<PAGE>
                           ENGAGEMENT AGREEMENT


This Agreement is effective as of the date of execution, by and between 
FiberChem, Inc. 1181 Grier Drive, Bldg B., Las Vegas, NV 89119 (referred to 
as "Company"), and entrenet Group, LLC, 5213 El Mercado Parkway, Suite D, 
Santa Rosa, California 95403 (referred to as "entrenet").

In this Agreement, the party who is contracting to receive services shall be 
referred to as "Company," and the party who will be providing the services 
shall be referred to as "entrenet".

Company desires to have services provided by entrenet.

Therefore, the parties agree as follows:

1.   DESCRIPTION OF SERVICES. Beginning on the Effective Date, entrenet will 
     provide the services, (collectively, the "Services") as described in 
     Exhibit A attached hereto and incorporated herein by reference.

2.   PERFORMANCE OF SERVICES. The manner in which the Services are to be 
     performed and the specific hours to be worked by entrenet shall be 
     determined by entrenet. entrenet shall, and the Company will rely on 
     entrenet's promise to work as many hours as may be reasonably necessary 
     to fulfill entrenet's obligations under this Agreement.

3.   PAYMENT. Company will pay a fee to entrenet for the Services in an 
     amount and under terms and conditions as described in Exhibit A.

4.   TRANSACTION. For purposes of this agreement, the term "Transaction" 
     shall mean, whether in one or a series of transactions: Any capital 
     financing, including without limitation, any financing for debt, equity, 
     capital stock (common or preferred), convertible instruments, lines of 
     credit and secured and/or unsecured debt; Any merger/acquisition activity 
     including without limitation, (i) the acquisition, directly or indirectly,
     through purchases, sales, or otherwise, of any or all portions of the 
     securities of the Company by an investor or (ii) any merger, 
     consolidation, reorganization, recapitalization, restructuring or other 
     business combination involving the Company and an investor.

5.   CONSIDERATION. For purposes of this agreement, the term "Consideration" 
     means the total proceeds and other consideration paid and to be paid or 
     contributed directly or indirectly, in connection with a Transaction 
     (which consideration shall be deemed to include amounts paid or to be 
     paid into escrow) to the Company and its shareholders, including, 
     without limitation: (i) cash; (ii) notes, securities, and other property 
     (including all options, warrants or other instruments or arrangements 
     convertible into or exercisable for any of the foregoing) at the fair 
     market value thereof; (iii) liabilities assumed; (iv) payments to be made 
     in installments; (v) amounts paid or payable under management, consulting, 
     supply, service, distribution, technology transfer or licensing 
     agreements, and real property or equipment lease agreements, and 
     agreements not to compete, and other similar arrangements (including such 
     payments to management), entered into other than in the ordinary course 
     of business; and (vi) contingent payments (whether or not related to 
     future earnings or operations). The fair market value of non-cash 
     consideration consisting of securities shall be determined based upon 
     (A) the closing sale price for such securities on the registered national 
     securities exchange providing the primary market therein on the last 
     trading day prior to the date of receipt thereof by the Company or its 
     shareholders, (B) if such securities are not so traded, the average of 
     the closing bid and asked prices, as reported by the National Association 
     of Securities Dealers Automated Quotation System on the last trading day 
     prior to the date of receipt thereof by the Company or its shareholders, 
     or (C) if such securities are not so traded or reported, agreement 
     between the Company and entrenet. The fair market value of any non-cash 
     Consideration other than securities shall be determined by agreement of 
     the Company and entrenet. If all or any portion of the Consideration is 
     to be paid over time, then that portion of the Transaction Fee 
     attributable thereto shall be 

<PAGE>

     payable, in the sole discretion of entrenet, either (i) as and when such 
     payments are made or (ii) upon consummation of a Transaction, calculated 
     based on the present value of such Consideration utilizing a discount 
     rate of 7% per annum.

6.   ACCOUNTING AND INSPECTION RIGHTS. For all compensation referred to in 
     Exhibit A, it is further agreed that Company shall maintain written 
     records in sufficient detail for purposes of determining the amount of 
     Fees due entrenet. Company shall provide to entrenet a written accounting 
     that sets forth the manner in which Fee payments were calculated. Upon 
     15 days notice, entrenet or entrenet's agent shall have the right to 
     inspect Company's records for the limited purpose of verifying the 
     calculation of Fee payments, subject to such restrictions as Company 
     may reasonably impose to protect the confidentiality of the records. 
     Such inspections shall be made at the company's principal place of 
     business during regular business hours as may be set by the Company.

