI

555

such suspension is expressed as a number of NBA games or
as a number of NBAGL games. For clarity, for purposes ofthe foregoing sentence, during the term of any suspension,a player shall be considered to have missed either NBA
games or NBAGL games, but not both. During the term of
any suspension, the player (i) may not play in any NBA or
NBAGL games, and (ii) may be maintained on the Team’s
Active List, Inactive List, or Two-Way List, provided that if
the Two-Way Player was on the Active List when the actions
that led to the suspension occurred and the player wassuspended by the NBA then he must be maintained on theTeam’s Active List during the full term of the suspension,
except if the suspension is for more than five (5) games, inwhich case the player must be transferred to the Team’s
Two-Way List following the fifth game of the suspension.
(vi)

A fine or suspension imposed by the NBAGL or NBAGL
team in connection with a player’s NBAGL Work
Assignment or NBAGL Two-Way Service may be heard andresolved by the Grievance Arbitrator pursuant to
Article XXXI of this Agreement only if it results in afinancial impact to the player of more than $5,000. For
purposes of Paragraph 16(a)(ii) of a player’s Uniform Player
Contract, during or in connection with any NBAGL Work
Assignment or NBAGL Two-Way Service, (A) the terms“any official or employee of the Team or the NBA (otherthan another player)” will be construed to include, without
limitation, any official or employee of the NBAGL or theplayer’s NBAGL team (other than another player), and(B) the terms “any NBA game or event” will be construed
to include, without limitation, any NBAGL game or event.

(f) Medical Treatment and Physical Condition.
(i)

The NBAGL and/or NBAGL team may make public
medical information about a player on an NBAGL Work
Assignment or NBAGL Two-Way Service to the same
extent as an NBA Team would be able to, pursuant to
Article XXII, Section 4.

556

Article XLI(ii)

For purposes of Paragraphs 7, 16(a)(iii), 16(b), and 16(c) of
the player’s Uniform Player Contract, the terms “basketballpractice or game played for the Team” or “playing for theTeam” will be construed to include, without limitation, any
practice or game played in the NBAGL during an NBAGLWork Assignment or NBAGL Two-Way Service.

(g) Prohibited Substances. During any NBAGL Work Assignment
or NBAGL Two-Way Service, the player (i) shall be subject to
Article XXXIII (Anti-Drug Program) of this Agreement and Paragraph 8 of
the Uniform Player Contract, and (ii) shall not be subject to any anti-drugprogram maintained by the NBAGL.
(h) Player Attributes and Performances. Notwithstanding anything
to the contrary in this Agreement or the Uniform Player Contract, withrespect to any player who serves or has served on an NBAGL Work
Assignment or provides or has provided NBAGL Two-Way Service:(i)

The NBA and its related entities (including, without
limitation, NBA Teams), and the NBAGL and its related
entities (including, without limitation, NBAGL teams), shallhave the right to use, and to license others to use, suchplayer’s Player Attributes (as defined in Paragraph 14(c) of
the Uniform Player Contract) in connection with any
advertising, marketing, or collateral materials or marketing
programs conducted by the NBAGL or any NBAGL teamthat is intended to promote (1) any game in which an
NBAGL team participates or any NBAGL game telecast or
broadcast (including NBAGL pre-season, exhibition, regularseason, or playoff games), (2) the NBAGL, its teams, or its
players, or (3) the sport of basketball.

(ii)

The NBA and its related entities (including, without
limitation, NBA Teams), and the NBAGL and its related
entities (including, without limitation, NBAGL teams), shallhave the right to use, and to license others to use, any
performance of such player in connection with any form of
broadcast or telecast, including over-the-air television, cable
television, pay television, direct broadcast satellite television,

Article XLI

557

and any form of cassette, cartridge, disk system, or othermeans of distribution known or unknown.
The foregoing does not confer any right or authority for the NBA and its
related entities (including, without limitation, NBA Teams), and/or the
NBAGL and its related entities (including, without limitation, NBAGL
teams), to use or authorize others to use the Player’s Player Attributes ina manner that constitutes an unauthorized Endorsement or an
Unauthorized Sponsor Promotion (as such terms are defined andclarified in Article XXVIII of this Agreement and Paragraph 14 of the
Uniform Player Contract). For purposes of clarity and without limitation,
any use of a player’s Player Attributes that has been expressly authorized
by the player (not including the Uniform Player Contract) shall not be an
unauthorized Endorsement or an Unauthorized Sponsor Promotion.
For the purposes of this Section 4(h), references to the NBA and NBA
Teamsin
ArticleXXVIII,
Section3(UnauthorizedEndorsement/Sponsor Promotion) shall apply to the NBAGL and
NBAGL teams.
(i) Promotional Activities. In connection with a player’s NBAGLWork Assignment or NBAGL Two-Way Service, the rights accorded to the
NBA and his NBA Team under Paragraph 13(a) of the Uniform Player
Contract shall extend, without limitation, to the NBAGL and his NBAGL
team, and any promotional appearances such player is required to makeduring an NBAGL Work Assignment or NBAGL Two-Way Service shallcount against the appearances the player is obligated to provide to the NBA
and his NBA Team under Article II, Section 8; provided, however, that suchplayer will be required to provide two (2) additional promotional
appearances while on NBAGL Work Assignment or NBAGL Two-Way
Service each Season to the NBAGL or his NBAGL team.
Section 5.

Miscellaneous.

(a) With respect to the duties and obligations of players underParagraph 5 of the Uniform Player Contract (relating to Article 35 of the
NBA Constitution) during or in connection with any NBAGL Work
Assignment or NBAGL Two-Way Service:558

Article XLI(i)the terms “game” or “games” in Article 35(b) and (c) of theConstitution will be construed to include, without limitation,
any game played by an NBAGL team;(ii)

the term “basketball” or “game of basketball” inArticle 35(c) and (d) of the Constitution will be construed toinclude, without limitation, the NBAGL or any of its teams;(iii)

the prohibition concerning wagering in Article 35(f) of theConstitution will extend, without limitation, to any gameplayed by an NBAGL team; and(iv)

the Commissioner’s authority to act pursuant toParagraph 5(e) of the Uniform Player Contract will extend,
without limitation, to any game played by an NBAGL team.

(b) A player shall not directly or indirectly own or hold any interest in
the NBAGL or any NBAGL team unless authorized by the NBA.
(c) At the conclusion of each Season covered by this Agreement, theNBA and the Players Association shall meet to discuss issues concerning theoperation of this Article XLI.
Section 6.

Career Opportunities for Former NBA Players.

(a) The NBA and/or NBAGL will operate an apprenticeship programin the NBA/NBAGL League Office and/or on NBAGL team coaching
staffs to provide business and/or basketball operations immersion training
for former NBA players. Each session will last for approximately three (3)months and include basketball operations, community relations, sales andmarketing, and/or team coaching rotations. There will be two (2) sessions(or one session lasting at least six (6) months) held annually, and each session
will include up to two (2) former NBA players (based on player interest and,with respect to NBAGL team coaching apprenticeships, availability of
NBAGL teams willing to participate). Participating former players in the
League Office program will receive a monthly stipend to be agreed upon by
the NBA and the Players Association. Participating former players in the
NBAGL team coaching staff program will receive a monthly stipend to beagreed upon by the NBA and the Players Association, and housing or a
housing subsidy in accordance with the NBAGL housing policy.

Article XLI559(b) The NBA and/or NBAGL will operate an NBAGL coaching
program to complement the existing NBA program and provide coaching
training and experience for former NBA players. Up to fourteen (14) total
coaching spots will be made available each year at the NBAGL Elite Mini
Camp and other key basketball operations events such as the Portsmouth
Invitational Tournament and the NBA Draft Combine. Participating
former players will receive reimbursement for all reasonable expenses
associated with participating in the coaching program.
(c) The following programs will be created and/or maintained (asapplicable) for former NBA players to have access to information about job
opportunities in the NBAGL:(i)

A database of NBAGL team job openings, along with adigital platform that gives NBA and NBAGL
decision-makers access to information on prospective
candidates, to be made available to former NBA players who
have expressed interest in such positions.

(ii)

NBAGL teams will attend an annual job fair and/or career
networking event held in connection with an NBA or
NBAGL event (e.g., Draft Combine/NBAGL Elite Mini
Camp or NBAGL Showcase) to facilitate discussions
between NBAGL team executives and former NBA players.
The NBA will use reasonable efforts to ensure that a
representative from each NBAGL team attends each job
fair.

560

Article XLIIARTICLE XLIIOTHERSection 1.

Headings and Organization.

The headings and organization of this Agreement are solely for theconvenience of the parties, and shall not be deemed part of, or considered
in construing or interpreting, this Agreement.
Section 2.

Time Periods.

Unless specifically stated otherwise, the specification of any time period
in this Agreement shall include any non-business days within such period,
except that any deadline falling on a Saturday, Sunday, or Federal Holiday
shall be deemed to fall on the following business day.
Section 3.

Exhibits.

All of the Exhibits hereto are an integral part of this Agreement and of
the agreement of the parties thereto.
NATIONAL BASKETBALL ASSOCIATIONBy:/s/ ADAM SILVER
Adam Silver
Commissioner
NATIONAL BASKETBALL PLAYERS
ASSOCIATIONBy:/s/ TAMIKA TREMAGLIO
Tamika Tremaglio
Executive Director

Exhibit A

A-1

EXHIBIT A
NATIONAL BASKETBALL ASSOCIATIONUNIFORM PLAYER CONTRACTTHIS AGREEMENT made this _____ day of___________________,
is by and between ________________________ (hereinafter called the“Team”), a member of the National Basketball Association (hereinafter
called the “NBA” or “League”) and ___________________, an individual
whose address is shown below (hereinafter called the “Player”). In
consideration of the mutual promises hereinafter contained, the parties
hereto promise and agree as follows:
1.

TERM.

The Team hereby employs the Player as a skilled basketball player for aterm of ____ year(s) from the 1st day of September ____.
2.

SERVICES.

The services to be rendered by the Player pursuant to this Contract shall
include: (a) training camp, (b) practices, meetings, workouts, and skill or
conditioning sessions conducted by the Team during the Season, (c) games
scheduled for the Team during any Regular Season, (d) Exhibition games
scheduled by the Team or the League during and prior to any Regular
Season, (e) if the Player is invited to participate, the NBA’s All-Star Game(including the Rookie-Sophomore Game) and every event conducted inassociation with such All-Star Game, but only in accordance with
Article XXI of the Collective Bargaining Agreement currently in effectbetween the NBA and the National Basketball Players Association(hereinafter the “CBA”), (f) Play-In and playoff games scheduled by the
League subsequent to any Regular Season, (g) promotional and commercial
activities of the Team and the League as set forth in this Contract and the
CBA, (h) any NBAGL Work Assignment in accordance with Article XLI of
the CBA, and (i) any service in the NBAGL pursuant to a Two-Way
Contract.

A-2
3.

Exhibit A
COMPENSATION.

(a) Subject to Paragraph 3(b) below, the Team agrees to pay the Player
for rendering the services and performing the obligations described herein
the Compensation described in Exhibit 1, Exhibit 1A, Exhibit 1B, or
Exhibit 10 hereto, as applicable (less all amounts required to be withheld by
any governmental authority, and exclusive of any amount(s) which thePlayer shall be entitled to receive from the In-Season Tournament Prize
Pool and the Player Playoff Pool). Unless otherwise provided in Exhibit 1(or, with respect to advances, in Exhibit 1, Exhibit 1A, or Exhibit 1B), such
Compensation shall be paid in twenty-four (24) equal semi-monthly
payments beginning with the first of said payments on November 1st ofeach year covered by this Contract (“contract year”) and continuing withsuch payments on the first and fifteenth of each month until said
Compensation is paid in full.
(b) The Team agrees to pay the Player $4,500 per week, pro rata, less allamounts required to be withheld by any governmental authority, for eachweek (up to a maximum of four (4) weeks for Veterans and up to a
maximum of five (5) weeks for First-Year Players (as defined in Article XX,
Section 1(c) of the CBA)) prior to the Team’s first Regular Season game that
the Player is in attendance at NBA training camp or Exhibition games;
provided, however, that no such payments shall be made if, prior to the dateon which he is required to attend training camp, the Player has been paid
$10,000 or more in Compensation with respect to the NBA Season
scheduled to commence immediately following such training camp. Any
Compensation paid by the Team pursuant to this subparagraph shall beconsidered an advance against any Compensation owed to the Player
pursuant to Paragraph 3(a) above, and each of the first two (2) scheduled
payments of such Compensation shall be reduced by fifty percent (50%) of
the amount of such advance.
(c) The Team will not pay and the Player will not accept any bonus oranything of value on account of (i) the Team’s winning any particular NBA
game or series of games or attaining a certain position in the standings of
the League as of a certain date, other than the final standing of the Team, or(ii) the player’s or Team’s performance in any particular NBA game or seriesof games; provided, however, that the preceding prohibition shall not apply
to bonuses otherwise allowable under the CBA payable on account of theExhibit A

A-3

Team’s qualifying for or winning a particular playoff series and/or theplayer’s or Team’s performance in a particular playoff series.
4.

EXPENSES.

The Team agrees to pay all proper and necessary expenses of the Player,
including the reasonable lodging expenses of the Player while playing for theTeam “on the road” and during the NBA training camp period (defined forthis paragraph only to mean the period from the first day of training campthrough the day of the Team’s first Exhibition game) for as long as the Player
is not then living at home. The Player, while “on the road” (and during the
NBA training camp period, only if the Player is not then living at home andthe Team does not pay for meals directly), shall be paid a meal expense
allowance as set forth in the CBA. No deductions from such meal expense
allowance shall be made for meals served on an airplane. During the NBA
training camp period (and only if the Player is not then living at home andthe Team does not pay for meals directly), the meal expense allowance shallbe paid in weekly installments commencing with the first week of training
camp. For the purposes of this paragraph, the Player shall be considered tobe “on the road” from the time the Team leaves its home city until the time
the Team arrives back at its home city.
5.

CONDUCT.

(a) The Player agrees to observe and comply with all Team rules, as
maintained or promulgated in accordance with the CBA, at all times whether
on or off the playing floor. Subject to the provisions of the CBA, such rules
shall be part of this Contract as fully as if herein written and shall be binding
upon the Player.
(b) The Player agrees: (i) to give his best services, as well as his loyalty,
to the Team, and to play basketball only for the Team and its assignees;(ii) to be neatly and fully attired in public; (iii) to conduct himself on and off
the court according to the highest standards of honesty, citizenship, andsportsmanship; and (iv) not to do anything that is materially detrimental ormaterially prejudicial to the best interests of the Team or the League.
(c) For any violation of Team rules, any breach of any provision of thisContract, or for any conduct impairing the faithful and thorough dischargeof the duties incumbent upon the Player, the Team may reasonably impose

A-4

Exhibit A

fines and/or suspensions on the Player in accordance with the terms of the
CBA.
(d) The Player agrees to be bound by Article 35 of the NBA
Constitution, a copy of which, as in effect on the date of this Contract, isattached hereto. The Player acknowledges that the Commissioner is
empowered to impose fines upon and/or suspend the Player for causes andin the manner provided in such Article, provided that such fines and/or
suspensions are consistent with the terms of the CBA.
(e) The Player agrees that if the Commissioner, in his sole judgment,
shall find that the Player has bet, or has offered or attempted to bet, moneyor anything of value on any game or event in the NBA or NBAGL, theCommissioner shall have the power in his sole discretion to suspend thePlayer indefinitely or to expel him as a player for any Team, and theCommissioner’s finding and decision shall be final, binding, conclusive, andunappealable.
(f) The Player agrees that he will not, during the term of this Contract,
directly or indirectly, entice, induce, or persuade, or attempt to entice,induce, or persuade, any player or coach who is under contract to any NBA
Team to enter into negotiations for or relating to his services as a basketball
player or coach, nor shall he negotiate for or contract for such services,
except with the prior written consent of such Team. Breach of thissubparagraph, in addition to the remedies available to the Team, shall bepunishable by fine and/or suspension to be imposed by the Commissioner.
(g) When the Player is fined and/or suspended by the Team or theNBA, he shall be given notice in writing (with a copy to the Players
Association), stating the amount of the fine or the duration of thesuspension and the reasons therefor.
6.

WITHHOLDING.

