EXHIBIT 10.9 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of June 23, 2005 by and between SMARTIRE SYSTEMS INC., a Yukon Territory corporation, with its principal office located at Suite 150-13151 Vanier...Registration Rights Agreement • July 6th, 2005 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey
TRANSENSE TECHNOLOGIES plc and SMARTIRE SYSTEMS INC. LICENCE AGREEMENT RELATING TO TYRE MONITORING SYSTEMS INDEXAgreement • March 16th, 2000 • Smartire Systems Inc • Industrial instruments for measurement, display, and control
ESCROW AGREEMENT THIS ESCROW AGREEMENT (this "Agreement") is made and entered into as of May 19 , 2004 by SMARTIRE SYSTEMS, INC, a British Columbia corporation (the "Company"); CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the...Escrow Agreement • June 2nd, 2004 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • Delaware
Exhibit 10.1 MANAGEMENT AGREEMENT THIS AGREEMENT effective as of the 8th day of August, 2005 (the "Effective Date"). BETWEEN: SMARTIRE SYSTEMS INC., a company duly incorporated pursuant to the laws of the Province of British Columbia, having an office...Management Agreement • August 12th, 2005 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • British Columbia
1 DISTRIBUTION AGREEMENT THIS AGREEMENT is made the 28th day of March, 1995. BETWEEN: UNICOMM SIGNAL INC.(formerly ttc TRUCK TECH CORP.) a company duly incorporated in the Province of British Columbia, Canada and having it's place of business at 11620...Distribution Agreement • August 18th, 1998 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • Illinois
Exhibit 10.2 SECURITIES PURCHASE AGREEMENT ----------------------------- THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of June 23, 2005, by and between SMARTIRE SYSTEMS INC., a corporation organized and existing under the laws of the...Securities Purchase Agreement • July 6th, 2005 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey
SmarTire") OF THE SECOND PART WHEREAS: A. TRW and SmarTire entered into a license agreement (the "License Agreement") dated as of April 20, 1998, as amended by an Assignment and Amendment Agreement dated December 13, 2000 (the "Assignment Agreement");...License Agreement • August 19th, 2002 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • Ohio
SMARTIRE EUROPE LIMITED AND IAN ROBERT BATEMANService Agreement • March 16th, 2000 • Smartire Systems Inc • Industrial instruments for measurement, display, and control
No. 2 U.S.$8,000,000 SMARTIRE SYSTEMS INC. Amended and Restated Convertible Debenture Due June 23, 2008 This Amended and Restated Convertible Debenture (this "Debenture") is issued by SMARTIRE SYSTEMS INC., a corporation organized and existing under...Smartire Systems Inc • April 12th, 2006 • Industrial instruments for measurement, display, and control
EXHIBIT 10.1 NONE OF THE SECURITIES TO WHICH THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (THE "AGREEMENT") RELATES HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), AND, UNLESS SO REGISTERED, NONE MAY...Smartire Systems Inc • June 14th, 2002 • Industrial instruments for measurement, display, and control • British Columbia
Recitals:Termination Agreement • March 29th, 2005 • Smartire Systems Inc • Industrial instruments for measurement, display, and control
Exhibit 4.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of March 22, 2005, by and among SMARTIRE SYSTEMS, INC. a corporation organized and existing under the laws of the Yukon Territory (the...Registration Rights Agreement • March 29th, 2005 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey
SMARTIRE SYSTEMS INC. WARRANTSmartire Systems Inc • October 25th, 2002 • Industrial instruments for measurement, display, and control
1 EXHIBIT 10.3 EXECUTION COPY THE ITEMS MARKED BY TWO ASTERISKS ** HAVE BEEN OMITTED FROM THIS FILING AND HAVE BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. SUPPLY AGREEMENT THIS SUPPLY AGREEMENT (this "Agreement") is entered into...Supply Agreement • May 6th, 1998 • Smartire Systems Inc • Ohio
LICENSE AGREEMENTLicense Agreement • October 26th, 2001 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • Ohio
Exhibit 10.31 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of September 20, 2002, between Smartire Systems Inc., a corporation organized under the laws of the Province of British Columbia (the "Company") and...Securities Purchase Agreement • October 25th, 2002 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • British Columbia
AMENDMENT AGREEMENTAmendment Agreement • February 9th, 2005 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • British Columbia