7.   EXPENSE REIMBURSEMENT. entrenet shall be entitled to reimbursement from 
     Company for the following pre-approved "out-of-pocket" expenses: travel 
     expenses, airfare, hotel, meals, postage and delivery, copying, 
     long-distance telephone calls, or other expenses as shall be mutually 
     agreed upon.

8.   TERM/TERMINATION. This Agreement shall be effective upon signing and 
     shall have an initial term and such renewal terms as shall be described 
     in Exhibit A. The termination of this engagement is also defined in 
     Exhibit A.

9.   RELATIONSHIP OF PARTIES. It is understood by the parties that entrenet 
     is an independent contractor with respect to Company, and not an employee 
     of Company. Company will not provide fringe benefits, such as health 
     insurance benefits, paid vacation, or any other employee benefit, for 
     the benefit of entrenet.

10.  INDEMNIFICATION AND CONTRIBUTION. (a) If, in connection with the 
     services or matters that are the subject of this agreement, entrenet 
     becomes involved in any capacity in any action or legal proceeding, 
     the Company agrees to reimburse entrenet, its affiliates and their 
     respective directors, officers, employees, representatives and 
     controlling persons (each an "Indemnified Person") promptly upon request 
     for all expenses (including without limitation, fees and disbursements of 
     legal counsel and the cost of investigation and preparation) as they are 
     incurred. In the event a determination is made to the effect set forth 
     below holding that entrenet is not entitled to indemnification hereunder, 
     entrenet shall promptly refund to the Company all amounts advanced under 
     this Section in respect of reimbursement of expenses. The Company also 
     agrees to indemnify and hold each Indemnified Person harmless against all 
     losses, claims damages or liabilities, joint or several (collectively, 
     "Damages"), to which such Indemnified Person may become subject 
     (i) arising out of or based upon any untrue statement or alleged untrue 
     statement of a material fact contained in any offering materials or any 
     other written or oral communication provided to any investor of securities 
     of the Company or arising out of or based upon the omission or alleged 
     omission to state in any such document or communication a material fact 
     required to be stated therein or necessary in order to make the 
     statements therein, in light of the circumstances under which they were 
     made, not misleading; or (ii) in connection with the services or matters 
     which are the subject of this agreement, provided that the Company 
     shall not be liable under the foregoing indemnity in respect of any 
     Damages to the extent that a court having jurisdiction shall have 
     determined by a final judgment (not subject to further appeal) that 
     such damages resulted directly and primarily from the gross negligence 
     or willful misconduct of entrenet or any other Indemnified Person. The 
     Company also agrees that no Indemnified Person shall have any liability 
     to the Company for or in connection with this engagement, except for 
     any liability which results directly and primarily from the gross 
     negligence or willful misconduct of the Indemnified Person. (b) The 
     Company and entrenet agree that if, for any reason, any indemnification 
     sought pursuant to this Section is unavailable or is insufficient to 
     hold any Indemnified Person Harmless, then, whether or not entrenet is 
     the person entitled to indemnification, the Company and entrenet shall 
     each contribute to amounts paid or payable in respect of the Damages for 
     which such indemnification is unavailable or insufficient in such 
     proportion as if appropriate to reflect (i) the relative benefits to the 
     Company, on the one hand, and entrenet, on the other and (ii) their 
     relative fault, in connection with the matters as to which such Damages 
     relate, as well as any relevant equitable considerations; provided that 
     in no event shall the amount to  
                                     2




<PAGE>

    be contributed by entrenet exceed the amount of fees actually received by 
    entrenet hereunder (excluding any amounts received by entrenet as a 
    reimbursement of expenses). The Company and entrenet agree to consult in 
    advance with one another with respect to the terms of any proposed 
    waiver, release or settlement of any claim, action or proceeding to which 
    entrenet or an Indemnified Person may be subject as a result of the 
    matters contemplated by this agreement and further agree not to enter 
    into any such waiver, release or settlement without the prior written 
    consent of one another (which consent shall not be unreasonably 
    withheld), unless such waiver, release or settlement includes an 
    unconditional release of entrenet or such indemnified Person, as the case 
    may be, from all liability arising out of such claim, action or 
    proceeding. (c) The agreements of the Company under this Section shall be 
    in addition to any liabilities the Company may otherwise have and shall 
    apply whether or not entrenet or any other Indemnified Person is a formal 
    party to any claim, action or legal proceedings. ANY RIGHT TO A TRIAL BY 
    JURY WITH RESPECT TO ANY CLAIM FOR INDEMNIFICATION OR CONTRIBUTION 
    HEREUNDER OR IN RESPECT OF ANY CLAIM, ACTION OR LEGAL PROCEEDING ARISING 
    OUT OF OR RELATED TO THE SERVICES OF entrenet HEREUNDER OR IN ANY OTHER 
    MANNER IS HEREBY WAIVED BY EACH INDEMNIFIED PARTY AND BY THE COMPANY.

