ALFA INTERNATIONAL CORP
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>2
<FILENAME>0002.txt
<TEXT>

                  PATENT LICENSE AGREEMENT

THIS AGREEMENT, effective December 1, 2000, is between Ty-
Breakers Corp., a corporation of the State of New York, having
its corporate offices at 107 Industrial Drive, Jersey City, NJ
07305, hereinafter referred to as "TY-BREAKERS", and  E. I. DU
PONT DE NEMOURS AND COMPANY, a corporation of the State of
Delaware, with its principal place of business at 1007 Market
Street, Wilmington, Delaware 19898, hereinafter referred to as
"DUPONT",

WITNESSETH, That:
WHEREAS, TY-BREAKERS is the owner by assignment of United States
Patent Number 5,150,660 entitled "Fabric Material and Clothing
Apparel and Apparel Accessories Made Therefrom";

WHEREAS, DUPONT desires to manufacture or have manufactured a
laminate material made of spun-bonded olefin sheet sewn or
bonded to a fabric layer, and actively promote, market and sell
such laminate material for use in the manufacture of products
such as apparel, protective covers, and home furnishings;

WHEREAS, DUPONT desires to obtain an exclusive license under
United States Patent Number 5,150,660;

WHEREAS, TY-BREAKERS desires to grant an exclusive license under
United States Patent Number 5,150,660 to DUPONT to make, have
made, use, sell, and import products covered by the claims of
such patent;

NOW, THEREFORE, the parties agree as follows:

ARTICLE I - DEFINITIONS

As used in this Agreement:

     A. "Effective Date" means the date indicated above as the
effective date of this Agreement.

     B. "Licensed Patent" means United States Patent Number
5,150,660 entitled "Fabric Material and Clothing Apparel and
Apparel Accessories Made Therefrom", any continuing or
divisional application thereof, any patent granted on any
aforesaid patent application, and any extension, revival or
reissue thereof.

     C. "Licensed Products" means any material, or products
incorporating any material,  that are made, imported into, used,
<PAGE>

or sold in the United States which material or product is within
the scope of one or more of the claims of the Licensed Patent
including those  materials or products which include a non-woven
polyolefin spun-bonded layer attached to another fabric layer of
natural or synthetic fibers, or blends thereof.  The Licensed
Products include, but are not limited to, material and products
incorporating flash-spun polyolefin spun-bonded sheet material
attached to another fibrous sheet. Notwithstanding the
limitations of this paragraph, the parties agree that the term
Licensed Product shall, for the purposes of this Agreement,
include any material, or products incorporating any material,
that are made, used, or sold outside the United States by
DUPONT, any DUPONT Affiliate or sub-licensee which material or
product, had it been made, used or sold within the United
States, would be within the scope of one or more of the claims
of the Licensed Patent.

     D. "Affiliate" means

      1) Any corporation owning or directly or indirectly
controlling at least fifty percent (50%) of the stock normally
entitled to vote for election of directors of a party, and

     (2) Any corporation owned or directly or indirectly
controlled by a party (or by a corporation defined by
subparagraph (1) above) through ownership of at least fifty
percent (50%) of stock normally entitled to vote for election of
directors.


ARTICLE II - PATENT RIGHTS

      A.  As of the Effective Date of this Agreement, TY-
BREAKERS hereby grants to DUPONT:

     (1) An exclusive worldwide license to make, have made, use,
import, offer to sell, and sell Licensed Products for the life
of the Licensed Patent, provided however that nothing in this
Agreement shall prevent TY-BREAKERS from continuing to
manufacture and market Licensed Products for use in its business
with the sole exception that TY-BREAKERS shall not be permitted
to manufacture or market Licensed Products as roll goods without
written approval from DUPONT.

     (2) The right to grant sublicenses under the Licensed
Patent to DUPONT's Affiliates to make, have made, use, import,
<PAGE>

offer to sell, and sell Licensed Products for the life of the
Licensed Patent;

     (3) The right to grant sublicenses under the Licensed
Patent to third parties to make, have made, use, import, offer
to sell and sell Licensed Products that incorporate flash-spun
polyolefin spun-bonded sheet material made or sold by DUPONT or
its sublicensed Affiliates, provided that DUPONT may not grant
sublicenses to the following parties or their successors in
interest:  Leslie Jordan, Inc., 1230 SW First Avenue, Portland,
OR 97204; Graphic Jackets, 4797 First Avenue South, Seattle WA
98134; and any other entity that DUPONT may, from time to time,
include in its referral list of flash-spun polyethylene
promotional suppliers. In addition DUPONT shall include an
affirmative prohibition in all such third party sublicense
agreements, prohibiting any such third party licensee from
engaging in the business of manufacturing or marketing flash-
spun polyethylene or Kensel promotional products (i.e. jackets
and accessories) in the United States without the express
written consent of TY-BREAKERS.

