REGISTRATION RIGHTS AGREEMENT

     THIS REGISTRATION  RIGHTS AGREEMENT (this  "AGREEMENT") is made and entered
into as of March 30,  2000,  by,  and among  Ebiz  Enterprises,  Inc.,  a Nevada
corporation   (the   "PURCHASER"),   and  Kim  Goldberger  and  Joel  Goldberger
(collectively, the "STOCKHOLDERS").

                                    RECITALS:

     A. Pursuant to the Exchange Agreement,  the Purchaser has acquired from the
Stockholders all of the outstanding capital stock of InfoMagic, Inc., an Arizona
corporation,  in  exchange  for  200,000  shares  of  the  Common  Stock  of the
Purchaser; and

     B. Under  certain  circumstances,  the  Purchaser  may be required to issue
additional shares of Common Stock to the Stockholders; and

     C. The Purchaser and the Stockholders desire to provide to the Stockholders
certain registration rights with respect to the Ebiz Shares.

                                   AGREEMENT:

     NOW,  THEREFORE,  in consideration of the premises and the mutual covenants
and conditions herein contained, the parties do hereby agree as follows:

     1. REGISTRATION RIGHTS

          1.1 DEFINITIONS.  As used in this Agreement, the following terms shall
have the following meanings:

          "1933 ACT" means the Securities Act of 1933, as amended.

          "1934 ACT" means the Securities Exchange Act of 1934, as amended.

          "AGREEMENT" means this Registration Rights Agreement.

          "COMMON STOCK" means the Common Stock,  $.001 par value per share,  of
     the Purchaser.

          "EBIZ" means the Ebiz Shares.

          "EBIZ SHARES"  means the 200,000  shares of Common Stock issued to the
     Stockholders pursuant to the Exchange Agreement.

          "PURCHASER" shall be as defined in the preamble hereof.
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          "REGISTER",  "REGISTERED" and  "REGISTRATION"  refer to a registration
     effected  by  preparing  and  filing a  registration  statement  or similar
     document  in  compliance  with  the  1933  Act  and  applicable  rules  and
     regulations thereunder, and the declaration or ordering of effectiveness by
     the SEC of such registration statement or document.

          "SEC" means the Securities and Exchange Commission.

          "STOCKHOLDERS" shall be as defined in the preamble hereof.

          1.2  PIGGYBACK  REGISTRATION.  If at any time or from time to time the
Purchaser  proposes  to  register  (including  for this  purpose a  registration
effected by the Purchaser for its own account or for shareholders other than the
Stockholders)  any of its Common  Stock or other  securities  under the 1933 Act
(other than a registration  relating  either solely to the sale of securities to
participants  in a Purchaser  stock  option,  stock  purchase or similar plan or
solely to an SEC Rule 145 transaction,  or a registration on any form which does
not  include  substantially  the same  information  as would be  required  to be
included in a registration  statement covering the sale of the Ebiz Shares), the
Purchaser shall, at such time, promptly give to the Stockholders  written notice
thereof (which shall include a list of the  jurisdictions in which the Purchaser
intends to attempt to qualify such  securities  under the applicable Blue Sky or
other  state  securities   laws).  Upon  the  written  request  of  all  of  the
Stockholders  given  within 5 days after the receipt of such notice given by the
Purchaser, the Purchaser may, in its sole discretion and subject to the approval
of JEM Ventures EBIZ,  LLC, cause to be included in such  registration  (and any
related qualification under Blue Sky laws or other compliance  thereunder),  and
in any underwriting  involved  therein,  all, but not less than all, of the Ebiz
Shares.

     2. OBLIGATIONS OF THE PARTIES

          2.1  Purchaser's  Obligations.  Whenever  the  Purchaser  proposes  to
register its Common  Stock and, as provided  for in Section  1.2, the  Purchaser
receives a request to include the Ebiz Shares,  if the  Purchaser  approves such
request, the Purchaser shall thereafter:

               (a) Prepare and file with the SEC a  registration  statement with
     respect  to  such  Common  Stock,   including  the  Ebiz  Shares,  and  use
     commercially  reasonable  efforts to cause such  registration  statement to
     become effective and keep such registration statement effective for up to 1
     year.

               (b) Prepare and file with the SEC such amendments and supplements
     to such  registration  statement and the prospectus used in connection with
     such  registration  statement  as may  be  necessary  to  comply  with  the
     provisions  of  the  1933  Act  with  respect  to  the  disposition  of all
     securities covered by such registration statement.

               (c)  Furnish  to the  Stockholders  such  numbers  of copies of a
     prospectus,  including a preliminary  prospectus,  in  conformity  with the
     requirements  of the  1933  Act,  and  such  other  documents  as they  may
     reasonably  request in order to facilitate  the  disposition of Ebiz Shares
     owned by them.

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               (d) In the event of any underwritten public offering,  enter into
     and perform its obligations under an underwriting  agreement,  in usual and
     customary  form,  with the  managing  underwriter  of such  offering.  Each
     Stockholder  participating in such  underwriting  shall also enter into and
     perform its obligations under such an agreement.

               (e) Notify each  Stockholder  of the  happening of any event as a
     result of which the prospectus included in such registration  statement, as
     then in effect, includes an untrue statement of a material fact or omits to
     state a material  fact  required to be stated  therein or necessary to make
     the  statements  therein not  misleading in the light of the  circumstances
     then existing.