11. COOPERATION, CONFIDENTIALITY, ETC. (a) The Company shall furnish 
    entrenet with all information and data which entrenet shall reasonably 
    deem appropriate in connection with its activities on the Company's 
    behalf, and shall provide entrenet full access to the Company's officers, 
    directors, employees and professional advisors. Further, the Company 
    shall involve entrenet in all discussions between the Company and 
    potential investors and shall make available to entrenet all information 
    regarding potential investors which the Company receives from any source 
    whatsoever. The Company recognizes and confirms that entrenet in acting 
    pursuant to this engagement will be using information in public reports 
    and other information provided by others, including information provided 
    by the Company, and that entrenet does not assume responsibility for, and 
    may rely without independent verification upon, the accuracy or 
    completeness of any such information.  (b) the Company agrees that 
    entrenet's advice is for the use and information of the Company's 
    management and Board of Directors only and the Company will not disclose 
    such advice to others (except the Company's professional advisors and 
    except as required by law) or summarize or refer to such advice without, 
    in each case, entrenet's prior written consent. Notwithstanding anything 
    to the contrary contained in the foregoing, in the event the Company is 
    required by law to make any filings with any governmental authority 
    (including without limitation the Securities and Exchange Commission) 
    which mention entrenet or any disclosure to the holder of its securities 
    concerning entrenet, the Company shall afford entrenet the opportunity to 
    review such disclosure in advance and to approve the form thereof, such 
    approval not to be unreasonably withheld or delayed. entrenet agrees that 
    it will not, without the prior written consent of the Company, disclose, 
    to any third party any confidential information provided by the Company 
    to entrenet in connection with this engagement, except to the extent (i) 
    such disclosure is required by applicable law, regulation or legal 
    process, (ii) such information becomes publicly known other than as a 
    result of the breach by entrenet of its obligations set forth in this 
    sentence, and (iii) such disclosure is requested or required by any bank 
    regulatory authority having jurisdiction over entrenet.

12. OTHER TRANSACTIONS. The Company acknowledges that entrenet and its 
    affiliates may have and may in the future have investment and commercial 
    banking, trust and other relationships with parties other than the 
    Company, which parties may have interests with respect to a Transaction. 
    Although entrenet in the course of such other relationships may acquire 
    information about the Transaction, potential investors or such other 
    parties, entrenet shall have no obligation to disclose such information 
    to the Company or to use such information on the Company's behalf. 
    Furthermore, the Company acknowledges that entrenet may have fiduciary or 
    other relationships whereby entrenet may exercise voting power over 
    securities of various persons, which securities may from time to time 
    include securities of the Company, potential investors or to others with 
    interests with respect to a Transaction. The Company acknowledges that 
    entrenet may exercise such powers and otherwise perform its functions in 
    connection with such fiduciary or other relationships without regard to 
    its relationship to the Company hereunder.

                                      3

                                             

<PAGE>

13. ACKNOWLEDGMENT OF SERVICES PROVIDED. entrenet may include descriptions 
    of services provided by entrenet to the Company in entrenet's promotional 
    materials. entrenet shall also have the right to place notices 
    ("Tombstones") in financial or other newspapers and journals at entrenet's 
    own expense describing its services to Company under this Agreement. The 
    Company may not otherwise be publicly referred to by entrenet without 
    Company's prior consent.

14. NOTICES. All notices required or permitted under this Agreement shall 
    be in writing and shall be deemed delivered when delivered in person or 
    deposited in the United States mail, first class postage prepaid,
    addressed as follows:

    IF FOR COMPANY:                           IF FOR entrenet:
    ---------------                           ----------------
    FiberChem, Inc.                           entrenet Group, LLC
    Geoff F. Hewitt                           Timothy F. Jaeger
    President/CEO                             Chief Financial Officer
    1181 Grier Drive, Bldg. B.                5213 El Mercado Parkway, Suite D
    Las Vegas, NV 89119                       Santa Rosa, CA 95403

    Such addresses may be changed from time to time by either party by 
    providing written notice to the other in the manner set forth above.

