From the Wikipedia page: In academic circles it has been argued that, under certain circumstances, these clauses are not economically efficient in that the par

From the Wikipedia page: In academic circles it has been argued that, under certain circumstances, these clauses are not economically efficient in that the partner who values the company most is not always the one that ends up buying the company. De Frutos and Kittsteiner suggest in their paper that in order to ensure an efficient outcome, there should not be a contractual obligation for the party who triggers the clause to name the price. Instead, they advocate including in the termination agreement a clause stating that the parties will negotiate for the right to be the person who chooses whether to buy or sell at the price specified by the other partner. They suggest that this negotiation takes the form of an ascending auction where the shareholders bid for the right not to set the price per share. Each partner raises his/her bid continuously, but either partner can drop out of the auction at any time. The party that drops out becomes the one who must propose the price per share, but that person receives a payment from the other partner equal to the bid at which the auction ended. The first and most well known of these specialty firms is The Shotgun Fund(tm). Why not put something along those lines in the contract?