EXHIBIT 10.1

THIS  PRIVATE  PLACEMENT  SUBSCRIPTION  AGREEMENT  RELATES  TO  AN  OFFERING  OF
SECURITIES IN AN OFFSHORE  TRANSACTION  TO PERSONS WHO ARE NOT U.S.  PERSONS (AS
DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES  SECURITIES ACT
OF 1933, AS AMENDED (THE "1933 ACT").

NONE OF THE SECURITIES TO WHICH THIS PRIVATE  PLACEMENT  SUBSCRIPTION  AGREEMENT
(THE "SUBSCRIPTION  AGREEMENT") RELATES HAVE BEEN REGISTERED UNDER THE 1933 ACT,
OR ANY U.S.  STATE  SECURITIES  LAWS,  AND,  UNLESS SO  REGISTERED,  NONE MAY BE
OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO U.S. PERSONS
(AS DEFINED  HEREIN)  EXCEPT IN ACCORDANCE  WITH THE  PROVISIONS OF REGULATION S
UNDER THE 1933 ACT,  PURSUANT TO AN EFFECTIVE  REGISTRATION  STATEMENT UNDER THE
1933 ACT, OR PURSUANT TO AN AVAILABLE  EXEMPTION  FROM, OR IN A TRANSACTION  NOT
SUBJECT TO, THE REGISTRATION  REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY
IN ACCORDANCE  WITH  APPLICABLE  STATE  SECURITIES  LAWS.  IN ADDITION,  HEDGING
TRANSACTIONS  INVOLVING THE SECURITIES MAY NOT BE CONDUCTED UNLESS IN ACCORDANCE
WITH THE 1933 ACT.


                                  CONFIDENTIAL
                    PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT
             (Subscribers Resident in Hong Kong, China or Overseas)


VIZARIO, INC.  (the "Company")
ATTN:  Stephen M. Siedow,  President
12373 E. Cornell Avenue
Aurora, Colorado  80014


1.    SUBSCRIPTION

1.1 On the basis of the  representations and warranties and subject to the terms
and conditions  set forth herein,  the  undersigned  (the  "Subscriber")  hereby
irrevocably  subscribes  for and  agrees to  purchase  166,666,666  shares  (the
"Shares") at a price per Share of US $0.0015 (such subscription and agreement to
purchase  being  the  "Subscription"),  for an  aggregate  purchase  price of US
$250,000.00 (the "Subscription Proceeds").


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1.2 On the basis of the  representations and warranties and subject to the terms
and conditions set forth herein,  the Company hereby  irrevocably agrees to sell
the Shares to the Subscriber.

1.3 Subject to the terms hereof,  the  Subscription  will be effective  upon its
acceptance by the Company. The Subscriber  acknowledges that the offering of the
Shares  contemplated  hereby is part a  private  placement  of Shares  having an
aggregate  subscription  level of US $250,000 (the "Offering").  The Offering is
not subject to any minimum aggregate subscription level.

2.    PAYMENT

2.1 The Subscription Proceeds must accompany this Subscription and shall be paid
by  certified  check or bank draft drawn on a chartered  bank,  or a bank in the
United  States  reasonably  acceptable  to the  Company,  and made  payable  and
delivered to the Company. Alternatively,  the Subscription Proceeds may be wired
to the  Company or its  lawyers  pursuant  to the wiring  instructions  attached
hereto as  Exhibit  A. If the funds are wired to the  Company's  lawyers,  those
lawyers are authorized to immediately deliver the funds to the Company.

2.2 The Subscriber acknowledges and agrees that this Subscription Agreement, the
Subscription  Proceeds and any other documents  delivered in connection herewith
will be held on  behalf of the  Company.  In the  event  that this  Subscription
Agreement is not accepted by the Company for whatever reason,  which the Company
expressly  reserves  the  right  to do,  within  30 days of the  delivery  of an
executed Subscription Agreement by the Subscriber,  this Subscription Agreement,
the Subscription  Proceeds  (without  interest  thereon) and any other documents
delivered  in  connection  herewith  will be returned to the  Subscriber  at the
address of the Subscriber as set forth in this Subscription Agreement.

2.3 Where the  Subscription  Proceeds  are paid to the  Company,  the Company is
entitled to treat such  Subscription  Proceeds  as an interest  free loan to the
Company  until such time as the  Subscription  is accepted and the  certificates
representing the Shares have been issued to the Subscriber.

