EXHIBIT 10.2

                             SUBSCRIPTION AGREEMENT

THIS  AGREEMENT  is effective the 29th day of September, 2000 between INOIZE.COM
                                                                      ----------
SOFTWARE  LTD.  (the  "Issuer"),  a company incorporated pursuant to the laws of
British  Columbia  and  having  a  registered  office  located at 900 Waterfront
Centre,  200  Burrard  Street, Vancouver, British Columbia, V7X 172 and IQUEST
NETWORKS  INC.  (formerly  know  as  Interlink  Systems  Inc.  and  Glassmaster
Industries  Inc.),  a  company incorporated pursuant to the laws of Wyoming (the
"Subscriber")  with  an  address  of  507 - 837 West Hastings Street, Vancouver,
British  Columbia,  V6C 3N6.

WHEREAS the Issuer bas offered to sell and the Subscriber has agreed to purchase
certain  securities  of  the  Issuer  pursuant  to,  and  in compliance with, an
exemption ("Exemption") from the registration and prospectus requirements of the
Securities  Act (British Columbia)  (the  "Act"),  and the Securities Rules (the
---------------
"Rules").

NOW  THEREFORE  THIS  AGREEMENT  WITNESSES  that  in consideration of the mutual
covenants  and  agreements  herein  contained,  the  receipt  of which is hereby
acknowledged,  the  parties  covenant  and  agree  with  each  other as follows:

Subscription
------------

1.   The  Subscriber  hereby  irrevocably subscribes for and agrees to purchase,
     and  the  Issuer  agrees to issue and sell, 2,500,000 Class B common shares
     ("Shares")  of  the  Issuer at a price of $0.10 per Share, for an aggregate
     purchase  price  (the  "Purchase  Price")  of  $250,000. The Shares will be
     recorded  in  the  name  of  the  Subscriber  at the address set out below.

Delivery  and  Use  of  Purchase  Price
---------------------------------------

2.   The  Subscriber  has advanced $200,000 of the Purchase Price to the Issuer.
     The Subscriber agrees to deliver the remainder of the Purchase Price to the
     issuer  together with an executed copy of this Agreement and the applicable
     prescribed regulatory forms fully executed and completed. Upon receipt, the
     subscription  hereby  constituted  shall be irrevocable, and the Subscriber
     irrevocably  agrees  that,  upon  due acceptance of the subscription by the
     Issuer,  the  Issuer may immediately use the Purchase Price for its ongoing
     business.

3.   The  undersigned  hereby directs that, upon acceptance of this offer by the
     Issuer,  the Shares be issued in its name at the address provided below and
     delivered  to  the  undersigned  at  the  address  provided  below.

4.   In  the  event  that a Subscriber's offer is not accepted within 90 days of
     the  date  of  this Subscription Agreement, the Issuer agrees to return its
     subscription  monies  to  the  undersigned,  without  interest.

Acknowledgement
---------------

5.   The  Subscriber  acknowledges,  confirms  and  agrees  with  the following:

     (a)  no  prospectus  has  been  filed  by the Issuer in connection with the
          issuance  of  the Shares, it being understood that the issuance of the
          Shares  is  to  be made pursuant to an Exemption on the basis that the
          Subscriber  meets  certain  qualifications,  and,  as  a  consequence:

          i)   the  Subscriber  is  restricted  from  using  most  of  the civil
               remedies  available  under  the  Act  and  the  Rules;


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Minerals            subject  to  agreement  between  the parties, that Interlink
                    will  receive  the  Acquired  Shares for the Purchase Price.

                    Shareholders'  Agreement  -  On  the  Closing  Date,  and
                    -----------------------
                    concurrent with the execution of the Subscription Agreement,
                    the  Company,  Interlink  and the Founders will enter into a
                    Shareholders'  Agreement  on  terms to be agreed between the
                    parties.  The  Shareholders'  Agreement  will  include  the
                    following  terms:

                    -    the  Company  shall have three directors, and Interlink
                         shall  have  the  right  to  appoint  one  director;

                    -    before  allotting  new  Class  B  Common  shares,  the
                         directors  of  the  Company  must  offer  those  shares
                         proportionately to the existing holders of issued Class
                         B  Common  shares;

                    -    Interlink  shall  have  the  right  to  match  future
                         financing  of  the  Company;

                    -    all shareholders shall be prohibited from selling their
                         Class  B  Common  shares  for one year from the Closing
                         Date;

                    -    no  shareholder may sell its Class B Common shares to a
                         third  party  unless  that  third  party is prepared to
                         purchase  all  issued  Class  B  Common  shares  in the
                         Company;  and

                    -    all  Company  cheques  over  $5,000  shall  require the
                         signature  of  both  an authorized agent of the Company
                         and  an  authorized  agent  of  Interlink.

