0001057293-06-000033 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 15th, 2006 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of October 31, 2006, by and among SMARTIRE SYSTEMS INC., a corporation organized and existing under the laws of the Yukon Territory (the “Company”), and the Buyers listed on Schedule I attached hereto (individually, a “Buyer” or collectively “Buyers”).

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INVESTOR REGISTRATION RIGHTS AGREEMENT
Investor Registration Rights Agreement • December 15th, 2006 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 31, 2006, by and among SMARTIRE SYSTEMS, INC., a corporation organized and existing under the laws of the Yukon Territory (the “Company”), and the undersigned investors listed on Schedule I attached hereto (each, an “Investor” and collectively, the “Investors”).

SMARTIRE SYSTEMS INC. Convertible Debenture Due: October 31, 2008
Convertible Debenture • December 15th, 2006 • Smartire Systems Inc • Industrial instruments for measurement, display, and control

This Convertible Debenture (the “Debenture”) is issued by SMARTIRE SYSTEMS, INC., a corporation organized and existing under the laws of the Yukon Territory (the “Company”), to TAIB BANK B.S.C. (c) (the “Holder”), pursuant to that certain Securities Purchase Agreement (the “Securities Purchase Agreement”) dated October 31, 2006.

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