Terms and Conditions for ConnectHQ
Effective Date: September 19, 2017
These terms and conditions are in addition to the terms and conditions of your Wireless Services Agreement (as defined below) with U.S. Cellular. U.S. Cellular reserves the right to update and modify the Web Portal and these Terms without notice. You agree to provide U.S. Cellular with current, accurate, and complete information required for using the ConnectHQ Web Portal, which may include your e-mail address, name, phone number, account number, MEID, account PIN and your password and reminder question(s). You agree to notify U.S. Cellular immediately of any changes in your registration data. You are responsible for updating your e-mail address. If your e-mail address is not current or your phone number is not text messaging enabled you may not receive any notices, such as notices of account changes. After you complete your ConnectHQ Web Portal registration you are solely responsible for maintaining the confidentiality of your password(s) and security information such as your login and reminder question(s). If you believe your password or security information has been lost or stolen, call us immediately at 1-800-819-9373.
IF ANY PROVISION OF THESE TERMS CONFLICTS WITH ANY PROVISION IN YOUR WIRELESS SERVICES AGREEMENT WITH U.S. CELLULAR, THE PROVISION OF YOUR WIRELESS SERVICES AGREEMENT WITH U.S. CELLULAR WILL PREVAIL.
1. Parties and Definitions.
A. Parties. The parties to these Terms are USCC Services, LLC, for itself and as agent for and on behalf of its Affiliates (collectively, “USCC”), and you, meaning the legal entity signing up for the Web Services. All references to “we”, “us” or “our” and to this “website” or this “site” shall be construed to mean U.S. Cellular and the Portal (as defined below), respectively. All references to “you”, “your”, or “User” shall be construed to mean you and all of your employees and agents whom you allow to be users of the Portal or the Web Services.
B. Definitions. The following defined terms are used in these Terms:
i. Affiliates shall be comprised of: (a) each entity that USCC Services, LLC’s parent company United States Cellular Corporation (“U.S. Cellular Corp.”) directly or indirectly owns or controls; (b) each entity which is an FCC licensee and: (i) with which U.S. Cellular Corp. directly or indirectly has a management agreement; or (ii) U.S. Cellular Corp. directly or indirectly controls the general partner of such licensee entity; and (c) U.S. Cellular Corp.’s parent company Telephone and Data Systems, Inc. and each entity, other than U.S. Cellular Corp., that Telephone and Data Systems, Inc. directly or indirectly owns or controls.
ii. Business Solutions Services has the meaning set forth in your Wireless Services Agreement.
iii. Confidential Information means the Content, but excluding Your Data.
iv. Content means all of the information available to you on the Portal, including reports regarding the IoT Devices and the Wireless Services.
v. IoT Device means a device that operates on the U.S. Cellular network and which you provision on the Portal.
vi. MDN means mobile device number.
vii. MRC means monthly recurring charge.
viii. Portal means the web-based customer portal service of U.S. Cellular known as ConnectHQ, which provides Users with secure web access to self-manage IoT Device states and other features.
ix. Privacy Statement means U.S. Cellular’s Privacy Statement located on www.uscellular.com.
x. Term means the period during which you obtain Wireless Services from U.S. Cellular, unless U.S. Cellular terminates your access to the Web Services earlier in accordance with these Terms.
xi. U.S. Cellular Services means the Web Services and the Wireless Services.
xii. Web Services are those services offered to you on the Portal, including, but not limited to, IoT Device management, provisioning, billing management and traffic monitoring.
xiii. Wireless Services means the Business Solutions Services and other wireless services provided by U.S. Cellular to you.
xiv. Wireless Services Agreement means the agreement between you and U.S. Cellular governing your purchase and use of the Wireless Services.
xv. Your Data means any data that you enter into your account on the Portal.
2. Portal Description. The Portal is U.S. Cellular’s self-service device management platform that you may use to manage your IoT Devices and Business Solutions Services. The Portal allows you to self-manage device states, including, without limitation: initial provisioning; activation (either manually or automatically); suspension; un-suspension (either manually or automatically); cancellation; and re-activation of previously cancelled IoT Devices. Additionally, the Portal allows you to self-manage and control device usage through tools such as usage alerts and usage block triggers, and to run various reports, including reports containing detailed billing records at the individual IoT Device and group levels (excludes taxes and applicable credits and discounts); detailed usage (data and SMS text) reporting at the individual IoT Device and group levels; and reports containing a monthly billing summary (excluding taxes and applicable credits and discounts).
