**Exhibit
        10.48**
 
 **LICENSE
        AGREEMENT**
 
 **DATED:
        May 11, 2005**
 
 1.
                    **Licensor**:
                BBKO,
                    LLC, a Delaware Limited Liability Company (“Licensor”)C/O
                    Joseph Young Associates, Ltd.P.O.
                    Box 807, 18 Hook Mountain Rd., Suite 203Pine
                    Brook, New Jersey 070582.
                    **Licensee**:
                BBKO,
                    Inc. f/k/a/ Malibu Beach Mixers Company (“Licensee”)C/O
                    Joseph R. CelluraChairman
                    and CEOP.O.
                    Box 944Malibu,
                    CA 90265
  3. **Property** :
 
 The
        trade
        names “BBKO” and “Beats, Bouts and Knockouts” and all associated trademarks,
        service marks, goodwill, and business plans and prospective business
        arrangements relating to the sport of boxing relating thereto (collectively,
        the
“ **Property** ”).
        In
        this regard, Licensor represents that it has applied for Federal trademark
        registration of the names “BBKO” and “Beats, Bouts and Knockouts,” as well as a
        stylized logo for “Beats, Bouts and Knockouts,” in International Classes 41 and
        25 (Entertainment Services and Clothing). Such registration is pending and
        Licensor does not warrant that Federal trademarks will be issued.
  4. **License** :
 
 Licensor
        hereby grants an exclusive license to Licensee, during the “Term” (as
        hereinafter defined),
        in and to the Property for the purposes of undertaking any and all business
        activities utilizing the
        Property in connection with the sport of boxing.
 
 In
        this
        regard, Licensor represents that it has commenced negotiations with ESPN
        relating to the production
        of a series of boxing telecasts utilizing the Property, but no agreement
        has
        been reached regarding
        same as of the date hereof. Licensor agrees to cooperate with Licensor in
        attempting to conclude
        such agreement, but no representation is being made by Licensor that such
        agreement will be concluded
        or that ESPN will consent to Licensee being substituted for Licensor in
        connection with such
        services.
  5. **Term**    ****
 
 The
        term
        of this Agreement (“Term”) shall commence upon the date first written above and
        shall expire (unless sooner terminated in accordance with the provisions
        hereof)
        on the date ten (10) years thereafter.
  
  6. **Renewal
        Options:**
 
 The
        licensee shall have the option to renew the license agreement for four (4)
        additional 10 year terms
        by
        forwarding a payment of $100,000 in cash or stock, at the licensee’s option, for
        each 10- year
        extension. Licensee shall notify Licensor within 30 days prior to expiration
        of
        the licensing agreement.
 
 **7.
        Territory** :
 
 Worldwide
        (“ **Territory** ”).
  8. **Advances
        and Guarantees:**
 
 a.
              Up
                  front licensing fee: Upon signing of this agreement, Licensee will
                  pay an
                  up front license fee of $10,000 as follows:
 
 Convertible
        note issued to Allan Brown, Richard Abramson, and Gene Simmons in the
        amount of $10,000 convertible into 10% of the Licensee or 200,000,000 free
        trading shares of Orbit Brands Corporation (“Orbit”). If said note is converted
        into Orbit Brands shares, the 10% ownership in the Licensee shall revert
        back to
        its parent company (Orbit).
 
 b.
              Consulting
                  Fee: Upon signing of this agreement, Licensee will pay a consulting
                  fee of
                  $10,000
                  as follows:
 
 Convertible
        note issued to David Baker, Andrew Shayne, Joe Cellura, Kevin Pelletier,
        and Joe
        Salvani (the “Consulting Group”) in the amount of $10,000 convertible into 10%
        of the Licensee or 200,000,000 free trading shares of Orbit. If said note
        is
        converted into Orbit shares, the 10% ownership in the Licensee shall revert
        back
        to its parent company (Orbit).
 
