Norpex Marketplace — Warranty & "As-Is" Disclaimer

Last updated: June 14, 2026

STRONG DRAFT — FOR CANADIAN LEGAL REVIEW. This document is a working draft prepared for review by qualified Canadian counsel (consumer-protection and commercial). It is not legal advice and is not final. Bracketed items marked [ ] require a business or legal decision before publication. A French-language version is required for use with Quebec users (see Section 12).

---

1. About This Disclaimer and Who We Are

1.1 Norpex Marketplace ("Marketplace," "we," "us," "our") is an online venue operated by [Norpex legal entity name], a [province] [corporation/business] ("Norpex"). The Marketplace connects independent third-party sellers ("Sellers") with buyers ("Buyers," "you") of used commercial, restaurant, and industrial equipment ("Equipment" or "Goods").

1.2 The Marketplace is a venue only. Norpex is not the seller, manufacturer, importer, distributor, refurbisher, or owner of the Goods listed on the Marketplace, and Norpex does not take title to, take possession of, inspect, test, refurbish, or certify the Goods. Every sale on the Marketplace is a contract directly between the Buyer and the independent Seller. Norpex is not a party to that sale contract.

1.3 This Warranty & "As-Is" Disclaimer is part of, and is incorporated into, the Norpex Marketplace Terms of Service. Capitalized terms not defined here have the meanings given in the Terms of Service. If there is a conflict between this disclaimer and the Terms of Service, [the Terms of Service / this disclaimer] governs on the conflicting point.

1.4 This disclaimer is separate from, and does not apply to, equipment sold by Norpex as a first-party seller on norpex.ca. First-party Norpex sales are governed by their own terms.

---

2. Plain-Language Summary (Not a Substitute for the Full Terms)

For convenience only — the numbered sections below control:

• Goods are sold AS-IS, WHERE-IS, WITH ALL FAULTS, by the independent Seller. What you see in the listing is what you get.
• Norpex gives no warranty of any kind on Marketplace Goods. We are a venue, not the seller.
• The Seller, not Norpex, makes any representations about the Goods. Your warranty rights, if any, run against the Seller.
• Any manufacturer/factory warranty is solely between you and the Seller or manufacturer. Norpex is not involved.
• You are responsible for inspecting and satisfying yourself about the Goods before and after purchase.
• This is not the same as our Buyer Protection. The escrow hold and the 3-day inspection-window dispute process (Section 7) still protect you against a Seller who materially misrepresents the Goods — that protection is separate from a warranty and is not waived by this disclaimer.
• Some rights cannot be waived by law. Where Canadian consumer-protection law gives you rights that cannot be excluded, those rights still apply (Section 9).

---

3. Norpex Provides No Warranty — Full Disclaimer

3.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NORPEX MAKES NO WARRANTIES, REPRESENTATIONS, CONDITIONS, OR GUARANTEES OF ANY KIND — WHETHER EXPRESS, IMPLIED, STATUTORY, COLLATERAL, OR OTHERWISE — WITH RESPECT TO ANY GOODS LISTED, OFFERED, OR SOLD ON THE MARKETPLACE. Without limiting that disclaimer, Norpex specifically disclaims:

(a) any implied warranty or condition of merchantability or merchantable quality;

(b) any implied warranty or condition of fitness for a particular purpose, including any purpose you may have communicated to a Seller or to Norpex;

(c) any warranty or condition of acceptable quality, durability, or suitability;

(d) any warranty that the Goods are free of latent or hidden defects;

(e) any warranty as to the description, model, year, make, capacity, condition, hours/usage, completeness, working order, performance, code/regulatory compliance, sanitation/health-code suitability, or any other attribute of the Goods;

(f) any warranty of title, quiet possession, non-encumbrance, or non-infringement in respect of the Goods (these are representations made by the Seller — see Section 5); and

(g) any warranty that the Goods will function, operate, power on, or be fit for use when delivered, or at all.

