100%無料L5M3試験問題集リアルCIPS Level 5 Advanced Diploma in Procurement and Supply問題集118解答を掴み取れ！
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CIPS L5M3（契約リスクの管理）認定試験は、契約の法的および商業的枠組み、リスク評価、契約リスクを最小限に抑える戦略など、重要なトピックをカバーしています。試験はまた、パフォーマンス管理、紛争解決、契約に使用できるさまざまな条項など、潜在的な法的問題を管理するための候補者の理解を評価します。認定試験を受けることで、調達のプロフェッショナルは、契約リスクを効果的に管理し、調達のベストプラクティスの成功につながる洞察と解決策を提供できることを証明できます。
質問 # 37
Tyrone Enterprises has just come out of a meeting with one of its suppliers Bob. The meeting has not gone well and the contract has become frustrated. What does this mean?
- A. Negotiations between the buyer and supplier have failed and dispute resolution will need to take place
- B. the supplier has committed a major breach and is unable to fulfil the contract
- C. The buyer no longer requires the supplier but is tied into the contract
- D. a situation has occurred which means that the contract can no longer be performed
正解：D
解説：
Frustrated is when "a situation has occurred which means that the contract can no longer be per-formed". The situation is one which is outside of the control of either party and its no one's fault that this has happened. A common example of this is when contracts were unable to be performed due to Covid-19 and the national lockdown. The government mandated everyone 'stay at home' and therefore some business contracts were unable to be fulfilled, and were therefore 'frustrated' (for example the delivery of popcorn to cinemas- the cinemas were told by the government to close so the popcorn couldn't be delivered. This wasn't anyone's fault). See p. 47 for more information on Contract Frustration
質問 # 38
When considering consequential loss, can a cap be placed on the amount claimed?
- A. no- there can be a cap to direct loss but not to consequential loss
- B. yes- this is known as a limitation of liability clause
- C. yes- this is known as a pre-estimate of damages
- D. no- there can be no cap to either direct loss or consequential loss
正解：B
解説：
Yes- this is known as a limitation of liability clause. See p. 112 for more details
質問 # 39
Jenny has received a written offer from a supplier. She emails them to clarify if they can do next day delivery. The supplier does not reply. The next day Jenny makes the payment. Has a contract been formed?
- A. yes- the supplier made an offer and Jenny accepted it by making a payment
- B. no- a contract has not been signed
- C. yes- a counter offer has been made
- D. no- the clarification constitutes a conditional acceptance
正解：A
解説：
Yes- the supplier made an offer and Jenny accepted it by making a payment is the correct answer. The other three options are incorrect: 'yes- a counter offer has been made' = there is no counter-offer made in this example - a clarification is not a counter-offer / 'no- the clarification constitutes a conditional acceptance' = clarifications are not conditional acceptance / 'no- a contract has not been signed' = there doesn't need to be a signed document- acceptance can be through performance. Issuing the payment would be considered acceptance via performance. See p 2-12 for more information on conditional acceptance, counter offers and acceptance of offers.
質問 # 40
Harry is negotiating a contract for a new IT system for his business. He is investing heavily in the system and wants the system to be able to provide the services he requires for the next 10 years. However he is aware that technology is changing quickly and would like to include a clause in the contract to ensure that the system he is purchasing is useable for the next 10 years. What should Harry include in the contract?
- A. limitation of liability
- B. service credits
- C. benchmarking
- D. change control
正解：C
解説：
Benchmarking should be included- this is common in long-term contracts where variables can af-fect the market over time. By including benchmarking, harry gets assurance that the product he purchases will meet the market expectations over the next 10 years. The other answers are incorrect; 1- there is no mention of liability in the question so this is incorrect. 2- service credits would be used if he is concerned the product would be offline/ not perform (it's a form of damages) but this isn't the case in this scenario. He's not worried about underperformance, he's worried about obsolescence. 4- change control is for when there are multiple versions of a contract due to amendments being made.
質問 # 41
Which of the following would not be considered acceptance of a contract term?
- A. silence
- B. accepting a delivery of a product into the factory
- C. an invoice
- D. a handshake
正解：A
解説：
Silence is not acceptance. Acceptance can be in writing, verbal or implied by conduct. The three other options are ways in which a contract could be accepted by conduct. See p.8 of the study guide
質問 # 42
Terry's Toys is a Toy Manufacturer who has an agreement to provide Toys to an online re-tailer. The retailer has ordered 500 toys from Terry and Terry has incurred costs of £3000 manufacturing the toys. Halfway through production the retailer calls Terry to cancel the order. Terry reads through the contract and sees a liquidated damages clause of £1000. What should Terry do?