3. DOCUMENTS REQUIRED FROM SUBSCRIBER

3.1 The  Subscriber  must  complete,  sign and  return  to the  Company  two (2)
executed copies of this Subscription Agreement;

3.2 The  Subscriber  shall  complete,  sign and return to the Company as soon as
possible, on request by the Company, any documents, questionnaires,  notices and
undertakings  as may be required by  regulatory  authorities,  the OTC  Bulletin
Board and applicable law.

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4.    CLOSING

4.1 Closing of the offering of the Securities (the "Closing")  shall occur on or
before  August  12,  2005,  or on such other  date as may be  determined  by the
Company (the "Closing Date").

4.2 The Company  may, at its  discretion,  elect to close the Offering in one or
more closings, in which event the Company may agree with one or more subscribers
(including the Subscriber  hereunder) to complete delivery of the Shares to such
Subscriber(s)  against  payment there for at any time on or prior to the Closing
Date.

5.  ACKNOWLEDGEMENTS OF SUBSCRIBER

The Subscriber  acknowledges  and agrees that:

     (a) none of the  Securities  have been  registered  under the 1933 Act,  or
     under any state  securities  or "blue  sky" laws of any state of the United
     States, and, unless so registered, may not be offered or sold in the United
     States or, directly or indirectly, to U.S. Persons, as that term is defined
     in Regulation S under the 1933 Act  ("Regulation  S"), except in accordance
     with the provisions of Regulation S, pursuant to an effective  registration
     statement  under the 1933 Act, or pursuant to an  exemption  from,  or in a
     transaction not subject to, the registration requirements of the 1933 Act;

     (b) the  decision to execute  this  Agreement  and  acquire the  Securities
     hereunder has not been based upon any oral or written  representation as to
     fact or otherwise made by or on behalf of the Company, and such decision is
     based entirely upon a review of information (the receipt of which is hereby
     acknowledged)  which has been filed by the Company  with the United  States
     Securities  and  Exchange   Commission  and  in  compliance,   or  intended
     compliance,  with  applicable  securities  legislation  (collectively,  the
     "Public Record");

     (c) if the Company has  presented a business  plan to the  Subscriber,  the
     Subscriber  acknowledges  that the business  plan may not be achieved or be
     achievable;

     (d) no securities  commission or similar regulatory  authority has reviewed
     or passed on the merits of the Securities;

     (e) there is no government or other insurance covering the Securities;

     (f) there are risks  associated  with an investment in the  Securities,  as
     more fully  described  in certain  information  forming  part of the Public
     Record;

     (g) the Company has advised the  Subscriber  that the Company is relying on
     an  exemption  from the  requirements  to  provide  the  Subscriber  with a
     prospectus and to sell the Securities  through a person  registered to sell
     securities under law;

     (h) the Subscriber has not acquired the Securities as a result of, and will
     not  itself  engage in,  any  "directed  selling  efforts"  (as  defined in
     Regulation S under the 1933 Act) in the United  States in respect of any of
     the  Securities  which would  include  any  activities  undertaken  for the

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     purpose  of, or that could  reasonably  be  expected to have the effect of,
     conditioning  the market in the United  States for the resale of any of the
     Shares;  provided,  however,  that the  Subscriber  may  sell or  otherwise
     dispose of any of the Shares  pursuant to  registration  thereof  under the
     1933 Act and any  applicable  state  securities  laws or under an exemption
     from such registration requirements;

     (i) the Subscriber and the  Subscriber's  advisor(s)  have had a reasonable
     opportunity  to ask  questions  of and receive  answers from the Company in
     connection with the distribution of the Securities hereunder, and to obtain
     additional  information,  to the extent  possessed  or  obtainable  without
     unreasonable  effort or expense,  necessary  to verify the  accuracy of the
     information about the Company;

     (j) the books and records of the Company  were  available  upon  reasonable
     notice for inspection,  subject to certain confidentiality restrictions, by
     the Subscriber during  reasonable  business hours at its principal place of
     business,  and all  documents,  records  and books in  connection  with the
     distribution  of the  Securities  hereunder  have been made  available  for
     inspection by the Subscriber, the Subscriber's lawyer and/or advisor(s);

