EXHIBIT 10.14

                                LICENSE AGREEMENT

AGREEMENT made this 19 day of February, 1997, by and between Clement H. Royer at
Natural Cool, Inc. a Vermont Corporation (herein referenced to as Licensor), and
Safe Alternatives  Corporation of America,  Inc. a Florida  Corporation with its
principal place of business in Ridgefield, Connecticut (hereafter referred to as
Licensee) acting herein by Stephen J. Thompson its President.

WHEREAS:  Licensor has exclusive  worldwide  marketing rights and  manufacturing
rights to a patented product known as Natural Cool (hereafter referred to as the
Product; and

WHEREAS:  Licensee  is  in  the  business  of  the  commercial  exploitation  of
environmentally friendly products; and

WHEREAS:  Licensor is desirous of licensing the world-wide  exclusive  marketing
rights to the product to license; and

WHEREAS: Licensee is desirous of obtaining said license;

NOW, THEREFORE, it is agreed as follows:

         1.  Licensor  agrees  to  grant  to  license  the  exclusive  worldwide
marketing  rights for the Natural Cool system product as described in the United
States Patent  attached hereto and made a part hereof.  Licensor  further agrees
that any  improvements,  trade secrets,  alternatives or changes to said product
shall be included hereunder and the exclusive  worldwide  marketing rights shall
belong to Licensee.

         2. Licensee  agrees to pay Licensor a two (2%) percent royalty on gross
sales of the product.  It is agreed and understood  that the royalty  percentage
will be reduced proportionately when the following benchmarks are not met:

                  A) The average retail price must be a minimum of four thousand
($4,000.00)  dollars per unit.

                  B) Each unit must have a gross profit  percentage  of at least
sixty (60%)  percent.  Gross profit herein defined as the gross sales price less
all costs of manufacturing.

                  3.  Licensee  shall,  upon the  execution  of this  Agreement,
immediately  escrow  250,000  shares  of its  common  stock for the  benefit  of
Licensor.  The stock  escrowed  shall be released on or before the 15th of March
1997.
<PAGE>
As a condition of this Agreement:

                  4. Licensee shall enter into a mutually agreed upon employment
contract  with Clement H. Royer for the  overseeing of the Natural Cool Division
of Licensee.  Proof of the existence of said agreed to employment  contract will
be the  execution  of this  Agreement  which  shall not be  executed  until said
mutually  agreed  to  employment  contract  is in full  force and  effect.  This
Licensee may be terminated  if the terms of the  Employment  Agreement  attached
hereto and made a part hereof are not honored by Licensee and written  notice of
any default under said Contract has been given  Licensee by Clement H. Royer and
said default has not been cured within 120 days of receipt of said notice.

                  5.   Licensee   represents   that  it  is   able  to   provide
manufacturing  capital  for the  product in the  minimum  amount of fifty  (50%)
percent of all bona-fide  purchase orders received from creditworthy  customers,
not to be  less  than  $3,000.00  per  unit,  up to a  minimum  of  two  million
($2,000,000.00)  dollars  at this  time.  Licensee's  representations  herein is
conditional on the assumption  that the purchaser is  creditworthy  and that the
product is suitable for the purpose of which it is intended and free from defect
and in good working order.

         6. It is  understood  and  agreed  that all  representations  herein by
Licensee and Licensor are material and are being relied upon by the other party.

         7. Licensor hereby represents the following:

                  A) The product is patented  under a United States Patent and a
         Canadian patent, a copy of which is attached hereto.

                  B) Licensor or its principals know of no other patent which is
         similar to the patent of Licensor and that  Licensor's  patent does not
         infringe and will not infringe on any other United States Patent.

                  C)  The  product  is  approved  and  listed  by  Underwriter's
         Laboratory and N.S.F. for the purpose for which it's used.

                  D) There  currently  exist a minimum of 200 installed units of
         the  product.  All  of  said  units  are  in  good  working  order  and
         functionary  for the  purpose for which they were  installed.  Licensor
         agrees to give Licensee all names,  addresses and all  information  the
         Licensor  possesses.  Said customers shall become customers of Licensee
         for all purposes.

                  E) Licensor has a leasing  company  available for purchases of
         the  product,  the terms of said leases  being  competitive  with other
         leasing companies.

                  F)  Licensor  projects,  within  a one year  period,  purchase
         orders for 13,000  units of the  product  at a minimum  sales  price of
         $4,000.00 per unit per year.

                  G)  Licensor  is the  sole  owner of the  worldwide  marketing
                  rights for the  product.  H) Licensor  hereby  represents  the
                  following:

                           i) Licensse  agrees to purchase  minimum of 500 units
                  per year.
                          
                           ii) 100 units will be funded on or before the 15th of
                  March 1997.

         8. It is agreed  by  Licensor  that  Licensee  shall  have the right to
manufacture  the product if Licensor ever fails to complete the  manufacture  of
all units ordered in a timely fashion,  or the  manufacturing  entity  increases
costs in excess of three (3%)  percent of the  established  base cost in any one
year for purposes of this  Paragraph the term timely fashion shall be defined as
one hundred twenty (120) days from the date of the placement of an order.

         9. Licensee  agrees to maintain  complete  records in  accordance  with
generally  accepted  principals  which  accurately  reflect  the  activities  of
Licensee  under this  Agreement as are pertinent to an
<PAGE>
accurate calculation of continuing royalties.  Licensor shall have the right, at
its own expense,  to have the records maintained by Licensee hereunder inspected
by a firm of nationally  recognized certified public accountants for the purpose
of verifying the amount of continuing  royalties due and payable hereunder,  but
such rights of inspection  shall be limited to no more than two  inspections per
calendar year, and alt information provided or obtained by such certified public
accountant,  except the total amount of  continuing  royalties  accruing in each
calendar  quarter,  shall be held by them in strict  confidence  including as to
Licensor.

