Related Party Transactions and Outside Related Director Information

Ultimate Software Group, Inc. (The) (ULTI)

4/14/2006 Proxy Information

Mr. James A. FitzPatrick, Jr. is a partner in the law firm Dewey Ballantine LLP, which provides legal services to the Company.

Mr. Scherr is the brother of Scott Scherr, Chairman of the Board, President and Chief Executive Officer of the Company.

Scott Scherr is the brother of Marc Scherr, the Vice Chairman of the Board of the Company, and the father-in-law of Adam Rogers, Senior Vice President of Development.