3.2 Norpex does not adopt, verify, endorse, or guarantee any statement, photograph, specification, measurement, condition rating, or other content in a listing. Listing content is supplied by the Seller, who is solely responsible for it.

3.3 Any information, condition report, photograph, category label, or guidance Norpex itself provides (for example, generic category descriptions or freight-class data) is provided "as is," for convenience only, without warranty, and must not be relied on as a representation about any specific item.

---

4. Goods Are Sold "As-Is, Where-Is, With All Faults" by the Seller

4.1 EACH ITEM OF EQUIPMENT IS SOLD "AS IS, WHERE IS, WITH ALL FAULTS" BY THE INDEPENDENT SELLER. The Buyer accepts the Goods in their existing condition, with all defects and faults, whether or not apparent and whether or not disclosed, subject only to the Buyer Protection described in Section 7 and to any non-waivable rights described in Section 9.

4.2 Because the Goods are used, Buyers should expect wear, age, cosmetic imperfections, prior repair, missing accessories, and the general characteristics of pre-owned commercial and industrial equipment. Normal wear and the inherent characteristics of used equipment are not defects and are not grounds for a dispute.

4.3 No Seller and no Norpex guarantees, represents, or warrants — except as the Seller expressly states in writing in the listing — that any item will properly function or operate when delivered.

4.4 Where a Seller is identified to Buyers as a private individual / non-business seller, the Seller may have fewer obligations under applicable law than a business/professional Seller. The Seller's status (business or private) is indicated [on the listing / at checkout]. This status can affect your rights — see Section 9.

---

5. The Seller — Not Norpex — Makes All Representations and Carries All Reps

5.1 By listing Goods, the Seller represents and warrants to the Buyer that: (a) the Seller owns the Goods or otherwise has the legal right to sell them; (b) the Seller can transfer good title, free of liens and encumbrances; (c) the listing is accurate and not misleading and describes the Goods' material condition, including known material defects; and (d) the Goods are as described in the listing.

5.2 These are the Seller's representations. Norpex makes none of them and is not responsible for them. Any warranty given to a Buyer in connection with a sale — including any express promise in a listing — is given by the Seller, runs directly between the Buyer and the Seller, and does not bind Norpex.

5.3 Any remedy a Buyer may have for breach of a representation, for misdescription, or for a defect is a remedy against the Seller (and, where applicable, the manufacturer), except for the Marketplace Buyer Protection in Section 7, which Norpex administers as venue.

---

6. Manufacturer / Factory Warranty Is Between Buyer and Seller / Manufacturer

6.1 Some Goods may carry a remaining manufacturer's or factory warranty, or an extended/third-party warranty. Any such warranty is solely between the Buyer and the Seller and/or the manufacturer or warranty provider. Norpex is not a party to it, does not administer it, and makes no representation that any such warranty exists, is valid, is transferable, or will be honoured.

6.2 Manufacturer warranties on used or resold equipment are frequently non-transferable, void on resale, expired, or conditional (for example, conditional on authorized installation or registration). The Buyer is responsible for verifying — with the manufacturer or Seller, before purchase — whether any warranty exists, whether it transfers, and what it covers.

6.3 If a Seller states in a listing that a manufacturer or other warranty applies, that statement is the Seller's representation (Section 5), not Norpex's. Norpex does not assume any obligation under, and is not liable for, any manufacturer or third-party warranty.

---

7. Buyer Protection Is Not a Warranty (Important Distinction)

Read this section carefully. "No warranty" does not mean "no protection." Norpex disclaims warranties on the Goods, but Norpex separately provides a Buyer Protection mechanism — the escrow hold plus a time-limited inspection-window dispute process. These are different things, and the disclaimers above do not cut down your Buyer Protection rights.

7.1 What a warranty is. A warranty is a promise about the ongoing quality, condition, durability, or performance of the Goods over time. Norpex gives no such promise (Section 3), and the Seller sells "as-is" (Section 4).

