Exhibit 10.19
CONSULTING AGREEMENT
| |
|
|
|
DATE:
|
|
October 03, 2007 |
|
|
|
|
|
PARTIES:
|
|
Mr. Robert Chioini,
Chairman/CEO/President |
|
|
|
|
|
|
|
Rockwell Medical Technologies,
Inc. |
|
|
|
30142 Wixom Road |
|
|
|
Wixom, MI 48393 USA |
Lions Gate
Capital (the
“Consultant”)
Jim Braseth
RECITALS:
WHEREAS, the Company wishes to
contract with the Consultant for the performance of certain
investor relations services.
WHEREAS, the Consultant declares that
it is engaged in an independent business or employed by a party
other than the Company and that the Company is not the
Consultant’s sole and only client, customer or
employer.
WHEREAS, the parties hereto wish to
enter into a Client-Independent Consulting/ Contractor relationship
for their mutual benefit, and further wish to set forth the terms
of such association in writing.
AGREEMENTS:
NOW, THEREFORE, in consideration of
the foregoing representations and the mutual covenants set forth
herein, the Company and the Consultant agree as follows:
1.
Services to be Performed . The Company hereby engages the
Consultant to advise and perform work for the Company with respect
to matters associated with the Company’s investor relations.
The scope of such work will be determined from time to time by
agreement of the parties, however the initial scope of work will
consist of exposing the Company to the equity investment community
which includes but is not limited to: analysts, money managers,
institutional investors, stock-brokers, mutual funds,
broker-dealers, wire-houses, newspapers, television, and trade
publications.
2.
Fees, Terms of Payment and Warrant .
| |
a. |
|
Cash compensation. The Company shall pay the Consultant $1,500
on the first of each month for one year. |
| |
| |
b. |
|
Warrant. The Company agrees as additional compensation to issue
to the Consultant 180,000 Common Stock Purchase Warrants
(“Warrants”) for monthly services rendered over a
12 month period commencing with the date of this agreement.
The terms and conditions of the Warrants will be set forth in a
separate agreement containing the terms and conditions set forth in
this paragraph and such other terms and conditions as are mutually
acceptable to the Company and the Consultant. The Warrants will
become earned at the rate of 15,000 Warrants at the first of each
month of service that is rendered by Consultant under this
agreement. The first 90,000 Warrants that are earned will have an
exercise price of $7.00 per share and the remaining 90,000 Warrants
will have an exercise price of $7.50. The Warrants that are earned
will expire at the close of business on the fourth anniversary of
the date of this agreement. Warrants that are not earned prior to
termination of this agreement will expire |
3
