Exhibit
10.4
October
17, 2016
Intracoastal
Capital LLC
245
Palm Trail
Delray
Beach, FL 33483
This
letter is intended to memorialize that Orbital Tracking Corp is
issuing Intracoastal Capital Corp. an aggregate of 76,667 shares of
Series I Preferred Stock as an adjustment to your shares of Series
F Preferred Stock, which were originally issued on December 28,
2015 (the “Series F Original Issuance Date”) and 15,278
shares of Series I Preferred Stock as an adjustment to your shares
of Series G Preferred Stock, which were originally issued on May
17, 2016 upon the exchange of a promissory note originally issued
on December 28, 2015 (the “Series G Original Issuance
Date”) arising as a result of our sale and issuance of Series
H Preferred Stock to which you have consented. This letter confirms
that the Company’s counsel at Sichenzia Ross Ference Kesner
LLP has advised the Company that the holding period for the shares
of Series I Preferred Stock issued to you will tack back to the
Series F and Series G Original Issuance Dates and that the Company
will not take any position to the contrary.
Sincerely,
Theresa
Carlise,
Chief
Financial Officer
Orbital
Tracking Corp.