     (k) the Subscriber  will indemnify and hold harmless the Company and, where
     applicable,  its  directors,  officers,  employees,  agents,  advisors  and
     shareholders,  from and against any and all loss, liability,  claim, damage
     and expense  whatsoever  (including,  but not limited to, any and all fees,
     costs  and  expenses  whatsoever   reasonably  incurred  in  investigating,
     preparing  or  defending   against  any  claim,   lawsuit,   administrative
     proceeding or investigation whether commenced or threatened) arising out of
     or based upon any  representation  or warranty of the Subscriber  contained
     herein,  or in any document  furnished by the  Subscriber to the Company in
     connection  herewith being untrue in any material  respect or any breach or
     failure by the  Subscriber to comply with any covenant or agreement made by
     the Subscriber to the Company in connection therewith;

     (l) none of the  Securities  are listed on any stock  exchange or automated
     dealer  quotation  system  and  no  representation  has  been  made  to the
     Subscriber  that any of the  Securities  will  become  listed  on any stock
     exchange or automated dealer quotation system.

     (m) in addition to resale restrictions  imposed under U.S. securities laws,
     there are additional restrictions on the Subscriber's ability to resell the
     Shares under the law;

     (n) the Company will refuse to register any transfer of the Shares not made
     in accordance with the provisions of Regulation S, pursuant to an effective
     registration  statement  under  the 1933 Act or  pursuant  to an  available
     exemption from the registration requirements of the 1933 Act;

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     (o) the statutory and  regulatory  basis for the exemption  claimed for the
     offer Securities, although in technical compliance with Regulation S, would
     not be  available  if the offering is part of a plan or scheme to evade the
     registration provisions of the 1933 Act;

     (p) the Subscriber has been advised to consult the  Subscriber's own legal,
     tax  and  other  advisors  with  respect  to the  merits  and  risks  of an
     investment  in  the  Securities  and  with  respect  to  applicable  resale
     restrictions,  and it is solely  responsible (and the Company is not in any
     way  responsible)  for  compliance  with  (i)  any  applicable  laws of the
     jurisdiction  in which the  Subscriber is resident in  connection  with the
     distribution  of the  Securities  hereunder,  and  (ii)  applicable  resale
     restrictions; and

     (q) this Subscription Agreement is not enforceable by the Subscriber unless
     it has been accepted by the Company.

6. REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE SUBSCRIBER

The Subscriber hereby represents and warrants to and covenants with the Company
(which representations, warranties and covenants shall survive the Closing)
that:

     (a) the  Subscriber has the legal capacity and competence to enter into and
     execute  this  Subscription  Agreement  and to take  all  actions  required
     pursuant  hereto  and,  if the  Subscriber  is a  corporation,  it is  duly
     incorporated  and validly  subsisting under the laws of its jurisdiction of
     incorporation  and all necessary  approvals by its directors,  shareholders
     and others have been  obtained to authorize  execution and  performance  of
     this Subscription Agreement on behalf of the Subscriber;

     (b) the entering into of this  Subscription  Agreement and the transactions
     contemplated  hereby do not result in the violation of any of the terms and
     provisions of any law applicable  to, or the  constating  documents of, 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;

     (c) the  Subscriber  has duly  executed  and  delivered  this  Subscription
     Agreement  and  it  constitutes  a  valid  and  binding  agreement  of  the
     Subscriber enforceable against the Subscriber;

     (d)  the  Subscriber  is not a  U.S.  Person;

     (e) the  Subscriber  is not  acquiring  the  Securities  for the account or
     benefit of, directly or indirectly, any U.S. Person;

     (f) the  Subscriber  is  resident  in the  jurisdiction  set out  under the
     heading  "Name and Address of  Subscriber"  on the  signature  page of this
     Subscription Agreement;

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     (g) the sale of the  Securities to the Subscriber as  contemplated  in this
     Subscription  Agreement  complies  with or is  exempt  from the  applicable
     securities legislation of the jurisdiction of residence of the Subscriber;

     (h) the Subscriber is acquiring the Securities for investment  only and not
     with a view  to  resale  or  distribution  and,  in  particular,  it has no
     intention to distribute either directly or indirectly any of the Securities
     in the United States or to U.S. Persons;

     (i) the  Subscriber  is  outside  the  United  States  when  receiving  and
     executing  this  Subscription  Agreement and is acquiring the Securities as
     principal for the Subscriber's own account,  for investment  purposes only,
     and not with a view to, or for, resale,  distribution or  fractionalization
     thereof,  in whole or in part, and no other person has a direct or indirect
     beneficial interest in such Securities;

     (j) the  Subscriber  is not an  underwriter  of, or dealer  in,  the common
     shares of the Company, nor is the Subscriber  participating,  pursuant to a
     contractual agreement or otherwise, in the distribution of the Securities;