                    Closing  Payment  -  As well as other terms agreed to by the
                    ----------------
                    parties, on Closing, and upon execution of the Shareholders'
                    Agreement and Subscription Agreement, Interlink will pay the
                    Purchase  Price  to  the Company in cash, less the amount of
                    $100,000  already  loaned  to  the Company as of the Closing
                    Date.


INOIZE.COM  SOFTWARE  LTD.

By: ________________________________           _______________________________
    Authorized  Signatory                      ALISTAIR  FRASER


TECHKNOWLEDGE  CONSULTING  INC.

By: ________________________________           _______________________________
    Authorized  Signatory                      CRAIG  HAMILTON


    ________________________________           _______________________________
    JEFF  BEIS                                 BRENDAN  MUMEY


                                      -2-
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     (d)  the  entering into of this Agreement and the transactions contemplated
          hereby  will  not  result  in  the  violation  of any of the terms and
          provisions  of  any  law  applicable  to  the  Subscriber  or  of  any
          agreement,  written or oral, to which the Subscriber may be a party or
          by  which  the  Subscriber  is  or  may  be  bound;

     (e)  this  Agreement has been duly executed and delivered by the Subscriber
          and  constitutes  a  valid  and  binding  agreement  of the Subscriber
          enforceable  against  the  Subscriber  in  accordance with its terms;

     (f)  the  Subscriber  is  aware and has been  advised that its subscription
          monies  represent  "seed"  or  "risk" capital for the Issuer, that the
          Issuer  is in a promotional and speculative stage of development, that
          then is no market whatsoever for the securities of the Issuer and that
          the  Shares  may  now  or  in  the  future  have  little  or no value;

     (g)  the  Subscriber  is  aware  that  if the Subscriber is a resident in a
          jurisdiction  other  than  British  Columbia, any Shares issued to the
          Subscriber  upon  acceptance  of  the  Subscribers subscription may be
          subject  to  restrictions  on  resale  imposed  under  the law of such
          jurisdiction.  The Subscriber acknowledges that it is its duty to find
          out  what  restrictions  may  apply  and  that  the Issuer is under no
          obligation  to and does not intend to qualify the Shares for resale in
          such  jurisdiction;

     (h)  the Issuer is a non-reporting issuer under the laws of the Province of
          British  Columbia  and  the Shares to be issued to the Subscriber upon
          acceptance  of  this  subscription  will be issued as an exempt trade,
          based  upon  the  relationship  set out in paragraph (a) above, and no
          filings  or clearances or reviews under the Act have been or are being
          made  in  connection  with  such  trade;

     (i)  the  Subscriber  understands  that prior to the date hereof the Issuer
          may  have  allotted  and  issued  shares;

     (j)  the Subscriber has such knowledge in financial and business affairs as
          to  be  capable  of evaluating the merits and risks of this investment
          and  the Subscriber is able to bear the economic risk of a total loss
          of  this  investment;

     (k)  the  Subscriber  is  not  purchasing  the  Shares  as  a  result of an
          advertisement  of  the  Shares in printed media of general and regular
          paid  circulation,  radio  or  television;

     (l)  no  person  has  made  to  the  Subscriber  any  written  or  oral
          representations:

          i)   that  any  person  will  resell  or  repurchase  the  Shares;

          ii)  that  any  person  will  refund the purchase price of the Shares;

          iii) as  to  the  future price or value of the Shares;  or

          iv)  that  the Shares will be listed and posted for trading on a stock
               exchange,  or that application has been made to list and post the
               Shares  for  trading  on  a  stock  exchange;


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     (m)  to  the  Subscriber's knowledge, the Subscriber has not been solicited
          to  make  this  subscription  in any manner contrary to the Act or the
          Rules  or  the  USA  Securities  Act  of  1933,  as  amended;  and