(a) In the event the Player (i) is fined and/or suspended by the Team or
the NBA (or, as applicable, the NBAGL or an NBAGL team) or (ii) fails or
refuses, without proper and reasonable cause or excuse, to render theservices required by this Contract or the CBA, the Team shall withhold theamount of the fine or, in the case of a suspension or a failure or refusal toprovide services, the amount provided in Article VI of the CBA (or, asExhibit A

A-5

applicable, Article XLI of the CBA) from any Current Base Compensationdue or to become due to the Player with respect to the contract year in which
the conduct resulting in the fine occurred, the suspension was served,
and/or the failure or refusal to play occurred (or a subsequent contract year
if the Player has received all Current Base Compensation due to him for theapplicable contract year). If, at the applicable time for withholding inaccordance with the preceding sentence, the Current Base Compensation
remaining to be paid to the Player under this Contract is not sufficient tocover such withholding, then the Player agrees promptly to pay theapplicable amount directly to the Team. In no case shall the Player permit
any such amount to be paid on his behalf by anyone other than himself.
(b) Any Current Base Compensation withheld from or paid by thePlayer pursuant to this Paragraph 6 shall be retained by the Team or the
League, as the case may be, unless the Player contests the withholding (orthe basis therefor) by initiating a timely Grievance in accordance with theprovisions of the CBA. If such Grievance is initiated and it satisfies
Article XXXI, Section 14 of the CBA, the amount withheld from the Player
shall be placed in an interest-bearing account, pursuant to Article XXXI,
Section 10 of the CBA, pending the resolution of the Grievance.
7.

HEALTH AND PHYSICAL CONDITION.

(a) The Player agrees to report at the time and place fixed by the Teamin good physical condition and to keep himself throughout each NBA
Season in good physical condition.
(b) If the Player, in the judgment of the Team’s physician, is not in good
physical condition at the date of his first scheduled game for the Team, orif, at the beginning of or during any Season, he fails to remain in good
physical condition (unless such condition results directly from an injury
sustained by the Player as a direct result of participating in any basketballpractice or game played for the Team during such Season), so as to render
the Player, in the judgment of the Team’s physician, unfit to play skilledbasketball, the Team shall have the right to suspend such Player until suchtime as, in the judgment of the Team’s physician, the Player is in sufficiently
good physical condition to play skilled basketball. In the event of suchsuspension, the Base Compensation payable to the Player for any Season
during such suspension shall be reduced in the same proportion as thelength of the period during which, in the judgment of the Team’s physician,A-6

Exhibit A

the Player is unfit to play skilled basketball, bears to the length of such
Season. Nothing in this subparagraph shall authorize the Team to suspend
the Player solely because the Player is injured or ill.
(c) If, during the term of this Contract, the Player is injured as a direct
result of participating in any basketball practice or game played for theTeam, the Team will pay the Player’s reasonable hospitalization and medical
expenses (including doctor’s bills), provided that the hospital and doctor are
selected by the Team and that the Team shall be obligated to pay only those
expenses incurred as a direct result of medical treatment caused solely by
and relating directly to the injury sustained by the Player. The Team will
also pay costs associated with a second opinion in accordance with
Article XXII, Section 10 of the CBA. Subject to the provisions set forth in
Exhibit 3, if in the judgment of the Team’s physician, the Player’s injuries
resulted directly from playing for the Team and render him unfit to playskilled basketball, then, so long as such unfitness continues, but in no event
after the Player has received his full Base Compensation for the Season inwhich the injury was sustained, the Team shall pay to the Player the Base
Compensation prescribed in Exhibit 1, Exhibit 1A, or Exhibit 1B to thisContract, as applicable, for such Season. The Team’s obligations hereundershall be reduced by (x) any workers’ compensation benefits, which, to theextent permitted by law, the Player hereby assigns to the Team, and (y) any
insurance provided for by the Team whether paid or payable to the Player.
(d) The Player agrees to provide to the Team’s coach, trainer, or
physician prompt notice of any injury, illness, or other medical condition(including, for clarity, any illness or other medical condition related tomental health) suffered by him that is likely to affect adversely the Player’s
ability to render the services required under this Contract, including the time,
place, cause, and nature of such injury, illness, or other medical condition.
(e) Should the Player suffer an injury, illness, or other medical
condition, he will submit himself to a medical examination, appropriate
medical treatment by a physician designated by the Team, and such
rehabilitation activities as such physician may specify. Such examination
when made at the request of the Team shall be at its expense, unless madenecessary by some act or conduct of the Player contrary to the terms of thisContract.

Exhibit A

A-7(f) The Player agrees (i) to submit to a physical examination at thecommencement and conclusion of each contract year hereunder, and at suchother times as reasonably determined by the Team to be medically necessary,and (ii) at the commencement of this Contract, and upon the request of theTeam, to provide a complete prior medical history.
(g) The Player agrees to supply complete and truthful information inconnection with any medical examinations or requests for medical
information authorized by this Contract.
(h) (i)If the Player consults or is treated by a physician (including
a psychiatrist) or a professional providing non-mental healthrelated medical services (e.g., chiropractor, physical therapist)
other than a physician or other professional designated by
the Team, the Player shall give timely notice of suchconsultation or treatment to the Team and shall timely
provide the Team with all information it may request
concerning any condition that in the judgment of the Team’s
physician may affect the Player’s ability to play skilledbasketball.

(ii)

If Player engages in two (2) or more training, workout, or
rehabilitation sessions with a trainer, performance coach,strength and conditioning coach, or any other similar coachor trainer other than at the direction of the Team (each a“Third-Party Trainer”) during the Season, or five (5) or moresuch sessions with a Third-Party Trainer during theoff-season, he shall give notice of such training, workout, or
rehabilitation session to the Team prior to the first suchtraining, workout, or rehabilitation session, provided that:(a) during the Season, if the Player does not initially plan tocontinue working with any Third-Party Trainer fortwo (2) or more sessions, such notice (and certification, if
required pursuant to subsection (iii) below) must be
provided no later than prior to the second such session; and(b) in the off-season, if the Player does not initially plan tocontinue working with any Third-Party Trainer for five (5)or more sessions, such notice (and certification, if required
pursuant to subsection (iii) below) must be provided no later
than prior to the fifth such session. This notice requirement

A-8

Exhibit A
shall not apply to workouts or training that exclusively
involve jogging, road bicycling, swimming, yoga, Pilates,
and/or dance; and the Player’s failure to comply with such
notice requirement shall not itself constitute a material
breach of this Contract. For clarity with respect to counting
multi-day training or workout sessions under this paragraph,
any such session(s) shall be counted to equal the number ofdays on which such training or workouts occurred. Subject
to the Team’s other rights, and the Player’s other obligations,
under the CBA and this Contract, including, for example,
the Player’s obligations under this Paragraph 7 to report ingood physical condition and to submit to treatment andrehabilitation specified by a physician designated by theTeam, the Player will have the right in the off-season to workout with one or more Third-Party Trainers of his choosing
and may not be disciplined for exercising that right.
(iii)

If the Player is receiving services from a Third-Party Trainerthat are consistent with athletic training and/or strength andconditioning services, then in addition to providing notice as
required pursuant to subsection (ii) above, the Player shallalso certify to the Team (including by providing supporting
documentation upon request) that such Third-Party Trainer
meets the applicable standards for team athletic trainers
and/or team strength and conditioning coaches set forth in
Article XXII, Section 1 of the CBA, provided that thiscertification requirement in respect of a particular
Third-Party Trainer shall not apply to the Player if hereceived services consistent with athletic training and/or
strength and conditioning services from such particular
Third-Party Trainer prior to the effective date of the CBA.

(iv)

If the Player fails to comply with the notice requirement set
forth in subsection (ii) above and/or the certification
requirement set forth in subsection (iii) above, or if the Team
were to determine that a Third-Party Trainer did not meet
the applicable standards, the Player may not, unlessapproved by the Team, engage in training, workout, or
rehabilitation sessions with such Third-Party Trainer.

Exhibit A

A-9(i) If and to the extent necessary to enable or facilitate the disclosure of
medical information as provided for by this Contract or Article XXII or
XXXIII of the CBA, the Player shall execute such individual
authorization(s) as may be requested by the NBA, the Team, or the Medical
Director or SPED Medical Director of the Anti-Drug Program, or as may
be required by health care providers who examine or treat the Player.
8.

PROHIBITED SUBSTANCES/DOMESTIC VIOLENCE.

The Player acknowledges that this Contract may be terminated inaccordance with the express provisions of (i) Article XXXIII (Anti-Drug
Program) of the CBA or (ii) the Joint NBA/NBPA Policy on Domestic
Violence, Sexual Assault, and Child Abuse, and that any such termination
will result in the Player’s immediate dismissal and disqualification from any
employment by the NBA and any of its Teams. Notwithstanding any terms
or provisions of this Contract (including any amendments hereto), in theevent of such termination, all obligations of the Team, including obligations
to pay Compensation, shall cease, except the obligation of the Team to pay
the Player’s earned Compensation (whether Current or Deferred) to the dateof termination.
9.

UNIQUE SKILLS.

The Player represents and agrees that he has extraordinary and unique
skill and ability as a basketball player, that the services to be rendered by him
hereunder cannot be replaced or the loss thereof adequately compensatedfor in money damages, and that any breach by the Player of this Contract
will cause irreparable injury to the Team, and to its assignees. Therefore, it
is agreed that in the event it is alleged by the Team that the Player is playing,attempting or threatening to play, or negotiating for the purpose of playing,
during the term of this Contract, for any other person, firm, entity, ororganization, the Team and its assignees (in addition to any other remedies
that may be available to them judicially or by way of arbitration) shall havethe right to obtain from any court or arbitrator having jurisdiction such
equitable relief as may be appropriate, including a decree enjoining the Playerfrom any further such breach of this Contract, and enjoining the Player fromplaying basketball for any other person, firm, entity, or organization during
the term of this Contract. The Player agrees that this right may be enforcedby the Team or the NBA. In any suit, action, or arbitration proceedingbrought to obtain such equitable relief, the Player does hereby waive his

A-10

Exhibit A

right, if any, to trial by jury, and does hereby waive his right, if any, tointerpose any counterclaim or set-off for any cause whatever.
10. ASSIGNMENT.
(a) The Team shall have the right to assign this Contract to any other
NBA Team, and the Player agrees to accept such assignment and tofaithfully perform and carry out this Contract with the same force and effectas if it had been entered into by the Player with the assignee Team insteadof with the Team.
(b) In the event that this Contract is assigned to any other NBA Team,all reasonable expenses incurred by the Player in moving himself and his
family to the home territory of the Team to which such assignment is made,as a result thereof, shall be paid by the assignee Team.
(c) In the event that this Contract is assigned to another NBA Team,the Player (or his agent) shall forthwith be provided notice of suchassignment by phone or email. With respect to an assignment by trade,
notice of the trade must be provided to the Player (or his agent) by phoneor email either before conclusion of the trade call with the NBA or as soon
as possible after the conclusion of the trade call (but in no event may such
notification be made more than one (1) hour after the conclusion of the
trade call or less than one (1) hour prior to the public announcement of theassignment). The Player shall report to the assignee Team within forty-eight(48) hours after said notice has been received (if the assignment is madeduring a Season), within one (1) week after said notice has been received (ifthe assignment is made between Seasons), or within such longer time forreporting as may be specified in said notice. The NBA shall also notify thePlayers Association of any such assignment as soon as practicable but in no
event later than one (1) business day after such assignment occurs. The
Player further agrees that, immediately upon reporting to the assignee Team,he will submit upon request to a physical examination conducted by aphysician designated by the assignee Team.
(d) If the Player, without a reasonable excuse, does not report to theTeam to which this Contract has been assigned within the time provided insubsection (c) above, then (i) upon consummation of the assignment, thePlayer may be disciplined by the assignee Team or, if the assignment is notconsummated or is voided as a result of the Player’s failure to so report, byExhibit A

A-11

the assignor Team, and (ii) such conduct shall constitute conduct prejudicial
to the NBA under Article 35(d) of the NBA Constitution, and shalltherefore subject the Player to discipline from the NBA in accordance withsuch Article.
11. VALIDITY AND FILING.
(a) This Contract shall be valid and binding upon the Team and thePlayer immediately upon its execution.
(b) The Team agrees to file a copy of this Contract, and/or any
amendment(s) thereto, with and as directed by the Commissioner of the
NBA as soon as practicable by email, but in no event may such filing bemade more than forty-eight (48) hours after the execution of this Contract
and/or amendment(s).
(c) If pursuant to the NBA Constitution and By-Laws or the CBA, theCommissioner disapproves this Contract (or any amendment(s) thereto)
within ten (10) days from the first business day following the day on which
this Contract (or amendment) is first received, as directed, in his office, thisContract (or amendment) shall thereupon terminate and be of no further
force or effect and the Team and the Player shall thereupon be relieved of
their respective rights and liabilities thereunder, provided that such ten (10)day period shall be fifteen (15) days for any Contract (or amendment) soreceived during the period each year from July 1 through the date that isfourteen (14) days following the last day of the Moratorium Period. If theCommissioner’s disapproval is subsequently overturned in any proceedingbrought under the arbitration provisions of the CBA (including any appeals),
the Contract shall again be valid and binding upon the Team and the Player,
and the Commissioner shall be afforded another ten (10) day period todisapprove the Contract (based on the Team’s Room at the time theCommissioner’s disapproval is overturned) as set forth in the foregoingsentence.
The NBA will inform the Players Association if theCommissioner disapproves this Contract (or any amendment(s) thereto) nolater than one (1) day following the date of such disapproval.
12. PROHIBITED ACTIVITIES.
The Player and the Team acknowledge and agree that the Player’s
participation in certain other activities may impair or destroy his ability andA-12

Exhibit A

skill as a basketball player, and the Player’s participation in any game or
exhibition of basketball other than at the request of the Team may result ininjury to him. Accordingly, the Player agrees that he will not, without thewritten consent of the Team, engage in any activity that a reasonable person
would recognize as involving or exposing the participant to a substantial riskof bodily injury including, but not limited to: (i) sky-diving, hang gliding,snow skiing, rock or mountain climbing (as distinguished from hiking),
water or jet skiing, whitewater rafting, rappelling, bungee jumping,
trampoline jumping, and mountain biking; (ii) any fighting, boxing, or
wrestling; (iii) using fireworks or participating in any activity involving
firearms or other weapons; (iv) riding on electric scooters or hoverboards;(v) driving or riding on a motorcycle or moped or
four-wheeling/off-roading of any kind; (vi) riding in or on any motorized
vehicle in any kind of race or racing contest; (vii) operating an aircraft of any
kind; (viii) engaging in any other activity excluded or prohibited by or under
any insurance policy which the Team procures against the injury, illness, ordisability to or of the Player, or death of the Player, for which the Player hasreceived written notice from the Team prior to the execution of thisContract; or (ix) participating in any game or exhibition of basketball,
football, baseball, hockey, lacrosse, or other team sport or competition. If
the Player violates this Paragraph 12, he shall be subject to discipline
imposed by the Team and/or the Commissioner of the NBA. Nothing
contained herein shall be intended to require the Player to obtain the writtenconsent of the Team in order to enable the Player to participate in, as anamateur, the sports of golf, tennis, handball, swimming, hiking, softball,volleyball, and other similar sports that a reasonable person would notrecognize as involving or exposing the participant to a substantial risk ofbodily injury.
13. PROMOTIONAL ACTIVITIES.
(a) The Player agrees to allow the Team, the NBA, or any
League-related entity to take pictures of the Player, alone or together withothers, for still photographs, motion pictures, television, or other Media (assuch term is defined in Article XXVIII of the CBA), at such reasonable
times as the Team, the NBA, or the League-related entity may designate.
No matter by whom taken, such images may be used in any manner desiredby either the Team, the NBA, or the League-related entity for publicity or
promotional purposes for Teams or the NBA. The rights in any such images
taken by the Team, the NBA, or the League-related entity shall belong toExhibit A

A-13

the Team, the NBA, or the League-related entity, as their interests may
appear.
(b) The Player agrees that, during any year of this Contract, he will notmake public appearances, participate in radio or television programs, permit
his picture to be taken, write or sponsor newspaper or magazine articles, orsponsor commercial products without the written consent of the Team,
which shall not be withheld except in the reasonable interests of the Teamor the NBA. The foregoing shall be interpreted in accordance with thedecision in Portland Trail Blazers v. Darnell Valentine and Jim Paxson, Decision86-2 (August 13, 1986).
(c) Upon request, the Player shall consent to and make himself available
for interviews by representatives of the media conducted at reasonable times
and shall participate in an NBA Player Day as described in Article XXXVII,
Section 1(b) of the CBA.
(d) In addition to the foregoing, and subject to the conditions andlimitations set forth in Article II, Section 8 of the CBA, the Player agrees toparticipate, upon request, in all other reasonable promotional activities of
the Team, the NBA, and any League-related entity. For each suchpromotional appearance made on behalf of a commercial sponsor of theTeam, the Team agrees to pay the Player $3,500 subject to Article II,
Section 8 of the CBA, or, if the Team agrees, such higher amount that is
consistent with the Team’s past practice and not otherwise unreasonable.
(e) If, with respect to any Season, the Player elects to be a Content
Participant and authorize the use of his Player-Produced Content, as thoseterms are defined in and in accordance with Article XXXVII, Section 2(b)(ii)of the CBA, the Player hereby grants the Player-Produced Content License(as defined in such Article XXXVII, Section 2(b)(ii) of the CBA) to each of
the NBA, each League-related entity that generates BRI (as defined in
Article VII of the CBA), and the Team.
(f) The Player agrees to participate, upon request of the Players
Association (or its wholly owned affiliate), in up to four (4) personal
appearances each Salary Cap Year on behalf of the Players Association (orits wholly owned affiliate). The terms of this Paragraph 13(f) are in favor of
the Players Association in order to facilitate the Players Association’s
marketing and licensing programs for the benefit of the NBA players.