15. ARBITRATION AND CONSENT TO JURISDICTION. Any dispute and/or 
    controversy relating to or arising from the interpretation and/or 
    application of this Agreement shall be submitted at the request of the 
    Company or entrenet to a neutral arbitrator selected by the parties from 
    the J.A.M.S/Endispute panel of arbitrators for a determination which 
    shall be final and binding as to the parties thereto. Arbitration shall 
    take place in Santa Rosa, located in the county of Sonoma, state of 
    California for a determination which shall be final and binding as to the 
    parties thereto. The decision and award of the arbitrator may include the 
    cost of the arbitration proceedings and may include reasonable attorney 
    fees for the successful party. The arbitration shall be conducted in 
    accordance with California Arbitration Act (CCP Section 1280 et seq.) 
    and not by court action except as provided by California law for the 
    judicial review of arbitration proceedings. Nothing herein contained 
    shall be deemed to affect the rights of any Party to serve process in any 
    manner other than as permitted by law.

16. ENTIRE AGREEMENT. This Agreement, along with any Exhibits attached 
    hereto, contains the entire agreement of the parties with respect to the 
    subject matter and supersedes any other agreement whether oral or written 
    which are not fully expressed herein, except for carryover provisions of 
    any previous executed agreements between entrenet and Company.

17. AMENDMENT. This Agreement may be modified or amended if the amendment 
    is made in writing and is signed by both parties.

18. SEVERABILITY. If any provision of this Agreement shall be held to be 
    invalid or unenforceable for any reason, the remaining provisions shall 
    continue to be valid and enforceable. If a court finds that any provision 
    of this Agreement is invalid or unenforceable, but that by limiting such 
    provision it would become valid and enforceable, then such provision 
    shall be deemed to be written, construed, and enforced as so limited.

19. WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce 
    any provision of this Agreement shall not be construed as a waiver or 
    limitation of that party's right to subsequently enforce and compel 
    strict compliance with every provision of this Agreement.

20. APPLICABLE LAW. This Agreement shall be governed by the laws of the 
    State of California, excluding that body of law known as conflict of laws.



                                      4


<PAGE>

    COMPANY                               entrenet GROUP, LLC




    By:  /s/ Geoff F. Hewitt              By:  /s/ John Billington
       ------------------------------        ----------------------------
    Geoff F. Hewitt                       John Billington
    President/CEO                         Vice President


    Date Executed:  10/2/97               Date Executed:  10/2/97
                  -------------------                   -----------------


                                      5




<PAGE>



Exhibit A

ADVISORY SERVICES PROVIDED BY ENTRENET

     As a corporate advisor, entrenet will use its best efforts to assist in 
     achieving a successful Transaction. Such Transaction, as defined in 
     paragraph four (4) of this agreement, includes without limitation any 
     capital financing, debt financing, and/or merger/acquisition 
     transactions.

     entrenet may act as exclusive corporate advisor in providing services to 
     the management of the Company. Services shall include ADVICE and COUNSEL 
     in the following areas:

          - Financing strategies.

          - Strategic partnerships, acquisition and merger strategies.

          - Securing placement agents.

          - Corporate positioning.

          - Business plan development.

          - Executive Placement.

          - Preparation for, and participation in Financial Meetings ("Road 
            Show").

     entrenet will not act as a broker, but will assist in locating brokerage 
     services if required. entrenet will not participate in general 
     advertising of solicitation of the Company. Investors brought to the 
     Company will be accredited investors to the best of entrenet's knowledge.

     entrenet may provide additional direct consulting services to the 
     Company beyond its role as corporate advisor (egs. business plan 
     preparation, corporate presentation development, financial pro-forma 
     preparation, private-placement or public offering administrative/
     contractual/financial services, interim management, etc.) at the Company's 
     request. Such additional direct consulting services would be charged at 
     entrenet's prevailing consulting rates at the time of the assignment(s) or 
     as agreed to separately in the future.

entrenet COMPENSATION.

     TRANSACTIONS. Upon the successful completion of a Transaction, as 
     defined in paragraph four (4) of this agreement, initiated at any time 
     prior to the termination of the contract, the fees paid to entrenet 
     shall be five percent (5%) (payable in cash) of gross Consideration as 
     defined in paragraph five (5) of this agreement. Compensation is due 
     entrenet regardless of the origination of the Transaction source. This 
     paragraph shall apply to all transactions except for the Rights Offering 
     currently being prepared by the Company to be presented to the current 
     share holders of the Company. However, the Company has offered entrenet 
     the opportunity to participate on a standby basis in the Rights 
     Offering and should entrenet agree to participate, the Company agrees 
     to include the Rights offering as a transaction under this paragraph.

