^+1 to Nw333. Not to mention, the 680 is a very overpriced card for its performance.
Do you really need the UP5? The only real difference of it from other cheaper models is the Thunderbolt feature.
Everything looks great actually.
Some would probably say drop the 16gb to 8gb if this is just for gaming(I would), but you're way under your original budget anyway so keep it if you like.
I'll honest to you, I struggle a lot to find a good motherboard for my needs and based on the latest reviews, I choose the gigabyte (beside my interest as some point to add a hackintosh option on my dual boot). My other option was Sabertooth Z77 or the Gigabyte UP4 version.
Regarding the memory, I just want to max out the dual channel with the high available memory to not have worries later and just at 2 more sticks.
If silence is where you want to go, the thing you have to change is swap every fan in the system for low rpm, high airflow fans. the low rpm versions of the Scythe Gentle Typhoons. This includes looking for a better fan for the HSF as well for a push/pull configuration for maximum cooling performance.