A-14

Exhibit A

14. GROUP LICENSE AND LEAGUE PROMOTION.
(a) For group licensing purposes only, the Player (i) exclusively grants
to the Players Association the right to grant third parties the use of thePlayer’s Player Attributes for Sponsorship Purposes and Product Licensing
Purposes (as such terms are defined in the Group License Agreement); and(ii) authorizes the Players Association to grant non-exclusive group license
rights for Sponsorship Purposes to the NBA Entities in accordance with theGroup License Agreement, effective as of October 1, 2023, between NBA
Properties, Inc. and the Players Association (the “Group License
Agreement”), in each case during the term of the CBA or the Group License
as described in the Group License Agreement, if longer; it being understoodthat the only parties that may grant group licensing rights during the term of
the CBA shall be the Players Association (or its wholly-owned affiliate) and,for Sponsorship Purposes, the NBA Entities and the Players Association (orits wholly owned affiliate).
(b) The Player acknowledges that (i) the Players Association or its
wholly owned affiliate has granted group license rights for Sponsorship
Purposes to the NBA Entities in accordance with the Group License
Agreement during the term of the CBA or the Group License as describedin the Group License Agreement, if longer, and (ii) the Player has notgranted and will not grant during the term of the CBA rights for grouplicensing purposes that are in conflict with the Players Association’s andNBA Entities’ rights and/or Paragraph 14(a) above.
(c) The NBA, all League-related entities, and the Teams may use, andmay authorize others to use, in League Promotions, the Player’s name,nickname, picture, portrait, likeness, signature, voice, caricature,biographical information, or other identifiable feature (collectively, “Player
Attributes”). The NBA, all League-related entities, and the Teams shall beentitled to use the Player’s Player Attributes individually pursuant to thepreceding sentence and may, but shall not be required to, use the Player’s
Player Attributes in a group or as one of multiple players. As used herein,“League Promotion” shall mean any and all uses intended to publicize,promote, or market (including in any and all Media) (i) the NBA, any
League-related entity that generates BRI, any Team, or any Player, (ii) any
game in which a Team participates (including an Exhibition, Regular Season,
Play-In, and playoff game), including the sale of tickets to any such game,(iii) any telecast or other exhibition or distribution of (x) any such game or

Exhibit A

A-15(y) any NBA-related or Team-related program or content, (iv) any NBA orTeam facility, platform, or event, including the sale of tickets to any such
event, or public service activity conducted by the NBA, a League-related
entity that generates BRI, or a Team, or (v) the sport of basketball. For
purposes of clarity, the foregoing rights of the NBA, League-related entities,
and the Teams include the right and authority to use, and to authorize others
to use, after the term of this Contract, any Player Attributes fixed in atangible medium (e.g., filmed, photographed, recorded, or otherwise
captured) during the term of this Contract solely for the purposes describedherein.
(d) Paragraph 14(c) above does not confer any right or authority to(i) use the Player’s Player Attributes in a manner that constitutes anunauthorized Endorsement (as such term is defined and clarified in
Article XXVIII of the CBA); (ii) use or authorize others to use the Player’s
Player Attributes (including in any program, content, platform, facility, or
event) in a manner that constitutes an Unauthorized Sponsor Promotion (assuch term is defined and clarified in Paragraph 14(e) below); or (iii) authorize
others (including any NBA sponsor or Team sponsor) to use the Player’s
Player Attributes on any product, product packaging, service, orservice-related materials sold or distributed by any third party, or any
associated premiums.
(e) An “Unauthorized Sponsor Promotion” shall mean a use of thePlayer’s Player Attributes by a third party, or anyone on the third party’s
behalf (including, without limitation, the NBA, any League-related entity, or
any NBA Team), to promote, market, or advertise the third party’s product,
service, or brand; provided, however, the term Unauthorized Sponsor
Promotion does not include the use of the Player’s Player Attributes (i) by,
or on behalf of, a Telecaster (as defined in Paragraph 14(f) below) to
promote the telecast or distribution of such NBA game, the fact that suchthird party is the telecaster or distributor of NBA content (e.g., an
advertisement promoting MSG as the “Home for New York Sports” that
includes a photograph of a Knicks player; or an ESPN advertisement
promoting ESPN as the “Worldwide Leader in Sports” that includes footage
of NBA players), or other sports-related programming of the Telecaster (butnot related parties of the telecaster or distributor – e.g., the Player’s Player
Attributes may be used to promote an e-commerce company’s video service
that carries games and may carry other sports content, but may not be used
to promote other products or services of the e-commerce company), (ii) by,

A-16

Exhibit A

or on behalf of, a telecaster or distributor of NBA programs or content topromote such NBA programs or content, (iii) by a third party, or anyone on
the third party’s behalf, for use in the promotion of the sale of tickets to an
NBA game or event, or (iv) by, or on behalf of, a third party to promote,market, or advertise the third party’s product, service, or brand as part of a
League Promotion or a promotional opportunity under Article XXVIII,
Section 3(d)(y) of the CBA unless the execution (e.g., television
advertisement, print ad, web ad) includes (x) more than (A) the third party’s
brand name and/or logo (either or both) (which use may not be persistent
within such execution), provided that it shall not be considered persistentuse of a third party’s brand name and/or logo when used in conjunction
with reference to the name and/or logo of the subject of such League
Promotion for which the third party is a title or presenting sponsor (e.g., title
sponsorship of the Slam Dunk Contest or a pre-game show) and (B) the
subordinate and incidental promotion of the third party’s products andservices (e.g., not a call to action for a specific product or service), or (y) morethan the subordinate and incidental promotion of the third party’s products
and services (it being understood that this clause (y) does not apply to an
execution that includes the third party’s brand name and/or logo, but clause(x) above does apply).
(f) In addition to Paragraph 14(e)(i) above, it shall not be an UnauthorizedSponsor Promotion for a national, regional, local, or international telecasteror distributor of NBA games (such as ABC/ESPN, MSG, Bally Sports
Ohio, or Tencent, Inc.) (each, a “Telecaster”) to use Player Attributes topromote (i) itself and its sports programming or its other sports content and(ii) to the extent currently authorized by those contracts, its non-sports
programming and content, in either case consistent with past practice aspermitted under the 2017 CBA. The term Telecaster does not include
related parties of the Telecaster. It shall be an Unauthorized Sponsor
Promotion for the NBA, any League-related entity or any NBA Team to use
the Player’s Player Attributes as described in subparagraph (e), where suchuse (A) promotes the products, services, or brands of a third party that does
not generate BRI, and (B) is not jointly licensed with the Players Association.
Any dispute regarding whether a use of Player Attributes is or is not an
Unauthorized Sponsor Promotion shall be determined by the System
Arbitrator on an expedited basis, as soon as possible following a hearing
conducted within seventy-two (72) hours after commencement of theproceeding.

Exhibit A

A-17(g) The Player does not and will not contest during or after the term of
this Contract, and the Player hereby acknowledges, the exclusive rights of
the NBA, all League-related entities that generate BRI, and the Teams (i) to
telecast, or otherwise distribute, transmit, exhibit, or perform, on a live,
delayed, or archived basis, in any and all Media, any performance by thePlayer under this Contract or the CBA (including in NBA games or any
excerpts thereof) and (ii) to produce, license, offer for sale, sell, market, orotherwise, exhibit, distribute, transmit, or perform (or authorize a third party
to do any of the foregoing), on a live, delayed, or archived basis, any such
performance in any and all Media, including, but not limited to, as part ofprogramming or a content offering or in packaged or other electronic ordigital media. The foregoing does not confer any right or authority to use
the Player’s Player Attributes in a manner that constitutes an unauthorizedEndorsement or Unauthorized Sponsor Promotion (as such terms aredefined and clarified in Article XXVIII of the CBA and Paragraph 14(e)above) or any right which would violate Article XXVIII, Section 3(f) of the
CBA. For purposes of clarity and without limitation, any use of a Player’s
Player Attributes that has been expressly authorized by the Player (notincluding in this Contract) shall not be an unauthorized Endorsement or an
Unauthorized Sponsor Promotion.
15. TEAM DEFAULT.
In the event of an alleged default by the Team in the payments to thePlayer provided for by this Contract, or in the event of an alleged failure by
the Team to perform any other material obligation that it has agreed toperform hereunder, the Player shall notify both the Team and the League inwriting of the facts constituting such alleged default or alleged failure. Ifneither the Team nor the League shall cause such alleged default or alleged
failure to be remedied within five (5) days after receipt of such written
notice, the Players Association shall, on behalf of the Player, have the rightto request that the dispute concerning such alleged default or alleged failure
be referred immediately to the Grievance Arbitrator in accordance with theprovisions of the CBA. If, as a result of such arbitration, an award issues infavor of the Player, and if neither the Team nor the League complies withsuch award within ten (10) days after the service thereof, the Player shallhave the right, by a further written notice to the Team and the League, toterminate this Contract.

A-18

Exhibit A

16. TERMINATION.
(a) The Team may terminate this Contract upon written notice to thePlayer if the Player shall:(i)

at any time, fail, refuse, or neglect to conform his personal
conduct to standards of good citizenship, good moral
character (defined here to mean not engaging in acts ofmoral turpitude, whether or not such acts would constitutea crime), and good sportsmanship, to keep himself in firstclass physical condition, or to obey the Team’s training rules;(ii)

at any time commit a significant and inexcusable physicalattack against any official or employee of the Team or the
NBA (other than another player), or any person inattendance at any NBA game or event, considering thetotality of the circumstances, including (but not limited to)the degree of provocation (if any) that may have led to theattack, the nature and scope of the attack, the Player’s stateof mind at the time of the attack, and the extent of any injury
resulting from the attack;(iii)

at any time, fail, in the sole opinion of the Team’s
management, to exhibit sufficient skill or competitive ability
to qualify to continue as a member of the Team; provided,
however, (A) that if this Contract is terminated by the Team,in accordance with the provisions of this subparagraph,prior to January 10 of any Season, and the Player, at the timeof such termination, is unfit to play skilled basketball as theresult of an injury resulting directly from his playing for theTeam, the Player shall (subject to the provisions set forth in
Exhibit 3) continue to receive his full Base Compensation),less all workers’ compensation benefits (which, to the extent
permitted by law, and if not deducted from the Player’s
Compensation by the Team, the Player hereby assigns to theTeam) and any insurance provided for by the Team paid or
payable to the Player by reason of said injury, until such timeas the Player is fit to play skilled basketball, but not beyond
the Season during which such termination occurred; andprovided, further, (B) that if this Contract is terminated by

Exhibit A

A-19

the Team, in accordance with the provisions of thissubparagraph, during the period from the January 10 of any
Season through the end of such Season, the Player shall beentitled to receive his full Base Compensation for said
Season; or(iv)

at any time, fail, refuse, or neglect to render his services
hereunder or in any other manner materially breach thisContract.

(b) If this Contract is terminated by the Team by reason of the Player’s
failure to render his services hereunder due to disability caused by an injury
to the Player resulting directly from his playing for the Team and rendering
him unfit to play skilled basketball, and notice of such injury is given by thePlayer as provided herein, the Player shall (subject to the provisions set forthin Exhibit 3) be entitled to receive his full Base Compensation for the Season
in which the injury was sustained, less all workers’ compensation benefits(which, to the extent permitted by law, and if not deducted from the Player’s
Compensation by the Team, the Player hereby assigns to the Team) and any
insurance provided for by the Team paid or payable to the Player by reasonof said injury.
(c) Notwithstanding the provisions of Paragraph 16(b) above, if thisContract is terminated by the Team prior to the first game of a Regular
Season by reason of the Player’s failure to render his services hereunder due
to an injury or condition sustained or suffered during a preceding Season,
or after such Season but prior to the Player’s participation in any basketballpractice or game played for the Team, payment by the Team of any
Compensation earned through the date of termination under Paragraph 3(b)above, payment of the Player’s board, lodging, and expense allowance
during the training camp period, payment of the reasonable travelingexpenses of the Player to his home city, and the expert training and coachingprovided by the Team to the Player during the training season shall be full
payment to the Player.
(d) If this Contract is terminated by the Team during the period
designated by the Team for attendance at NBA training camp, payment by
the Team of any Compensation earned through the date of termination
under Paragraph 3(b) above, payment of the Player’s board, lodging, andexpense allowance during such period to the date of termination, payment

A-20

Exhibit Aof the reasonable traveling expenses of the Player to his home city, and theexpert training and coaching provided by the Team to the Player during thetraining season shall be full payment to the Player.
(e) If this Contract is terminated by the Team after the first game of aRegular Season, except in the case provided for in subparagraphs (a)(iii)and (b) of this paragraph 16, the Player shall be entitled to receive as full
payment hereunder a sum of money which, when added to the salary which
he has already received during such Season, will represent the same
proportionate amount of the annual sum set forth in Exhibit 1, Exhibit 1A,or Exhibit 1B hereto, as applicable, as the number of days of such Regular
Season then past bears to the total number of days of such Regular Season,plus the reasonable traveling expenses of the Player to his home.
(f) If the Team proposes to terminate this Contract in accordance with
subparagraph (a) of this Paragraph 16, it must first comply with thefollowing waiver procedure:(i)

The Team shall request the NBA Commissioner to request
waivers from all other clubs. Such waiver request may not
be withdrawn.

(ii)

Upon receipt of the waiver request, any other NBA Teammay claim assignment of this Contract at such waiver priceas may be fixed by the League, the priority of claims to be
determined in accordance with the NBA Constitution and
By-Laws.

(iii)

If this Contract is so claimed, the Team agrees that it shall,
upon the assignment of this Contract to the claiming Team,
notify the Player of such assignment as provided in
Paragraph 10(c) hereof, and the Player agrees he shall reportto the assignee Team as provided in said Paragraph 10(c).

(iv)

If the Contract is not claimed prior to the expiration of thewaiver period, it shall terminate and the Team shall promptly
deliver written notice of termination to the Player.

(v)

The NBA shall promptly notify the Players Association of
the disposition of any waiver request.

Exhibit A
(vi)

A-21

To the extent not inconsistent with the foregoing provisionsof this subparagraph (f), the waiver procedures set forth in
the NBA Constitution and By-Laws, a copy of which, as ineffect on the date of this Contract, is attached hereto, shallgovern.

(g) Upon any termination of this Contract by the Player, all obligationsof the Team to pay Compensation shall cease on the date of termination,
except the obligation of the Team to pay the Player’s Compensation to saiddate.
17. DISPUTES.
In the event of any dispute arising between the Player and the Team
relating to any matter arising under this Contract, or concerning theperformance or interpretation thereof (except for a dispute arising underParagraph 9 hereof or as provided in Paragraph 14 above), such dispute shallbe resolved in accordance with the Grievance and Arbitration Procedure set
forth in Article XXXI of the CBA.
18. PLAYER NOT A MEMBER.
Nothing contained in this Contract or in any provision of the NBA
Constitution and By-Laws shall be construed to constitute the Player amember of the NBA or to confer upon him any of the rights or privilegesof a member thereof.
19. RELEASE.
The Player hereby releases and waives any and all claims he may have, orthat may arise during the term of this Contract, against (a) the NBA and its
related entities, the NBAGL and its related entities, and every member of
the NBA or the NBAGL, and every director, officer, owner, stockholder,
trustee, partner, and employee of the NBA, NBAGL, and their respective
related entities and/or any member of the NBA or NBAGL and their related
entities (excluding persons employed as players by any such member), and(b) any person retained by the NBA and/or the Players Association inconnection with the NBA/NBPA Anti-Drug Program, the GrievanceArbitrator, the System Arbitrator, and any other arbitrator or expert retainedby the NBA and/or the Players Association under the terms of the CBA, inboth cases (a) and (b) above, arising out of, or in connection with, andA-22

Exhibit A

whether or not by negligence, (i) any injury that is subject to the provisionsof Paragraph 7 hereof, (ii) any fighting or other form of violent and/or
unsportsmanlike conduct occurring during the course of any practice, any
NBAGL game, and/or any NBA Exhibition, Regular Season, Play-In,
and/or playoff game (in all cases on or adjacent to the playing floor or in or
adjacent to any facility used for such practices or games), (iii) the testingprocedures or the imposition of any penalties set forth in Paragraph 8 hereof
and in the NBA/NBPA Anti-Drug Program, (iv) the provisions set forth inParagraphs 13(f), 14(a), and 14(b) above, or (v) any injury suffered in thecourse of his employment as to which he has or would have a claim forworkers’ compensation benefits. The foregoing shall not apply to any claimof medical malpractice against a Team-affiliated physician or other medical
personnel.
20. ENTIRE AGREEMENT.
This Contract (including any Exhibits hereto) contains the entire
agreement between the parties and, except as provided in the CBA, sets
forth all components of the Player’s Compensation from the Team or any
Team Affiliate, and there are no other agreements or transactions of any
kind (whether disclosed or undisclosed to the NBA), express or implied, oral
or written, or promises, undertakings, representations, commitments,
inducements, assurances of intent, or understandings of any kind (whether
disclosed or undisclosed to the NBA) (a) concerning any future
Renegotiation, Extension, or other amendment of this Contract or the entry
into any new Player Contract, or (b) involving compensation orconsideration of any kind (including, without limitation, an investment orbusiness opportunity) to be paid, furnished, or made available to the Player,
or any person or entity controlled by, related to, or acting with authority on
behalf of the Player, by the Team or any Team Affiliate.

