0001085037-03-000177 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration 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").

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EQUITY LINE OF CREDIT AGREEMENT
Equity Line of Credit Agreement • March 14th, 2003 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey

AGREEMENT dated as of the 19 day of February 2003 (the "Agreement") between CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor"), and SMARTIRE SYSTEMS INC., a corporation organized and existing under the laws of the Yukon (the "Company").

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ESCROW AGREEMENT
Escrow Agreement • March 14th, 2003 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New Jersey

THIS ESCROW AGREEMENT (this "Agreement") is made and entered into as of February 19, 2003, by SMARTIRE SYSTEMS INC., a Yukon corporation (the "Company"); CORNELL CAPITAL PARTNERS, LP, a Delaware limited partnership (the "Investor"); BUTLER GONZALEZ LLP (the "Investor's Counsel"); and WACHOVIA BANK, N.A., a national banking association, as the Escrow Agent hereunder (the "Escrow Agent").

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MANUFACTURING, CO-MARKETING AND DEVELOPMENT AGREEMENT BETWEEN Hyundai autonet cO., lTD and SmarTire Systems, Inc
Marketing and Development • March 14th, 2003 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • British Columbia

SmarTire Systems, Inc. (hereafter "SmarTire"), a British Columbia, Canadian corporation, having its principal office at 13151 Vanier Place, Suite 150, Richmond, British Columbia, Canada V6V 2J1, and:

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SMARTIRE SYSTEMS INC. PLACEMENT AGENT AGREEMENT
Placement Agent Agreement • March 14th, 2003 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • New York

The undersigned, SmarTire Systems Inc., a Yukon corporation (the "Company"), hereby agrees with TN Capital Equities, Ltd., a New York Corporation (the "Placement Agent") and Cornell Capital Partners, LP, a Delaware Limited Partnership (the "Investor") as follows:

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EXTENSION AND SETTLEMENT AGREEMENT
Extension and Settlement Agreement • March 14th, 2003 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • Ohio

SMARTIRE SYSTEMS INC., a company duly incorporated pursuant to the laws of the Province of British Columbia, having an officer and principal place of business at 150 - 13151 Vanier Place, Richmond, British Columbia, V6V 2J1

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SETTLEMENT AGREEMENT
Settlement Agreement • March 14th, 2003 • Smartire Systems Inc • Industrial instruments for measurement, display, and control • Ohio

SMARTIRE SYSTEMS INC., a company duly incorporated pursuant to the laws of the Province of British Columbia, having an officer and principal place of business at 150 - 13151 Vanier Place, Richmond, British Columbia, V6V 2J1

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