               (f) Promptly after any registration statement with respect to any
     Ebiz Shares becomes effective,  notify each Stockholders in writing of such
     effectiveness.

     2.2  STOCKHOLDER'S  OBLIGATION.  Each  Stockholder  shall  furnish  to  the
Purchaser  information  regarding  himself,  the Ebiz Shares held by him and the
intended method of disposition of such shares as shall be reasonably required to
effect the registration of such Ebiz Shares.

     2.3 EXPENSES OF  REGISTRATION.  All expenses  incurred in  connection  with
registrations,  filings or qualifications pursuant to this Agreement,  including
without limitation all registration, filing and qualification fees, printers and
accounting fees, fees and disbursement of counsel for the Purchaser (but not for
Stockholders' counsel), provided that shall be borne by the Purchaser; PROVIDED,
HOWEVER, that (i) the Purchaser shall not be required to pay for any expenses of
any  registration  proceeding  begun pursuant to Section 1.2 if the registration
request is subsequently  withdrawn at the request of all of the Stockholders (in
which case the  Stockholders  shall bear such  expenses pro rata on the basis of
the number of their Ebiz Shares  requested to be included in the  registration);
and (ii) Purchaser  shall be  responsible  for blue sky fees and costs solely to
qualify  the Ebiz  Shares for  exemption  from  registration  for resale of such
securities under applicable jurisdictions.

     3. UNDERWRITING REQUIREMENTS.  In connection with any offering involving an
underwriting  of shares being issued by the Purchaser,  the Purchaser  shall not
include any of the Stockholders' Ebiz Shares in such underwriting (a) unless the
Stockholders accept the terms of the underwriting (such to be in customary form)
as agreed upon between the  Purchaser and the  underwriter  chosen by it; and/or
(b) if the underwriter determines that marketing factors require a limitation on
the number of shares to be underwritten in connection with such offering.

     4. DELAY OF REGISTRATION.  No Stockholder shall have any right to obtain or
seek an injunction  restraining or otherwise  delaying any  registration  as the
result of any controversy that might arise with respect to the interpretation or
implementation of this Agreement.

     5. GENERAL

          5.1 NOTICES. All notices, requests, consents, and other communications
under this  Agreement  shall be in  writing  and shall be  delivered  by hand or
mailed by first class certified or registered  mail,  return receipt  requested,

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<PAGE>
postage  prepaid,  to the  Stockholders  at 11950 North  Highway 89,  Flagstaff,
Arizona 86004, and to the Purchaser at 15695 North 83rd Way, Scottsdale, Arizona
85260,  Attention:  President.  Any party may change its  address  for  purposes
hereof by notice to all other parties in the manner provided above.

          5.2  AMENDMENTS  AND  WAIVERS.  Except as  otherwise  provided in this
Agreement,  the terms and  provisions  of this  Agreement may not be modified or
amended  except  in  a  writing  executed  by  the  Purchaser  and  all  of  the
Stockholders. No waivers of or exceptions to any term, condition or provision of
this  Agreement,  in any  one or more  instances,  shall  be  deemed  to be,  or
construed  as, a further or  continuing  waiver of any such term,  condition  or
provision.

          5.3 ENTIRE AGREEMENT.  With respect to the subject matter hereof, this
Agreement,   embodies  the  entire  agreement  and  understanding   between  the
Stockholders  and  the  Purchaser,  and  supersedes  all  prior  agreements  and
understandings relating to such subject matter.

          5.4   COUNTERPARTS.   This   Agreement  may  be  executed  in  several
counterparts,  each of  which  shall be  deemed  an  original,  but all of which
together shall constitute one and the same instrument.

          5.5 HEADINGS. The headings of the sections, subsections and paragraphs
of this  Agreement  have been added for  convenience or reference only and shall
not be deemed to be a part of this Agreement.

          5.6 SEVERABILITY.  Any provision of this Agreement which is invalid or
unenforceable  in any  jurisdiction  shall be  ineffective to the extent of such
invalidity or unenforceability  without invalidating or rendering  unenforceable
the remaining provisions of this Agreement, and, to the extent permitted by law,
any determination of invalidity or  unenforceability  in any jurisdiction  shall
not invalidate or render unenforceable such provision in any other jurisdiction.

          5.7  ASSIGNMENT.  This Agreement  shall inure to the benefit of and be
binding upon the  respective  heirs,  personal  representatives,  successors and
assigns  of the  parties.  Neither  party  shall  assign  any of its  rights  or
obligations  hereunder to any third party without the prior  written  consent of
the other party.

          5.8 GOVERNING LAW. This  Agreement  shall be governed by and construed
in  accordance  with the laws of the  State of  Arizona,  without  reference  to
conflicts of law principles,  as such law applies to agreements  between Arizona
residents entered into and to be performed entirely within Arizona.

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<PAGE>
     IN WITNESS WHEREOF, the undersigned have hereunto set their hands as of the
day and year first above written.

                                        PURCHASER:

                                        EBIZ ENTERPRISES, INC.


                                        By: /s/ Jeffrey I. Rassas
                                           -------------------------------------

                                        Name: Jeffrey I. Rassas
                                             -----------------------------------

                                        Title: Chief Executive Officer
                                              ----------------------------------


                                        STOCKHOLDERS:

                                        /s/ Kim Goldberger
                                        ----------------------------------------
                                        Kim Goldberger

                                        /s/ Joel Goldberger
                                        ----------------------------------------
                                        Joel Goldberger

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