7.2 What Buyer Protection is. Buyer Protection is a transaction-integrity service that Norpex administers as the venue. It protects the Buyer against a Seller who fails to deliver or who delivers Goods that materially do not match the listing (material misrepresentation or material non-conformance). It is a defined program with eligibility rules and a deadline — not an open-ended return right and not a warranty.

7.3 How it works.

(a) Escrow hold. The Buyer's payment is held through our payment processor (Stripe) and is not released to the Seller at the point of sale. Norpex acts as the Seller's payment agent in instructing the processor; Norpex does not take the funds as its own deposit. (See the Refund Policy and Terms of Service for the full payment-flow description.)

(b) 3-day inspection window. After delivery is confirmed (via the ClickShip freight delivery event) [or pickup], the Buyer has a 3-day inspection window to examine the Goods and, if there is a problem, to file a dispute through the Marketplace before funds are released to the Seller.

(c) Grounds. A dispute is for non-delivery or material non-conformance with the listing (for example: a materially different model, undisclosed major damage that contradicts the listing, missing major components that the listing said were included). It is not for change of mind, buyer's remorse, normal wear on used equipment, or the inherent risks of buying "as-is."

(d) Outcome. Norpex mediates between Buyer and Seller and may, from the escrowed funds, issue a full or partial refund, release funds to the Seller, or reach another resolution, in accordance with the Return Policy and Refund Policy. Norpex's role is limited to administering the escrow and mediation; Norpex does not thereby assume any warranty obligation or become the seller of the Goods.

7.4 Relationship to the "as-is" disclaimer. The "AS-IS, WHERE-IS, WITH ALL FAULTS" disclaimer in Section 4 governs the condition and quality of the Goods. The Buyer Protection in this Section 7 governs misrepresentation and non-conformance. They are designed to fit together: as-is protects the Seller against being treated as a warrantor of a used item; Buyer Protection protects the Buyer against being misled. A dispute will be assessed against the listing — the question is whether the Goods materially match what the Seller represented, not whether the Goods are defect-free.

7.5 Full eligibility, deadlines, evidence requirements, freight responsibility for any return, and the treatment of Norpex's commission are set out in the Return Policy and Refund Policy, which are incorporated by reference.

---

8. Buyer's Responsibility to Inspect and Satisfy Itself

8.1 The Buyer is responsible for inspecting the Goods and satisfying itself as to their condition, suitability, and fitness for the Buyer's intended use. This includes, where the Buyer considers it appropriate: reviewing all listing content and photographs; asking the Seller questions before purchase; arranging a pre-purchase inspection where available; verifying dimensions, electrical/gas/utility requirements, capacity, and code/health-department suitability for the Buyer's premises; and confirming any manufacturer-warranty status (Section 6).

8.2 The Buyer is responsible for confirming that the Goods can be lawfully installed, operated, and used at the Buyer's location, including any permits, certifications, electrical/plumbing/gas configuration, ventilation, and applicable safety, sanitation, and building-code requirements. Norpex makes no representation on any of these points.

8.3 On delivery, the Buyer is responsible for promptly inspecting the Goods, noting any visible freight damage on the carrier's delivery documentation, and filing any dispute within the inspection window (Section 7). Freight loss or damage in transit is handled under the Shipping/Freight Terms and the carrier's processes, separately from this disclaimer.

---

9. Non-Waivable Statutory Rights Under Canadian Law

9.1 Nothing in this disclaimer excludes, restricts, or modifies any right, condition, warranty, or remedy that applicable law does not permit to be excluded, restricted, or modified. The disclaimers and the "as-is" terms above apply only to the maximum extent permitted by applicable law and are read down, but not voided, to the extent any part is unenforceable.

