EXHIBIT 10.7

                                LEAKOUT AGREEMENT

February 2, 2001

To: Digi Link Technologies, Inc.
       75 Lincoln Highway
       Iselin, NJ  08830

Re: Common Shares

To Whom It May Concern:

     The  undersigned  is the owner  ("Record  Owner") of 560,252  shares of the
restricted  common  stock  of Digi  Link  Technologies,  Inc.,  (the  "Company",
formerly IR Operating  Corporation),  par value $.001 per share (the  "Shares"),
which Shares are evidenced by one or more certificate  number(s),  which are set
forth below. In consideration of and as an inducement to Digi Link Technologies,
Inc. to enter into an Agreement and Plan of Reorganization  ("Merger Agreement")
with IR Operating Corporation, the undersigned hereby agrees, among other things
enumerated below, not to sell 70% of the Shares ("Leakout  Shares") or otherwise
transfer the Leakout Shares except as provided herein.  The undersigned  further
agrees that the restriction on the transfer of the Leakout Shares relates to the
certificates  evidencing  the Leakout shares  referenced  above and to any other
certificates which may be issued in the future which evidence the Record Owner's
ownership of the Leakout Shares or the ownership of the Shares by any transferee
of the Leakout Shares who acquired same by operation of law. In connection  with
the foregoing, the undersigned agrees as follows:

     1. The  Record  Owner  has full  power  and  authority  to enter  into this
Agreement  and to restrict the  transferability  and  salability  of the Leakout
Shares as provided herein.

     2. The Record  Owner's  compliance  with the terms and  conditions  of this
Agreement will not conflict with any instrument or agreement  pertaining to such
Shares,  and will not  conflict  with,  result in a breach of, or  constitute  a
default under any instrument to which Record Owner is a party.

     3. The Record Owner owns the Leakout  Shares and  represents  that they are
free and clear of any and all liens and encumbrances.

     4.  Beginning on the Effective Date as defined in the Merger  Agreement,  a
copy of which is  attached  hereto as  Exhibit  "A" and for a period of 6 months
thereafter,  the  Record  Owner  agrees  not to sell any  Leakout  Shares in any
calendar month without the prior written consent of the Company.

     5. The Record Owner  agrees not to make any private  transfer of any of the
Leakout  Shares  unless  the  transferee  agrees in  writing  to be bound by the
restrictions  contained herein,  and unless the transaction  otherwise  complies
with all applicable provisions of the Federal and State Securities laws.

     6. The Record Owner agrees that the  restrictions  described herein will be
placed on the following stock certificate(s) issued to the Record Owner.

     7. Certificate no. Amt.                    Shares 560,252


Very truly yours,

/s/: Murray Fox
---------------
     Murray Fox

    Murray Fox
--------------
 (Printed Name)
                                       13
<PAGE>
                                   EXHIBIT 10.7

                                LEAKOUT AGREEMENT

February 2, 2001

To: Digi Link Technologies, Inc.
       75 Lincoln Highway
       Iselin, NJ  08830

Re: Common Shares

To Whom It May Concern:

     The  undersigned  is the owner  ("Record  Owner") of 225,009  shares of the
restricted  common  stock  of Digi  Link  Technologies,  Inc.,  (the  "Company",
formerly IR Operating  Corporation),  par value $.001 per share (the  "Shares"),
which Shares are evidenced by one or more certificate  number(s),  which are set
forth below. In consideration of and as an inducement to Digi Link Technologies,
Inc. to enter into an Agreement and Plan of Reorganization  ("Merger Agreement")
with IR Operating Corporation, the undersigned hereby agrees, among other things
enumerated below, not to sell the Shares or otherwise  transfer Shares except as
provided  herein.  The  undersigned  further agrees that the  restriction on the
transfer of the Shares relates to the  certificates  referenced above and to any
other  certificates  which may be issued in the future which evidence the Record
Owner's ownership of the Shares or the ownership of the Shares by any transferee
of the Shares who  acquired  same by operation  of law. In  connection  with the
foregoing, the undersigned agrees as follows:

     1. The  Record  Owner  has full  power  and  authority  to enter  into this
Agreement and to restrict the  transferability  and  salability of the Shares as
provided herein.