     (k)  the  Subscriber  (i)  is  able  to  fend  for  him/her/itself  in  the
     Subscription; (ii) has such knowledge and experience in business matters as
     to be  capable  of  evaluating  the  merits  and  risks of its  prospective
     investment  in the  Securities;  and  (iii)  has the  ability  to bear  the
     economic  risks of its  prospective  investment and can afford the complete
     loss of such investment;

     (l) the  Subscriber  acknowledges  that the Subscriber has not acquired the
     Securities  as a result of, and will not  itself  engage in, any  "directed
     selling  efforts"  (as defined in  Regulation  S under the 1933 Act) in the
     United States in respect of any of the  Securities  which would include any
     activities  undertaken  for the  purpose  of, or that could  reasonably  be
     expected  to have the  effect  of,  conditioning  the  market in the United
     States for the resale of any of the Securities; provided, however, that the
     Subscriber may sell or otherwise dispose of any of the Securities  pursuant
     to registration  of any of the Securities  pursuant to the 1933 Act and any
     applicable   state   securities  laws  or  under  an  exemption  from  such
     registration requirements and as otherwise provided herein;

     (m)  the  Subscriber  is  not  aware  of  any  advertisement  of any of the
     Securities;  and

     (n)  no  person   has  made  to  the   Subscriber   any   written  or  oral
     representations  (i) that any person will resell or  repurchase  any of the
     securities;  (ii) that any person will refund the purchase  price of any of
     the  Securities;  (iii)  as to the  future  price  or  value  of any of the
     Securities;  or (iv) that any of the  Securities  will be listed and posted
     for trading on any stock exchange or automated  dealer  quotation system or
     that  application  has been made to list and post any of the  Securities of
     the Company on any stock  exchange or automated  dealer  quotation  system,
     except  that  currently  certain  market  makers  make market in the common
     shares of the Company on the OTC Bulletin Board.

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7.    ACKNOWLEDGEMENT AND WAIVER

The Subscriber has acknowledged that the decision to purchase the Securities was
solely  made on the basis of publicly  available  information  contained  in the
Public Record.  The Subscriber hereby waives, to the fullest extent permitted by
law, any rights of withdrawal,  rescission or compensation  for damages to which
the Subscriber  might be entitled in connection with the  distribution of any of
the Securities.

8. COMPANY REPRESENTATIONS

8.1 The Company is a corporation  duly  incorporated  and in good standing under
the laws of the  State of  Nevada,  and has the  requisite  corporate  power and
authority to conduct its business as it is currently being conducted.

8.2 The Company is a  reporting  issuer  under the 1934 Act,  and at the Closing
Date,  the  Company  will have filed all  documents  that it is required to file
under the  provisions  of the 1934 Act  during a period of at least  five  years
prior to the date hereof (the "SEC Reports").

8.3 As of their respective  filing dates, each of the Company's SEC Filings (and
if any SEC  Report  filed  prior to the date of this  Agreement  was  amended or
superseded by a filing prior to the date of the Closing  Date,  then also on the
date of  filing  of such  amendment  or  superseding  filing)  filed on or after
January 1, 2004, (i) where required,  were prepared in all material  respects in
accordance  with the  requirements  of the 1933 Act or the 1934 Act, as the case
may be, and the rules and regulations  promulgated under such Acts applicable to
such SEC Reports,  (ii) did not contain any untrue statements of a material fact
and did not omit to  state a  material  fact  necessary  to make the  statements
therein,  in  light  of the  circumstances  under  which  they  were  made,  not
misleading  and (iii) are all the forms,  reports and  documents  required to be
filed by the Company with the SEC since that time.

8.4 Each set of audited consolidated  financial statements and unaudited interim
financial  statements of the Company  (including any notes thereto)  included in
the SEC  Reports  (i)  complies  as to form in all  material  respects  with the
published rules and regulations of the SEC with respect  thereto,  and (ii) have
been prepared in accordance  with United States  generally  accepted  accounting
principles  applied on a consistent basis (except as may be indicated therein or
in the  notes  thereto)  and  fairly  present,  in all  material  respects,  the
financial position of the Company as of the dates thereof and the results of its
operations and cash flows for the periods then ended subject, in the case of the
unaudited interim  financial  statements,  to normal year-end  adjustments which
were  not or are  not  expected  to be  material  in  amount.  To the  Company's
knowledge,  no events or other  factual  matters  exist which would  require the
Company to file any  amendments or  modifications  to any SEC Reports which have
not yet been filed with the SEC but which are  required to be filed with the SEC
pursuant to the 1933 Act or the 1934 Act. As used herein,  the words  "knowledge
of the Company" (or any substantially similar phrase) means the active knowledge
(with reasonable investigation) of the executive officers of the Company.