3. Provisioning on the Portal. In order for you to provision devices onto the Portal, you must utilize devices that contain an electronic serial number (ESN), integrated circuit card identifier (ICCID), mobile equipment identifier (MEID), or international mobile subscriber identity (IMSI).
4. Portal Migrations. With U.S. Cellular’s prior written approval, which can be withheld in U.S. Cellular’s sole discretion, you may migrate devices that have been activated on the U.S. Cellular network to the Portal. U.S. Cellular will conduct a financial and technical review for feasibility prior to approval. If a migration is approved, you will be responsible for additional costs and will be responsible for providing technical support to U.S. Cellular to accomplish the migration. You understand that there are inherent risks in performing migrations, and you agree that U.S. Cellular is not liable or responsible for any problems arising from the migration, including without limitation, devices that fail to migrate or that fail to function post-migration.
5. IoT Device State Management. After you have initially provisioned an IoT Device (at which point the IoT Device is in the Provisioned State (as defined below)), you may leave the IoT Device in the Provisioned State or set the IoT Device to one of the other three device states described below:
A. Provisioned State . An IoT Device in the “Provisioned State” has been registered, and can pass traffic, on the U.S. Cellular network. An IoT Device remains in the Provisioned State until (i) you move it to the Active-Billed State or Deactivated/Cancelled State, or (ii) the IoT Device exceeds the time-based or usage-based thresholds set out in your Wireless Services Agreement. If an IoT Device exceeds the time-based or usage-based thresholds set out in your Wireless Services Agreement for devices in the Provisioned State, the IoT Device will be switched automatically to the Active-Billed State and U.S. Cellular will begin charging you the applicable rate plan MRC set out in the Wireless Service Agreement. U.S. Cellular will charge you for actual data usage (up to the defined threshold amount) by IoT Devices in the Provisioned State at the overage rates specified in the selected rate plan in your Wireless Services Agreement. Once an IoT Device leaves the Provisioned State, you may not move the device back to the Provisioned State. Instead, the IoT Device must be in one of the other three states set forth in this Section 5, or must be cancelled and re-provisioned. If an IoT Device is re-provisioned within 60 days following cancellation, the IoT Device may be re-provisioned with the prior MDN. If an IoT Device is re-provisioned more than 60 days following cancellation, the IoT Device must be re-provisioned with a new MDN.
B. Active-Billed State . An IoT Device in the “Active-Billed State” is visible and operating on the U.S. Cellular network. U.S. Cellular will charge the applicable rate plan MRC set out in your Wireless Services Agreement for an IoT Device while it is in the Active-Billed State.
C. Suspended State . An IoT Device in the “Suspended State” is visible, and can pass traffic, on the U.S. Cellular network. While an IoT Device is in the Suspended State, U.S. Cellular will charge you those charges specified in your Wireless Services Agreement. If an IoT Device exceeds the time-based or usage-based thresholds set out in your Wireless Services Agreement for devices in the Suspended State, the IoT Device will be switched automatically to the Active-Billed State and U.S. Cellular will begin charging you the applicable rate plan MRC as set out in your Wireless Services Agreement.
D. Deactivated/Cancelled State . An IoT Device in the “Deactivated/Cancelled State” is no longer registered, and cannot transmit data, on the U.S. Cellular network. If an IoT Device in the Deactivated/Cancelled State was activated on a rate plan that includes data pooling, then the device’s unused data will remain in the data pool until the subsequent billing period.
6. Fees. There are no fees charged by U.S. Cellular for you to access the Portal and the Web Services. However, your Wireless Services Agreement will contain the applicable fees and charges related to your provisioning of IoT Devices on the Portal. Each time an IoT Device is changed from one state to another, U.S. Cellular may charge a per event fee as described below.
A. Activation Fee . U.S. Cellular may assess an Activation Fee when an IoT Device first enters the Active-Billed State from any other state.