     2. The Record  Owner's  compliance  with the terms and  conditions  of this
Agreement will not conflict with any instrument or agreement  pertaining to such
Shares,  and will not  conflict  with,  result in a breach of, or  constitute  a
default under any instrument to which Record Owner is a party.

     3. The Record Owner owns the Shares and  represents  that they are free and
clear of any and all liens and encumbrances.

     4.  Beginning on the Effective Date as defined in the Merger  Agreement,  a
copy of which is  attached  hereto as  Exhibit  "A" and for a period of 6 months
thereafter, the Record Owner agrees not to sell any Shares in any calendar month
without the prior written consent of the Company.

     5. The Record Owner  agrees not to make any private  transfer of any of the
Shares unless the transferee  agrees in writing to be bound by the  restrictions
contained  herein,  and  unless  the  transaction  otherwise  complies  with all
applicable provisions of the Federal and State Securities laws.

     6. The Record Owner agrees that the  restrictions  described herein will be
placed on the stock certificate(s) issued to the Record Owner.

     7.       Certificate no. 3406               Amt. Shares 255,009

Very truly yours,


/s/: Tony Conte
---------------
     Tony Conte

     Tony Conte
---------------
(Printed Name)
                                       14
<PAGE>
                                  EXHIBIT 10.7

                                LEAKOUT AGREEMENT


February 2, 2001

To: Digi Link Technologies, Inc.
       75 Lincoln Highway
       Iselin, NJ  08830

Re: Common Shares

To Whom It May Concern:

     The  undersigned  is the owner  ("Record  Owner") of 172,940  shares of the
restricted  common  stock  of Digi  Link  Technologies,  Inc.,  (the  "Company",
formerly IR Operating  Corporation),  par value $.001 per share (the  "Shares"),
which Shares are evidenced by one or more certificate  number(s),  which are set
forth below. In consideration of and as an inducement to Digi Link Technologies,
Inc. to enter into an Agreement and Plan of Reorganization  ("Merger Agreement")
with IR Operating Corporation, the undersigned hereby agrees, among other things
enumerated below, not to sell the Shares or otherwise  transfer Shares except as
provided  herein.  The  undersigned  further agrees that the  restriction on the
transfer of the Shares relates to the  certificates  referenced above and to any
other  certificates  which may be issued in the future which evidence the Record
Owner's ownership of the Shares or the ownership of the Shares by any transferee
of the Shares who  acquired  same by operation  of law. In  connection  with the
foregoing, the undersigned agrees as follows:

     1. The  Record  Owner  has full  power  and  authority  to enter  into this
Agreement and to restrict the  transferability  and  salability of the Shares as
provided herein.

     2. The Record  Owner's  compliance  with the terms and  conditions  of this
Agreement will not conflict with any instrument or agreement  pertaining to such
Shares,  and will not  conflict  with,  result in a breach of, or  constitute  a
default under any instrument to which Record Owner is a party.

     3. The Record Owner owns the Shares and  represents  that they are free and
clear of any and all liens and encumbrances.

     4.  Beginning on the Effective Date as defined in the Merger  Agreement,  a
copy of which is  attached  hereto as  Exhibit  "A" and for a period of 6 months
thereafter, the Record Owner agrees not to sell any Shares in any calendar month
without the prior written consent of the Company.

     5. The Record Owner  agrees not to make any private  transfer of any of the
Shares unless the transferee  agrees in writing to be bound by the  restrictions
contained  herein,  and  unless  the  transaction  otherwise  complies  with all
applicable provisions of the Federal and State Securities laws.

     6. The Record Owner agrees that the  restrictions  described herein will be
placed on the stock certificate(s) issued to the Record Owner.

     7. Certificate no. 3408          Amt. Shares 172,940


Very truly yours,

/s/: David Katz
---------------
     David Katz

     David Katz
---------------
(Printed Name)
                                       15