     B.  During the life of this Agreement and provided that
DUPONT is not in default with respect to any provision of this
Agreement:

    (1) Neither TY-BREAKERS nor its Affiliates will assert the
Licensed Patent to prevent DUPONT, its sublicensed Affiliates,
or its other sub licensees from making, having made, using,
offering to sell, or selling any Licensed Product in the United
States or from importing any Licensed Product into the United
States;

    (2) Neither TY-BREAKERS nor its Affiliates will assert any
patent or patent application now owned or hereafter controlled
(in the sense of having the right to grant licenses) by TY-
BREAKERS or its Affiliates corresponding in subject matter to
the Licensed Patent to prevent DUPONT, its sublicensed
Affiliates, or its other sub licensees from making, having made,
using, offering to sell, or selling any Licensed Product in the
United States or from importing any Licensed Product into the
United States.


    C.  TY-BREAKERS warrants, represents and undertakes to
DUPONT that:

<PAGE>

    (1) It has the full right and authority to enter into this
Agreement;

    (2) It owns by assignment and has a right to license the
Licensed Patent and that it can grant the licenses and non-
assertions of this Article;

    (3) So far as TY-BREAKERS is aware, the Licensed Patent is
valid and enforceable and TY-BREAKERS has not done anything
which may cause the Licensed Patent to lapse prematurely; and

    (4) So far as TY-BREAKERS is aware, there are no allegations
or proceedings, pending or threatened, which challenge the
validity or enforceability of the Licensed Patent.


     D.  Ty-Breakers will grant DUPONT the right to utilize the
Kensel  trademark which is currently in the final stages of
registration by TY-BREAKERS with the U.S. Patent and Trademark
Office. DUPONT at its discretion may utilize the Kensel
trademark in the advertisement and/or promotion of Licensed
Products sold under the terms of this Agreement. DUPONT shall
provide samples of the Licensed Product to TY-BREAKERS when
requested to permit TY-BREAKERS to confirm that its quality
standards are being maintained. Nothing in this Agreement shall
prevent TY-BREAKERS from continuing to use the Kensel trademark
in the advertisement and/or promotion of its products or
business.

     E.  No license or right is granted by implication or
otherwise with respect to any patent application or patent
except as specifically set forth herein.

ARTICLE III - PAYMENTS AND REPORTS

     A.  Within 30 days of the Effective Date, DUPONT will pay
TY-BREAKERS a non-refundable lump sum payment of $10,000.

     B.  During the five-year period following the Effective
Date, DUPONT will sell the Licensed Products to TY-BREAKERS for
TY-BREAKERS' own use in making and selling finished articles
such as garments and accessories. On such sales, DUPONT will
give TY-BREAKERS a discount of 15% below the published list
price at which DUPONT is then selling the Licensed Products to
apparel manufacturers at the time of TY-BREAKERS' purchase. Such
sales to TY-BREAKERS will be Royalty Free to DUPONT. TY-BREAKERS
<PAGE>

will be permitted to re-sell the Licensed Products but will not
be permitted to re-sell Licensed Products as roll goods without
written approval from DUPONT. During any given six month period,
DUPONT will grant the 15% discount to TY-BREAKERS only on an
amount of the Licensed Products up to 10% of DUPONT's total
sales of the Licensed Products during the preceding six month
period. The provision limiting the amount of discounted Licensed
Products that TY-BREAKERS may purchase from DUPONT, will be
waived for the first 18 months of this Agreement and may be
modified at any time by mutual consent of the Parties.

     C.  Except as provided in this Article, during the term of
this Agreement, DUPONT, on behalf of itself, its Affiliates and
its sub-licensees, will pay TY-BREAKERS royalties on sales of
Licensed Products ("Sales"). The term Sales in this Agreement
(1) shall mean sales of Licensed Products by DUPONT, and/or its
Affiliates and/or its sub-licensees to unaffiliated end users
("Customers") not associated with DUPONT, DUPONT'S Affiliates or
DUPONT'S sub-licensees, and (2) shall not mean sales of Licensed
Products between or among DUPONT, DUPONT'S Affiliates or
DUPONT'S sub-licensees.  DUPONT shall pay such royalties as
follows:

       (1) A royalty of $0.10 for each square yard of Sales of
Licensed Product that is either  (i) manufactured in the United
States for delivery to a Customer either within or outside the
United States or (ii) manufactured outside the United States for
delivery to a Customer within the United States and sold as a
roll good, sheet or otherwise by DUPONT, a sublicensed Affiliate
of DUPONT, or another sub-licensee of DUPONT.