- A. Terry can sue the retailer for the additional costs incurred above the liquidated damages
- B. Terry can deliver the toys as agreed as there is a contract in place
- C. Terry can do nothing and must pay the additional £2000 out of his own pocket
- D. Terry can apply to the court to increase the liquidated damages to £3000
正解：C
解説：
The correct answer is 4- Terry can do nothing and must pay the additional £2000 out of his own pocket. Liquidated damages are a pre-estimate of loss - they can't be changed by a court and you can't demand the buyer pays any higher than this if you actually lose more than is stated. This is one of the major disadvantages of having liquidated damages. Option 3 is a bad idea- the retailer has communicated that they do not want the toys so Terry is likely to only incur additional costs if he continues manufacturing them and delivers them. See p.106. There are lots of questions like this in the exam. Remember to think what the study guide would say- rather than what would happen in real life. Don't over complicate things.
質問 # 43
Which of the following will you put into box 1?
- A. compete
- B. avoid
- C. compromise
- D. collaborate
正解：C
解説：
The correct answers are as follows:
The answer is compromise as they're seeking a solution that will satisy everyone.
質問 # 44
Dianne has a loan agreement which contains a clause for default. What does a clause for default imply?
- A. this allows a lender to demand payment from a guarantor if the borrower is unable to pay
- B. this allows the lender to declare insolvency
- C. this allows the lender to demand full payment of the outstanding balance
- D. this allows the lender to demand overdue payments are made straight away
正解：C
解説：
A Clause for Default 'allows the lender to demand full payment of the outstanding balance'. See p.102. And always read the small print before you sign a loan agreement :)
質問 # 45
Which TWO conflict resolution methods provide certainty of resolution?
- A. adjudication and mediation
- B. mediation and litigation
- C. adjudication and litigation
- D. arbitration and conciliation
正解：C
解説：
Adjudication and Litigation (and Arbitration too) all provide certainty of a resolution. The other methods don't. There's a really useful table with this information on p.87 of the study guide.
質問 # 46
Verity Fashion is a clothing manufacturer and has an order to create 10,000 pairs of flipflops for a retailer for the summer. The order was placed over the phone in February. The order has been completed and has been boxed up ready for delivery. The retailer calls Verity Fashion in June and says that the order is no longer required. What action can Verity Fashion take?
- A. claim on insurance
- B. sue for damages as the flip flops have already been made and this incurred costs
- C. nothing- there is no written contract in place
- D. subcontract the manufacturing of the flipflops to a third party
正解：B
解説：
Verity can sue for damages. The order was placed over the phone meaning that there was a verbal contract in place. Contracts do not need to be written to be enforceable so option 2 is incorrect. There is no termination clause mentioned in the question so you can assume that there isn't one. This means that the retailer is committing a breach of the verbal contract by cancelling the order. Verity could therefore apply for damages. (Whether or not they'd be awarded is a different matter!). This question tests your understanding of when contracts can be terminated and remedies for breaches. See p. 134.
質問 # 47
Which of the following will you put into box 6?
- A. litigation
- B. mediation
- C. arbitration
- D. adjudication
正解：B
解説：
The correct answers are as follows:
This is mediation because 1) it's private and 2) there's a third party present
質問 # 48
Which of these statements about Guarantees are TRUE? Select 2
- A. A guarantor's responsibility is higher than the Principle
- B. A guarantor's responsibility cannot be higher than the Principle
- C. A guarantee is a promise to repair or replace an item within a defined period of time
- D. A Guarantee is a secondary obligation of a contract
正解：B、D
解説：
"A Guarantee is a secondary obligation of a contract' and 'A guarantor's responsibility cannot be higher than the Principle' are the correct answers. Guarantees are explained on p.28. Be careful not to confuse this with Warranty. A promise to repair or replace an item within a defined period of time is the definition of a warranty. That was put in there to trick you. Sorry. Remember a Guaran-tee is to do something when the Principle of the contract fails to do it. It's most common in leasing agreements- if you're a young person, you'll often need a responsible adult / parent to sign the lease as your Guarantor. As a Guarantor, they promise to pay the rent if you're unable to. Legally they can't be asked to do any more than you are assigned to do in the contract. So if your rent is £500 a month, that's all they can be asked to pay if you don't pay it. The primary obligation is between you and the landlord. The secondary obligation is between the guarantor and you.