9.2 Consumer-protection legislation. Where a Buyer is a "consumer" and/or a Seller is a business/professional seller, federal and provincial consumer-protection laws may impose legal warranties that cannot be contractually waived, and may render a blanket "as-is / no warranty / all sales final" clause unenforceable to that extent. This includes, without limitation:

(a) Quebec — Consumer Protection Act / Civil Code of Québec. For consumer sales by a merchant/professional seller, Quebec law imposes non-excludable legal warranties — including warranties of quality (against latent defects), of fitness for the intended use, and of durability proportionate to the price and conditions of use. A contractual "sold as-is / no warranty" clause is generally void against a consumer in such a sale. (These legal warranties generally do not apply to a genuine private sale between individuals — which is why Seller status matters; see Section 4.4.)

(b) Ontario and other common-law provinces. Sale-of-goods legislation implies conditions of merchantable quality and fitness for purpose, and consumer-protection statutes (for example, Ontario's Consumer Protection Act) prohibit excluding those implied conditions in a consumer sale. Certain distance/online consumer agreements may also carry statutory cancellation rights that an "all sales final" clause cannot override.

9.3 Effect. Where such non-waivable rights apply, they apply as between the Buyer and the Seller (and, for manufacturer warranties, the manufacturer). They do not convert Norpex — a venue that is not the seller — into a warrantor of the Goods. Norpex's venue role and the Seller's responsibility for all representations (Section 5) are unaffected.

9.4 If you believe you have a non-waivable statutory right in connection with a purchase, you may raise it with the Seller and, where the issue is non-delivery or material non-conformance, you may also use Buyer Protection (Section 7). Norpex will administer Buyer Protection in good faith and consistently with applicable law.

---

10. Limitation of Norpex's Liability (Cross-Reference)

10.1 Norpex's total liability arising out of or relating to any Marketplace transaction, the Goods, or this disclaimer is limited and capped as set out in the Terms of Service (for example, to the commission Norpex earned on the transaction in question), and Norpex is not liable for indirect, incidental, consequential, special, exemplary, or punitive damages, except to the extent such limitations are not permitted by applicable law. This Section 10 is a cross-reference only; the operative limitation lives in the Terms of Service and is subject to the non-waivable rights in Section 9.

---

11. Sellers' Acknowledgement

11.1 By listing Goods, the Seller acknowledges and agrees that: (a) the Seller is the seller of the Goods and bears all representations, warranties, and obligations to the Buyer as set out in Section 5; (b) the Seller — not Norpex — is responsible for any express warranty it offers and for any legal/statutory warranty owed to a consumer Buyer under applicable law (Section 9); (c) the Seller will accurately identify the Goods and disclose known material defects; and (d) the Seller will indemnify Norpex in accordance with the Terms of Service for claims arising from the Seller's Goods, listings, or breach of these obligations.

---

12. Language, Governing Law, and Changes

12.1 Language (Quebec). A French-language version of this disclaimer is required for, and will be made available to, users in Quebec, consistent with Quebec's Charter of the French Language. [Confirm French version is published before launch.] In the event of any inconsistency, the [French / English] version governs for Quebec consumers [to be confirmed by counsel].

12.2 Governing law. This disclaimer is governed by the laws of [Province], Canada and the federal laws of Canada applicable there, as further set out in the Terms of Service, without prejudice to any mandatory consumer-protection law of the Buyer's home province.

12.3 Changes. Norpex may update this disclaimer from time to time. The "Last updated" date reflects the current version. The disclaimer in effect at the time of a given transaction governs that transaction.

12.4 Questions. Questions about this disclaimer may be sent to [legal/support contact email], [Norpex legal entity name and mailing address].

---

This Warranty & "As-Is" Disclaimer is a draft for Canadian legal review and is not legal advice. The enforceability of the "as-is" and warranty-disclaimer terms against consumer Buyers, and the correct characterization of the escrow flow, must be confirmed by qualified Canadian consumer-protection and payments counsel before publication.