0001193125-05-233582 Sample Contracts

CHAIRMAN’S AGREEMENT
Chairman’s Agreement • November 30th, 2005 • Concentra Operating Corp • Services-specialty outpatient facilities, nec • Delaware

This Chairman’s Agreement (this “Agreement”) is made and entered into as of the 28th day of November, 2005 (the “Effective Date”), between Concentra Inc., a Delaware corporation (the “Company”), and Norman C. Payson, M.D. (“Dr. Payson”).

Sample 1
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AMENDMENT NO. 5 TO REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 30th, 2005 • Concentra Operating Corp • Services-specialty outpatient facilities, nec • New York

This Amendment No. 5 to Registration Rights Agreement (this “Amendment”), dated as of November 28, 2005, by Concentra Inc., a Delaware corporation formerly known as Concentra Managed Care, Inc. (the “Company”), and a majority in interest of each of the Schedule I Purchasers and FFC Purchasers (each as hereinafter defined). Capitalized terms used in this Amendment which are not otherwise defined herein shall have the respective meanings assigned to them in the Registration Rights Agreement referred to below.

Sample 1
CONCENTRA INC. TEN YEAR OPTION AWARD AGREEMENT November 28, 2005 Optionee: Norman C. Payson, M.D.
Year Option Award Agreement • November 30th, 2005 • Concentra Operating Corp • Services-specialty outpatient facilities, nec • Delaware

This Ten Year Option Award Agreement (the “Agreement”) is entered into as of the 28th day of November, 2005, between Concentra Inc., a Delaware corporation (the “Company”), and you for the purpose of evidencing an award to you of options (“Options”) pursuant to the Concentra Inc. 2005 Stock Option and Restricted Stock Purchase Plan for Non-Executive Chairman (the “Plan”).

Sample 1
CONCENTRA INC. SIX MONTH OPTION AWARD AGREEMENT November 28, 2005 Optionee: Norman C. Payson, M.D.
Month Option Award Agreement • November 30th, 2005 • Concentra Operating Corp • Services-specialty outpatient facilities, nec • Delaware

This Six Month Option Award Agreement (the “Agreement”) is entered into as of the 28th day of November, 2005, between Concentra Inc., a Delaware corporation (the “Company”), and you for the purpose of evidencing an award to you of options (“Options”) pursuant to the Concentra Inc. 2005 Stock Option and Restricted Stock Purchase Plan for Non-Executive Chairman (the “Plan”).

Sample 1
CONCENTRA INC. RESTRICTED STOCK AWARD AGREEMENT November 28, 2005 Recipient: Norman C. Payson, M.D.
Restricted Stock Award Agreement • November 30th, 2005 • Concentra Operating Corp • Services-specialty outpatient facilities, nec • Delaware

This Restricted Stock Award Agreement (the “Agreement”) is entered into as of the 28th day of November, 2005 (the “Date of Grant”), between Concentra Inc., a Delaware corporation (the “Company”), and you for the purpose of evidencing an Award to you of Restricted Stock pursuant to the Concentra Inc. 2005 Stock Option and Restricted Stock Purchase Plan for Non-Executive Chairman (the “Plan”). Terms used herein with their initial letters capitalized and not otherwise defined herein have the respective meanings assigned to them in the Plan.

Sample 1
CONCENTRA INC. UNRESTRICTED STOCK AWARD AGREEMENT November 28, 2005 Recipient: Norman C. Payson, M.D.
Unrestricted Stock Award Agreement • November 30th, 2005 • Concentra Operating Corp • Services-specialty outpatient facilities, nec • Delaware

This Unrestricted Stock Award Agreement (the “Agreement”) is entered into as of the 28th day of November, 2005 (the “Date of Grant”), between Concentra Inc., a Delaware corporation (the “Company”), and you for the purpose of evidencing an Award to you of Unrestricted Stock pursuant to the Concentra Inc. 2005 Stock Option and Restricted Stock Purchase Plan for Non-Executive Chairman (the “Plan”). Terms used herein with their initial letters capitalized and not otherwise defined herein have the respective meanings assigned to them in the Plan.

Sample 1
SECURITIES PURCHASE AGREEMENT between CONCENTRA INC. and NORMAN C. PAYSON, M.D. Dated as of November 28, 2005
Securities Purchase Agreement • November 30th, 2005 • Concentra Operating Corp • Services-specialty outpatient facilities, nec • Delaware

SECURITIES PURCHASE AGREEMENT (this “Agreement”) dated as of November 28, 2005, among Concentra Inc., a Delaware corporation (the “Company”), and Norman C. Payson, M.D. (the “Purchaser”).

Sample 1
AMENDMENT NO. 4 TO STOCKHOLDERS AGREEMENT
Stockholders Agreement • November 30th, 2005 • Concentra Operating Corp • Services-specialty outpatient facilities, nec • New York

This Amendment No. 4 to Stockholders Agreement (this “Amendment”), dated as of November 28, 2005, by Concentra Inc. a Delaware corporation formerly known as Concentra Managed Care, Inc. (the “Company”), and a majority in interest of each of the Schedule I Purchasers and FFC Purchasers (each as hereinafter defined). Capitalized terms used in this Amendment which are not otherwise defined herein shall have the respective meanings assigned to them in the Stockholders Agreement referred to below.

Sample 1
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