 c.
              Initial
                  Seed Capital:$500,000
                  funded directly into the Licensee within 60 days of execution of
                  this
                  licensing agreement. The Consulting Group will receive a 10% interest
                  in
                  BBKO, LLC upon the receipt of cash in BBKO, Inc.
  9.  **Royalty
        Rate** :
 
 In
        consideration of the license herein granted by Licensee, Licensee shall pay
        royalties (“Royalties”) to Licensor of an amount equal to 1 percent (1%) in year
        1, 5 percent (5%) in year 2, and ten percent (10%) in years 3-10 of all gross
        amounts (including the monetary value of non-monetary consideration received
        by
        Licensee) (“Gross Receipts”) received by or applied to the account of Licensee
        or any “Related Party” (as hereafter defined) anywhere in the Territory in
        connection with Licensee’s activities utilizing and/or relating to the Property,
        including, without limitation, all Gross Receipts derived from any promotion
        of
        boxing events, management of boxing participants, presentation, production
        or
        licensing of televised boxing matches (and any exploitation of same by any
        means
        or in any media, now known or hereafter devised), merchandising activities,
        video games, so called “product integration” and product placement, sponsorship
        revenues or other commercial exploitation of any kind relating to the Property.
        “Related Parties” shall mean any affiliated, associated, parent, or subsidiary
        entity of Licensee and/or any sub-licensee of Licensee.
 
 
  10.  **Payment
        and Reporting:**
  10.1   Royalties
        shall be payable to Licensor on a quarterly basis during the Term and shall
        be
        accompanied by accounting statements in reasonable detail setting forth all
        Gross Receipts for the respective quarter and on a cumulative basis, as well
        as
        the source of all Gross Receipts. Such accounting statements and the
        accompanying Royalty payment shall be issued to Licensor no later than thirty
        days after the close of each calendar quarter during the Term. Licensee
        acknowledges and agrees that notwithstanding anything in herein contrary,
        its
        obligation to make payment of the Royalties shall survive any expiration
        of this
        Agreement
 
 10.2   Royalties
        may be computed in the currency of the country where earned and paid to the
        Licensor in U.S. Dollars at the exchange rate as stated in the Wall Street
        Journal on the last day of the applicable calendar quarter accounting period.
        Licensee shall be solely responsible for all costs of any currency conversion
        to
        U.S. Dollars and such costs shall not reduce the amounts due to Licensor
        hereunder. Licensor’s acceptance of any accounting statement or payment of
        Royalties by Licensee shall not be a waiver of any of Licensor’s rights
        hereunder, including, without limitation, Licensor’s rights to recover amounts
        due as a result of errors in any accounting statement. Licensee shall promptly
        pay all such amounts upon Licensor’s request.
 
 10.3  Licensee
        shall keep and maintain accurate books of account and records covering all
        transactions relating to this Agreement. Licensor or its designee shall be
        entitled to: Audit and inspect such books and records once per 12 month period
        and within 3 years of Licensee’s rendering thereof, during Licensee’s normal
        business hours, at its normal place of business, on normal business days
        and
        upon ten (10) days prior written notice to Licensee, and obtain copies and
        make
        its own summaries of such books and records. Licensee shall retain all such
        books of account and records for a minimum of three (3) years after expiration
        or termination of this Agreement and thereafter during the pendency of any
        claim
        by Licensee. If Licensor discovers any deficiency in any Royalties paid to
        Licensor for any period under audit (an “ **Audit
        Deficiency** ”),
        Licensee shall promptly pay such Audit Deficiency to Licensor and, if such
        Audit
        Deficiency is five percent (5%) or more of the Royalties owing to Licensor
        for
        the applicable audit period, Licensee shall, in addition to paying the Audit
        Deficiency, also reimburse Licensor for all costs and expenses incurred by
        Licensor in connection with such audit. Without prejudice to any other rights
        of
        Licensor hereunder, time is of the essence regarding all payments due hereunder
        and Licensee shall pay interest on any Audit Deficiency, as well as on all
        delinquent Royalty payments hereunder, at two percent (2%) plus the “prime rate”
established by the Federal Reserve Bank in New York, compounded annually
        at the
        rate from time to time in effect and calculated from the date on which such
        payment was due but in no event at a higher rate than allowed by law.
 
