Extract to table

" RECITALS WHEREAS, BCS has developed and owns the proprietary BrightEdge IoT Platform, consisting of (i) the BrightEdge SaaS subscription software (cloud-hosted analytics and dashboard), (ii) BrightEdge Edge Firmware (embedded software loaded onto BCS hardware modules), and (iii) BCS Model BE-400 and BE-600 sensor hardware modules (collectively, the "Licensed Technology"); WHEREAS, BCS is engaged in the business of providing enterprise IoT platform solutions combining SaaS analytics dashboards, edge-computing firmware, and proprietary sensor hardware modules for industrial applications; WHEREAS, Vantage is engaged in the design, manufacture, and distribution of programmable logic controllers, SCADA interfaces, and industrial automation hardware to enterprise and mid-market manufacturers across North America; WHEREAS, Vantage desires to embed the Licensed Technology into Vantage's product line and resell the combined solution to end-users, and BCS desires to grant Vantage such rights, subject to the terms and conditions of this Agreement; NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: ARTICLE 1 — DEFINITIONS As used in this Agreement, the following terms shall have the meanings set forth below

Capitalized terms used but not defined in this Article 1 shall have the meanings ascribed to them elsewhere in this Agreement

For the avoidance of doubt, the Net Resale Price shall not include amounts invoiced by Vantage for Vantage's own products or services that are bundled with the Combined Product

Vantage shall not hold itself out as an agent of BCS or make any commitments or representations on behalf of BCS, except as expressly authorized in writing by BCS

Notwithstanding the foregoing, BCS agrees that, during the Initial Term, BCS shall not appoint more than four (4) additional OEM resellers in the industrial automation vertical within the Territory (the "Limited Exclusivity Covenant")

The Limited Exclusivity Covenant shall expire at the end of the Initial Term and shall not apply during any Renewal Term unless the Parties otherwise agree in writing