0001057293-07-000004 Sample Contracts

INVESTOR REGISTRATION RIGHTS AGREEMENT
Investor Registration Rights Agreement • January 29th, 2007 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 23, 2007, by and among SMARTIRE SYSTEMS, INC., a corporation organized and existing under the laws of British Columbia (the “Company”), and the undersigned investors listed on Schedule I attached hereto (each, an “Investor” and collectively, the “Investors”).

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SECURITY AGREEMENT
Security Agreement • January 29th, 2007 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey

THIS SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of January 23, 2007, by and between SMARTIRE SYSTEMS, INC., a British Columbia corporation with its principal place of business located at Suite #150 - 13151 Vanier Place, Richmond, BC V6V 2J1, British Columbia, Canada (the “Debtor”) in favor of the parties listed on Schedule I attached hereto (each a “Secured Party” and, collectively, the “Secured Parties”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • January 29th, 2007 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of January 23, 2007, by and among SMARTIRE SYSTEMS INC. (the “Company”), a corporation continued under the laws of British Columbia, and the purchasers listed on Schedule I attached hereto (individually, a “Buyer” or collectively “Buyers”).

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