 11.  **Goodwill:**
 
 Licensee
        acknowledges that the Property contains substantial goodwill, and that Licensor
        is the sole owner of the Property, subject to the license hereby granted
        to
        Licensee. Licensee acknowledges and agrees that it shall not acquire any
        rights
        in and to the Property after the Term, and that any goodwill generated by
        Licensee’s use of the Property shall inure exclusively to the benefit of
        Licensor upon expiration of the Term or earlier termination hereof. Licensee
        shall not, during the Term, any extension and/or renewal thereof, or at any
        time
        thereafter, dispute or contest, directly or indirectly, Licensor’s ownership in
        and to the Property; the validity of any of the copyrights or trademarks
        pertaining thereto or Licensor’s ownership thereof, nor shall the Licensee
        assist or aid others whether directly or indirectly in doing so. Licensee
        shall
        not adopt or seek to register or take any action to use or establish rights
        in
        any name, mark, word (in any language), symbol, letter, or design which is
        confusingly similar to the Property.
  
 
 12. **Trademarks,
        Copyright, Patents, and Other Intellectual Property:**
 
 Licensee
        shall have the right to register trademarks and/or claims to copyright for
        any
        design incorporating the Property as may be reasonably necessary. Any and
        all
        applications for registration or claims to copyright, where applicable, shall
        identify the Licensor as the copyright proprietor in the Property and all
        applications to register trademarks shall identify the Licensor as the trademark
        owner; and any and all trademark applications applied for in Licensee’s name in
        connection with the Property shall be automatically assigned to Licensor
        at the
        expiration of the Term or earlier termination hereof. Licensor shall execute
        all
        assignments and other documents deemed necessary by Licensor to effectuate
        the
        foregoing and hereby grant Licensor a power of attorney to executed on
        Licensee’s behalf any such assignments and other documents, which power of
        attorney is coupled with an interest and irrevocable.
  Licensee
        agrees to promptly notify Licensor of any actual or suspected infringements
        of
        the Property and shall undertake to all reasonable efforts to protect and
        enforce all intellectual property rights relating to the Property during
        the
        Term, at Licensee’s expense.
  13.  **Termination
        of Agreement:**
 
 In
        the
        event of any default by Licensee, hereunder Licensor shall have the right
        to
        terminate this Agreement upon written notice to Licensor, subject to Paragraph
        10. below. The following will be defaults hereunder:
 
 13.1  Licensee
        fails to comply with the insurance provisions of this Agreement at all times
        hereunder.
 
 13.2  Licensee
        fails to remit any payment due hereunder or to deliver any of the accounting
        statements, and such default shall continue unremedied for a period of thirty
        (30) days after written notice of such default is received by Licensee.
 
 13.3  Licensee
        is unable to pay its debts when due, or makes any assignment for the benefit
        of
        creditors, or files or permits to be filed any petition under the bankruptcy
        or
        insolvency laws of any legal jurisdiction, or shall have or suffer a receiver
        or
        trustee be appointed for its business or property, or be adjudicated a bankrupt
        or an insolvent.
 
 13.4  Licensee
        uses of Property in a manner which violates the terms and conditions of this
        Agreement; or
 
 13.5  Subject
        to any cure provisions in this Agreement, Licensee breaches any of the material
        terms and conditions, agreements or covenants contained in this Agreement,
        or
        there is a material breach of any representation or warranty made by Licensee
        in
        connection with this Agreement
 
 13.6
        Licensor must give notice of any such default in writing to Licensee. After
        receipt by Licensee of such written notice (except with respect to Paragraph
        10.1, for which there shall be no cure period), Licensee shall have thirty
        (30)
        days in which to prospectively cure any such specified default. In the event
        Licensee has not prospectively cured said default to Licensor’s reasonable
        satisfaction within the 30 day period, then Licensor has the right at any
        time
        thereafter prior to cure to terminate this Agreement by written notice to
        Licensee.
  