B. Suspend Fee . U.S. Cellular may assess a Suspend Fee when an IoT Device enters the Suspended State from either the Provisioned State or the Active-Billed State.
C. Un-Suspend Fee . U.S. Cellular may assess an Un-Suspend Fee when an IoT Device enters the Active-Billed State from the Suspended State.
D. De-Activation Fee . U.S. Cellular may assess a De-Activation Fee when an IoT Device enters the Deactivated/Cancelled State from any other state.
7. Invoice and Billing Information.
A. In General . You can access IoT Device-level rating and billing information in the Portal (via reporting). The Portal records usage and state changes based on Greenwich Mean Time (GMT). Data usage is rounded up to the next whole kilobyte. Rounding may occur at the end of each data session (or less frequently if determined by U.S. Cellular in its sole discretion).
B. Invoices . You will receive a monthly summary invoice relating to the IoT Devices provisioned through the Portal. Your bill cycle for IoT Devices provisioned on the Portal may be different than your bill cycle for other Wireless Services provided by U.S. Cellular. Payment due dates are determined based on the invoice generation date, and not based on the prior month’s end date. U.S. Cellular will prorate the IoT Device’s applicable rate plan MRC based on the number of days that the IoT Device is in the Active-Billed State during the prior month.
C. Third-Party Applications . You may enable third-party applications on IoT Devices, or may manage IoT Devices via a hosted third-party application. These applications may cause the IoT Device to transmit more data than you anticipated. You are responsible for all data usage charges incurred by IoT Devices, even if due to a third-party application. U.S. Cellular recommends that you fully understand any third-party application’s expected data usage so that you select the appropriate U.S. Cellular rate plan for your IoT Devices.
D. Other Functions . If you use functions outside of those listed in these Terms, and U.S. Cellular incurs expenses due to your actions, U.S. Cellular will pass-through those expenses to you, and you agree to pay those expenses.
8. MDN Porting. U.S. Cellular does not support porting of MDN’s for IoT Devices to other carriers.
9. Modification of Terms.
10. License and Restrictions.
A. License. Subject to these Terms and our Privacy Statement, you are granted the limited, personal, non-exclusive, revocable, non-transferable and worldwide right to use this site and the Web Services during the Term, only for your own internal business purposes.
B. Restrictions. Users agree not to access (or attempt to access) the Web Services by any means other than through the interfaces we provide, unless you have been specifically allowed to do so in a separate agreement signed by U.S. Cellular. You agree not to access (or attempt to access) the site or the Web Services through any automated means (including use of scripts or web crawlers), and you agree to comply with the instructions set out at the site or in the Web Services. You agree not to:
i. resell, copy or otherwise exploit the site or the Web Services;
ii. modify or make derivative works based on the site or the Web Services;
iii. share or otherwise distribute any information about the operation of the U.S. Cellular network or any U.S. Cellular Services to any third parties;
iv. bypass or circumvent measures U.S. Cellular may use to prevent, interfere or limit access to the Web Services or the U.S. Cellular network;
v. use the Web Services to access the accounts of any other users or to intercept, collect or store personal information about other users or their customers;
vi. decompile, disassemble or reverse engineer any of the software or content used in any part of the Web Services or the U.S. Cellular network;
vii. take or permit any actions that you know or reasonably ought to know may overload or crash the Web Services or any U.S. Cellular server or network;
viii. engage in excessively high volume data transfers or bandwidth use, including without limitation by hosting a webserver, internet relay, chat server or any other server via any use of the Web Services;
ix. “frame” or “mirror” the site, the Web Services or Content on any other server or Internet-enabled device unless specifically authorized in writing by U.S. Cellular; or
x. use the Web Services to infringe the copyrights or intellectual property rights of others.
C. User Access. U.S. Cellular may limit the number of times you can visit or log into the Portal within a certain period of time. U.S. Cellular also reserves the right, in our sole discretion, to suspend or terminate your access to the Portal, or any portion thereof, at any time, without notice if you are in breach of these Terms or any term of your Wireless Services Agreement.