Exhibit A

A-23

EXAMINE TH IS CONTRACT CAREFULLYBEFORE SIGNING IT.
THIS CONTRACT INCLUDES EXHIBITS ________, WHICH ARE
ATTACHED HERETO AND MADE A PART HEREOF.
IN WITNESS WHEREOF the Player has hereunto signed his name andthe Team has caused this Contract to be executed by its duly authorized
officer.
Dated:

By:
Title:
Team:

Dated:

By:
Player:Player’s Address:

A-24

Exhibit A
EXCERPT FROM NBA CONSTITUTIONMISCONDUCT

35. The provisions of this Article 35 shall govern all Players in the
Association, hereinafter referred to as “Players.”(a) Each Member shall provide and require in every contract with anyof its Players that they shall be bound and governed by the provisions of
this Article. Each Member, at the direction of the Board of Governors or
the Commissioner, as the case may be, shall take such action as the Boardor the Commissioner may direct in order to effectuate the purposes of this
Article.
(b) The Commissioner shall direct the dismissal and perpetual
disqualification from any further association with the Association or any of
its Members, of any Player found by the Commissioner after a hearing tohave been guilty of offering, agreeing, conspiring, aiding, or attempting tocause any game of basketball to result otherwise than on its merits.
(c) If in the opinion of the Commissioner any act or conduct of a Player
at or during an Exhibition, Regular Season, Play-In, or Playoff game has
been prejudicial to or against the best interests of the Association or thegame of basketball, the Commissioner shall impose upon such Player a finenot exceeding $100,000, or may order for a time the suspension of any such
Player from any connection or duties with Exhibition, Regular Season,
Play-In, or Playoff games, or he may order both such fine and suspension.
(d) The Commissioner shall have the power to suspend for a definite orindefinite period, or to impose a fine not exceeding $100,000, or inflict bothsuch suspension and fine upon any Player who, in his opinion, (i) shall havemade or caused to be made any statement having, or that was designed tohave, an effect prejudicial or detrimental to the best interests of basketballor of the Association or of a Member, or (ii) shall have been guilty of
conduct that does not conform to standards of morality or fair play, that
does not comply at all times with all federal, state, and local laws, or that isprejudicial or detrimental to the Association.
(e) Any Player who, directly or indirectly, entices, induces, persuades or
attempts to entice, induce, or persuade any Player, Coach, Trainer, General
Manager, or any other person who is under contract to any other Member

Exhibit A

A-25

of the Association to enter into negotiations for or relating to his services or
negotiates or contracts for such services shall, on being charged with suchtampering, be given an opportunity to answer such charges after due noticeand the Commissioner shall have the power to decide whether or not the
charges have been sustained; in the event his decision is that the charges
have been sustained, then the Commissioner shall have the power tosuspend such Player for a definite or indefinite period, or to impose a finenot exceeding $100,000, or inflict both such suspension and fine upon any
such Player.
(f) Any Player who, directly or indirectly, wagers money or anything ofvalue on any game or event in the Association or in the NBA G League
shall, on being charged with such wagering, be given an opportunity toanswer such charges after due notice, and the decision of the Commissioner
shall be final, binding, and conclusive and unappealable. The penalty forsuch offense shall be within the absolute and sole discretion of theCommissioner and may include a fine, suspension, expulsion, and/or
perpetual disqualification from further association with the Association or
any of its Members.
(g) Except for a penalty imposed under Paragraph (f) of this Article 35:(i) any challenge by a Team to the decisions and acts of the Commissioner
pursuant to Article 35 shall be appealable to the Board of Governors, whoshall determine such appeals in accordance with such rules and regulations
as may be adopted by the Board in its absolute and sole discretion, and(ii) any challenge by a Player to the decisions or acts of the Commissioner
pursuant to Article 35 shall be governed by the provisions of Article XXXIof the NBA/NBPA Collective Bargaining Agreement then in effect.

A-26

Exhibit A
EXCERPT FROM NBA BY-LAWS

5.01.
Waiver Right. Except for sales and trading between Membersin accordance with these By-Laws, no Member shall sell, option, orotherwise assign the contract with, right to the services of, or right tonegotiate with, a Player without complying with the waiver procedure
prescribed by this Constitution and By-Laws.
5.02.

Waiver Price. The waiver price shall be $1,000 per Player.

5.03.
Waiver Procedure. A Member desiring to secure waivers on aPlayer shall notify the Commissioner or the Commissioner’s designee, whoshall, on behalf of such Member, immediately notify all other Members of
the waiver request. Such Player shall be assumed to have been waived unless
a Member shall notify the Commissioner or the Commissioner’s designee inaccordance with Section 5.04 of a claim to the rights to such Player. Oncea Member has notified the Commissioner or the Commissioner’s designeeof its desire to secure waivers on a Player, such notice may not be withdrawn.
A Player remains the financial responsibility of the Member placing him on
waivers until the waiver period set by the Commissioner or theCommissioner’s designee has expired.
5.04.
Waiver Period. If the Commissioner or the Commissioner’s
designee distributes notice of request for waiver, any Members wishing toclaim rights to the Player shall do so by giving notice by telephone and in a
Writing of such claim to the Commissioner or the Commissioner’s designee
within forty-eight (48) hours after the time of such notice. A Team may notwithdraw a claim to the rights to a Player on waivers. Notwithstanding
Article 40 of the NBA Constitution, Saturdays, Sundays, and legal holidays
shall be included when computing the above-referenced waiver period.
5.05.

Waiver Preferences.

(a) In the event that more than one (1) Member shall have claimed therights to a Player placed on waivers, the claiming Member with the lowest
team standing at the time the waiver was requested shall be entitled toacquire the rights to such Player. If the request for waiver shall occur after
the last day of the Season and before 11:59 p.m. eastern time on thefollowing November 30, the standings at the close of the previous Season
shall govern.

Exhibit A

A-27(b) If the winning percentage of two (2) claiming Teams are the same,then the tie shall be determined, if possible, on the basis of the Regular
Season Games between the two (2) Teams during the Season or during thepreceding Season, as the case may be. If still tied, a toss of a coin shalldetermine priority. For the purpose of determining standings, both
Conferences of the Association shall be deemed merged and a consolidated
standing shall control.
5.06.
Players Acquired Through Waivers. A Member who has
acquired the rights and title to the contract of a Player through the waiverprocedure may not sell or trade such rights for a period of thirty (30) days
after the acquisition thereof; provided, however, that if the rights to such
Player were acquired between Seasons, the 30-day period described hereinshall begin on the first day of the next succeeding Season.
5.07.
Additional Waiver Rules. The Commissioner or the Board ofGovernors may from time to time adopt additional rules (supplementary to
those set forth in this Section 5) with respect to the operation of the waiverprocedure. Such rules shall not be inconsistent with the provisions of thisSection 5 and shall apply to but shall not be limited to the mechanics ofnotice, inadvertent omission of notification to a Member, and rules of
construction as to time.

A-28

Exhibit A
AGENT CERTIFICATION(To be completed only if Player was represented by an agent who negotiatedthe terms of this Contract.)
I, the undersigned, having negotiated this Contract on behalf of_______________, do hereby swear and certify, under penalties of perjury,that the terms of Paragraph 20 of this Contract (“Entire Agreement”) aretrue and correct to the best of my knowledge and belief.

Player Representative(Print or Type Name of Player
Representative)
State ofCounty of
On _______________________, before me personally came___________________________ and acknowledged to me that he/she
had executed the foregoing Agent Certification.

Notary PublicExhibit A
UNIFORM PLAYER CONTRACT
Exhibit 1 — Compensation
Player:Team:
Date:
SeasonCurrent Base
Compensation

Deferred Base
Compensation

Payment Schedule (if different from Paragraph 3):
Current Base:
DeferredBase:
Signing Bonus (include dates of payment):

Incentive Compensation (include dates of payment):

Other Arrangements:

Initialed:
Player

Team

A-29

A-30

Exhibit A
UNIFORM PLAYER CONTRACT
Exhibit 1A — Compensation: Minimum Player Salary

Player:Team:
Date:
SeasonCurrent Base
Compensation

Deferred Base
Compensation

This Contract is intended to provide for a Base Compensation for the_______________ Season(s) equal to the Minimum Player Salary forsuch Season(s) (with no bonuses of any kind) and shall be deemed
amended to the extent necessary to so provide.
Payment Schedule (if different from Paragraph 3):

Other Arrangements:

Initialed:
PlayerTeam

Exhibit A

A-31

UNIFORM PLAYER CONTRACT
Exhibit 1B — Compensation: Two-Way Player Salary
Player:Team:
Date:
SeasonTwo-Way Player SalaryThis Contract is intended to provide for a Base Compensation for the____________ Season(s) equal to the Two-Way Player Salary for such
Season(s) (with no bonuses of any kind) and shall be deemed
amended to the extent necessary to so provide.
Payment Schedule (if different from Paragraph 3):
Standard NBA Contract Conversion Option: Team shall have the option
to convert this Contract to a Standard NBA Contract (“Standard NBA
Contract Conversion Option”).
Team’s Standard NBA Contract
Conversion Option may be exercised by providing written notice to Playerthat is either personally delivered to Player or his representative or sent by
email or pre-paid certified, registered, or overnight mail to the last known
address of Player or his representative with a copy to the Players Associationand the NBA. If Team exercises the Standard NBA Contract Conversion
Option, the Base Compensation amount set forth above in this Exhibit 1B
will immediately become null and void and of no further force or effect,
Player’s Compensation shall be equal to the Player’s applicable Minimum
Player Salary for a term equal to the remainder of the original term of thisContract beginning on the date such option is exercised, and all other terms
and conditions of this Contract, including the Base Compensation
protection set forth in Exhibit 2 (if any), shall remain applicable.
Initialed:
Player

Team

A-32

Exhibit A
UNIFORM PLAYER CONTRACT
Exhibit 2 — Compensation Protection

Player:
Team:
Date:

SeasonType ofProtection

Amount ofProtection

Additional
Conditions orLimitations

Automatic Stretch Provision: In the event that the Team terminates thisContract (resulting in the Player’s separation of service from the Team), andthe Team is obligated thereafter to make payments to the Player pursuant tothis Exhibit 2, such payments shall be made in accordance with the following
schedule:(1)

If, as of the date of the Player’s separation from service, theaggregate amount owed to the Player pursuant to this Exhibit 2 isfive hundred thousand dollars ($500,000) or less, such amount shallbe paid in accordance with the semi-monthly installments prescribedby the payment schedule set forth in this Contract. Each installment
shall equal the amount of Base Compensation that was due per pay
period for the applicable Season immediately before the Player’s
separation until the aggregate amount of the remaining Base
Compensation owed to the Player pursuant to this Exhibit 2 is paidin full.

(2)

If, as of the date of the Player’s separation from service, theaggregate amount owed to the Player pursuant to this Exhibit 2
exceeds five hundred thousand dollars ($500,000), such amountshall be paid as follows:Exhibit A

A-33

(i)

The Base Compensation, if any, owed to the Player pursuant
to this Exhibit 2 with respect to the “current season” (asdefined below) at the time when the request for waivers on
the Player is made shall be paid in accordance with thepayment schedule set forth in this Contract. Eachinstallment shall equal the amount of Base Compensationthat was due per pay period immediately before the Player’s
separation until the aggregate amount of the remaining Base
Compensation owed to the Player pursuant to this Exhibit 2
with respect to the current season is paid in full. For
purposes of this Paragraph 2 only, the “current season”
means the period from September 1 through June 30.

(ii)

The remaining Base Compensation, if any, owed to thePlayer pursuant to this Exhibit 2 shall be aggregated and paidin equal amounts per year over a period equal to twice thenumber of NBA Seasons (including any Season covered by
a Player Option Year) remaining on this Contract following
the date upon which the request for waivers occurred, plus
one NBA Season. For this purpose, if the request for
waivers is made during the period from September 1
through June 30, the number of NBA Seasons remaining on
this Contract shall not include the current season (as definedin subparagraph (i) above). The rescheduled payments
described above shall be paid over the applicable number of
NBA Seasons in equal semi-monthly installments on the pay
dates prescribed by Paragraph 3(a) of this Contract.

For purposes of Section 409A of the Internal Revenue Code, each
installment of the amount payable pursuant to this Exhibit 2 shall be treatedas a separate payment.
Standard Conditions or Limitations: The Player’s Base Compensation
protection for each Season hereunder shall not be applicable if the Player’s
lack of skill, death, injury or illness, and/or mental disability (as applicable)
results from the Player’s:(1)participation in activities prohibited by Paragraph 12 of the Contract(as such Paragraph may be modified by Exhibit 5), which includes,
among other things, engaging in any activity that a reasonable person

A-34

Exhibit A
would recognize as involving or exposing the participant to a
substantial risk of bodily injury including, but not limited to (i)sky-diving, hang gliding, snow skiing, rock or mountain climbing (asdistinguished from hiking), water or jet skiing, whitewater rafting,rappelling, bungee jumping, trampoline jumping and mountainbiking; (ii) any fighting, boxing, or wrestling; (iii) using fireworks orparticipating in any activity involving firearms or other weapons;(iv) riding on electric scooters or hoverboards; (v) driving or riding
on a motorcycle or moped or four-wheeling/off-roading of any
kind; (vi) riding in or on any motorized vehicle in any kind of raceor racing contest; (vii) operating an aircraft of any kind;(viii) engaging in any other activity excluded or prohibited by orunder any insurance policy which the Team procures against the
injury, illness, or disability to or of the Player, or death of the Player,
for which the Player has received written notice from the Team prior
to the execution of this Contract; or (ix) participating in any game or
exhibition of basketball, football, baseball, hockey, lacrosse, or otherteam sport or competition;(2)

intentional self-inflicted injury, attempted suicide, and/or suicide;(3)

abuse of alcohol;(4)

use of any Prohibited Substance or controlled substance;(5)

abuse of or addiction to prescription drugs;(6)

conduct occurring during a commission of any felony for which theplayer is convicted (including by a plea of guilty, no contest, or nolocontendere);(7)

participation in any riot, insurrection, or war or other militaryactivities; or(8)failure to comply with the requirements of Paragraphs 7(d)-(i) of thisContract.

Exhibit A
Additional Conditions or Limitations:

Initialed:
Player

Team

A-35

A-36

Exhibit A
UNIFORM PLAYER CONTRACT
Exhibit 3 — Prior Injury Exclusion

Player:Team:
Date:
The Player’s right to receive his Compensation as set forth inParagraphs 7(c), 16(a)(iii), 16(b) of this Contract, or otherwise is limited oreliminated with respect to the following reinjury of the injury or aggravationof the condition set forth below:
Describe injury or condition:

Describe the extent to which liability for Compensation is limited oreliminated:

Initialed:
PlayerTeam

Exhibit A

A-37

UNIFORM PLAYER CONTRACT
Exhibit 4 — Trade Payments
Player:Team:
Date:
In the event this Contract is traded by the Team executing the Contract
to another NBA Team, the Player shall be entitled to receive from theassignor Team, within thirty (30) days of the date of such trade, the following
payment:

Initialed:
Player

Team

A-38

Exhibit A
UNIFORM PLAYER CONTRACT
Exhibit 5 — Other Activities

Player:Team:
Date:
Notwithstanding the provisions of Paragraph 12 of this Contract, thePlayer and the Team agree that the Player need not obtain the consent of
the Team in order to engage in the activities set forth below:

Initialed:
PlayerTeam

Exhibit A

A-39

UNIFORM PLAYER CONTRACT
Exhibit 6 — Physical ExamPlayer:Team:
Date:
The Player and the Team agree that this Contract will be invalid and of
no force and effect unless the Player passes, in the sole discretion of theTeam, exercised in good faith, in consultation with one or more of theTeam’s physicians, a physical examination in accordance with Article II,
Section 13(h) of the CBA that is (i) conducted within three (3) business daysof the execution of this Contract, and (ii) the results of which are reportedby the Team to the Player within six (6) business days of the execution ofthis Contract. The Player agrees to supply complete and truthful
information in connection with any such examinations.