質問 # 49
Tutu Incorporated has a contract with a software company to provide their IT software. They want to ensure that the supplier pays compensation if there are any issues with service (e.g. the software doesn't work for a day). Which two items would Tutu Incorporated need to include in the contract?
- A. service level agreement
- B. service credit
- C. letter of credit
- D. unliquidated damages
- E. insurance
正解：A、B
解説：
They should include service credits and a service level agreement. Service Credits allow the buyer to claim back if the service drops below an agreed standard. That standard needs to be clearly out-lined in an SLA. See p.31 for more details
質問 # 50
Sally is shopping and sees an advert in a travel agent's window that says that flights to Malta are 50% off. She enters the shop and begins to speak to a travel agent who informs her that the poster she'd seen is out of date. Is the travel agent obliged to give Sally the discounted flight?
- A. no - the advert is an invitation to treat
- B. no- the offer has been rescinded
- C. yes- the offer is valid until another offer or counter offer is provided
- D. yes- the offer was displayed and therefore must be honoured
正解：A
解説：
Adverts are invitations to treat - not offers. Therefore the travel agent isn't bound to provide the discounted flight. See p.3 for more information on offers and ITTs
質問 # 51
Which of the following will you put into box 1?
- A. payment terms
- B. specification
- C. fundamental breach
- D. anticipatory breach
正解：D
解説：
The correct answers are as follows:
This is an anticipatory breach as the breach hasn't happened yet- it's about what will happen to the future summer order.
質問 # 52
Derrek owns a factory and employs a Facilities Management Company called Balls FM to look after certain aspects of the factory including cleaning and testing the machinery to ensure they are in good working condition. One day he realises that one of the cleaners doesn't work for Balls FM, he works for another company called Bells FM. Which of the following statements regarding subcontracting is true?
- A. Balls FM have committed a fundamental breach of the contract
- B. It is okay for Balls FM to subcontract out part of the contract to Bells FM if they are unable to fulfil their obligations
- C. Subcontracting would be if Derrek delegated responsibility for managing the contract to a member of his team
- D. Subcontracting is never allowed in a contract unless specifically mentioned.
正解：B
解説：
"It is okay for Balls to subcontract" is the correct answer. This question is testing whether you know that subcontracting can be a remedy in a contract. It is usually okay for a supplier to use a subcontractor if they're unable to fulfil their responsibilities and the alternative would be to breach the contract. This is a difficult question because you don't get a lot of context- it's based on a similar question in the exam- but just remember subcontracting can be a solution if one party can't fulfil their obligations in a contract. This is better than them breaching the contract. See p.89 for more information on subcontracting
質問 # 53
Which of the following are advantages to seeking a solution to conflict via litigation?
- A. There is no confidentiality
- B. the process provides certainty that an outcome will be reached
- C. The decision can be made by someone who isn't an expert in their field.
- D. The process is quick and cost-effective
正解：B
解説：
The correct answer is 1 'the process provides certainty that an outcome will be reached'. Options 2 and 3 are true statements but they are not advantages of litigation, they are disadvantages. Option 4 is false - litigation is a long and costly process. See p. 85 for more information on litigation
質問 # 54
What is a boilerplate clause?
- A. the clause that will take precedent if there are conflicting pieces of information within a contract
- B. a set of clauses that are commercially standard and expected in all contracts
- C. a type of warranty
- D. a clause that allows the contract to be modified if both parties are in agreement
正解：B
解説：
This is #4. This exact definition is given on p.116 under the section 'Giving Notice'
質問 # 55
Logan Gin Distillery is creating a contract for one of its new suppliers. It is a complicated item that they are ordering and if things go wrong, it would have an extremely negative impact on production, and therefore on revenue. However it is impossible to say what the cost of this would be if things were to go wrong. What type of clause should be included in the contract?
- A. liquidated damages
- B. service credit
- C. unliquidated damages
- D. penalty clause
正解：D
解説：
Unliquidated damages would be the best to include as there is no way of identifying a figure for liquidated damages. This would be the safest thing for the buyer to do. P.108 - section on Unliqui-dated Damages.
質問 # 56
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