Page 22 of 23 Pages


                                   EXHIBIT 15

                                    AGREEMENT



         This  Agreement  is made as of March  31,  2002,  by and  among  ComSor
Venture Fund LDC, a limited  duration  company  having its  principal  executive
offices at 170  Crossways  Park Drive,  Woodbury,  N.Y.  11797  ("ComSor");  Zvi
Alexander and Rachel Alexander;  On Lake Investments LLC, a Delaware corporation
having  its  principal  executive  offices at P.O.  Box 1335,  N.  Hampton,  New
Hampshire,  Eli Fruchter;  Eli Harry;  Hanina  Brandes,  and LanOptics  Ltd., an
Israeli  company  (the  "Company")  having its  principal  executive  offices at
LanOptics Building, Ramat Gabriel Industrial Park, Migdal Ha-Emek 10551, Israel.


WHEREAS the parties to this Agreement executed a Voting Agreement,  dated May 16
1999 (the "Voting Agreement");

WHEREAS the parties wish to terminate the Voting Agreement ;


NOW, THEREFORE, the parties, intending to be legally bound, agree as follows:


1.       The Preamble constitutes an integral part of this Agreement.

2.       The  parties to this  Agreement,  who are all the parties to the Voting
         Agreement hereby  terminate the Voting Agreement by unanimous  consent.
         As of the date of this  Agreement,  the  Voting  Agreement  and all the
         terms  thereof  shall have no effect and shall not bind the  parties in
         any manner.

3.       This Agreement shall be governed by and construed according to the laws
         of the  State  of  Israel,  without  regard  to the  conflict  of  laws
         provisions  thereof.  Any dispute arising under this Agreement shall be
         resolved exclusively in the competent court for Tel-Aviv,  Israel. Each
         of the parties hereby submits  irrevocably to the  jurisdiction of such
         court and agrees not to assert any  objection  to the  jurisdiction  or
         convenience thereof.

4.       This Agreement  constitutes the entire agreement among the parties with
         regard to the subject matter hereof.


                                                             Page 23 of 23 Pages



         IN WITNESS WHEREOF,  the parties have executed this Agreement as of the
date first above written.

ComSor Venture Fund LDC

By:     /s/ Yaacov Koren
        ----------------
Name:   Yaacov Koren
Title:  Authorized Signatory


Zvi Alexander
Rachel Alexander, joint tenants

/s/ Zvi Alexander
-----------------

/s/ Rachel Alexander
--------------------


On Lake Investments LLC

By:     /s/ Narotam S. Grewal
        ---------------------
Name:   Narotam S. Grewal
Title:  Manager


Eli Fruchter

/s/ Eli Fruchter
----------------


Eli Harry

/s/ Eli Harry
-------------


Hanina Brandes

/s/ Hanina Brandes
------------------


LanOptics Ltd.

By:     /s/ Eli Fruchter
        ----------------
Name:   Eli Fruchter
Title:  Director