April 27, 2017

Ashton Roth
ashtonroth475@gmail.com

Re: Offer Letter

Dear Ashton,

IntegriChain, Inc. (the "Company") is pleased to Offer you employment subject to the following terms
and conditions:

1) Position: You will serve in an internship capacity as a Finance Intern reporting to James
Currie, Controller. You will be working out of our Philadelphia office. Additionally, other tasks may
be assigned to you that may be deemed necessary for the success of the Company. You agree to use
your best efforts to perform your duties diligently and to the best of your ability. You agree to devote
your full business time and attention to the Company.

2) Salary: During your internship, in consideration for the performance of your services on behalf of
the Company you will be paid a salary at the hourly rate of $15.00 before all customary payroll
deductions, payable in installments in accordance with the Company's standard payroll practices for
salaried employees.

3) Representation: By signing this letter agreement, you represent and warrant to the Company that
you are under no contractual commitments, including, without limitation, any confidentiality, non-
disclosure or non-competition agreement or similar type of restrictive agreement, inconsistent with
your obligations to the Company.

4) Period of Employment: Period of Employment: Your start date will be May 08, 2017. Your
employment with the Company will be "at will," meaning that either you or the Company will be
entitled to terminate your employment at any time and for any reason, with or without cause. Any
contrary representations that may have been made to you by a representative of the Company are
superseded by this offer. Although your job duties, title, compensation and benefits, as well as the
Company's personnel policies and procedures, may change from time to time, the "at will" nature of
your employment may only be changed in an express written agreement signed by you and the
Company.

5) Proprietary Rights: You agree that all ideas, plans and materials prepared by you in the course of
your employment by the Company (collectively, the "Materials") will be considered works-made-for-
hire and shall be the Company's sole and exclusive property. If the Materials are not copyrightable
subject matter or for any reason are deemed not to be works-made-for-hire, then and in such event, by
this agreement you hereby assign all rights, title and interest in and to the Materials to Company. You
are required to sign the attached document prior to commencement of your employment.

6) Withholding Taxes: All forms of compensation referred to in this letter are subject to applicable
withholding and payroll taxes.

7) Conditions: This employment offer is contingent upon the satisfactory completion of the following
pre-employment processes:

a. Reference Checking. Successful verification of all education credentials and work

experience.

b. Form I-9. This offer of employment is contingent upon submission of appropriate

documentation showing legal proof of your identity and your eligibility to work in
the US, in accordance with Form I-9.
c. The offer letter represents the entire offer of employment between you and the
Company and you may not rely on any promise or other representation regarding
your potential employment with the Company, other than as expressly set forth in
this letter, that has been, or may have been, made by the Company.
d. You agree to treat this letter confidentially and not disclose its terms or contents to
anyone other than immediate family members and professional, financial and legal
counsel.
e. This offer is contingent upon satisfactory completion, in our sole discretion, of our
customary background investigation.

8) Amendment and Governing Law: This letter agreement may not be amended or modified except
by an express written agreement signed by you and the Company. The terms of this letter agreement
and the resolution of any disputes will be governed by, and construed and enforced in accordance
with, the laws of the State of New Jersey, without regard to any rules governing conflicts of laws.

We hope that you find the foregoing terms acceptable. You may indicate your agreement with these
terms and accept this offer by signing and dating the agreement by April 28, 2017. A fully executed
set of documents will be provided to you.

We look forward to having you join us.

Sincerely,
IntegriChain Inc

By:
Name: Darren D. Weiss
Title: CFO

**********************************

I hereby agree to and accept employment with the Company on the terms and conditions
set forth in this offer letter.

Ashton Roth
Dated: 04/27/2017