EXECUTION COPY

$30,000,000

CONCENTRA OPERATING CORPORATION

9 ¹/2% Senior Subordinated Notes Due 2010

PURCHASE AGREEMENT

November 17, 2003

CREDIT SUISSE FIRST BOSTON LLC

CITIGROUP GLOBAL MARKETS INC.

        c/o Credit Suisse First Boston LLC,

        Eleven Madison Avenue,

        New York, N.Y. 10010-3629

Dear Sirs:

1. Introductory. Concentra Operating Corporation, a Nevada corporation (the Company), proposes, subject to the terms and conditions stated herein, to issue and sell to the initial purchasers named in Schedule A hereto (the Purchasers) $30,000,000 principal amount of its 9% Senior Subordinated Notes Due 2010 (Offered Securities) to be issued as additional securities under the indenture dated as of August 13, 2003 (as it may be amended to reflect the issuance of the Offered Securities, the Indenture), among the Company, the subsidiary guarantors from time to time party thereto and The Bank of New York, as Trustee, on a private placement basis pursuant to an exemption under Section 4(2) of the United States Securities Act of 1933 (the Securities Act), and hereby agrees with the Purchasers as follows:

The Companys obligations under the Offered Securities, including the due and punctual payment of interest on the Offered Securities, shall be unconditionally guaranteed (each, a Guarantee and, collectively, the Guarantees) on a senior subordinated basis by each of the Companys domestic subsidiaries listed on Schedule B hereto (together, the Guarantors).

The holders of the Offered Securities will be entitled to the benefits of a Registration Rights Agreement dated as of the date hereof among the Company, the Guarantors and the Purchasers (the Registration Rights Agreement), pursuant to which the Company agrees to file a registration statement with the Securities Exchange Commission (the Commission) registering the resale of the Offered Securities under the Securities Act.

Concurrently with the issue and sale of the Offered Securities (the Offering), as set forth in this Agreement, the Company will distribute a portion of the proceeds of the Offering, together with cash on hand, to Concentra Inc., a Delaware corporation and holder of all of the Companys outstanding capital stock (Holdings), and Holdings will redeem all of its outstanding 14% Senior Discount Debentures due 2011 at the redemption price set forth in the indenture dated August 17, 1999, between Holdings (f/k/a Concentra Managed Care, Inc.) and The Bank of New York, as successor to United States Trust Company of New York, as trustee, for such debentures and otherwise in accordance in all respects with such indenture.

The obligation of the Company to sell to the Purchasers the Offered Securities is subject to the Companys obtaining the requisite consents from the lenders under its senior credit facilities and Holdingss obtaining the requisite consents from the lenders under its bridge loan agreement required to effect the Offering.

2. Representations and Warranties of the Company. The Company represents and warrants to, and agrees with, the Purchasers that:

(a) An offering circular relating to the Offered Securities has been prepared by the Company. Such offering circular (the Offering Circular), as supplemented as of the date of this Agreement, together with any other document approved in writing by the Company for use in connection with the contemplated resale of the Offered Securities, are hereinafter collectively referred to as the Offering Document. On the date of this Agreement, the Offering Document does not, and on the Closing Date the Offering Document will not, include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Offering Document based upon written information furnished to the Company by either Purchaser specifically for use therein, it being understood and agreed that the only such information is that described as such in Section 8(b) hereof.

(b) The Offered Securities have been duly authorized by the Company and each Guarantor and, when delivered and paid for pursuant to this Agreement and the Indenture, will have been duly executed, authenticated, issued and delivered and (assuming due authentication of the Offered Securities by the Trustee) will constitute valid and legally binding obligations of the Company and each Guarantor, entitled to the benefits provided in the Indenture and enforceable in accordance with their terms.

(c) The Company has been duly incorporated and is an existing corporation in good standing under the laws of the State of Nevada, with power and authority (corporate and other) to own its properties and conduct its business as described in the Offering Document; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing would not individually or in the aggregate have a material adverse effect on the condition (financial or otherwise), business, properties or results of operations of the Company and its subsidiaries taken as a whole (Material Adverse Effect).

(d) Each subsidiary of the Company has been duly incorporated or otherwise organized and is an existing corporation, limited liability company or other entity in good standing under the laws of the jurisdiction of its incorporation or organization, with power and authority (corporate, limited liability company or other, as applicable) to own its properties and conduct its business as described in the Offering Document; and each subsidiary of the Company is duly qualified to do business as a foreign corporation or other business entity in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, have a Material Adverse Effect; all of the issued and outstanding capital stock or other equity interests of each subsidiary of the Company has been duly authorized and validly issued and is fully paid and, in the case of corporate subsidiaries, nonassessable; and, after giving effect to the Transactions (as defined in the Offering Document), the capital stock or other equity interests of each subsidiary owned by the Company, directly or through subsidiaries, is owned free from liens, encumbrances and defects other than as described in the Offering Document. A list of all subsidiaries of the Company, including their respective legal names, jurisdictions of formation or organization, the Companys direct or indirect ownership therein and whether they are Guarantors is attached hereto as Schedule C.

(e) The Indenture has been duly authorized by the Company and each Guarantor; when the Offered Securities are delivered and paid for pursuant to this Agreement on the Closing Date, the Indenture will have been duly executed and delivered, such Offered Securities will have been duly executed, authenticated, issued and delivered (assuming due authorization, execution and delivery of the Indenture by the Trustee and due authentication of the Offered Securities by the Trustee) and the Indenture and such Offered Securities will conform in all material respects to the description thereof contained in the Offering Document, and (assuming due authorization, execution and delivery of the Indenture by the Trustee) the Indenture will constitute valid

2

and legally binding obligations of the Company and each Guarantor, enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws relating to or affecting creditors rights generally and to general equity principles.

(f) The Guarantee to be endorsed on the Offered Securities by each of the Guarantors has been duly authorized by such Guarantor and, on the Closing Date, will have been duly executed and delivered by each such Guarantor and will conform in all material respects to the description thereof contained in the Offering Document; when the Offered Securities have been issued, executed and authenticated in accordance with the Indenture and delivered to and paid for by the Purchasers in accordance with the terms of this Agreement, the Guarantee of each Guarantor endorsed thereon (assuming due authorization, execution and delivery of the Indenture by the Trustee and due authentication of the Offered Securities by the Trustee) will constitute valid and legally binding obligations of such Guarantor enforceable in accordance with their terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws relating to or affecting creditors rights generally and to general equity principles.

(g) On the Closing Date, the Indenture will conform in all material respects to the requirements of the Trust Indenture Act of 1939, as amended (the TIA or Trust Indenture Act), and the rules and regulations of the Securities and Exchange Commission (the Commission) applicable to an indenture which is qualified thereunder.

(h) On the Closing Date, the Exchange Securities and Private Exchange Securities (each as defined in the Registration Rights Agreement) will have been duly authorized by the Company and the Guarantors; and when the Exchange Securities and Private Exchange Securities are issued, executed and authenticated in accordance with the terms of the Exchange Offer (as defined in the Registration Rights Agreement) and the Indenture, the Exchange Securities and Private Exchange Securities will constitute valid and legally binding obligations of the Company, enforceable in accordance with their terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws relating to or affecting creditors rights generally and to general equity principles.

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