       (2) A royalty of $0.05 for each square yard of Sales of
Licensed Product that is manufactured outside the United States
for delivery to a Customer outside the United States and sold as
a roll good, sheet or otherwise by DUPONT, a sublicensed
Affiliate of DUPONT, or another sub-licensee of DUPONT.

     D.  After DUPONT pays all royalties due through the
expiration date of the Term (as hereinafter  defined), DUPONT
will not be required to make any additional royalty payments to
TY-BREAKERS.

    E.  DUPONT shall pay TY-BREAKERS all royalties due under
this Article within thirty (30) days after the end of the
calendar year during which the  Licensed Product(s) were  sold.

<PAGE>

    F.  DUPONT shall submit to TY-BREAKERS with each payment of
royalties, a written report stating the number of square yards
of Licensed Product sold by DUPONT, its sublicensed Affiliates,
and its other sub-licensees during the period for which the
payment is being made. Such report shall specify U.S and non-U.S
Sales in accordance with paragraph C (1) and (2) of this
Article.

    G.  DUPONT shall keep and shall have its sub-licensees keep
adequate records in sufficient detail to enable the royalties
due from DUPONT hereunder to be determined, and shall, upon two
weeks written notice, permit said records to be inspected by an
independent auditor appointed and paid for by TY-BREAKERS.

    H.  In the event that DUPONT pays a royalty to TY-BREAKERS
under this Article on Licensed Product sold to a Customer by
DUPONT, its Affiliates or sub-licensees, subsequent users or
converters of such Licensed Product  will have a royalty free
license under the Licensed Patent to use and sell such Licensed
Product  for any purpose..


ARTICLE IV - NOTICES

     The parties shall notify each other of any changes in name,
address, or business status, and any notice, payment or report
required to be given under the provisions of this Agreement
shall be considered duly given if mailed by first class mail,
return receipt requested, and addressed as follows:

If to TY-BREAKERS:
Mr. Frank J. Drohan
Ty-Breakers Corp.
107 Industrial Drive
Jersey City, NJ 07305

If to DUPONT:
Mr. Todd Hauser
DuPont INOVA
P.O. Box 80705
Wilmington, DE 19806





<PAGE>

ARTICLE V - TERM AND TERMINATION

     A.  The "Term" of this Agreement, unless this Agreement is
terminated earlier as hereinafter provided, or terminated upon
mutual consent of the parties, shall begin on the Effective Date
and end  upon the expiration of the Licensed Patent.

     B.  Either DUPONT or TY-BREAKERS may terminate this
Agreement at any time by giving the other party at least sixty
(60) days advance written notice.

     C.  In the event that either party breaches any stipulation
or provision of this Agreement, the aggrieved party  may, upon
sixty (60) days written notice to the breaching party, terminate
this Agreement.  However, if such breach is corrected within the
sixty (60) day period, and there are no un-reimbursed damages
resulting from the breach, the Agreement shall continue in
force.

     D.  Termination of this Agreement shall not relieve either
party of any obligation hereunder incurred prior to the date of
termination.

ARTICLE VI - INFRINGEMENTS

     A.  Each party shall notify the other party of any
suspected infringement of the Licensed Patent by any third party
(a "Suspected Infringer"), which comes to its notice, and TY-
BREAKERS shall inform DUPONT promptly if it initiates
proceedings against a Suspected Infringer.

     B.  If DUPONT and TY-BREAKERS have communicated about a
Suspected Infringer pursuant to the preceding paragraph, and
DUPONT offers a reasonable demonstration that the Suspected
Infringer is infringing the Licensed Patent, and TY-BREAKERS
does not within 120 days of being presented with DUPONT's
demonstration commence legal proceedings against the Suspected
Infringer or secure an agreement from the Suspected Infringer to
immediately cease and desist from further infringement then
DUPONT may, at its sole option and expense, commence legal
proceedings in TY-BREAKERS' name against such Suspected
Infringer and, in such an event, TY-BREAKERS agrees to fully
cooperate with DUPONT in any such litigation which DUPONT may
choose to pursue provided that any legal fees or expenses that
TY-BREAKERS may thereby incur shall be paid by DUPONT.
Notwithstanding anything to the contrary contained elsewhere in
<PAGE>

this Agreement, the existence or discovery of an actual or
Suspected Infringer shall not affect DUPONT's obligation to pay
any royalties due under Article III of this Agreement.