     ADVISORY SERVICES. At signing of this engagement agreement, entrenet 
     shall earn compensation of $120,000 for the twelve-month term. Form of 
     payment shall be fifty percent (50%) payable in cash and fifty percent 
     (50%) payable in convertible notes (as defined below). Payments due 
     entrenet as follows: $5,000 cash and $60,000 note payable upon signing 
     of this agreement. The balance of $55,000 cash is payable upon completion 
     of a transaction, or at the rate of $5,000 per month for 11 additional 
     months, whichever comes first.

     DIRECT INTRODUCTION OF FINANCING SOURCES. In addition to fees for 
     successful Transactions and advisory services, entrenet's fees for 
     direct introduction of a financing source or referral of principal 
     parties, shall be five percent (5%) (payable in cash) of the gross 
     consideration provided by such source. This paragraph shall

                                      6


<PAGE>


     apply to all introductions except for financing directly related to the 
     consummation of any merger or acquisition transaction and, additionally, 
     shall not apply to the transactions already in progress by the Company 
     as listed on Exhibit B.

     EXECUTIVE PLACEMENT. In addition to other applicable fees, if entrenet 
     introduces an executive-level candidate for management, who is 
     subsequently hired by Company during the term of this Agreement (or 
     within one year from introduction), then entrenet's fee shall be fifteen 
     percent (15%) (payable in cash) of the candidate's total first year 
     Consideration.

     WARRANTS. For all successful Transactions and Direct Introduction of 
     Financing Sources, the Company shall grant to entrenet a five-year 
     warrant to purchase shares of Company's stock valued at the exercising 
     price as defined in the following sentence equal to the total of all 
     fees paid to entrenet in conjunction with all such transactions. These 
     warrants shall contain all standard provisions, as well as stock split 
     adjustments and piggy-back registration provisions and shall have an 
     exercise price equal to the lower of market or the purchase price of the 
     stock issued in conjunction with any such transaction.

     FORM OF NOTES PAYABLE. Notes shall take the form of non-transferable 2 
     year subordinated convertible Note with 10% interest rate, with interest 
     and principal due upon maturity. The note and accumulated interest is 
     convertible by entrenet into common shares. The conversion price for 
     publicly traded companies shall be a 20% (30% if trading of underlining 
     shares is restricted under rule 144 of the Securities and Exchange 
     Commission) discount of the moving 21-day average for the immediate 
     period preceding the signing of this agreement. The conversion price for 
     non-publicly traded companies shall be a 35% discount from the price of 
     the most recent financing completed. Any notes associated with renewals 
     will be in the same form as the notes for the initial term. The Company 
     agrees to provide piggy-back registration rights to register 
     aforementioned common shares underlying the conversion of the notes in 
     the Company's next registration statement filed with the Securities and 
     Exchange Commission, for which the shares can be registered.

     ESCROW. All Fees, Common Stock Warrants, or other consideration earned 
     in conjunction with Advisory Services and Direct Introduction of 
     Financing Sources are to be paid through the escrow account at time of 
     funding.

     NON-ACCOUNTABLE EXPENSE ADVANCE. To offset local auto travel, long-distance
     telephone calls, postage, delivery, copying, faxing and other office 
     costs, entrenet shall be advanced a non-accountable $1500 for the 
     six-month term. Form of payment shall be $750 payable in cash upon 
     signing of this agreement. The balance of $750 is payable in cash upon 
     completion of a Transaction, or in 90 days, whichever comes first.

TERM

     The term of the Agreement shall be twelve (12) months from the date of 
     signing. The Agreement shall automatically renew for successive twelve 
     (12) month terms, unless either party provides 60 days written notice to 
     the other party prior to either the termination of the applicable 
     initial term or any renewal terms.

     Upon termination of this Agreement, payments under this paragraph shall 
     cease; provided, however, that entrenet shall be entitled to payments 
     for periods or partial periods that occurred prior to the date of 
     termination and for which entrenet has not yet been paid.

     For any sources introduced to the Company prior to termination, the 
     above entrenet compensation schedule will remain in effect for one (1) 
     year following the termination date of this agreement.

                                      7


<PAGE>


EXHIBIT B

LIST OF EXCLUSIONS FROM COMPENSATION FOR DIRECT INTERODUCTION OF FINANCING 
SOURCES






                                      8


<PAGE>

EXHIBIT B -- ENTRENET EXCEPTIONS

Whessoe Varec/Endress+Hauser
Siebe, plc
Hoechst Celanese
AIG
Danaher Corp.
ABB
Texas Instruments
Thermo Electron
Halma Corp.
Shell Oil (Pipeline) Co.
Osmonics, Inc.
Great Britain Petroleum
Horiba Corp.

William Blair & Company
Rauscher Pierce & Clark, Ltd., et. al.