I'd try to get a decent QB out of the guy offering the 2nd deal. If he gives up a QB, I'd do #2.
Number 1 is a good deal for you if you take Smith. But, if you can get a QB out of the 2nd deal, that's the one I'd go for.
Unless, you can pick up a Tim Rattay, or JoshMcCown. Those 2 guys will be airing it out all season long.
I'm not a big McNair supporter. I think he is way too injury prone.