SHAREHOLDER VOTING AGREEMENT AND PROXY

     Reference is made to that certain  Purchase and Sale Agreement of even date
herewith (the  "PURCHASE  AGREEMENT") by and between Ebiz  Enterprises,  Inc., a
Nevada corporation ("EBIZ"),  and Caldera Systems,  Inc., a Delaware corporation
("CALDERA"),  pursuant to which, among other things, Caldera will purchase up to
8,000,000 shares of the common stock of Ebiz.

     In consideration  of Ebiz and Caldera entering into the Purchase  Agreement
and consummating the transactions  contemplated  therein, and for other good and
valuable  consideration,  the  receipt  of which  is  hereby  acknowledged,  the
undersigned hereby agree as follows:

     1. Jeffrey I. Rassas and Stephen C. Herman,  as the only directors of Ebiz,
shall cause the size of Ebiz's  board of  directors  to be  increased by one and
shall  appoint  Ransom Love (or such other  individual  as may be  designated by
Caldera)  to fill  such  newly-created  vacancy  and to  serve  on the  board of
directors until the next election of directors in accordance with Ebiz's bylaws,
or until he sooner dies, resigns or is terminated.

     2. From and after the date hereof, at each regularly  scheduled election of
directors  of Ebiz at which Mr.  Love's  seat is up for  reelection  until  this
agreement is terminated pursuant to Section 4 below (each, an "ELECTION"),  each
of the undersigned  shall vote (or cause to be voted) all Ebiz shares conferring
the right to vote held by the undersigned (the "SHARES") in favor of Ransom Love
(or such other individual as may be designated by Caldera) to serve on the board
of directors of Ebiz until his successor has been duly  qualified and elected in
accordance  with  Ebiz's  bylaws,  or  until  he  sooner  dies,  resigns  or  is
terminated.

     3. For the  purpose  of voting  the  Shares  with  respect  to the  matters
described herein,  each of the undersigned hereby appoints,  effective as of the
closing of the transactions  contemplated in the Purchase Agreement,  Jeffrey I.
Rassas,  Stephen  C.  Herman  and  Ransom  Love each as proxy to vote all Shares
registered in the name of the  undersigned  at a meeting of  shareholders  or by
written  consent,  with all power possessed by the  undersigned,  including full
power of substitution  thereof, for a period ending upon the termination of this
Agreement  pursuant to Section 4 below,  to be  irrevocable  during such period.
This proxy is coupled with an interest. This voting agreement and proxy shall be
binding on the undersigned's successors and assigns.

     4. This agreement shall automatically terminate upon the first to occur of:
(i) the date that is seven years after the date of this  Agreement;  or (ii) the
date upon which  Caldera  first owns less than 25% of the shares of Ebiz  common
stock issued to it pursuant to this Agreement.

                          Signatures on Following Page
<PAGE>
     IN WITNESS  WHEREOF,  each of the undersigned  has caused this  Shareholder
Voting  Agreement  and Proxy to be executed and  delivered  as of September  15,
2000.

                                        Caldera Systems, Inc.



                                        By /s/ Ransom H. Love
                                           -------------------------------------
                                        Name Ransom H. Love
                                             -----------------------------------
                                        Title Chief Executive Officer
                                              ----------------------------------


                                        Ebiz Enterprises, Inc.


                                        By /s/ Jeffrey I. Rassas
                                           -------------------------------------
                                        Name Jeffrey I. Rassas
                                             -----------------------------------
                                        Title Chief Executive Officer
                                              ----------------------------------


                                        Hayjour Family Limited Partnership


                                        By /s/ Jeffrey I. Rassas
                                           -------------------------------------
                                        Name: Jeffrey I. Rassas
                                        Title: General Partner


                                        Kona Investments Limited Partnership


                                        By /s/ Stephen C. Herman
                                           -------------------------------------
                                        Name: Stephen C. Herman
                                        Title: General Partner


                                        /s/ Ransom H. Love
                                        ----------------------------------------
                                        Ransom Love


                                        /s/ Jeffrey I. Rassas
                                        ----------------------------------------
                                        Jeffrey I. Rassas


                                        /s/ Stephen C. Herman
                                        ----------------------------------------
                                        Stephen C. Herman