Total Sports Media Inc. (fka TSMI)

[NASCOW]

It appears to not be physically or digitally signed, no amendments filed with Wyoming Sec of State yet...not that it matters or will it be the case but, ever been involved in or seen a failed escrow meltdown of a commercial property due to contractual obligations...this is still an agreement in principle until signed sealed delivered...

https://wyobiz.wy.gov/Business/FilingDetails.aspx?eFNum=106027030168005139159016114207169240154222234090

CERTIFICATE OF OBLIGATION TO ISSUE SHARES
Lux Digital Pictures, Inc., a Wyoming corporation (“Buyer”) hereby covenants to issue to RadioLoyalty, Inc., a California corporation (“Seller”), after the Closing of the Asset Purchase
Agreement, dated August 31, 2012, by and between Buyer and Seller, and within five (5) business days after the recording of Amended and Restated Articles of Incorporation with the
Wyoming Secretary of State by the Buyer effecting the next reverse split of its issued and outstanding common stock, issue to the Seller a number of shares of Buyer’s common stock (the
“Shares”) such that on the date of the issuance of the Shares, the Seller and its affiliates will own a number of shares of the Buyer’s common stock equal to approximately 90% of the
total issued and outstanding shares of Buyer’s common stock, including and taking into account all shares of the Buyer’s common stock already owned by the Seller and its affiliates on
the Share issuance date, and assuming the conversion of all outstanding Series A Convertible Preferred Stock of the Buyer; provided, that the calculation of the number of Shares issuable
to the Seller pursuant to this Certificate will reflect that the dilution caused by outstanding shares of the Buyer’s common stock that are in the public float on the Share issuance date will
be borne 90% by the Seller and 10% by the holders of the Buyer’s outstanding Series A Convertible Preferred Stock (i.e. on the Share issuance date, the Seller will own 90% of the
Buyer’s outstanding common stock that is not in the Buyer’s public float and, assuming the conversion of all outstanding Series A Convertible Preferred Stock of Buyer on the Share
issuance date, the holders of such Series A Convertible Preferred Stock will collectively own 10% of the Buyer’s outstanding common stock that is not in the Buyer’s public float).
IN WITNESS WHEREOF, Buyer has signed and delivered this Certificate to Seller on August 31, 2012 at Los Angeles, California.
Lux Digital Pictures, Inc.
a Wyoming corporation
By:
Michael Hill, Chief Executive Officer

Disclaimer: i sold the shares i held on the initial run on news. Personally I won't buy back in until after a deal has become official and the stock has had time to recalibrate