Initialed:
Player

Team

A-40

Exhibit A
UNIFORM PLAYER CONTRACT
Exhibit 7 — Substitution for UPC Paragraph 7(b)Player:Team:
Date:
Paragraph 7(b) is hereby deleted and the following shall be substituted inplace and instead thereof:“7. (b) The Player agrees, notwithstanding any other provision of thisContract, that he will to the best of his ability maintain himself in physicalcondition sufficient to play skilled basketball at all times. If the Player, in
the reasonable judgment of the physician designated for that purpose by theTeam, is not in good physical condition at the date of his first scheduled
game for the Team, or if, at the beginning of or during any Season, he fails
to remain in good physical condition, in either event so as to render thePlayer unfit in the reasonable judgment of said physician to play skilledbasketball, the Team shall have the right to suspend the Player for successive
one-week periods until the Player, in the reasonable judgment of the Team’s
physician, is in good physical condition; provided, however, that at the endof each such one-week period of suspension, if the Team notifies the Player,orally or in writing, that in its reasonable judgment it believes the Player isstill not in good physical condition, and if the Player so requests, then thePlayer shall be examined by a physician or physicians designated for such
purpose by the President, or any Vice President if the President is notavailable, of the American Society of Orthopedic Physicians, or equivalentorganization (the “Reviewing Physician”), whose sole judgment concerning
the physical condition of the Player to play skilled basketball shall be binding
upon the Team and the Player for purposes of this Paragraph. The
suspension of the Player shall be terminated promptly upon the failure of
the Team to give the Player the notice required at the end of the one-weekperiod or upon the finding of said Reviewing Physician that the Player is inphysical condition sufficient to play skilled basketball. In the event of asuspension permitted hereunder, the Compensation (excluding any signingbonus or Incentive Compensation) payable to the Player for any Season
during such suspension shall be reduced in the same proportion as theExhibit A

A-41

length of the period of disability so determined bears to the length of the
Season. Nothing in this Paragraph 7(b) shall authorize the Team to suspend
the Player solely because the Player is injured or ill.”

Initialed:
Player

Team

A-42

Exhibit A
UNIFORM PLAYER CONTRACT
Exhibit 8 — Sign and Trade

Player:Team:
Date:
The Player and the Team agree that this [Contract] [amendment] will be
invalid and of no force and effect unless the [Contract] [amendment] istraded to the [assignee Team] within forty-eight (48) hours of its execution,
and all conditions to such trade are ultimately satisfied.

Initialed:
PlayerTeam

Exhibit A

A-43

UNIFORM PLAYER CONTRACT
Exhibit 9 — One-Season, Non-Guaranteed Training Camp
Contracts
Player:Team:
Date:
The Player’s right to receive any Compensation under this Contract(other than Compensation in accordance with Paragraph 3(b) and/or
Exhibit 10 if such exhibit is contained in this Contract) is eliminated in theevent the Contract is terminated prior to the first day of the Regular Season
covered by the Contract; provided, however, that if the Player is injured asa direct result of playing for the Team and, accordingly, would have been
entitled (but for this Exhibit 9) to Compensation pursuant toParagraphs 7(c), 16(a)(iii), 16(b), or otherwise, the Team’s sole liability (otherthan Compensation in accordance with Paragraph 3(b) and/or Exhibit 10 ifsuch exhibit is contained in this Contract) shall be to pay the Player $15,000
upon termination of the Player’s Contract.

Initialed:
Player

Team

A-44

Exhibit A
UNIFORM PLAYER CONTRACT

Exhibit 10 — NBAGL Bonus and Two-Way Player Conversion
Player:Team:
Bonus Amount*:
NBAGL Affiliate:
Conversion Protection Amount:
Date:
Contract Termination/NBAGL: In the event this Contract isterminated by the Team in accordance with the NBA waiver procedure prior
to the first day of the NBA Regular Season, the Player shall be entitled toreceive from the Team the Bonus Amount (if applicable) provided above,
provided that the Player (a) signs with the NBAGL prior to the deadline set
by the NBAGL for NBAGL teams to designate affiliate players, (b) is
initially assigned by the NBAGL to the NBAGL affiliate listed above (or the
NBAGL affiliate of any Team that acquires the Contract, if applicable) andtimely reports to such affiliate, (c) does not leave the NBAGL (e.g., by buying
out his contract with the NBAGL and signing a contract with aninternational team) prior to providing sixty (60) consecutive days of service
during the NBAGL Season (the “60-Day Service Period”), provided that, inthe event the player is signed to one or more Contract(s) by the Team prior
to completing the 60-Day Service Period, the Player shall still satisfy thisclause (c) if he timely returns to the Team’s NBAGL affiliate upon thecompletion or termination of such Contract(s) and completes theoutstanding portion of the 60-Day Service Period, with such bonus payable(if applicable) within thirty (30) days of satisfying the above criteria. For
clarity, a player will not satisfy clause (c) if at any time prior to completingthe 60-Day Service Period he signs a contract with a professional basketballteam other than the Team. In the event the Player fails to satisfy clause (c)because his contract with the NBAGL is terminated as a result of an injury
resulting directly from his playing for the Team’s NBAGL affiliate, suchplayer shall nonetheless be entitled to receive from the Team the Bonus
Amount.

Exhibit A

A-45

Contract Termination During Regular Season: If this Contract is not
terminated by the Team in accordance with the NBA waiver procedure prior
to the first day of the NBA Regular Season, notwithstanding the absence ofan Exhibit 2, the Contract shall be protected for lack of skill and injury orillness at an amount equal to the Conversion Protection Amount in thisExhibit 10.
Two-Way Player Conversion Option: Team shall have the option toconvert this Contract to a Two-Way Contract (“Two-Way Player
Conversion Option”); provided, however, that (a) such option must be
exercised prior to the first day of the NBA Regular Season, and (b) may not
be exercised if it would result in a violation of Article X, Section 4(d) of the
CBA. Team’s Two-Way Player Conversion Option may be exercised byproviding written notice to Player that is either personally delivered to Playeror his representative or sent by email or pre-paid certified, registered, orovernight mail to the last known address of Player or his representative witha copy to the Players Association and the NBA. If Team exercises the
Two-Way Player Conversion Option, this Contract’s Exhibit 1A will
immediately become null and void and of no further force or effect and thePlayer’s Compensation shall be equal to the Two-Way Player Salary
applicable for such Season. Further, upon conversion, the Player’s right tothe Bonus Amount (if applicable) set forth above pursuant to this Exhibit 10
will be rescinded and the Player’s Contract, notwithstanding the absence ofan Exhibit 2, shall be protected for lack of skill and injury or illness at an
amount equal to the Conversion Protection Amount in this Exhibit 10. Allother terms and conditions of this Contract shall remain applicable.
Standard NBA Contract Conversion Option: In the event the
Two-Way Player Conversion Option is exercised by the Team, Team shallthereafter have the option to convert the Contract to a Standard NBA
Contract (“Standard NBA Contract Conversion Option”). Team’s Standard
NBA Contract Conversion Option may be exercised by providing written
notice to Player that is either personally delivered to Player or his
representative or sent by email or pre-paid certified, registered, or overnight
mail to the last known address of Player or his representative with a copy to
the Players Association and the NBA. If Team exercises the Standard NBA
Contract Conversion Option, the Base Compensation amount applicable to
the Two-Way Contract as set forth in this Exhibit 10 will immediately
become null and void and of no further force or effect, Player’s
Compensation shall be equal to the Player’s applicable Minimum Player

A-46

Exhibit A

Salary for such Season beginning on the date such option is exercised, andall other terms and conditions of this Contract, including the Base
Compensation protection set forth in this Exhibit 10, shall remain
applicable.
*Bonus Amount must be equal to the Conversion Protection Amount andmay only be included if Team has an NBAGL Affiliate.

Initialed:
PlayerTeam

Exhibit B

B-1

EXHIBIT B
BASELINE ROOKIE SALARY SCALE($000’S)Pick

1st Year
Salary2nd Year
Salary3rd Year
OptionSalary

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
30

9,212,600
8,242,700
7,402,200
6,673,700
6,043,500
5,489,000
5,010,800
4,590,500
4,219,600
4,008,600
3,808,200
3,617,900
3,436,900
3,265,300
3,101,700
2,946,800
2,799,300
2,659,500
2,539,700
2,438,000
2,340,500
2,247,000
2,157,200
2,071,000
1,987,900
1,922,100
1,866,600
1,855,000
1,841,700
1,828,300

9,673,400
8,655,000
7,772,100
7,007,500
6,345,400
5,763,400
5,261,500
4,820,100
4,430,800
4,209,000
3,998,700
3,798,900
3,608,900
3,428,500
3,256,800
3,094,100
2,939,300
2,792,300
2,666,600
2,559,900
2,457,600
2,359,300
2,265,200
2,174,500
2,087,200
2,018,100
1,960,000
1,948,100
1,933,700
1,919,600

10,134,000
9,067,200
8,142,400
7,341,300
6,647,700
6,038,100
5,511,800
5,049,600
4,641,700
4,409,300
4,189,200
3,979,800
3,780,700
3,591,900
3,411,900
3,241,600
3,079,300
2,925,400
2,793,900
2,681,600
2,574,700
2,471,600
2,372,700
2,278,100
2,186,900
2,114,200
2,053,500
2,040,700
2,025,900
2,011,300

4th Year
Qualifying
Option:Offer:
Percentage Percentage
Increase
Increase
Over 3rd
Over 4th
Year Salary Year Salary
26.1%
26.2%
26.4%
26.5%
26.7%
26.8%
27.0%
27.2%
27.4%
27.5%
32.7%
37.8%
42.9%
48.1%
53.3%
53.4%
53.6%
53.8%
54.0%
54.2%
59.3%
64.5%
69.7%
74.9%
80.1%
80.3%
80.4%
80.5%
80.5%
80.5%

40.0%
40.5%
41.2%
41.9%
42.6%
43.4%
44.1%
44.8%
45.5%
46.2%
46.9%
47.6%
48.3%
49.1%
49.8%
50.5%
51.2%
51.9%
52.6%
53.3%
54.1%
54.8%
55.5%
56.2%
56.9%
57.6%
58.3%
59.0%
60.0%
60.0%

Exhibit C

C-1

EXHIBIT C
BASELINE MINIMUM ANNUAL SALARY SCALE
Years ofServiceYear 10

1,017,781

1

1,637,966

1,719,864

2

1,836,090

1,927,896

2,019,699

3

1,902,133

1,997,238

2,092,344

2,187,451

4

1,968,175

2,066,585

2,164,993

2,263,403

2,361,812

5

2,133,278

2,239,943

2,346,606

2,453,270

2,559,934

6

2,298,385

2,413,304

2,528,221

2,643,140

2,758,060

7

2,463,490

2,586,665

2,709,839

2,833,013

2,956,189

8

2,628,597

2,760,026

2,891,458

3,022,889

3,154,319

9

2,641,682

2,773,765

2,905,850

3,037,934

3,170,018

10+

2,905,851

3,051,144

3,196,438

3,341,730

3,487,023

Year 2

Year 3

Year 4

Year 5

Exhibit D

D-1

EXHIBIT D
BRI EXPENSE RATIOSTeam and Related Party Expenses,
Article VII, Section 1(a)(6)(v)Category

Ratio of Expenses to Revenues

Uniform Expense Cap

11.1%

League Expenses, Article VII, Section 1(a)(1)(ix)
Category

Ratio of Expenses to Revenues

Sponsorships

19%

NBA Entertainment

35%International Television

22%

Special Events

100%Exhibit E

E-1

EXHIBIT ENOTICE TO VETERAN PLAYERS CONCERNING
SUMMER LEAGUES
1.

Under the Uniform Player Contract and the Collective Bargaining
Agreement between the NBA and the Players Association, the Teamcannot require players to participate in any summer league.

2.

The failure of a player to participate in a summer league will not, byitself, prejudice or disadvantage such player in his Team standing or
relationship.

3.

The Team reserves the right to determine how many and which
players it may enroll in any summer league.

We would appreciate your signing in the space provided below to
acknowledge that you have freely chosen to participate in summer league
play on a voluntary basis during the summer of ____.
Agreed to and Accepted:(Name of Player)(Date)

Exhibit F

F-1

EXHIBIT F
JOINT NBA/NBPA POLICY ON DOMESTICVIOLENCE, SEXUAL ASSAULT, AND CHILD ABUSE
Through this Policy, the National Basketball Association (“NBA”) andthe National Basketball Players Association (“NBPA”) (collectively, “theParties”) have agreed to work together to address domestic violence, sexualassault, and child abuse in the NBA.
Covered Behavior
Acts that constitute domestic violence, sexual assault, and child abuse areprohibited at all times and regardless of where they occur.
For purposes of this Policy, “domestic violence” includes, but is not
limited to, any actual or attempted violent act that is committed by one party
in an intimate or family relationship against another party in that
relationship. Such an act may include physical assault or battery, sexualassault, stalking, harassment, or other forms of physical or psychologicalabuse. It may also include behavior that intimidates, manipulates,
humiliates, isolates, frightens, terrorizes, coerces, threatens, injures, or places
another person in fear of bodily harm. Domestic violence can beperpetrated by current or former spouses, current or former domestic orsame sex partners, persons who are living together or have cohabitated,persons with children in common, persons who have or had an intimate or
dating relationship, and family members. Domestic violence can be a single
act or a pattern of behavior in a relationship.
For purposes of this Policy, “sexual assault” includes, but is not limited
to, any actual or attempted sexual contact or act to which one party has notconsented. Lack of consent is deemed to exist when a person uses orthreatens the use of force, harassment, or any other form of coercion against
another. Lack of consent is also deemed to exist when a person is mentally
incapable of giving consent, as a result of disability, incapacitation,
intoxication, or otherwise.
For purposes of this Policy, “child abuse” includes, but is not limited to,any act or failure to act by a parent, caregiver, or adult that results in death,

F-2

Exhibit F

serious physical or emotional harm, or sexual or other exploitation of a child.
Child abuse also includes behavior that poses an imminent risk of such harm
to a child.
Policy Committee
The Parties shall establish a joint committee to provide education,
support, treatment, referrals, counseling, and other resources for players,
their family members, and others at risk (the “Policy Committee”). The
Policy Committee will be comprised of two representatives from the NBA
and two representatives from the NBPA (the “Party Representatives”), as
well as three independent experts with experience in domestic violence,
sexual assault, and/or child abuse (the “Expert Representatives”). Alldecisions of the Policy Committee shall be made by a majority vote, unlessotherwise stated in this Policy, and shall be final, binding, and unappealable.
The Party Representatives shall jointly select the three Expert
Representatives to serve on the Policy Committee within 60 days of theissuance of this Policy. There shall be at least one Expert Representative on
the Policy Committee at all times with specific expertise in each of the threesubject areas (i.e., domestic violence, sexual assault, and child abuse). The
Expert Representatives will each serve for the duration of this Policy;
provided, however, that either the NBA or the NBPA may discharge any ofthem on an annual basis by serving written notice upon the Expert
Representative(s) and upon the other Party within 60 days of the anniversaryof the appointment of such person. If an Expert Representative isdischarged, the Party Representatives shall jointly select a successor Expert
Representative within 30 days of the notice of discharge.
In the event that the Party Representatives are unable to agree upon andjointly select any or all of the Expert Representatives within 60 days of theissuance of this Policy or within 30 days of the notice of any discharge of anExpert Representative, the following process will be implemented. Within
five days following the deadline to select the Expert Representative(s), theParty Representatives shall exchange lists containing the names andqualifications of three proposed Expert Representatives per open position.
Within five days following the exchange of such lists, the Party
Representatives shall jointly select from that group of individuals the Expert
Representative(s) needed to serve on the Policy Committee. If they areExhibit F

F-3

unable to do so, then, within an additional three-day period, the Party
Representatives shall engage in a process of alternatively striking names
from the lists until one name remains for each open position, and such
person(s) shall be appointed as the Expert Representative(s).
Training and Education
The Parties seek to prevent incidents of domestic violence, sexual assault,
and child abuse from occurring through educational programs andawareness training.
The Policy Committee will implement and oversee all training andeducational programs for NBA players that address issues of domestic
violence, sexual assault, and child abuse, and shall make all determinations
related thereto including, but not limited to, the staffing, content, format,
and frequency of such programs. The Policy Committee will annuallyreview such programs to ensure that they are effective and that the content
is appropriate, thorough, and properly communicated to the players.
HotlineWithin 60 days of the issuance of this Policy, the Parties shall jointly selecta service provider to support a 24-hour, confidential hotline that can be usedby players, their families, and other victims of domestic violence, sexualassault, and child abuse as defined by this Policy to seek assistance andreferrals (the “Service Provider”).
If the Parties are unable to do so, then, within five days following thedeadline to select the Service Provider, they shall exchange lists containing
the names, qualifications, and cost of three proposed Service Providers.
Within five days following the exchange of such lists, the Parties shall jointly
select the Service Provider. If the Parties are unable to do so, then, within
an additional three-day period, they shall engage in a process of alternatively
striking names from the lists until one name remains, and such organization
shall be appointed as the Service Provider.