D. User Accounts. You agree that it is your sole responsibility to safeguard all usernames and passwords and other access credentials for your personnel who have access to the Web Services and to limit access to your authorized personnel. You agree to accept responsibility for all activities that occur using your usernames or passwords. You are required to establish account logins for your personnel in accordance with U.S. Cellular policies including, if required, providing the legal full name, valid email address, and any other information requested for each person for whom a login is created. If U.S. Cellular believes that your information is incorrect or incomplete or that a security breach relating to your account has occurred or is likely to occur, U.S. Cellular may prevent you from accessing the Portal, terminate or suspend your account on the Portal, or otherwise limit or restrict your access to the Web Services. If you believe that the security of such access credentials has been compromised, you agree to notify U.S. Cellular immediately and to cooperate in the resetting of any such access credentials. U.S. Cellular cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
E. Support. You will be entitled to technical support in connection with your use of the Portal and the Web Services. You can reach technical support by calling 1-800-819-9373.
F. Access Conditioned on Payment. Your continuing access to the Web Services will be conditioned upon receipt of payment on the terms set forth in your Wireless Services Agreement with U.S. Cellular. If you fail to remit payment when due, we may block your access to the site and suspend your access to the Web Services, in our discretion, until payment is received.
G. Reservation of Rights. All rights not expressly granted in these Terms are reserved by us and third parties who provide us with services, intellectual property and other rights related to the Portal.
A. No illegal, harmful or offensive content or use: you may not use, or encourage, promote, facilitate or instruct others to use the Web Services or the Portal for any illegal, harmful or offensive use, or to transmit, store, display, distribute or otherwise make available content that is illegal, harmful, or offensive.
B. No security violations: you may not use the Web Services or the Portal to violate the security or integrity of any network, computer or communications system, software application, or network or computing device.
C. No network abuse: you may not make network connections to any users, hosts, or networks unless you have permission to communicate with them.
D. No e-mail or other message abuse: you will not use the Web Services or the Portal directly or indirectly to distribute, publish, send, or facilitate the sending of unsolicited mass e-mail, SMS or other messages, promotions, advertising, or solicitations (like “spam”), including commercial advertising and informational announcements. You will not alter or obscure mail or message headers or assume a sender’s identity without the sender’s explicit permission. You will not collect replies to messages sent from another internet service provider if those messages violate these Terms or the acceptable use policy of that provider.
12. Monitoring and Enforcement.
A. U.S. Cellular reserves the right, but not the obligation, to monitor your access and use of the Web Services or the Portal without notification to you. We may record or log your use. We reserve the right, but do not assume the obligation, to investigate any violation of these Terms or misuse of the Web Services or the Portal. We may:
i. with or without notice to you, remove, disable access to, or modify any content or resource that violates these Terms or any other agreement we have with you for use of the Web Services;
ii. take any lawful steps to enforce these Terms or any other agreement we have with you for use of the Web Services; and/or
iii. report any activity that we suspect violates any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties, including, but not limited to, disclosing appropriate customer information, as provided in our Privacy Statement.
B. We may also cooperate with law enforcement agencies, regulators or other appropriate third parties to help with investigation and prosecution of illegal conduct by providing network and systems information related to alleged violations of these Terms.
A. The Web Services will send you e-mails and/or text messages regarding your U.S. Cellular account and the U.S. Cellular Services from time to time. Some notifications are mandatory as a condition of your use of the Web Services and in some instances it is required by federal regulation. If you fail to check your e-mail or text messages or if you deactivate your specific e-mail account or wireless phone number, you may miss important information regarding your U.S. Cellular account on the Portal or the U.S. Cellular Services.
B. Notifications from the Portal may be delayed and are not accurate up to the second they are sent. Therefore, you are responsible for monitoring your account on the Portal and your U.S. Cellular Services and IoT Devices at all times.
C. We may use the e-mail address that you provide on the Portal for promotion and marketing, unless you opt out of receiving these e-mails.
A. Ownership of Intellectual Property Rights in Web Services. We and/or third party service providers own all of the intellectual property rights relating to the Web Services and the Portal, including, but not limited to, copyrights, patents, trademarks, trade secrets and other rights relating to the Web Services and the Portal protected under United States laws and international treaties.