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8.5 The  Company  has  obtained  all  certificates,  authorizations,  permits or
licenses  necessary  to conduct the business now owned or operated by it and the
Company has not received any notice of proceedings relating to the revocation or
modification of any material certificate, authority, permit or license necessary
which,  if the  subject of an  unfavorable  decision,  ruling or  finding  would
materially  and  adversely  affect  the  conduct  of the  business,  operations,
financial condition or income of the Company.

8.6 The  authorized  capital of the Company  consists of  500,000,000  shares of
common stock,  par value $0.001 per share, of which there are 40,949,272  shares
issued and outstanding as of the date hereof. In addition, as of the date hereof
there  are  (and as of the  Closing  Date  there  will be)  options/warrants  to
purchase in the aggregate 2,500,000 Common Shares.

8.7 The Company has the  requisite  corporate  power and authority to enter into
and to consummate the  transactions  contemplated by the Transaction  Documents.
The execution and delivery by the Company of the Transaction Documents have been
duly  authorized  by all  necessary  action on the part of the  Company,  and no
further consent or action is required by the Company,  its Board of Directors or
its stockholders.  Each of the Transaction Documents  constitutes,  or will when
duly  authorized,  executed and delivered by all parties  thereto other than the
Company constitute,  a valid and binding obligation of the Company,  enforceable
against the Company in accordance  with the terms  thereof,  except that (i) the
enforcement  thereof  may  be  limited  by  applicable  bankruptcy,  insolvency,
reorganization,  moratorium  or similar laws  affecting  the rights of creditors
generally,  (ii) equitable remedies,  including,  without  limitation,  specific
performance and injunction,  may be granted only in the discretion of a court of
competent jurisdiction,  (iii) rights of indemnity,  contribution and the waiver
of contribution provided for herein, and any provisions exculpating a party from
a liability or duty otherwise owed by it, may be limited under  applicable  law,
and (iv) the  enforceability  of provisions in any  Transaction  Document  which
purport  to sever any  provision  which is  prohibited  or  unenforceable  under
applicable law without affecting the enforceability or validity of the remainder
of such  Transaction  Document would be determined only in the discretion of the
court.

8.8 Except as disclosed  herein,  in the SEC Reports or as  contemplated  in the
Offering,  as of the  Closing  Date,  no  person,  firm or  corporation  has any
agreement or option or right or privilege  (whether  preemptive or  contractual)
capable of becoming an agreement for the purchase,  subscription  or issuance of
any unissued shares, securities or warrants of the Company;

8.9 Except as qualified in the SEC Reports,  the Company is the beneficial owner
of the  properties,  business  and assets or the  interests  in the  properties,
business or assets referred to as owned by it in the SEC Report,  all agreements
under which the Company  holds an interest in a property,  business or asset are
in good standing according to their terms except where the failure to be in such
good  standing  does  not and will not have a  material  adverse  effect  on the
Company or its properties, business or assets.

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8.10 Each SEC Report containing financial statements that has been filed with or
submitted to the SEC since July 31, 2002, was accompanied by the  certifications
required to be filed or submitted by the Company's chief  executive  officer and
chief  financial  officer  pursuant  to  the  Sarbanes-Oxley  Act of  2002  (the
"Sarbanes-Oxley  Act");  at the  time of  filing  or  submission  of  each  such
certification,  such  certification  was true and accurate and complied with the
Sarbanes-Oxley Act and the rules and regulations  promulgated  thereunder to the
knowledge of the  Company;  such  certifications  contain no  qualifications  or
exceptions  to the  matters  certified  therein  and have not been  modified  or
withdrawn;  and neither the Company nor any of its officers has received  notice
from  any   governmental   entity   questioning  or  challenging  the  accuracy,
completeness, form or manner of filing or submission of such certification.

8.11 The Company has filed all federal,  state, local and other tax returns that
are required to be filed or have  requested  extensions  thereof  (except in any
case in which the failure so to file would not have a material adverse effect on
the  assets  and  properties,  business,  results  of  operations  or  condition
(financial or  otherwise) of the Company) and has paid all taxes  required to be
paid by it and any other  assessment,  fine or penalty levied against it, to the
extent  that  any of the  foregoing  is due and  payable,  except  for any  such
assessment, fine or penalty that is currently being contested in good faith.