OF THE SECOND PART WHEREAS: A. TRW and SmarTire entered into a license agreement (the "License Agreement") dated April 20, 1998 whereby SmarTire granted to TRW an exclusive license (the "License") to use SmarTire intellectual property (as defined...Agreement • March 15th, 2001 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • British Columbia
DATED: JUNE ____, 2005 NEITHER THIS DEBENTURE NOR THE SECURITIES INTO WHICH THIS DEBENTURE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM...Smartire Systems Inc • June 14th, 2005 • Industrial instruments for measurement, display, and control
1 EXHIBIT 10.10 MANAGEMENT AGREEMENT THIS AGREEMENT effective as of the 1st day of June, 1999 (the "Effective Date"). BETWEEN: SMARTIRE USA INC., a company duly incorporated pursuant to the laws of Delaware, U.S.A. having an office at 155 Wilbur Dr....Management Agreement • October 29th, 1999 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • British Columbia
1 EXHIBIT 10.5 LICENSE AGREEMENT AGREEMENT, dated as of 20 April, 1998, by and between SMARTIRE SYSTEMS INC., a British Columbia corporation having a place of business at 13151 Vanier Place, Suite 150, Richmond, British Columbia, Canada V6V 2J1...License Agreement • May 6th, 1998 • Smartire Systems Inc • Ohio
RECITALSAgreement • June 14th, 2002 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • British Columbia
AGORA")Smartire Systems Inc • January 11th, 2006 • Industrial instruments for measurement, display, and control • Ontario
Exhibit 10.10 INVESTOR REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of June 23, 2005, by and between SMARTIRE SYSTEMS INC., a corporation organized and existing under the laws of the Yukon Territory,...Investor Registration Rights Agreement • July 6th, 2005 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey
SMARTIRE SYSTEMS INC. PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • April 18th, 2006 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey
SETTLEMENT AGREEMENT AND MUTUAL RELEASE WHEREAS, Bristol Investment Fund, Ltd. ("Plaintiff") entered into a Securities Purchase Agreement with SmarTire Systems, Inc. ("SMTR") on or about December 24, 2003; and WHEREAS, pursuant to the Securities...Settlement Agreement and Mutual Release • January 11th, 2006 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New York
1 EXHIBIT 4.19 AMENDED EMPLOYEE STOCK OPTION AGREEMENT THIS AMENDED AGREEMENT made the 2nd day of July, 1997. BETWEEN: UNICOMM SIGNAL INC., a company duly incorporated under the laws of British Columbia, having its head office at Richmond Corporate...Employee Stock Option Agreement • June 17th, 1999 • Smartire Systems Inc • Industrial instruments for measurement, display, and control
Exhibit 10.1 STANDBY EQUITY DISTRIBUTION AGREEMENT ------------------------------------- THIS AGREEMENT dated as of the 23rd day of June, 2005 (the "Agreement") between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor"), and...Equity Distribution Agreement • July 6th, 2005 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey
EXHIBIT 10.18 GENERAL SECURITY AGREEMENT THIS SECURITY AGREEMENT is made as of 31st day of August, 2001 BETWEEN: SMARTIRE SYSTEMS INC., a company duly incorporated pursuant to the laws of the Province of British Columbia, having an office at 150 -...General Security Agreement • October 26th, 2001 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • British Columbia
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 14th, 2003 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February 19, 2003 by and between SMARTIRE SYSTEMS INC., a Yukon corporation, with its principal office located at Suite 150, 13151 Vanier Place, Richmond, British Columbia, Canada V6V 2J1 (the "Company"), and CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor").
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of May ___, 2005 by and between SMARTIRE SYSTEMS INC., a Yukon Territory corporation, with its principal office located at Suite 150-13151 Vanier Place, Richmond,...Registration Rights Agreement • June 14th, 2005 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey
EXHIBIT 10.22Settlement and Release Agreement • October 26th, 2001 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • Ohio
SECURITIES PURCHASE AGREEMENTSecurities 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”).
No. 3 U.S.$2,000,000 SMARTIRE SYSTEMS INC. Amended and Restated Convertible Debenture Due June 23, 2008 This Amended and Restated Convertible Debenture (this "Debenture") is issued by SMARTIRE SYSTEMS INC., a corporation organized and existing under...Smartire Systems Inc • April 12th, 2006 • Industrial instruments for measurement, display, and control
INVESTOR REGISTRATION RIGHTS AGREEMENTInvestor 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”).
