$250,000,000 Aggregate Principal Amount

Apogent Technologies Inc.

6% Senior Subordinated Notes due 2013

PURCHASE AGREEMENT

May 22, 2003

Lehman Brothers Inc.

Credit Suisse First Boston LLC

J.P. Morgan Securities Inc.

      as Representatives of the

      several Initial Purchasers listed

      in Schedule I hereto

c/o Lehman Brothers Inc.

745 Seventh Avenue

New York, NY 10019

Ladies and Gentlemen:

Apogent Technologies Inc., a Wisconsin corporation (the Company), proposes, upon the terms and conditions stated herein, to issue and sell $250,000,000 aggregate principal amount of its 6% Senior Subordinated Notes, Series A (the Series A Notes) due 2013, with the several guarantees (the Guarantees and together with the Series A Notes, the Securities) of certain of the Companys subsidiaries parties hereto (the Guarantors) to the several initial purchasers listed in Schedule I hereto (collectively, and as defined in Section 9 hereof, the Initial Purchasers), for whom Lehman Brothers Inc., Credit Suisse First Boston LLC and J.P. Morgan Securities Inc. are acting as representatives (collectively, the Representatives). This is to confirm the agreement between the Company, the Guarantors and the Initial Purchasers concerning the offer, issue and sale of the Securities.

The Securities will be issued pursuant to an indenture (the Indenture) to be dated as of the Closing Date (as defined in Section 3(a)), among the Company, the Guarantors and The Bank of New York, as Trustee (the Trustee).

1. Preliminary Offering Memorandum and Offering Memorandum. The Securities will be offered and sold to the Initial Purchasers without registration under the Securities Act of 1933, as amended, and the rules and regulations thereunder (collectively, the Securities Act), in reliance on an exemption pursuant to Section 4(2) under the Securities Act. The Company has prepared a preliminary offering memorandum, dated May 13, 2003 (the

Preliminary Offering Memorandum), and a final offering memorandum, dated May 22, 2003 (the Offering Memorandum), setting forth information regarding the Company, the Securities and the Exchange Securities (as defined herein). Any references herein to the Preliminary Offering Memorandum and the Offering Memorandum shall be deemed to include all documents incorporated by reference therein. The Company hereby confirms that it has prepared and has authorized the use of the Preliminary Offering Memorandum and the Offering Memorandum in connection with the offering and resale of the Securities by the Initial Purchasers as provided herein.

Holders (including subsequent transferees) of the Securities will be entitled to the benefits of a registration rights agreement (the Registration Rights Agreement) to be dated the Closing Date (as defined in Section 3(a) hereof), in substantially the form of Exhibit A hereto, for so long as such Securities constitute Transfer Restricted Securities (as defined in the Registration Rights Agreement). Pursuant to the Registration Rights Agreement, the Company will agree to file with the Securities and Exchange Commission (the Commission) (i) a registration statement under the Securities Act (the Exchange Offer Registration Statement) relating to (A) the Companys 6% Senior Subordinated Notes, Series A, due 2013 (the Exchange Notes) with the several Guarantees (the Exchange Guarantees and together with the Exchange Notes, the Exchange Securities) to be offered in exchange for the Securities (the Exchange Offer) and (ii) under certain circumstances, a shelf registration statement pursuant to Rule 415 under the Securities Act (the Shelf Registration Statement and, together with the Exchange Offer Registration Statement, the Registration Statements).

This Agreement, the Indenture and the Registration Rights Agreement are referred to herein collectively as the Transaction Documents.

2. Representations, Warranties and Agreements of the Company and the Guarantors. Each of the Company and the Guarantors, jointly and severally, represents, warrants to and agrees with, the Initial Purchasers that:

(a) Each of the Preliminary Offering Memorandum and the Offering Memorandum, will not as of its respective date, and the Offering Memorandum will not as of the Closing Date (as defined in Section 3(a)) contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein in the light of the circumstances under which they were made not misleading, except that this representation and warranty does not apply to statements in or omissions from the Preliminary Offering Memorandum or the Offering Memorandum made in reliance upon and in conformity with information relating to the Initial Purchasers furnished to the Company and the Guarantors in writing by or on behalf of the Initial Purchasers expressly for use therein. None of the Companys most recent Annual Report on Form 10-K, most recent Quarterly Report on Form 10-Q or any other document filed with the Commission pursuant to Section 13(a), 13(c) or 15(d) of the Exchange Act of 1934, as amended (the Exchange Act) subsequent to the date of such filings (collectively, the Exchange Act Reports) contained, as of their respective dates, any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading. The Exchange Act Reports, when they were filed with the Commission, conformed in all

2

material respects to the applicable requirements of the Exchange Act and the applicable rules and regulations of the Commission thereunder.

(b) Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 7 and their compliance with the agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers, and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Indenture, the Registration Rights Agreement and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act of 1939, as amended, and the rules and regulations of the Commission thereunder (collectively, the Trust Indenture Act).

(c) Except as disclosed in the Offering Memorandum or the Exchange Act Reports, there is no relationship, direct or indirect, between or among the Company and the Guarantors, on the one hand, and the directors, executive officers, shareholders, customers or suppliers of the Company or the Guarantors, on the other hand, as required to be described under Item 404 of Regulation S-K under the Securities Act.

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