B. Ownership of Your Data; Deletion of Your Data. As between you and U.S. Cellular, you will own Your Data. By agreeing to these Terms or making use of the Web Services to store or handle any of Your Data, you represent to us that in doing so you are not violating any intellectual property interest of any other person or any laws of any jurisdiction to which Your Data may be subject. The foregoing notwithstanding, upon termination of your use of the Web Services, we will have the right, in our sole discretion, to delete or otherwise destroy Your Data and any Content relating to your IoT Devices or U.S. Cellular Services residing on our servers, backups and storage devices.
C. Trademarks. U.S. Cellular and the U.S. Cellular logo are registered trademarks of U.S. Cellular. All other trademarks appearing on the Portal are the registered and unregistered trademarks of their respective holders. You may not use any trademark or service mark appearing on the Portal without the prior written consent of U.S. Cellular or the owner of the mark.
15. Warranty Disclaimer. EXCEPT AS MAY BE PROVIDED IN ANY SEPARATE WRITTEN AGREEMENTS SIGNED BY YOU AND US, THE WEB SERVICES ARE PROVIDED “AS-IS”, AND WE DO NOT MAKE ANY REPRESENTATION OR WARRANTY WITH RESPECT TO THE WEB SERVICES. ALL DISCLAIMERS OF WARRANTIES SET FORTH IN YOUR WIRELESS SERVICES AGREEMENT ARE APPLICABLE TO THE WEB SERVICES AND THE PORTAL. SUCH DISCLAIMERS ARE INCORPORATED IN THEIR ENTIRETY INTO THESE TERMS BY THIS REFERENCE.
16. Limitation of Liability. THE LIMITATION OF LIABILITY PROVISIONS SET FORTH IN YOUR WIRELESS SERVICES AGREEMENT ARE APPLICABLE TO THE WEB SERVICES AND THE PORTAL. SUCH LIMITATIONS ARE INCORPORATED IN THEIR ENTIRETY INTO THESE TERMS BY THIS REFERENCE. IN ADDITION, U.S. Cellular is not responsible for any IOT Devices that become inoperable due to YOUR noncompliance with applicable laws, regulations, or rules.
17. Links to the Web Services. You may create links to the Web Services for access only by your authorized users.
19. Electronic Communications. You agree that this electronic document and any other electronic document, notice, or other communication that we provide to you meets any legal requirement that such communication be in writing.
20. Dispute Resolution. Any disputes arising out of these Terms, the Web Services or the Portal shall be governed by the dispute resolution provision(s) set forth in your Wireless Services Agreement (such as any mandatory binding arbitration provision).
21. Controlling Law. These Terms shall be governed by, construed and enforced in accordance with the laws of the State of Illinois.
22. Force Majeure. We shall not be liable for damages for any delay or failure of delivery of the Web Services arising out of causes beyond our reasonable control and without our fault or negligence, including, but not limited to, acts of God, acts of civil or military authority, fires, riots, wars, embargoes, internet disruptions, hacker attacks, or communications failures.
23. Privacy. U.S. Cellular respects the privacy of our customers. Please review our Privacy Statement which also governs your use of the Web Services, and explains our policies for the collection, use and sharing of Confidential Personal Information. Please see our Privacy Statement on www.uscellular.com for more information. By using the Web Services, you consent to U.S. Cellular providing your Confidential Personal Information to third party vendors, suppliers and affiliates solely for the purposes described in our Privacy Statement.
24. Confidential Information. The Confidential Information of U.S. Cellular shall only be used by you for purposes of using the Web Services. You should hold the Confidential Information in confidence and not disclose it to any third party, accept that you may disclose it to any employee, subcontractor or agent of yours that needs to know the Confidential Information for purposes of your use of the Web Services.
25. Miscellaneous. These Terms and your Wireless Services Agreement constitute the entire agreement between us relating to your use of the Web Services and the Portal. These Terms may be amended only by mutual written agreement of authorized representatives of both you and U.S. Cellular. If any part of these Terms is determined to be invalid or unenforceable for any reason under relevant law, then that part will be deemed replaced with a valid, enforceable provision that most closely matches the intent of the original provision and the remaining Terms will continue in full force and effect. U.S. Cellular’s failure to enforce strict performance of any part of these Terms does not waive any of our rights. U.S. Cellular may assign its rights and duties under these Terms to any party at any time.