ARTICLE VII - MISCELLANEOUS PROVISIONS

     A. Maintenance Fees.  TY-BREAKERS shall pay, when due, all
costs attendant to the maintenance of the Licensed Patent.
However, such maintenance costs need not be incurred and paid if
TY-BREAKERS and DUPONT have agreed in writing that there is no
need to take an action relating to the Licensed Patent that
would incur such costs. TY-BREAKERS shall inform DUPONT of all
actions taken under this paragraph. TY-BREAKERS confirms that
all such required maintenance fees are current as of the
Effective Date.

     B. Assignability.  This Agreement is not be transferable or
assignable by either party, other than to a successor or
assignee of the business interest of a party without the prior
approval of the other party.

     C. Applicable Law.  This Agreement is acknowledged to have
been made in and shall be construed in accordance with the laws
of the State of Delaware; provided that all questions concerning
the construction or effect of patent applications and patents
shall be decided in accordance with the laws of the United
States.

     D. Force Majeure.  Neither party shall be responsible to
the other for delay or failure in performance of any of the
obligations imposed by this Agreement, provided such delay or
failure shall be occasioned by a cause beyond the control of and
without the fault or negligence of such party, including fire,
flood, explosion, lightning, windstorm, earthquake, subsidence
of soil, failure of machinery or equipment or supply of
materials, discontinuity in the supply of power, court order or
governmental interference, civil commotion, riot, war, strikes,
labor disturbances, transportation difficulties or labor
shortage.  Notwithstanding the aforesaid, if either party fails
to a substantial extent for at least six months to fulfill any
of its obligations under this Agreement, the other party may
terminate this Agreement.

     E. Adjudication of Licensed Patent.  Should the Licensed
Patent be declared invalid or not infringed or limited in scope
by a final decision of a court or other tribunal of competent
<PAGE>

jurisdiction, which decision is not the subject of pending
appellate review, then the construction placed upon said patent
by said court or other tribunal shall be followed by the parties
hereto from and after the date of entry of the decree of said
court or tribunal. Notwithstanding the foregoing, if DUPONT, its
Affiliates or sub-licensees initiate or participate in any
judicial or administrative proceeding challenging the scope,
validity, patent-ability or enforceability of the Licensed
Patent, then TY-BREAKERS shall have the absolute right effective
forthwith to terminate this Agreement and any sublicenses
granted pursuant to this Agreement.

     F. Entire Agreement.  This Agreement constitutes the entire
understanding between the parties and neither party shall be
obligated by any condition or representation other than those
expressly stated herein or as may be subsequently agreed to by
the parties hereto in writing.

     G. Headings.  Titles and headings of the Articles and
Sections of this Agreement are for the convenience of reference
only and do not form a part of this Agreement and shall in no
way affect the interpretation thereof.

     H. Waiver.  None of the provisions of this Agreement shall
be considered waived by any party hereto unless such waiver is
given in writing to the other party.  The failure of any party
to insist upon strict performance of any of the terms and
conditions hereof, or failure or delay to exercise any rights
provided herein or by law, shall not be deemed a waiver of any
rights of any party hereto.

     I. Severability.  The illegality or invalidity of any
provisions of this Agreement shall not impair, affect or
invalidate any other provisions of this Agreement.

     J. Amendment.  If a party to this Agreement desires a
modification in the Agreement, the parties shall, upon
reasonable notice of the proposed modification by the party
desiring the change, confer in good faith to determine the
desirability of such modification.  Such modification shall not
be effective until a written amendment is signed by the
representatives of each party duly authorized to execute such
amendment.

     K. Insolvency.  Should any one of the parties (1) become
insolvent or unable to pay its debts as they mature, or (2) make
<PAGE>

an assignment for the benefit of creditors, or (3) permit or
procure the appointment of a receiver for its assets, or (4)
become the subject of any bankruptcy, insolvency or similar
proceeding, then the other party to this Agreement may at any
time thereafter on written notice to the other party, effective
forthwith, cancel this Agreement and any sublicenses granted
pursuant to this Agreement.

     L. Independent Parties. The relationship of TY-BREAKERS and
DUPONT is that of independent parties and not as agents of each
other or as joint venturers or partners.  TY-BREAKERS and DUPONT
shall not be liable to each other or to any sub-licensee because
of the infringement of any patent application or patent of a
third party by DUPONT, TY-BREAKERS, or a sub-licensee of TY-
BREAKERS or DUPONT.



IN WITNESS WHEREOF, the parties have executed this Agreement on
the date set forth below.


E.I. DU PONT DE NEMOURS                  TY-BREAKERS CORP.
  AND COMPANY

By    /s/  Duane G. Moosberg           By  /s/ Frank J. Drohan
____________________________           _______________________
    C.E.O -  DuPont INOVA                  President


Date 12/29/00                             Date  12/22/00

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