8.12 The Company has  established  on its books and  records  reserves  that are
adequate  for the  payment of all taxes not yet due and payable and there are no
liens for taxes on the assets of the  Company  and there are no audits  known by
the  Company's  management  to be  pending  of the tax  returns  of the  Company
(whether  federal,  state,  local or foreign) and there are no claims which have
been or may be  asserted  relating  to any such tax  returns,  which  audits and
claims,  if  determined  adversely,   would  result  in  the  assertion  by  any
governmental  agency of any deficiency that would have a material adverse effect
on the assets or  properties,  business,  results  of  operations  or  condition
(financial or otherwise) of the Company.

8.13 No  taxation  authority  has  asserted  or,  to the  best of the  Company's
knowledge, threatened to assert any assessment, claim or liability for taxes due
or to become due in connection with any review or examination of the tax returns
of the Company (including,  without limitation, any predecessor companies) filed
for any year  which  would  have a  material  adverse  effect  on the  assets or
properties,   business,   results  of  operations  or  condition  (financial  or
otherwise) of the Company.

8.14 The Company maintains a system of internal  accounting  controls sufficient
to  provide  reasonable   assurance  that:  (i)  transactions  are  executed  in
accordance  with   management's   general  or  specific   authorizations,   (ii)
transactions  are  recorded as  necessary  to permit  preparation  of  financial
statements in conformity with generally  accepted  accounting  principles and to
maintain  asset  accountability,  (iii)  access to assets is  permitted  only in
accordance  with  management's  general or specific  authorization  and (iv) the
recorded  accountability  for assets is  compared  with the  existing  assets at
reasonable  intervals  and  appropriate  action  is taken  with  respect  to any
differences.


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8.15 The  Company  is not  aware of any  legislation,  or  proposed  legislation
(published by a legislative  body),  which it  anticipates  will  materially and
adversely  affect  the  business,  affairs,  operations,  assets or  liabilities
(contingent or otherwise) of the Company.

8.16 Except as disclosed in the  Company's  annual report on Form 10-KSB for the
year ended  December 31, 2004, to the Company's  knowledge:  (i) the  operations
carried  on by the  Company  are in  material  compliance  with  all  applicable
federal,  state  and  municipal  environmental,   health  and  safety  statutes,
regulations and permits; (ii) none of such operations is subject to any judicial
or  administrative  proceeding  alleging the violation of any federal,  state or
municipal environmental, health or safety statute or regulation or is subject to
any investigation concerning whether any remedial action is needed to respond to
a release of any  Hazardous  Material (as defined  below) into the  environment;
(iii) except in material compliance with applicable  environmental laws, none of
the premises  currently occupied by the Company has at any time been used by the
Company or by any other  occupier,  as a waste storage or waste disposal site or
to  operate  a waste  management  business;  (iv) the  Company  has no  material
contingent liability in connection with any release of any Hazardous Material on
or into the  environment  from any of the  premises  currently  occupied  by the
Company or from the  operations  carried out  thereon  except to the extent such
release is in material  compliance  with all  applicable  laws;  (v) neither the
Company nor any  occupier of the  premises  currently  occupied by the  Company,
generates,  transports,  treats, stores or disposes of any waste, subject waste,
hazardous  waste,  deleterious  substance,   industrial  waste  (as  defined  in
applicable  federal,  state or  municipal  legislation)  on any of the  premises
currently  occupied  by the  Company in  material  contravention  of  applicable
federal,  state or municipal laws or  regulations  enacted for the protection of
the natural  environment or human health; and (vi) no underground  storage tanks
or surface impoundments containing a petroleum product or Hazardous Material are
located  on  any  of the  Company's  properties  in  material  contravention  of
applicable  federal,  state or  municipal  laws or  regulations  enacted for the
protection of the natural  environment or human health. For the purposes of this
subparagraph,  "Hazardous  Material" means any contaminant,  pollutant,  subject
waste, hazardous waste, deleterious substance, industrial waste, toxic matter or
any other substance that when released into the natural environment is likely to
cause,  at some  immediate or future time,  material harm or  degradation to the
natural  environment or material risk to human health and,  without  restricting
the generality of the foregoing,  includes any contaminant,  pollutant,  subject
waste, deleterious substance,  industrial waste, toxic matter or hazardous waste
as  defined  by  applicable  federal,  provincial,  state or  municipal  laws or
regulations  enacted  for the  protection  of the natural  environment  or human
health.