F-4

Exhibit F

Treatment and Intervention
1. General
The NBA or the NBPA may refer a player to the Policy Committee inany of the following circumstances:a. As part of a disciplinary determination of the Commissioner for
conduct in violation of this Policy; orb. After a Player is criminally convicted of an offense that involves
conduct in violation of this Policy.
The Policy Committee will also be available as a resource to any player
who voluntarily seeks assistance.
Once a player has been referred to the Policy Committee, an expert
selected by the Policy Committee will conduct an initial evaluation of theplayer as soon as is practicable. Following such evaluation, the Policy
Committee will develop a Treatment and Accountability Plan (“TAP”) forthe player, as may be appropriate. As part of the TAP, the Policy Committee
may require that the player submit to psychological or other evaluations
and/or attend counseling sessions with a licensed professional, and takeother steps that it deems necessary. In developing the TAP, the Policy
Committee will take into account any treatment or counseling that the player
may have initiated on his own or pursuant to a criminal resolution of any
charges against him.
The Policy Committee will oversee the player’s compliance with any
TAP, and shall provide additional support to the player as needed. Anytreating professionals shall provide regular, written status reports to the
Policy Committee that detail the player’s progress and compliance with the
TAP. The Policy Committee may periodically revise, modify, extend, orclose the TAP on its own initiative, on the recommendation of the player’s
treating professional(s), or upon petition of the player. All information
related to a player’s involvement with the Policy Committee shall be kept
confidential.

Exhibit F

F-5

The Policy Committee shall determine whether the player has
successfully completed his TAP, and may also issue a revised TAP at any
time. A player must receive a certification of completion from the Policy
Committee in order to conclude his treatment and the oversight of the
Policy Committee.
2. Non-Compliance
Players are required to comply with the directives of the Policy
Committee, including with his TAP. If the Policy Committee determinesthat a player has failed to comply without a reasonable explanation, it shallnotify the NBA. For the first such instance of non-compliance, the NBA
shall issue a warning to the player. If such non-compliance continues forthree additional days after the warning is issued, or for the second or any
additional instances of non-compliance as determined by the Policy
Committee, the NBA shall fine the player in the amount of $10,000 for each
day that he fails to comply. Such fines shall continue until the player has, inthe judgment of the Policy Committee, resumed full compliance.
If the Policy Committee determines that a player has demonstrated
substantial non-compliance, without a reasonable explanation, through apattern of behavior that demonstrates a mindful disregard for his treatment
responsibilities, it shall notify the NBA, which shall thereupon impose:
a. A one-game suspension for the first instance of substantial
non-compliance; andb. A suspension that is at least one game longer than his
immediately-preceding suspension for each additional instance of
substantial non-compliance and that shall continue until, in the
judgment of the Policy Committee, the player resumes fullcompliance with its directives, including with his TAP.
Costs
Any and all costs of the training, education, treatment, intervention, andother resources described above including, but not limited to, the Policy
Committee, Expert Representatives, education and training programs,
hotline, experts, and counselors, will be shared equally by the Parties (unless

F-6

Exhibit F

otherwise covered by the NBA Players Group Health Plan or otherinsurance plan provided to NBA players). The NBPA’s share shall be paidby the NBA and included in Player Benefits under Article IV, Section 6 of
the CBA. The NBA’s share will be excluded from the calculation of Benefits
under the CBA.
Investigation of Incidents
The NBA will give the NBPA and the player prompt notice of thecommencement of any investigation into an alleged violation of this Policy.
The NBA’s investigation may include the use of third party resources
including, but not limited to, outside legal counsel, outside investigators, orother individuals with relevant experience or expertise.
The NBA will notify the NBPA when it has concluded its investigation
and report whether it believes a violation of the Policy has occurred.
Cooperation
Except in circumstances where the player has a reasonable apprehensionof criminal prosecution, players shall cooperate fully with any NBA
investigation under this Policy. Any player interviewed by the NBA as partof its investigation is entitled to have a representative from the NBPA
present during the interview, and the NBA will provide the NBPA with atleast 48 hours’ notice before any in-person interview.
Failing to cooperate in full, or interfering in any manner, with an NBA
investigation will subject the non-cooperative individual to disciplineconsistent with the terms of Article VI, Section 11(a) of the CBA. It may
constitute a violation of this cooperation requirement for a player to attempt
to or enter into any agreement with a witness, victim, or other party thatwould discourage or prevent that individual from cooperating with an NBA
investigation. However, the player is under no obligation to demand,
request, or otherwise encourage anyone to cooperate with an NBA
investigation.

Exhibit F

F-7

Administrative Leave
While an investigation is pending, the Commissioner may at any time
place the player on administrative leave with pay for a reasonable period oftime. The parties agree that administrative leave is not intended to beroutinely applied during the pendency of every player investigation under
this Policy. Instead, administrative leave should be applied in only thosecases in which a balancing of all relevant factors clearly establishes that it isreasonable to do so under the totality of the circumstances.
In deciding whether to place a player on paid administrative leave, theCommissioner shall consider among other relevant factors the following
non-exhaustive list of factors:
•
•
•
•
•
•
•
•
•
•

The nature and severity of the allegation(s), including whether aweapon was involved and whether any injury was suffered by anyone(including the player);
Whether the allegations are supported by credible information;
The relationship between the player and accuser;
Information regarding the player’s history of prior similar conduct,or lack thereof;
The prior criminal or disciplinary history of the player, or lackthereof;The status of any criminal investigation and/or prosecution
regarding the alleged incident, including whether any arrests havebeen made;The character of the player;
The player’s reputation within the NBA community;
The NBA’s past practice regarding discipline imposed on a playerfor similar allegations; andThe risk of reputational damage to the NBA and/or the player’s
team.

The NBA will give prompt notice to the NBPA, the player’s team, andthe player of any decision to place a player on paid administrative leavepursuant to this Policy. The decision to place the player on paid
administrative leave pending an investigation shall not preclude further

F-8

Exhibit F

disciplinary action by the Commissioner against the player in accordancewith the provisions of this Policy.
While on administrative leave, the player shall be ineligible to play in anyof his team’s games. However, the player will continue to receive his salaryand other welfare benefits to which he would be entitled as an active player.
The player and the player’s team may also request that the player be allowed
to participate in non-public practices, workouts, or other team activities withthe consent of the NBA, which shall not be unreasonably withheld.
A player may challenge the decision to be placed on paid administrative
leave under the Grievance and Arbitration Procedure of the CBA. In
evaluating such a challenge, the Grievance Arbitrator will determine whether
it was reasonable for the Commissioner to place the player on administrative
leave. A player may also request the Grievance Arbitrator review the lengthof a period of administrative leave that exceeds seven days. In such a
proceeding, the Grievance Arbitrator will determine whether administrative
leave in excess of seven days is reasonable based on the totality of thecircumstances. Once a player challenges the decision to be placed on paid
administrative leave, or the duration of such leave, the hearing before theGrievance Arbitrator must take place within 72 hours.
Discipline
Based on a finding of just cause, the Commissioner may fine, suspend,or dismiss and disqualify from any further association with the NBA and its
teams a player who engages in prohibited conduct in violation of this Policy.
Repeat offenders will be subject to enhanced discipline.
Notwithstanding the foregoing, an admission to, or conviction for, any
offense that involves conduct that violates this Policy, whether after trial orupon a plea of guilty, as well as any plea of no contest or nolo contendere,will conclusively establish a violation of this Policy. A violation based on
this ground, however, shall in no way limit or prevent the NBA fromcontinuing to investigate the incident. Additionally, such admission,
conviction, or plea is not required in order for a Policy violation to haveoccurred. However, a player who is acquitted after trial in a criminal
proceeding may not be subject to disciplinary penalties under this Policy.

Exhibit F

F-9

In conjunction with any discipline imposed by the Commissioner for aviolation of this Policy, the NBA may also require the player to undergo anevaluation under the supervision of the Policy Committee, to participate inrelevant training, education, or counseling programs as determined by the
Policy Committee, and/or to perform community service. Any discipline
determined by the Commissioner may be referred to the player’s team for
imposition.
Prior to the determination of any discipline, the Parties shall meet to
discuss the matter. This conference shall be considered confidential, and nostatements made during the discussion shall be admissible in any subsequent
challenge to any discipline imposed on the player.
The Commissioner will determine all discipline under this Policy on acase-by-case basis, upon consideration of all facts and circumstances,including aggravating and mitigating factors.
Potential aggravating factors include, but are not limited to:
•
•
•
•
•
•
•

Prior allegations of, or convictions for, prohibited conduct;
The use of a weapon or other means of coercion;
The use of, or threat to use, force or violence;
The vulnerability of the victim;
The presence of a minor;
The nature and extent of any injury to the victim; andA civil verdict against the player for the underlying conduct.

Potential mitigating factors include, but are not limited to:
•
•
•
•
•
•
•

Acceptance of responsibility;
Evidence of self-defense;
Complete and truthful cooperation with the investigation;
Voluntary participation in any treatment or counseling programs;
The player’s overall good character;
The player’s reputation in the NBA community; andA civil verdict in favor of the player for the underlying conduct.

F-10

Exhibit F

In cases where the Commissioner imposes a suspension, any period oftime the player spent on paid administrative leave will be credited toward
the suspension provided that the player remits to the League the applicableportion of salary that the player received while on paid administrative leave.
Challenges to any disciplinary action shall be made through the GrievanceArbitration process of the CBA.
Confidentiality
The Parties recognize the importance of confidentiality and privacy tothe success of this Policy. Accordingly, the Parties will maintainconfidentiality throughout the investigatory, disciplinary, and treatment
process, and will take reasonable measures to protect the information
gathered pursuant to this Policy, including by any outside advisors orexperts. Any medical information obtained during the investigatory,
disciplinary, and treatment process will be kept confidential as required byapplicable law.
At the same time, the Parties recognize that disclosure of certain
information may be necessary to further the NBA’s investigation or may berequired by law, including by court order or subpoena. Accordingly, theParties cannot and do not guarantee that complete confidentiality will bemaintained. The Parties also reserve the right to make notifications to law
enforcement or other appropriate authorities if either the NBA or the
NBPA becomes aware that there is a threat of imminent harm to any
individual or in cases where the victim is a child or is either mentally or
physically incapacitated. Additionally, in matters where a violation is foundand discipline is imposed, such findings and discipline may be the subject ofpublic statements by the NBA and/or the NBPA.
Retaliation
Under this Policy, it is prohibited to retaliate, or threaten to retaliate,against any individual who, in good faith, reports a potential violation of thisPolicy or who honestly participates in an investigation of such a report. It
does not matter whether the investigation establishes that a violation of the
Policy occurred, as long as the report of the violation or participation in theinvestigation is in good faith. Such retaliation includes, but is not limited to,Exhibit F

F-11

threats, intimidation, harassment, and any adverse employment or otheraction, whether express or implied. Anyone who retaliates, or threatens toretaliate, against an individual who reports, or participates in an investigation
into, an alleged violation of this Policy, or against any victim or other
witness, will be subject to independent disciplinary action.
As with any complaint brought in bad faith, any individual, includingcoaches, general managers, or other team officials, who reports a violationof this Policy knowing such claim is malicious, false, or fundamentally
frivolous shall be subject to disciplinary action.
ReportingAnyone who is the victim of or acting on behalf of a victim of domestic
violence, sexual assault, or child abuse, as defined by this Policy, is strongly
encouraged to call the hotline established under this Policy as soon as
possible after the incident to discuss the availability of counseling, treatment,
security, and other appropriate resources.
If you are in immediate danger or involved in a situation in which anotherperson is in immediate danger, the Parties recommend that you contact 911
or your local police department. Support and crisis intervention is alsoavailable from the National Domestic Violence Hotline at 1-800-799-SAFE(7233).

Exhibit G

G-1

EXHIBIT G
OFFER SHEETName of Player:

Date:

Address of Player and
Email Address of Player:

Name of New Team:

Name, Address and Email Address Name of ROFR Team:of Player’s Representative
Authorized to Act for Player:

Address of ROFR Team:

Attached hereto is an unsigned Player Contract that the New Team hasoffered to the Player and that the Player desires to accept. The attached
Player Contract separately specifies in its exhibits those Principal Terms thatwill be included in the Player Contract with the ROFR Team if that Team
gives the Player a timely First Refusal Exercise Notice.

Player:New Team:

By

By

Exhibit H

H-1

EXHIBIT H
FIRST REFUSAL EXERCISE NOTICEName of Player:

Date:

Address of Player:

Name of New Team:

Name and Address ofPlayer’s Representative
Authorized to Act for Player

Name of ROFR Team:

Address of ROFR Team:The undersigned member of the NBA hereby exercises its Right of First
Refusal so as to create a binding agreement with the Player containing thePrincipal Terms set forth in the Player Contract annexed to the Player’s
Offer Sheet (a copy of which is attached hereto).

ROFR Team:
By

Exhibit I-1

I-1-1

EXHIBIT I-1
AUTHORIZATION FOR TESTING

To: ___________________

Player___________________
Please be advised that on __________________________, you were
the subject of a meeting or conference call held pursuant to the Anti-Drug
Program set forth in Article XXXIII of the Collective Bargaining Agreement
between the NBA and the National Basketball Players Association, dated
June 28, 2023, (the “Agreement”). Following the meeting or conference
call, I authorized the NBA to conduct the testing procedures set forth in theAgreement, and you are hereby directed to submit to those testingprocedures, on demand, no more than four (4) times during the next six (6)weeks.
Please be advised that your failure to submit to these procedures may
result in substantial penalties, including but not limited to your dismissal anddisqualification from the NBA.
__________________________
Independent Expert

Dated: _____________________

Exhibit I-2

I-2-1

EXHIBIT I-2
PROHIBITED SUBSTANCES
A.

Drugs of Abuse
Benzodiazepines:
Alprazolam (also called Xanax or Niravam)
Chlordiazepoxide (also called Librium, Mitran, Poxi or H-Tran)
Clonazepam (also called Klonopin, Ceberclon or Valpaz)
Diazepam (also called Valium)
Lorazepam (also called Ativan)
Synthetic Cathinones
4-methyl-N-ethylcathinone (also called 4-MEC)
4-methyl-alpha-pyrrolidinopropiophenone (also called 4-MePPP)
Alpha-pyrrolidinopentiophenone (also called alpha-PVP)
1-(1,3-benzodioxol-5-yl)-2-(methylamino)butan-1-one (alsocalled butylone)
2-(methylamino)-1-phenylpentan-1-one (also called pentedrone)
1-(1,3-benzodioxol-5-yl)-2-(methylamino)pentan-1-one (alsocalled pentylone)
4-fluoro-N-methylcathinone (also called 4-FMC)
3-fluoro-N-methylcathinone (also called 3-FMC)
1-(naphthalen-2-yl)-2-(pyrrolidin-1-yl)pentan-1-one (also called
naphyrone)
Alpha-pyrrolidinobutiophenone (also called alpha-PBP)
CocaineDimethyltryptamine (DMT)
Gamma Hydroxybutyrate (GHB)
Ketamine
LSD
Methamphetamine, MDMA, MDA and MDEA
Opiates:
HeroinCodeineMorphine
Oxycodone (also called Oxycontin, Percocet, Percodan, Roxicet,
Tylox, Dazidox, Endocet or Endodan)
Hydrocodone (also called Vicodin, Lorcet, Lortab, Hydocan or
Norco)
Methadone (also called Methadose or Dolophine)

I-2-2

Exhibit I-2
Hydromorphone (also called Dilaudid)
Fentanyl (also called Actiq or Duragesic) and its analogs (forexample, Acetylfentanyl, Methylfentanyl, Alfenanyl,
Carfentanyl, and Sufentanyl)
Propoxyphene (also called Darvon or Darvocet)
Dextromoramide
Nicomorphine
Oxymorphone
Pethidine
Phencyclidine (PCP)
Psilocin
Psilocybin

B.

Synthetic Cannabinoids
Synthetic Cannabinoids (including, but not limited to, Delta-8tetrahydrocannabinol (also called delta-8-THC)) and their By-ProductsC.