         10. Licensor  represents to Licensee that a U.S. Patent exists covering
this  technology.  Licensor  and  Licensee  agree that it is  important  to this
Agreement that the Licensor Patent Rights be maintained.

                  A) For and in consideration of the right and license, Licensor
         agrees to pay all maintenance fees, all fees for filing and prosecuting
         pending patent applications, etc., for those Licensor Patent Rights and
         Licensor Improvements.

                  B) Licensor  shall have the option at its sole  discretion  of
         maintaining the Patent Rights by the payment of all  maintenance  fees,
         all fees for filing and prosecuting pending patent applications,  etc.,
         for those Patent Rights and  Improvements  which Licensor and SAC agree
         are  important to this  Agreement in which event such Patent Rights and
         Improvements  shall remain the sole property of Licensor and SAC's only
         rights  therein  are those  granted  by  license  herein.  In the event
         Licensor  chooses not to maintain  any of the Patent  Rights at its own
         expense,  it shall  notify SAC in writing  thereof at least thirty (30)
         days  before  the  expiration  of the  relevant  period  for  filing or
         maintenance and SAC shall then have the option, at its sole discretion,
         of filing or maintaining such Patent Rights.  Should SAC choose to file
         or maintain such Patent  Rights at its own expense,  the cost of filing
         or  maintaining  said patent rights shall be deducted from payments due
         Licensor.  Licensor  agrees to cooperate  fully with SAC in such filing
         and maintenance.

                  C)  Similarly,   Licensor  shall  be  solely  responsible  for
         enforcement of the Licensor's  Patent Rights and shall pay all expenses
         of and receive all recoveries from such  enforcement.  However,  in the
         event that  Licensor  falls to enforce the  Licensor'  5 Patent  Rights
         against an infringer (in the opinion of SAC's patent  counsel) within a
         reasonable  time after  having  notice  thereof,  then SAC may bring an
         action for enforcement of the Licensor's Patent Rights in its own name,
         at its  own  expense  and  for  its own  benefit,  and  Licensor  shall
         cooperate flilly with SAC in any such enforcement action.

         11. The  performance  by the  parties of their  respective  obligations
under this  Agreement  shall be  suspended  for such  period of time as they are
prevented  from  performing  such  obligations  by reason of acts of God,  fire,
flood, explosion, insurrection, riot, enemy attach, malicious mischief, order of
the  court or other  governmental  authority,  inability  to  secure or delay in
securing  rights of way,  privileges,  franchises,  permits  equipment and other
events reasonably beyond the control of the party subject thereto.
<PAGE>
         12. All notices  required  or  permitted  to be given  pursuant to this
Agreement shall be in writing and shall be deemed  adequately given if delivered
in person or sent by registered or certified mail, return receipt requested,  to
the following address:

                           Safe Alternatives Corporation of America, Inc.
                           C/o Richard J. Fricke
                           27 Governor Street

                           Ridgefield, CT 06877

                           Mr. Clement H. Royer and/or assigns
                           358 Phaeton Street
                           Windsor, CT 06095

or such other address as may be designated by a party, by a notice in compliance
with this article.

         13. This  Agreement  shall be governed by and  construed in  accordance
with the laws of the State of Connecticut.

         14. This  Agreement  represents  the complete  agreement of the parties
with  respect  to the  subject  matter  hereof,  and all  prior  agreements  and
negotiations are merged herein. This Agreement may be amended or changed only by
a written document purporting to do so and signed by both parties.

         15.  If it shall  at any  time  appear  that  any  right or  obligation
provided in this  Agreement is contrary to any law,  treaty or  regulation  of a
government  to which any party is  subject,  such right or  obligation  shall be
deemed annulled, or shall be modified to the extent required to comply with such
law, treaty or regulation.

         16.  Except to the extent  permitted  under and  necessary to enjoy the
full benefits of the Agreement, it is agreed that without prior written approval
of the  other  party,  neither  party  will  during  the term of this  Agreement
disclose or permit to be disclosed  to others or used for, its own benefit,  any
know-how and  unpublished  information  relating to the  business,  engineering,
research  activities or trade secrets of the other  acquired by the party during
the  term of  this  Agreement,  provided  that  such  know-how  and  unpublished
information  has been  designated and marked as  "CONFIDENTIAL"  by the party to
whom the  know-how  and  information  belongs  prior to its  acquisition  by-the
receiving   party;  and  provided  further  that  the  know-how  or  unpublished
information  has not  fallen  into the  public  domain  through  no fault of the
receiving  party and has not been received by the  receiving  party from another
source.

         17. This Agreement is being executed in duplicate  original form,  each
of which shall serve and function as an original agreement for all purposes.


<PAGE>
IN WITNESS  WHEREOF the  undersigned  have set their hands and seals this 
day of January, 1997.


In the presence of:


---------------------------
Witness


---------------------------
Witness

Safe Alternatives Corporation of America. Inc.

     /s/ Stephen J. Thompson
---------------------------------
Stephen J. Thompson, its President



                                        Natural Cool, Inc.

                                        ------------------------------
                                        Clement H. Royer, its President

                                        /s/ Clement H. Royer
                                        -------------------------------
                                        Clement H. Royer, as individual

                                        Date:    Feb. 19, 1997