Terms Agreement, dated as of

To:			United States Cellular Corporation
			8410 West Bryn Mawr Avenue
			Chicago, Illinois 60631

    

Ladies and Gentlemen:

We understand that United States Cellular Corporation, a Delaware corporation (the “Company”), proposes to issue and sell $500,000,000 aggregate principal amount of its senior debt securities (the “Securities”) (such senior debt securities also being hereinafter referred to as the “Underwritten Securities”). Subject to the terms and conditions set forth or incorporated by reference herein, we the underwriters named below (the “Underwriters”) offer to purchase, severally and not jointly, the principal amount of Underwritten Securities opposite our respective names set forth below at the purchase price set forth below.

The Underwritten Securities shall have the following terms:

All of the provisions contained in the document attached as Annex I hereto entitled “UNITED STATES CELLULAR CORPORATION — Debt Securities — Final Term Sheet” as was filed with the Securities and Exchange Commission on May 10, 2021, and the document attached as Annex II hereto entitled “UNITED STATES CELLULAR CORPORATION — Debt Securities — Underwriting Agreement” are hereby incorporated by reference in their entirety herein and shall be deemed to be a part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Terms defined in such document which are not defined herein are used herein as therein defined.

Please accept this offer no later than five o’clock P.M. (New York City time) on May 10, 2021 by signing a copy of this Terms Agreement in the space set forth below and returning the signed copy to us.

(To Prospectus dated December 22, 2020 and

Preliminary Prospectus Supplement Dated May 10, 2021)