  14.  **Effect
        of Expiration or Termination** :
 
 14.1  Upon
        the
        expiration or earlier termination of this Agreement, all rights granted to
        Licensee hereunder shall automatically and immediately revert to Licensor,
        and
        Licensee shall have no further right to exploit or in any way deal with the
        Property.
  14.2  Upon
        expiration or earlier termination of this Agreement, all Royalty obligations
        shall be accelerated and shall immediately become due and payable.
 
 14.3  If
        this
        Agreement is terminated by Licensee pursuant to Paragraph 10 hereof, Licensor
        shall assume all executory obligations of Licensee (which are not past due
        or in
        default) directly relating to Licensee’s activities in connection with the
        Property.
 
 15.  **Reservation
        of Rights:**
 
 Any
        and
        all rights in and to the Property which are not expressly granted to Licensee
        are hereby reserved by the Licensor. Any one or more of such reserved rights
        may
        be exercised or enjoyed by the Licensor, directly or indirectly, at any and
        all
        times.
 
 16.  **Remedies:**
 
 The
        parties recognize the unique and special nature and value of the use of the
        Property and agree that it would be extremely difficult and impractical to
        ascertain the extent of the detriment to Licensor which would be caused in
        the
        event of any use of the Property contrary to the terms and conditions of
        this
        Agreement. The parties further acknowledge that Licensor will have no adequate
        remedy at law in the event Licensee uses the Property in any way not permitted
        hereunder, and that Licensor shall be entitled to equitable relief by way
        of
        temporary and permanent injunction, and such other and further relief at
        law or
        in equity as any arbitrator or court of competent jurisdiction may deem just
        and
        proper, in addition to any and all other remedies provided for herein. All
        specific remedies provided for in this Agreement shall be cumulative and
        shall
        not be exclusive of one another or of any other remedies available in law
        or
        equity. Failure of either party to insist upon strict performance of any
        of the
        covenants or terms hereof to be performed by the other shall not be construed
        to
        be a waiver of any future failure to perform any such terms or covenants.
 
 17. **Licensee’s
            Representations, Warranties, Indemnification &
Insurance:**
 
 17.1  Licensee
        represents, warrants and agrees that: i) Licensee is a corporation duly
        organized, validly existing and in good standing under the laws of the State
        of
        California; has full corporate power and authority to conduct its business
        as
        now being conducted and as contemplated hereby; and holds or shall acquire
        all
        necessary licenses and permits from all government entities for the proper
        conduct of any of its activities relating to the Property; ii) Licensee has
        the
        unrestricted right, power and authority to enter into this Agreement and
        to
        perform its obligations hereunder, and neither the execution and delivery
        of
        this Agreement nor the consummation of the actions contemplated hereby will
        (a)
        violate any provisions of its charter documents, (b) violate, conflict with
        or
        constitute a default under any contract to which it is a party or (c) violate
        any law binding on it; iii) it will comply with all applicable laws,
        regulations, ordinances and other requirements involving the use of the Property
        and the conduct of Licensee’s business in connection therewith; and iv) it will
        not harm, misuse or bring disrepute to the Property.
  
 
 17.2  Licensee
        hereby indemnifies and agrees to defend and hold harmless forever Licensor,
        Licensor’s officers, employees and directors, representatives, attorneys, and
        successors and assigns from and against any and all claims, demands, losses,
        costs and expenses (including attorneys’ fees reasonably incurred by Licensor
        and/or such other parties), damages, judgments, penalties and liabilities
        of any
        kind or nature (collectively, “Claims”) whatsoever, directly or indirectly
        arising out of, resulting from, relating to or connected with: i) any
        unauthorized use by Licensee of the Property; ii) any breach of any
        representation, warranty or covenant of Licensee hereunder; iii) any claims
        from
        any third party relating to Licensee’s activities relating to the Property,
        including, without limitation, any defect in or use by any person or entity
        of
        any product encompassing the Property, any defamation by Licensee or invasion
        of
        the right of privacy, publicity or other personal or property right; and
        any
        claims or suits for violation of a third party’s intellectual property rights,
        including, but not limited to, copyright, trademark, trade dress, patent,
        method
        or design rights. Licensee shall promptly upon receipt of notice of any such
        claim defend such claim at Licensee’s sole cost and expense. Licensor, at its
        option, may engage counsel and join in the defense of such claim at Licensee’s
        sole cost and expense.
 
