This is a clause you have to be very careful with. I know of a case where Partner B made an offer to sell his shares at a low price in order to get Partner A's shares at a low price, what he didn't consider was that Partner A (who travels a lot, and whom was expected to spend a lot) actually had almost $200K in the bank and took the offer. Partner B had to beg and grovel to get the deal dumped.<p>Partner A needed a partner at the time more than he needed control of the company, so B got extremely lucky.