8.17 The issue and sale of the  Securities  by the Company does not and will not
conflict with, and does not and will not result in a breach of, any of the terms
of its  incorporating  documents  or any  agreement or  instrument  to which the
Company is a party.

8.18 There are no actions, suits, proceedings or inquiries pending or to the
Company's knowledge threatened against or affecting the Company at law or in
equity or before or by any federal, provincial, municipal or other governmental
department, commission, board, bureau, agency or instrumentality which in any
way materially adversely affect, or may in any way materially adversely affect,

                                       10
<PAGE>

the business, operations or condition (financial or otherwise) of the Company or
its properties or assets or which affects or may affect the distribution of the
Securities.

8.19 The Common  Shares are currently not quoted for trading on the OTC Bulletin
Board  operated by the National  Association  of  Securities  Dealers.  No order
ceasing or suspending  trading in securities of the Company nor  prohibiting the
sale of such  securities  has been  issued  to and is  outstanding  against  the
Company or its directors,  officers or promoters or against any other  companies
that have  common  directors,  officers  or  promoters  and,  to the best of the
Company's  knowledge,  no  investigations  or proceedings  for such purposes are
pending or threatened.

8.20 Except as otherwise  disclosed in the  Subscription  Agreement,  no person,
firm or corporation acting or purporting to act at the request of the Company is
entitled  to any  brokerage,  agency  or  finder's  fee in  connection  with the
purchase and sale of the Securities described herein.

8.21 The Company agrees to indemnify, defend and hold the Subscriber (which term
shall,  for the  purposes  of this  Paragraph,  include the  Subscriber  and its
shareholders,  managers,  partners,  directors,  officers,  members,  employees,
direct or  indirect  investors,  agents and  affiliates  and  assignees  and the
stockholders, partners, directors, members, managers, officers, employees direct
or indirect  investors and agents of such  affiliates  and  assignees)  harmless
against  any and all  liabilities,  loss,  cost or  damage,  together  with  all
reasonable  costs and expenses related thereto  (including  reasonable legal and
accounting fees and expenses),  arising from, relating to, or connected with the
untruth,  inaccuracy  or breach of any  statement,  representation,  warranty or
covenant of the Company contained in this Subscription Agreement,  provided that
the amount of such indemnification shall be limited to the Subscription Proceeds
set forth in Section 1.1 hereof. The Company undertakes to notify the Subscriber
immediately of any change in any  representation,  warranty or other information
relating to the Company set forth in this  Agreement  which takes place prior to
the Closing Date.

9.    RESTRICTIVE LEGEND ON SUBJECT SECURITIES

9.1 The Subscriber hereby acknowledges that that upon the issuance thereof,  and
until  such  time  as the  same  is no  longer  required  under  the  applicable
securities  laws  and  regulations,  the  certificates  representing  any of the
Securities will bear a legend in substantially the following form:

     "THESE SECURITIES WERE ISSUED IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE
     NOT U.S.  PERSONS (AS DEFINED  HEREIN)  PURSUANT TO  REGULATION S UNDER THE
     UNITED  STATES  SECURITIES  ACT OF  1933,  AS  AMENDED  (THE  "1933  ACT").
     ACCORDINGLY,  NONE OF THE SECURITIES TO WHICH THIS CERTIFICATE RELATES HAVE

                                       11
<PAGE>

     BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND,
     UNLESS SO REGISTERED,  NONE MAY BE OFFERED OR SOLD IN THE UNITED STATES OR,
     DIRECTLY OR INDIRECTLY, TO U.S. PERSONS (AS DEFINED HEREIN) EXCEPT PURSUANT
     TO AN EFFECTIVE REGISTRATION STATEMENT OR PURSUANT TO AN EXEMPTION FROM, OR
     IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION  REQUIREMENTS OF THE 1933
     ACT AND IN EACH CASE ONLY IN ACCORDANCE  WITH APPLICABLE  STATE  SECURITIES
     LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THE SECURITIES MAY NOT BE
     CONDUCTED UNLESS IN ACCORDANCE WITH THE 1933 ACT.

9.2 The  Subscriber  hereby  acknowledges  and  agrees to the  Company  making a
notation on its records or giving  instructions  to the  registrar  and transfer
agent of the Company in order to  implement  the  restrictions  on transfer  set
forth and described in this Subscription Agreement.

10.   COSTS

The Subscriber  acknowledges and agrees that all costs and expenses  incurred by
the Subscriber  (including  any fees and  disbursements  of any special  counsel
retained  by the  Subscriber)  relating to the  purchase of the Shares  shall be
borne by the Subscriber.

11.   GOVERNING LAW

This  Subscription  Agreement  is governed by the laws of the State of Colorado.
The  Subscriber,  in its personal or corporate  capacity and, if applicable,  on
behalf of each beneficial  purchaser for whom it is acting,  irrevocably attorns
to the jurisdiction of the courts of Denver, Colorado.

12.   SURVIVAL

This Subscription  Agreement,  including without limitation the representations,
warranties and covenants  contained  herein,  shall survive and continue in full
force and effect and be binding  upon the  parties  hereto  notwithstanding  the
completion of the purchase of the Units by the Subscriber pursuant hereto.

13. ASSIGNMENT

This Subscription Agreement is not transferable or assignable.

14. SEVERABILITY

The  invalidity  or  unenforceability  of  any  particular   provision  of  this
Subscription  Agreement shall not affect or limit the validity or enforceability
of the remaining provisions of this Subscription Agreement.

                                       12

<PAGE>

15.   ENTIRE AGREEMENT

Except  as  expressly  provided  in  this  Subscription  Agreement  and  in  the
agreements, instruments and other documents contemplated or provided for herein,
this  Subscription  Agreement  contains the entire agreement between the parties
with respect to the sale of the Units and there are no other terms,  conditions,
representations or warranties,  whether expressed,  implied, oral or written, by
statute or common law, by the Company or by anyone else.

16.   NOTICES

All notices and other communications  hereunder shall be in writing and shall be
deemed to have been duly given if mailed or  transmitted by any standard form of
telecommunication. Notices to the Subscriber shall be directed to the address on
the next page and notices to the Company  shall be directed to:  Vizario,  Inc.,
12373 E. Cornell Avenue, Aurora, Colorado 80014,  Attention:  Stephen M. Siedow,
President or Tel. No. 303-478-4442.

17.   COUNTERPARTS AND ELECTRONIC MEANS

This Subscription Agreement may be executed in any number of counterparts,  each
of which,  when so executed and delivered,  shall constitute an original and all
of which together shall constitute one instrument.  Delivery of an executed copy
of this  Agreement  by  electronic  facsimile  transmission  or  other  means of
electronic  communication  capable of producing a printed copy will be deemed to
be execution  and  delivery of this  Agreement  as of the date  hereinafter  set
forth.

18. DELIVERY INSTRUCTIONS

18.1 The Subscriber  hereby directs the Company to deliver the Share Certificate
to:

      (name) World-East Corporation Limited

      (address)  Flat C, 13F On Lyen Building, 9 Kimberley Street, Kowloon, Hong
                 Kong

                ----------------------------------------------------------
                ----------------------------------------------------------
                ----------------------------------------------------------

18.2 The  Subscriber  hereby  directs  the  Company  to cause  the  Shares to be
registered on the books of the Company as follows:

      (name) see above.

      (address) see above.

                ----------------------------------------------------------
                ----------------------------------------------------------
                ----------------------------------------------------------

                                       13

<PAGE>

IN WITNESS WHEREOF the Subscriber has duly executed this Subscription Agreement
as of the date of acceptance by the Company.

(Name of Subscriber):  World-East Corporation Limited

(Signature and, if applicable, Office) Sandy Deng, Vice President

(Address of Subscriber): Flat C, 13F On Lyen Building, 9 Kimberley Street,
                         Kowloon, Hong Kong

(City and Province, Postal Code) Kowloon, Hong Kong

(Country of Subscriber)
                        -------------------------------------------------------

Tel. No.: 8620-8487-3201  Fax No. (______) _____________________


                    ****************************************

                                   ACCEPTANCE

The  above-mentioned  Subscription  Agreement in respect of the Shares is hereby
accepted by Vizario, Inc.

DATED at 12373 E. Cornell Avenue, Aurora, Colorado 80014, the 8th day of August,
2005.

VIZARIO, INC.

/s/ Stephen M. Siedow
---------------------------------------
By: Stephen M. Siedow, President


                                       14
<PAGE>


                                    Exhibit A

                             Bank Wire Instructions


Vectra Bank Colorado  (720-947-7800)
616 East Speer Boulevard
Denver, Co  80203

Routing # 102003154

Vizario, Inc.  (303-478-4442)
12373 E. Cornell Avenue
Aurora, Co  80014

A/C #  4139807368


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