 17.3  Licensee
        will obtain and maintain, at its sole cost and expense, during the Term,
        and
        product and general liability insurance, from a qualified insurance carrier
        (including, without limitation, bodily injury coverage, personal injury,
        property damage, and casualty loss equivalent to Five Million Dollars (US
        $5,000,000) per occurrence, naming Licensor, its officers, directors and
        employers and shareholders as additional named insured under said policies,
        with
        a deductible of not more than $10,000 (certificate of which shall be furnished
        to Licensor). Such insurance policies shall provide that they may not be
        cancelled or materially modified without at least fifteen (15) business days
        written notice to Licensor. Such policies shall contain endorsements that
        negate
        the “other insurance” clause in the policies and a statement that the insurance
        provided is primary and that any similar insurance carried by Licensor is
        neither primary nor contributing.
 
 18. **Licensor’s
        Representations and Warranties:**
 
 18.1  Licensor
        represents and warrants that it: i) is the owner of all rights licensed
        hereunder and it has not granted, assigned or licensed any rights in the
        Property to any third party; ii) is a limited liability company duly organized,
        validly existing and in good standing under the laws of the State of Delaware;
        and iii) to the best of Licensor’s knowledge, as of the date hereof, there are
        no adverse claims against the Property; and iv) has the unrestricted right,
        power and authority to enter into this Agreement and to perform its obligations
        hereunder; and vi) neither the execution and delivery of this Agreement nor
        the
        consummation of the actions contemplated hereby will: (a) violate any provisions
        of its charter documents, (b) violate, conflict with or constitute a default
        under any contract to which it is a party or (c) violate any law binding
        on
        it.
 
 18.2  Licensor
        hereby indemnifies and agrees to defend and hold harmless Licensee, their
        officers, employees and directors from and against any and all claims, demands,
        losses, costs and expenses (including attorneys’ fees reasonably incurred by
        Licensee), damages, judgments, penalties and liabilities of any kind or nature
        whatsoever arising out of, resulting from any breach of any representation,
        warranty or covenant of Licensor hereunder.
  
 
 18.3  Should
        any third party assert a claim, demand, or cause of action against Licensee
        and/or Licensor contesting Licensor’s ownership in and to the Property under
        this Agreement, Licensor shall have the right at its option, but not the
        obligation, to undertake and conduct the defense of any such claim, demand
        or
        cause of action. Licensee may, but shall not be obligated to join in such
        defense and be represented by its own counsel, at its own expense. Licensee
        and
        Licensor shall discuss in good faith and mutually make any decision concerning
        the disposition of any claim, demand or cause of action which involves the
        Property.
 
 19.  **Relationship:**
 
 This
        Agreement does not constitute and shall not be construed as constituting
        a
        partnership, agency, or joint venture between Licensor and Licensee. Licensee
        shall have no right to obligate or bind Licensor in any manner whatsoever
        and
        nothing herein contained shall give or is intended to give any right of any
        kind
        to any third party.
 
 20.  **No
        Assignment:**
 
 The
        license hereby granted is and shall be personal to the Licensee and shall
        not be
        assignable by any action of the Licensee or by operation of law, and any
        attempt
        at such assignment shall be null and void. Notwithstanding the foregoing,
        Licensee may engage and/or grant sub-licenses to third parties approved by
        Licensor for periods not exceeding the Term in connection with Licensee’s
        activities concerning the exploitation of the Property. This Agreement shall
        inure to the benefit of and shall be binding upon Licensor’s successors and
        assigns.
 