     (n)  the  Subscriber  has  had  the  opportunity  to consult his or her own
          independent  professional advisors with respect to the consequences of
          purchasing  the  Shares, and with respect to the applicable regulatory
          requirements  for  the  purchase  and  eventual  sale  of  the Shares;

Representations  and  Warranties of the  Issuer
-----------------------------------------------

7.   The  Issuer  represents  and warrants to the Subscriber, acknowledging that
     the  Subscriber will be relying upon such representations and warranties in
     entering  into  this  Agreement,  that:

     (a)  the  Issuer  and  its  subsidiaries,  if any, are valid and subsisting
          corporations  duly incorporated and in good standing under the laws of
          their  governing  jurisdictions;

     (b)  to the best of its knowledge, there are no actions, suits, judgements,
          investigations  or  proceedings  of  any  material  kind  outstanding,
          pending,  or  threatened  against  or  affecting  the  Issuer,  its
          subsidiaries,  if  any, or its directors, officers or promoters at law
          or  in  equity  or  before  or  by  any  federal,  provincial,  state,
          municipal, or other governmental department, commission, board, bureau
          or  agency  of  any kind whatsoever and, to the best of its knowledge,
          there  is  no  basis  therefor,

     (c)  the  issuance  and  sale of the Shares by the Issuer does not and will
          not  conflict with and does not and will not result in a breach of any
          of  the terms, conditions or provisions of its constating documents or
          any  agreement  or  instrument  to  which  the  Issuer  is  a  party,

     (d)  the  execution  of  this  Agreement  has  been  duly authorized by all
          necessary  corporate action on behalf of the Issues, and constitutes a
          binding  obligation  of  the Issuer enforceable in accordance with its
          terms;

     (e)  the Issuer will reserve or set aside sufficient shares in the treasury
          of  the Issuer to issue to the Subscriber the Shares purchased; and

     (f)  upon their issuance, the Shares will be validly issued and outstanding
          fully  paid  and non assessable common shares of the Issuer registered
          in  the  name of the Subscriber as provided for herein, fine and clear
          of  all  voting  restrictions,  trade  restrictions  (except as may be
          imposed  by operation of applicable securities laws as a result of the
          use  of  the prospectus and registration exemptions described herein),
          liens,  charges  or  encumbrances  of  any  kind  whatsoever.

Condition
---------

8.   The distribution of the Shares by the Issuer is conditional upon compliance
     with  the  requirements  of  the  Exemption.


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Miscellaneous
-------------

9.   This  Agreement constitutes the entire agreement between the Subscriber and
     the Issuer, and there are no other agreements, warranties, representations,
     conditions or covenants, written or oral, express or implied, in respect at
     or  which  affect, the transactions herein contemplated, and this Agreement
     supersedes  and  supplants  any  previous  dealings  whatsoever between the
     Subscriber  and  the  Issuer  in  respect  of  this  subscription.

10.  This  Agreement  may  not  be assigned by either party hereto, and shall be
     binding  on  the  Subscriber's  heirs, executors, trustees in bankruptcy or
     other  legal  representatives  or  successors.

11.  Time  is  of  the  essence  of  this  Agreement.

12.  A  party  to  this  Agreement  will  give  all  notices  to,  or  written
     communications  with,  the  other  party  concerning this Agreement by hand
     (including  courier)  or  by registered mail addressed to the other party's
     address  set  out above, as may be amended by like notice, and such notices
     shall  be  effective  on  the  date  of  delivery.

13.  This  Agreement  will be governed by, and construed in accordance with, the
     laws  of  British  Columbia.

14.  This  Agreement  may  be  signed  by the parties in counterparts and may be
     delivered  by  facsimile, each of which when delivered will be deemed to be
     an  original  and  all  of  which  together will constitute one instrument.

IN  WITNESS WHEREOF the parties have executed this Agreement effective as of the
28th  day  of  September, 2000.

INOIZE.COM  SOFTWARE  LTD.

Per:  _______________________________
      Authorized  Officer

                                              SUBSCRIBER'S  ADDRESS:

IQUEST  NETWORKS  INC.                        -----------------------------

Per:  /s/                                     #507-837 W. Hastings St.
      -------------------------------         -----------------------------
      Authorized Officer   Director           Vancouver, B.C.
                                              -----------------------------
                                              V6C 3NG
                                              -----------------------------


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