Steroids and Performance Enhancing Drugs (SPEDs)

Adrafinil
AICAR
Alexamorelin
Aminoglutethimide
Amiphenazole
Amphetamine and its analogs (withthe exceptions ofMethamphetamine, MDMA, MDA
and MDEA)
Anamorelin
Anastrozole
Androsta-1,4,6-triene-3,17-dione (alsocalled Androstatrienedione or ATD)
Androsta-3, 5-diene-7, 17-dione (alsocalled Arimistane)
Androst-2-en-17-one (also called
2-Androstenone and Delta-2)
Androst-4-ene-3,11,17-trione (alsocalled 11-ketoandrostenedione oradrenosterone)
Androstanediol

17b-hydroxy-5a-androstano[3,2c]isoxazole
17b-hydroxy-17a-methyl- 5a-androst1-en-3-one (also called Methyl-1testosterone)
3b-hydroxy-estra-4,9,11-trien-17-one
4-hydroxytestosterone
Ibutamoren
Insulin-like Growth Factor (IGF-1)
Ipamorelin
Isometheptene
Letrozole
Luteinizing Hormone (LH)
Mefenorex
Meldonium
Mephedrone
Mestanolone
Mesterolone
Methandienone (also called
Methandrostenolone)
Methandriol

Exhibit I-2
Androstanedione
Androstenediol
Androstenedione
Androstene-3,6,17-trione (also called
6-OXO or 4-AT)
AOD 9604
BAY 87-2243
Bolasterone
Boldenone
Boldione
BPC-157
Bromantan
6-bromo-androstan-3,17-dione (alsocalled 6-Bromo)
6-bromo-androsta-1,4-diene,3,17dione (also called Aromadrol)
Buserelin
Calusterone
4-chloro-17a-methyl-androsta-1,4diene-3,17b-diol (also called
Halodrol, Halovar and Helladrol)
4-chloro-17a-methyl-androst-4-ene3b,17b-diol (also called P-Mag andPromagnon)
4-chloro-17a-methyl-17b-hydroxyandrost-4-ene-3-one (also called
Mechabol)
4-chloro-17a-methyl-17b-hydroxyandrost-4-ene-3,11-dione (alsocalled Oxyguno)
Clenbuterol
Clobenzorex
Clomiphene
Clostebol
Cyclofenil
Danazol
Daprodustat
Dehydrochloromethyltestosterone(also called DHCMT and Turinabol)
Dehydroepiandrosterone (DHEA)
Deslorelin

I-2-3

Methasterone
Methenolone (also called Metenolone)
7a-Methyl-19-nortestosterone (alsocalled MENT and Trestolone)
17a-methyl-19-nortestosterone (alsocalled Methylnortestosterone andNormethandrone)17a-methyl3a,17b-dihydroxy-5aandrostane
17a-methyl-3b,17b-dihydroxy-5aandrostane
17a-methyl-3b,17b-dihydroxyandrost4-ene
17a-methyl-4-hydroxynandrolone
17a-methyl-5a-androstan-17b-ol (alsocalled Methylandrostanol andProtobol)
17a-methyl-androst-2-ene-3,17b-diol
17a-methyl-androsta-1,4-diene-3,17bdiol (also called M1 and 4ADD)
17a-methyl-androstan-3hydroxyimine-17b-ol (also called DPlex)
2a-methyl-17b-hydroxy-5b-androstan3-one (also called Drostanolone andDromostanolone)
6a-methyl-androst-4-ene-3,17-dione
Methyldienolone
Methylephedrine
Methylphenidate
Methylstenbolone
Methyltestosterone
Methyltrienolone (also called
Metribolone)
MHP MYO-X
Mibolerone
Modafinil
Molidustat (also called BAY 853934)
Myostatin Propeptide GDF-8
N-Benzylpiperazine (also called BZPI-2-4

Exhibit I-2

Desoxymethyltestosterone (DMT)
Dihydrotestosterone
4-dihydrotestosterone
1, 3-dimethylamylamine (also called
DMAA, Methylhexaneamine andDimethylpentylamine)
1, 3-dimethylbutylamine (also called
DMBA and 3-DMBA)
1, 4-dimethylpentylamine (also called
5-methyl-hexan-2-amine)
2a,17a-dimethyl-17b-hydroxy-5bandrostan-3-one (also called
Superdrol)
Ephedra (also called Ma Huang,
Bishop’s Tea and Chi Powder)
Ephedrine
1-Epiandrosterone (also called 1Andro and 1-DHEA)
Epitestosterone
2a,3a-epithio-17a-methyl-5aandrostan-17b-ol (also called
Epistane and Havoc)
Erythropoietin (EPO)
Estra-4,9,11-triene, 17-dione (alsocalled Tren, Trenavar, Trendione
and Trenazone)
13a-ethyl-17a-hydroxygon-4-en-3-one
Ethylestrenol
Etilefrine
Exemestane
Fadrozole
Fencamfamin
Fenethylline
Fenfluramine
Fenproporex
FG-2216
Fluoxymesterone
Follistatin 344
Formebolone
Formestane (also called
4-hydroxyandrostenedione)or 1-benzylpiperazine)
Nafarelin
Nandrolone (also called 19nortestosterone)
Nikethamide
19-norandrostenediol (also called
Boldandiol)
19-norandrostenedione
Norbolethone (also called
Norboletone)
Norclostebol
Norethandrolone
Norfenfluramine
Norpseudoephedrine (also called
Cathine)
Octodrine
Oxabolone (also called
4-hydroxy-19-nortestosterone)
Oxandrolone
Oxilofrine
Oxymesterone
Oxymetholone
Pemoline
Pentetrazol
Phendimetrazine
Phenmetrazine
Phentermine
Phenylpropanolamine (PPA)
Probenecid
Prostanozol
Pseudoephedrine[3,2,c]pyrazole-androst-4-en-17b-ol
Raloxifene
Roxadustat (also called FG-4592)
Quinbolone
Selective Androgen Receptor
Modulator (SARM) S-1*
SARM S-4 (also called Andarine)*
SARM S-9*
SARM S-22 (also called Ostarine)*
SARM S-23*

Exhibit I-2
Fulvestrant
Furazabol[3,2-c]-furazan-5a-androstan-17b-ol(also called Furazan or Furuza)
Gestrinone
Ghrelin
Gonadorelin
Goserelin
Growth Hormone Releasing Peptide(GHRP)-1*
GHRP-2 (also called Pralmorelin)*
GHRP-3*
GHRP-4*
GHRP-5*
GHRP-6*
GW 0742
GW 1516
Heptaminol
Hexarelin
18a-homo-17b-hydroxyestr-4-en-3one18a-homo-3-hydroxy-estra2,5(10)dien-17-one (also called M-LMG)
Human Chorionic Gonadotropin
Human Growth Hormone (HGH)
17b-hydroxy-5a-androstano[2,3d]isoxazole (also called
Androisoxazole or Prostanozol)

I-2-5

SARM S-24*
SARM BMS-564,929*
SARM LGD-2226*
SARM LGD-4033 (also called
Ligandrol)*
SARM RAD-140 (also called
Testolone)*
Sermorelin
SR9009 (also called Stenabolic)
Stanozolol
Stenbolone
Strychnine
Tabimorelin
Tamoxifen
TB-500Tesamorelin
Testolactone
Testosterone
1-Testosterone
Tetrahydrogestrinone (THG)
Tibolone
Toremifene
Trenbolone
Trimetazidine
Triptorelin
Vadadustat (also called AKB-6548)
Zeranol
Zilpaterol* and any other substance with a similar chemical structure and similar biological effect(s)D.

Diuretics

Acetazolamide
Altizide
Amiloride
Bendroflumethiazide
Benzthiazide
Bumetanide
Canrenone

Flumethiazide
Furosemide
Hydrochlorothiazide
Hydroflumethiazide
Indapamide
Methyclothiazide
Metolazone

I-2-6

Exhibit I-2

Chlorothiazide
Chlorthalidone
Clopamide
Cyclothiazide
Dichlorphenamide
Eplerenone
Ethacrynic Acid

Polythiazide
Quinethazone
Spironolactone
Torasemide
Triamterene
Trichlormethiazide

Exhibit I-3

I-3-1

EXHIBIT I-3
URINE COLLECTION PROCEDURES
During the Season, collections for random testing will be scheduled tooccur before practices on non-game days, and before shoot-arounds andgames on game days. For random drug testing of a visiting team scheduled
at game-day shoot-arounds, tests will be scheduled to occur before theshoot-around for that team commences, and for any tests that are notcompleted by the time the visiting team bus is scheduled to leave the arenaor practice facility after the shoot-around is completed, the team will provide
alternate transportation to the team hotel for any player that must remain at
the arena or practice facility to complete the testing process and will ensurethat a Team staff member remains with the affected player(s) andaccompanies him or them back to the Team’s hotel. Random drug tests canbe scheduled to occur at any time during the Off-Season.
When the player arrives at the collection site, the collector will ensure thatthe player is positively identified through presentation of photo ID or
identification by a team representative. If the player’s identity cannot beestablished, the collector shall not proceed with the collection.
The player will be asked to select a sealed urine specimen cup. The player
will then provide his urine specimen under the direct observation of thecollector.
The collector shall ensure that the player has provided a urine specimenof sufficient volume for accurate testing. If such a sample cannot
immediately be provided by the player, he shall be instructed to remain at
the testing site for a reasonable period of time until he can provide such a
specimen. Once the specimen has been obtained, the player will select a
sealed specimen kit, which contains two bottles. The collector, in thepresence of the player, will pour the specimen into two bottles. One bottle
will be used as the primary or “A” specimen and the other will be used as
the split or “B” specimen. The specimen bottles will be sealed with
tamper-proof seals in the presence of the player. The seals will contain aunique identification number that corresponds to the number on the chainof custody form.

I-3-2

Exhibit I-3

The player and collector will complete the chain of custody form (which
may be in hard copy or electronic form) that documents the handling of thespecimen. The collector will note any irregularities concerning the specimenon the chain of custody form. Both the player and collector will sign the
chain of custody form. The kit will be sealed and sent via an overnightdelivery service to the laboratory for testing. If a hard copy chain-of-custodyform is used, it will be included in the kit containing the two specimens thatis sent by overnight delivery service to the laboratory. If an electronic
chain-of-custody form is used, it will be sent to the laboratory electronically.
Once the specimens arrive at the laboratory, the primary specimen will
be analyzed. If the primary specimen tests positive or produces an atypicalfinding, the split sample will be placed in frozen storage and will be available
for testing by a different laboratory, if directed by the NBA.

Exhibit I-4

I-4-1

EXHIBIT I-4
BLOOD COLLECTION PROCEDURES
During the Season, collections for random testing will be scheduled tooccur after practices on non-game days, and after games on game days.
Random tests can be scheduled to occur at any time during the Off-Season.
When the player arrives at the collection site, the collector will ensure thatthe player is positively identified through presentation of photo ID or
identification by a team representative. If the player’s identity cannot beestablished, the collector shall not proceed with the collection.
The player will be asked to select one (1) dried blood spot collection kit
and one (1) security kit that will be used to transport the specimen.
The collector shall collect a total of four (4) blood spots. The player’s
non-dominant arm will be used to make the initial blood draw attempt. If
the blood draw is not possible or successful from the non-dominant arm,the dominant arm may be used. In the event that the collector determinesthat there is no suitable location on the dominant or non-dominant arm due
to excessive hair or heavy tattoo ink, the player’s thigh may be used as analternate draw site. No more than three (3) attempts will be made to draw
a blood specimen. After that, the collection will be discontinued. Uponcompleting the blood draw, the collector will ensure that the draw site is notbleeding and bandage the site.
The player and collector will complete the chain of custody form (which
may be in hard copy or electronic form) that documents the handling of thespecimens. Both the player and collector will sign the chain of custody form.
The specimen will be sealed in a blood specimen bag and sent via an
overnight delivery service to the laboratory for testing. If a hard copy
chain-of-custody form is used, it will be included in the kit containing thetwo specimens that is sent by overnight delivery service to the laboratory.
If an electronic chain-of-custody form is used, it will be sent to thelaboratory electronically.

I-4-2

Exhibit I-4

Once the specimens arrive at the laboratory, the primary specimen will
be analyzed. If the primary specimen tests positive or produces an atypicalfinding, the split sample will be placed in frozen storage and will be available
for testing by a different laboratory, if directed by the NBA.

Exhibit I-5

I-5-1

EXHIBIT I-5
DRUGS OF ABUSE AND SYNTHETIC CANNABINOIDSCONFIRMATORY LABORATORY ANALYSIS LEVELS
Drugs of Abuse
Benzodiazepines
Synthetic Cathinones
Cocaine Metabolites
Gamma Hydroxybutyrate (GHB)
Ketamine
LSD
Methamphetamine

MDMA, MDA and MDEA
Opiates:
Heroin Metabolite

Codeine Metabolites
Morphine Metabolites
Oxycodone
Hydrocodone
Methadone
Hydromorphone
Fentanyl and its analogs
Propoxyphene
Phencyclidine (PCP)
Synthetic Cannabinoids

100 ng/ml
Any detectable level
150 ng/ml
10 mcg/ml
100 ng/ml
200 pg/ml
500 ng/ml (must also
contain amphetamine at aconcentration equal to or
greater than 200 ng/ml)
500 ng/ml
6-acetylmorphine—10
ng/ml (only if the opiate
metabolites are in excess of
2,000 ng/ml)
2,000 ng/ml
2,000 ng/ml
100 ng/ml
300 ng/ml
300 ng/ml
300 ng/ml
300 pg/ml
200 ng/ml
25 ng/ml
Any detectable levelExhibit I-6

I-6-1

EXHIBIT I-6
STEROIDS AND PERFORMANCE-ENHANCING DRUGSAND DIURETICS CONFIRMATORY LABORATORYANALYSIS LEVELSAll SPEDs and Diuretics (including Human GrowthHormone in its synthetic form and Testosterone in its
synthetic form detected through IRMS analysis), except
those listed below, at any detectable level.
Acetazolamide
Amphetamines and their analogs
Bumetanide
Clenbuterol
Clostebol
Dehydrochloromethyltestosterone(DHCMT or turinabol)
Ephedra/Ephedrine
Furosemide
GW 1516
GW 0742
Hydrochlorothiazide
Methylephedrine
Nandrolone
Norpseudoephedrine
Phenylpropanolamine (PPA)
Pseudoephedrine
SARM S-22
SARM LGD-4033
Torasemide
Trenbolone
Triamterene
Zeranol
Zilpaterol

20 ng/ml
500 ng/ml
20 ng/ml
1 ng/ml
0.5 ng/ml
0.02 ng/ml
10 mcg/ml
20 ng/ml
0.05 ng/ml
0.05 ng/ml
20 ng/ml
10 mcg/ml
2 ng/ml
5 mcg/ml
25 mcg/ml
150 mcg/ml
0.05 ng/ml
0.05 ng/ml
20 ng/ml
0.5 ng/ml
20 ng/ml
5 ng/ml
5 ng/ml

I-6-2

Exhibit I-6
A sample will only be reported as positive by the laboratory
if the estimated concentration of the Prohibited Substancein this Exhibit I-6 exceeds the relevant single-pointcalibrator, which will be set at 1.2 times the substance’s
confirmatory lab analysis level.
The estimatedconcentration of such Prohibited Substance in a sample
with a measured specific gravity (“SG”) greater than 1.018
will be adjusted as follows (where SGSample_Max = SGSample +0.002):
adj. concentration = ((1.020 – 1)/(SGSample_Max – 1)) * est. concentration

Exhibit I-7

I-7-1

EXHIBIT I-7
CREATION OF PLAYER LONGITUDINAL PROFILES
The following protocol will be used to create the Longitudinal
Profiles described in Article XXXIII, Section 19 above:
Step 1: The Program’s drug collection company will assign
each player a unique personal identification number. A
player’s personal identification number will remain the samefor all periods of time he is covered by the Program, and will
only be used for the purposes of the Longitudinal Profile.
Other than to the designated representatives or employees
within the drug collection company and the Laboratory, thedrug collection company will not disclose the personal
identification number that corresponds to the player’s nameto any individual other than one representative each of the
NBA and the Players Association.
Step 2: The Laboratory (as defined in Article XXXIII,
Section 19(a)) will maintain a secure, separate database foreach player’s personal identification number that contains
hiscorresponding
Testosterone
concentration,
epitestosterone
concentration
andTestosterone/
Epitestosterone (“T/E”) ratio (referred to collectively as the“Baseline Values”). This database will not contain any
identifying information for the players.
Step 3: The Baseline Values will be calculated, pursuant to
the Laboratory’s operating standards, by averaging a player’s
T/E ratio, Testosterone concentration and Epitestosterone
concentration, respectively, from three (3) negative tests
conducted under the Program. After a player’s Baseline
Values are established, those values will be considered aplayer’s Longitudinal Profile for the duration of his coverage
under the Program. New Baseline Values will be calculated
for a player upon the recommendation of the director of theLaboratory.

I-7-2

Exhibit I-7
Step 4: The Laboratory will compare the Baseline Values tothe corresponding Specimen Values (as defined in
Article XXXIII, Section 19(c)) in subsequent tests identified
with a player’s personal identification number indetermining whether it will conduct IRMS analysis (asdefined in Section 19(a)) on a urine specimen.

Exhibit J-1

J-1-1

EXHIBIT J-1
FORM OF CONFIDENTIALITY AGREEMENT[Date]
National Basketball Players Association
1133 Avenue of the Americas
New York, New York 10036
Re:

Confidentiality Agreement

Sir/Madam:This will confirm the agreement of the National Basketball Players
Association (on behalf of itself and its employees, officers, NBA team player
representatives (“Player Representatives”), and outside advisors(collectively, the “Players Association”)) to maintain the confidentiality of
all Confidential Information (as defined in Paragraph 6 below) provided to
the Players Association in connection with the audit, with respect to the
20__-20__ Salary Cap Year, of (i) the National Basketball Association(“NBA”), and any League-related entities associated with generating BRI,(ii) any NBA team that is included in such audit with respect to such Salary
Cap Year (the “Team(s)”), under the Collective Bargaining Agreement
entered into June 28, 2023 (“CBA”), between the Players Association and
the NBA (collectively, the “Audit”). Capitalized terms not defined hereinshall have the meaning ascribed to such terms in the CBA.
1.
The NBA and the Team(s) shall make available
Confidential Information for purposes of the Audit based on the Players
Association’s representation that it (and its employees, officers, Player
Representatives, and outside advisors) shall comply with the terms of thisConfidentiality Agreement at all times during and after the Audit. To that
end, before any employee, officer, Player Representative, or outside advisorof the Players Association may be permitted to review any Confidential
Information, the Players Association shall require such employee, officer,

J-1-2

Exhibit J-1

Player Representative, or outside advisor to agree, in writing (in the form of
acknowledgment annexed hereto), to comply with the terms of thisConfidentiality Agreement, and the Players Association shall promptly
provide copies of such writings to the NBA.
2.
The Players Association shall maintain the absoluteconfidentiality of all Confidential Information at all times and shall notdisclose, disseminate, or provide Confidential Information to any person orentity (including, but not limited to, any NBA players who are not officersof the Players Association and any representative of any player) at any timeor for any purpose, except as permitted herein. The Players Associationagrees that it may use or refer to Confidential Information only during thecourse of the Audit and solely for the purpose of conducting the Audit inaccordance with the terms and conditions of the CBA and thisConfidentiality Agreement, and that Confidential Information may not be
used or referred to by the Players Association, at any time, for any otherpurpose. Notwithstanding the foregoing, or anything else in this letter
agreement, the Players Association may only disclose or provide a summaryof Confidential Information to Player Representatives in aggregate form
without identifying any specific information (e.g., by sponsor).
Notwithstanding anything to the contrary in this Confidentiality Agreement,
the Players Association shall not be deemed to have violated any provision
herein if the Players Association discloses to such third party that the Audit
is being undertaken and that the Players Association is subject to aconfidentiality agreement and, therefore, not permitted to discuss the Audit.
The foregoing shall not foreclose the Players Association from disclosing
Confidential Information during the course of a proceeding before the
System Arbitrator, an appeal to the Appeals Panel of an award of the System
Arbitrator, or a judicial action to enforce any such proceeding or award.
3.
The Players Association shall adopt and implement
such procedures to ensure the confidentiality of Confidential Information
as would be employed by a reasonable and prudent person to safeguard theconfidentiality of his or her own most confidential information, or, if more
stringent, such procedures as are employed for such purposes by the Players
Association for such information. Such procedures shall include, but not belimited to, steps to ensure that: (a) such Confidential Information isdisclosed only to those Players Association employees, officers, outside

Exhibit J-1

J-1-3

advisors, and, subject to the restrictions set forth in Paragraph 2 above,
Player Representatives who have a need to have access to such Confidential
Information and only for the purpose of conducting the Audit in accordancewith the terms of the CBA and this Confidentiality Agreement; and (b)before any such person is permitted to review any Confidential Information,
he or she agrees in writing to comply with the terms of this Confidentiality
Agreement by signing the form of acknowledgment annexed hereto asprovided for in Paragraph 1 above. The foregoing shall not foreclose thePlayers Association from disclosing Confidential Information during thecourse of a proceeding before the System Arbitrator, an appeal to the
Appeals Panel of an award of the System Arbitrator, or a judicial action to
enforce any such proceeding or award.
4.
The Players Association agrees that no copies ofConfidential Information made available by the NBA and the Teams at theirrespective offices in connection with the Audit may be removed from suchoffices without the express written consent of the NBA or the Teams (asapplicable) (for example, in connection with the use of online data rooms topermit access to information provided electronically during the on-site audit
or to respond to information requests). Should the NBA or the Teamspermit copies of Confidential Information to be removed from their offices
in connection with the Audit, then at the request of the NBA, all such copies
shall be returned to the NBA within thirty (30) days following completionof the Audit. Notwithstanding the foregoing, the Players Association shallbe under no obligation to return copies of the final Audit Report or any
debriefing memoranda (except to the extent such memoranda append
contract documents) prepared by the Accountants and provided to thePlayers Association in connection with any audit pursuant to Article VII,
Section 10.
5.
If the Players Association is required bygovernmental or judicial authorities (by oral questions, interrogatories,
requests for information or documents, subpoena, civil investigative
demand, or any other similar process) to disclose any Confidential
Information, it shall provide the NBA and/or the Teams with prompt noticeso that the NBA and/or the Teams may seek an appropriate protective
order. If, in the absence of a protective order, the Players Association is,after giving notice in accordance with the preceding sentence, compelled toJ-1-4

Exhibit J-1

disclose Confidential Information or else stand liable for contempt or suffer
other censure or penalty, the Players Association may disclose only such
Confidential Information as is necessary to avoid such liability without
incurring liability hereunder.
6.
For purposes of this Confidentiality Agreement,“Confidential Information” shall mean all documents, materials, and otherinformation reviewed or made available (whether in written or oral form) in
connection with the Audit (including, without limitation, all documents,
debriefing memoranda, materials, and other information made available byPricewaterhouseCoopers, LLP (“PwC”)), and shall include all excerpts,
extracts, summaries, and contents thereof and notes taken by the Players
Association during the Audit; provided, however that Confidential
Information shall not include information that (a) is or becomes generally
available to the public other than as a result of disclosure by the Players
Association (including Players Association affiliates or representatives),(b) was available to the Players Association prior to its disclosure by theNBA, the Team(s), or PwC (as applicable), or (c) becomes available to thePlayers Association from a source other than the NBA, the Team(s), or
PwC, provided that such source is not bound by a confidentiality agreementwith the NBA, the Teams, the Players Association, or PwC.
7.
The Players Association acknowledges that theterms and conditions contained in this Confidentiality Agreement arereasonable and necessary to protect the legitimate interests of the NBA andthe Teams, do not cause the Players Association undue hardship, and thatany violation of the provisions of this Confidentiality Agreement ordisclosure of any Confidential Information without the NBA’s or theTeams’ (as applicable) prior written consent will result in irreparable injury
to the NBA and/or the Teams for which there is no adequate remedy at law.
Accordingly, in the event of any such violation or disclosure, the NBA
and/or the Teams shall be entitled to preliminary and permanent injunctive
relief from any federal or state court of competent jurisdiction located in
New York, New York, and the Players Association hereby consents to, andwaives any objection to, venue and jurisdiction in such courts. In addition,
the Players Association shall indemnify and hold harmless the NBA and its
member Teams and their respective affiliates, owners, directors, governors,
officers, and employees, and the successors, assigns, and personal

Exhibit J-1

J-1-5

representatives of the foregoing parties (“NBA indemnified parties”), fromand against all liability, damages, and costs (including attorneys’ fees) arisingout of any claim asserted against any NBA indemnified party relating to any
violation of this Confidentiality Agreement by the Players Association,
provided that: (a) such violation resulted from the Players Association’s
negligent or intentional use or disclosure of Confidential Information;(b) the Players Association is given prompt notice of any such claim; (c) the
Players Association has the right to approve counsel and/or has theopportunity to undertake the defense of such claim; and (d) the indemnified
party does not admit liability with respect to and does not settle such claim
without the prior written consent of the Players Association. The Players
Association also agrees that the relief provided for in this Paragraph 7 shallbe cumulative and in addition to any other rights or remedies to which the
NBA and the Teams may be entitled.
8.
This Confidentiality Agreement is the final andcomplete agreement between the parties with respect to its subject matter.
Any waiver of or modification to this Confidentiality Agreement must be ina writing and signed by each party. Any waiver in any particular instance ofthe rights and limitations contained herein shall not be deemed and is notintended to be a general waiver of any rights or limitations contained hereinand shall not operate as a waiver beyond the particular instance.
9.
This Confidentiality Agreement shall be governed byand construed and enforced in accordance with the laws of the State of New
York, without giving effect to the principles of conflicts of law thereof.

J-1-6

Exhibit J-1

If the foregoing coincides with your understanding of our agreement,
please sign the this letter in the space provided below.
Sincerely,
NATIONAL BASKETBALL ASSOCIATION
By:__________________________AGREED TO AND ACCEPTED:NATIONAL BASKETBALL PLAYERS
ASSOCIATION
By:_____________________________

Exhibit J-2

J-2-1

EXHIBIT J-2
LETTER AGREEMENT REGARDING ACCOUNTINGPROCEDURES
June 28, 2023
Tamika Tremaglio
Executive Director
National Basketball Players Association
1133 Avenue of the Americas
New York, New York 10036
Dear Tamika:
This will confirm our agreement that the attached accounting procedures
are the procedures that will be in effect for purposes of Article VII, Section 10of the Collective Bargaining Agreement entered into on June 28, 2023, unlesssuch procedures shall be modified by agreement of the parties.
If the foregoing coincides with your understanding of our agreement,
please sign this letter in the space provided below.
Sincerely,/s/ RICHARD W. BUCHANAN
Richard W. Buchanan
AGREED TO AND ACCEPTED:NATIONAL BASKETBALL PLAYERS ASSOCIATION
By: /s/ TAMIKA TREMAGLIO
Tamika Tremaglio
Executive Director

J-2-2

Exhibit J-2
Minimum Procedures to Be Provided by the Accountants

General•The Audit Report (and any Interim Audit Report or Interim Escrow
Audit Report) must be prepared in accordance with the relevant termsof the Collective Bargaining Agreement (“CBA”), which should be
reviewed and understood by all auditors.

•

The Basketball Related Income Reporting Package and instructions
should be reviewed and understood by all auditors.

•

All audit workpapers should be made available for review byrepresentatives of the NBA and Players Association prior to issuanceof the report.

•

A summary of all audit findings (including any unusual or nonrecurring transactions) and proposed adjustments must be jointly
reviewed with representatives of the NBA and Players Association
prior to issuance of the report.

•

Any problems or questions raised during the audit should be resolved
jointly with representatives of the NBA and Players Association (or by
the Accountants, to the extent called for under the CBA).

•

All estimates should be reviewed in accordance with the CBA.
Estimates are to be reviewed based upon the previous year’s actual
results and current year activity. All estimates should be confirmedwith third parties when possible.

•

Revenue and expense amounts that have been estimated should bereconfirmed with the controller or other team representatives prior to
the issuance of the Audit Report on or before the last day of theMoratorium Period.

•

Where appropriate, team and NBA revenues and expenses should bereconciled to audited financial statements.

Exhibit J-2

J-2-3

•

All reporting packages and supporting schedules are to be completed
in U.S. dollars.

•

The Auditors may consider, but are not bound by, the value attributed
to or treatment of revenue or expense items in prior years.

•

Auditors should be aware of revenues excluded from BRI. The Teams
should be instructed to make available to the Auditors all informationnecessary to determine categories of revenues they have excluded from
BRI. Questions regarding whether revenues or expenses areincludable or excludable from BRI should be reviewed with bothparties to determine proper treatment. Auditors should perform areview for revenues improperly excluded from, or included in, BRI.

Team Salaries•

Trace amounts to the team’s general ledger or other supporting
documentation for agreement.

•

Foot all schedules and perform other clerical tests.

•

Examine an appropriate sample of player contracts, noting agreementof all salary amounts, in accordance with the definition of Salary in the
CBA.

•

Compare player names with all player lists for the season in question.

•

Inquire of controller or other representative of each team if any
additional compensation was paid to players and not included on theschedule, and, if so, whether or not such amounts were paid forbasketball services. Also inquire if any business arrangements wereentered into by the team or team affiliate with players or their affiliates,
including with retired players who played for the team within the past
five (5) years.

•

Review performance bonuses to determine whether such bonuses
were actually earned for such season.

J-2-4

Exhibit J-2•

Review signing bonuses to determine if they have been properly
allocated in accordance with the terms of the CBA.

•

Confirm that, where provided in the CBA, certain contracts have been
averaged.

Benefits•

Trace amounts to the team’s general ledger or other supporting
documentation for agreement.

•

Foot all schedules and perform other clerical tests.

•

Investigate variations in amounts from the prior year throughdiscussion with the controller or other representative of the team.

•

Review each team’s insurance expenses for premium credits (refunds)
received from Planet Insurance Ltd. (owned by Teams) and theplayers’ medical and dental insurance carriers (amounts can beobtained from League Office).

•

Review League Office supporting documentation with respect to
Benefits.

Basketball Related Income•

Trace amounts to team’s general ledger or other supporting
documentation for agreement.

•

Foot all schedules and perform other clerical tests.

•

Trace gate receipts to general ledger and test supporting
documentation where appropriate.

•

Gate receipts should be reviewed and reconciled to League Office gate
receipts summary.

•

Verify amounts reported as luxury suite revenues with supporting
documentation from the entity that sold, leased, or licensed such
luxury suites.

Exhibit J-2

J-2-5

•

Verify amounts reported as complimentary tickets and tickets tradedfor goods or services with supporting documentation from the team.

•Trace amounts reported for novelties and concessions, game parking,game programs, Team sponsorships and promotions, arena signage,
and arena club sales to general ledgers and test supporting
documentation where appropriate.

•

Where reported amounts include proceeds received by a Related Party,
verify the amounts reported with supporting documentation from theRelated Party.

•

Examine the National Television and Cable contracts at the League
Office, and agree to amounts reported.

•

Review, at League Office, expenses deducted from the National
contracts in accordance with the terms of the CBA. Review
supporting documentation and test where applicable.

•

Examine local television, local cable, and local radio contracts. Verify
to amounts reported by teams.

•

When local broadcast revenues are not verifiable by reviewing acontract, detailed supporting documentation should be reviewed andtested.

•All loans, advances, bonuses, etc. received by the League Office or its
teams should be noted in the report and included in BRI whereappropriate.

•

Schedules of NBA Radio, NBA TV, international broadcast, NBA
Media Ventures, copyright royalty revenues and expenses should beobtained from the NBA. Schedules should be verified by agreeing to
general ledgers and examining supporting documentation whereapplicable.

•

Schedules of revenues and expenses reported by Properties forsponsorship, NBA related revenues from NBA Entertainment, andNBA Special Events should be obtained from the NBA. Schedules

J-2-6

Exhibit J-2
should be verified by agreeing to general ledgers and examining
supporting documentation where applicable.

•

Net exhibition revenues and expenses should be verified to supporting
documentation where appropriate.

•

All amounts of other revenues should be reviewed for proper
inclusion/exclusion in BRI. Test appropriateness of balances whereappropriate.

•

Determine the ratio of expenses to revenues for those categories ofproceeds that come within the provisions of Article VII,
Section 1(a)(6) of the CBA and determine the extent to which
expenses should be disallowed, if at all, pursuant to the provisions ofthat Section.

Playoff Revenues•

All sources of playoff revenues and expenses should be verified per
the procedure outlined for Basketball Related Income.

•

Because of the late timing of the Playoffs, special attention should begiven to revenue and expense estimates.

•

Playoff gate receipts should be recorded net of Taxes. Payments madeto the Playoff Pool should not be deducted. Odd game payments
should not be either deducted by the paying team or recorded by thereceiving team.

•

Other playoff expenses should be reviewed in accordance with theterms of the CBA.

•Team expenses paid by the League Playoff Pool, including travel
expenses, should not be deducted by teams.

•

Review League Office supporting documentation as to expenses
deducted from the Playoff Pool.

Exhibit J-2

J-2-7

Related Party Transactions•

Inquire of the controller or other representative of the team what, if
any, Related Parties exist, and discuss with the parties what, if any,amounts should be included in BRI.

•

Review information provided as to the team’s Related Parties andrevenues that arise from Related Party transactions, and request
supporting details where appropriate.

•

Any revenue from a Related Party should be reviewed with bothparties to determine proper treatment under the CBA.

•

Request that details be provided, where appropriate.

•

Prepare a summary of any changes, corrections, or additions toRelated Party information previously reported.