 21. **Distribution
        of Shares of Licensee** :
 
 If
        the
        Licensee is subject to a spin-off, dividend distribution, IPO, reverse merger,
        or any other distribution from Orbit Brands Corporation, the Licensor will
        receive 40% of the newly formed entity and Orbit Brands Corporation shareholders
        will receive 40% of the newly formed entity. These distributions are both
        subject to dilution resulting from any convertible debt financing that remains
        outstanding at the time of distribution or any other capital raise necessary
        to
        finance the business of the Licensee.
 
 
  22.  **Notice:**
 
 Whenever
        notice is required to be given under this Agreement, it shall be deemed to
        be
        good and sufficient notice if in writing, signed by an officer or an authorized
        agent of the party serving such notice and sent by telegram, telefax, or
        mailed
        by registered or certified mail, or personal delivery or overnight air to
        the
        other party at the address stated above unless notification of a change of
        address is given in writing. Notice shall be deemed given as of the dates
        such
        notice is given to the following:
  Licensor:
              Licensee:BBKO,
                  LLC
                Janvey
                  Gordon et al
                355
                  Lexington Avenue
                10th
                  Floor
                New
                  York, New York 10017
                Attn:
                  William Randolph, Esq.
              BBKO,
                  Inc. f/k/a/ Malibu Beach Mixers Company (“Licensee”)
                C/O
                  Joseph R. Cellura
                Chairman
                  and CEO
                P.O.
                  Box 944
                Malibu,
                  CA 90265
  23.  **Entire
        Agreement**
 
 This
        Agreement contains the entire understanding of the parties. There are no
        representations, warranties, promises, covenants or understandings, oral
        or
        otherwise, other than those herein contained. For the avoidance of doubt,
        Licensor makes no representation or warranty concerning the amount of revenue,
        if any, that Licensee will realize from the commercial exploitation of the
        Property or this license.
 
 24. **Confidentiality**
 
 This
        Agreement constitutes a confidential business relationship between the Parties.
        Both Parties agree that they will not reveal the terms of this Agreement
        to any
        third party (excluding agents, attorneys, representatives, and others with
        whom
        they have a legal obligation to disclose) without the approval of the other.
        However, Licensee shall be permitted to disclose (i) the existence of the
        Agreement, the parties, a general description of the Agreement in connection
        with its disclosure obligations as a publicly reporting entity and (ii) any
        other terms which it is required by law or securities commission or stock
        exchange rule to disclose.
 
 25. **Permits/Licenses:**
 
 Notwithstanding
        any rights granted by Licensor herein with respect to the Property, Licensee
        shall be solely responsible for obtaining all licenses, permits, consents
        and
        permissions necessary in connection with the activities contemplated hereby
        including, without limitation, all necessary licenses and permits from state
        boxing commissions and other regulatory authorities relating to promoting
        and
        managing boxers or the staging of boxing matches. Licensor has made no
        representations that it has acquired any such permits or licenses.
 
 26. **No
        Modification; Waiver:**
 
 The
        terms
        of this Agreement shall not be modified except by an agreement in writing
        signed
        by both parties hereto. No waiver by either party of a breach or default
        hereunder shall be deemed waiver by such Party of a subsequent breach or
        default
        of a like or similar nature.
 
 27. **Governing
        Law:**
 
 This
        Agreement, its validity, construction and effect, shall be governed and
        construed in accordance with the laws of the State of California, without
        reference to its conflicts of laws principles.
  28. **Counterparts:**
 
 This
        Agreement may be executed in any number of counterparts, each of which shall
        be
        deemed to be an original and all of which together shall be deemed to be
        one and
        the same Agreement.
  
  IN
        WITNESS WHEREOF, the parties have executed this Agreement as of the date
        first
        written above
 
 BBKO,
                  LLC
              
              MALIBU
                  MIXERS COMPANYBy:
              
              
              By:Title:
              
              
              Title: