exhibit10100.htm


     

    
      

      

    

    Exhibit
      10.100

     

    
       

      SmarTire
        Systems Inc.

      Suite
        150, 13151 Vanier Place

      Richmond,
        British Columbia

      Canada,
        V6V 2J1

       

      T:
        604.276.9884

      F:
        604.276.2350

      www.smartire.com

      SMTR:
        OTCBB

      


      


      February
        8, 2007

      


      


      


      Erwin
        Bartz

      
        	
                 

              	
                92
                  Timbercrest Drive

              


      

      
        	
                 

              	
                Port
                  Moody, B.C.

              


      

      


      


      Dear
        Erwin,

      


      As
        you
        are aware SmarTire Systems Inc., has experienced severe financial difficulties
        over the last number of months which resulted in the suspension of your
        bi-weekly severance payments subsequent to December 15, 2006.

      


      As
        a
        result of negotiations between us, we have agreed to the following in lieu
        of
        all outstanding severance owed to you.

      


      
        	
                1)  

              	
                The
                  expiry date of your three million stock options exercisable at
                  $0.03 per
                  option is extended to December 31,
                  2007.

              


      

      


      
        	
                2)  

              	
                Your
                  one million stock options previously exercisable at $0.10 per option
                  are
                  repriced to $0.037 per option and the expiry date of these options
                  is
                  extended to February 28, 2008. Note that five hundred thousand
                  of these
                  stock options have vested and the remaining five hundred thousand
                  stock
                  options do not vest until December 29, 2007 as per your December
                  29, 2005
                  stock option agreement.

              


      

      


      
        	
                3)  

              	
                Issuance
                  of 125,000 free-trading common shares of SmarTire Systems
                  Inc.

              


      

       

      
        	
                4)  

              	
                You
                  confirm in writing (attached Release Form) that the changes to
                  your stock
                  options and issuance of shares (1-3) shall constitute full and
                  final
                  settlement of outstanding severance owed by us to you and you will
                  release
                  and discharge us from all claims, debts, obligations, demands,
                  rights,
                  liens, charges, lawsuits, and causes of action arising out of your
                  termination.

              


      

      


      


      Sincerely,

      


      /s/
        Jeff Finkelstein

      Jeff
        Finkelstein

      Chief
        Financial Officer

      SmarTire
        Systems Inc.