Common use of Certain Business Activities Clause in Contracts

Certain Business Activities. (i) Subject to Section 4.03(b) and any contractual obligations by which the Company or any or all of the Members may be bound from time to time, none of the Members nor any of their Affiliates shall have a duty to refrain from engaging directly or indirectly, in the same or similar business activities or lines of business as the Company or any of the Company’s Affiliates, including those business activities or lines of business deemed to be competing with the Company or any of the Company’s Affiliates. To the fullest extent permitted by law none of the Members nor any of their Affiliates, nor any of their respective officers or directors, shall be liable to the Company or its Members, or to any Affiliate of the Company or such Affiliates stockholders or members, for breach of any fiduciary duty, solely by reason of any such activities of any Member or its Affiliates, or of the participation therein by any officer or director of any Member or its Affiliates. (ii) To the fullest extent permitted by law, but subject to any contractual obligations by which the Company or any or all of the Members may be bound from time to time, none of the Members nor any of its Affiliates shall have a duty to refrain from doing business with any client, customer or vendor of the Company or any of the Company’s Affiliates, and without limiting Section 4.03(b), none of the Members nor any of their Affiliates nor any of their respective officers, directors or employees shall be deemed to have breached his, her or its fiduciary duties, if any, to the Company or its Members or to any Affiliate of the Company or such Affiliate’s stockholders or members solely by reason of engaging in any such activity. Any member of the board of Evolent Health, Inc. nominated by a Member pursuant to the Stockholders Agreement may consider both the interests of such Member and such Member’s obligations hereunder in exercising such board member’s powers, rights and duties hereunder and as a director of the Managing Member.

Certain Business Activities. (i) Subject to Section 4.03(b4.03(c) and any contractual obligations by which the Company or any or all of the Members may be bound from time to time, none of the Members nor any of their Affiliates shall have a duty to refrain from engaging engaging, directly or indirectly, in the same or similar business activities or lines of business as the Company or any of the Company’s Affiliates, including those business activities or lines of business deemed to be competing with the Company or any of the Company’s Affiliates. To the fullest extent permitted by law law, none of the Members nor any of their Affiliates, nor any of their respective officers or directors, shall be liable to the Company or its Members, or to any Affiliate of the Company or such Affiliates stockholders or members, for breach of any fiduciary duty, solely by reason of any such activities of any Member or its Affiliates, or of the participation therein by any officer or director of any Member or its Affiliates. (ii) To the fullest extent permitted by law, but subject to any contractual obligations by which the Company or any or all of the Members may be bound from time to time, none of the Members nor any of its Affiliates shall have a duty to refrain from doing business with any client, customer or vendor of the Company or any of the Company’s Affiliates, and without limiting Section 4.03(b4.03(c), none of the Members nor any of their Affiliates nor any of their respective officers, directors or employees shall be deemed to have breached his, her or its fiduciary duties, if any, to the Company or its Members or to any Affiliate of the Company or such Affiliate’s stockholders or members solely by reason of engaging in any such activity. Any member director of the board of Evolent Health, Inc. Pubco nominated by a Member or its applicable Affiliate pursuant to the Stockholders Agreement may consider both the interests of such Member and such Member’s obligations hereunder in exercising such board memberdirector’s powers, rights and duties hereunder and as a director of Pubco, the sole stockholder of the Managing Member.

Certain Business Activities. (i) Subject to Section 4.03(b6.10(c) and any contractual obligations by which the Company or any or all of the Members Significant Securityholders may be bound from time to time, none of the Members Significant Securityholders nor any of their Affiliates affiliates shall have a duty to refrain from engaging engaging, directly or indirectly, in the same or similar business activities or lines of business as the Company or any of the Company’s Affiliatesaffiliates, including those business activities or lines of business deemed to be competing with the Company or any of the Company’s Affiliatesaffiliates. To the fullest extent permitted by law none of the Members Significant Securityholders nor any of their Affiliatesaffiliates, nor any of their respective officers or directors, shall be liable to the Company or its Members, or to any Affiliate affiliate of the Company or such Affiliates affiliate’s stockholders or members, for breach of any fiduciary duty, solely by reason of any such activities of any Member Significant Securityholder or its Affiliatesaffiliates, or of the participation therein by any officer or director of any Member Significant Securityholder or its Affiliatesaffiliates. (ii) To the fullest extent permitted by law, but subject to any contractual obligations by which the Company or any or all of the Members Significant Securityholders may be bound from time to time, none of the Members Significant Securityholders nor any of its Affiliates affiliates shall have a duty to refrain from doing business with any client, customer or vendor of the Company or any of the Company’s Affiliatesaffiliates, and without limiting Section 4.03(b6.10(c), none of the Members Significant Securityholders nor any of their Affiliates affiliates nor any of their respective officers, directors or employees shall be deemed to have breached his, her or its fiduciary duties, if any, to the Company or its Members or to any Affiliate affiliate of the Company or such Affiliateaffiliate’s stockholders or members solely by reason of engaging in any such activity. Any member of the board of Evolent Health, Inc. nominated by a Member pursuant to the Stockholders Agreement may consider both the interests of such Member and such Member’s obligations hereunder in exercising such board member’s powers, rights and duties hereunder and as a director of the Managing Member.