CONSULTING AND FINANCIAL ADVISORY SERVICES AGREEMENT
This Consulting and Financial Advisory Services Agreement (this "Agreement") is made as of February 19, 1997
between Rockwell Medical Technologies, Inc., a Michigan corporation ("Rockwell"), and Wall Street Partners,
Inc., a Michigan corporation ("Wall Street").
A. Rockwell is engaged in the business of, among other things, manufacturing, marketing, selling and distributing
medical supplies and concentrates to hemodialysis clinics and other distributors and dealers in the hemodialysis
B. Wall Street is engaged in the business of, among other things, providing consulting and financial advisory
services to other businesses.
C. Rockwell desires to engage Wall Street's expertise and knowledge in connection with its business and
operations, and Wall Street desires to provide such services to Rockwell, upon the terms and conditions of this
Therefore, the parties agree as follows:
1. Consulting Services. During the Term, as defined in Section 2, Wall Street shall provide to or for the benefit of
Rockwell consultation and advice to the directors, officers and employees of Rockwell with respect to various
business, accounting, and financial matters (the "Services"). Wall Street will render such consultation and advice
as may reasonably be requested by the officers or directors of Rockwell or by employees so designated by the
officers or directors of Rockwell. Such consultation and advice may regard or involve all aspects of the business
and operations of Rockwell, including its subsidiary, Rockwell Transportation, Inc. ("Rockwell Transportation"),
with the exception of FDA regulatory matters
2. Term. This Agreement will become effective as of the date hereof and will remain in effect until December 31,
1997, unless such term is extended by the mutual consent of the parties.
3. Relationship of the Parties. Nothing herein will be construed to create a partnership or joint venture by or