CIPS L4M3豪華セット学習ガイドにはオンライン試験エンジン
L4M3問題集レビュー専門クイズ学習材料
CIPS L4M3、またはCommercial Contractingとしても知られている試験は、調達と契約の世界に参入したい個人にとって重要な資格試験です。この試験は、成功するために必要な主要な知識とスキルを学習者に提供することを目的としています。この試験では、現代の商業契約の実践と戦略の様々な要素に取り組み、それらが組織の成功に不可欠な役割を果たすことを学びます。
質問 # 32
A procurement professional is preparing a sale & purchase contract of a machinery. Which of the following clauses should be added to the contract? Select TWO that apply
- A. Period of hire
- B. Supplier selection mechanism
- C. Ratio decidendi
- D. Guarantees
- E. Insurance requirements
正解：D、E
解説：
The complexity of the contract will reflect the complexity of the purchase. For simple, low-value purchases, standard terms and conditions may be all that is required, but do not assume that just because the purchase is one-off, the contract will be simple. It may still need to cover the following areas:
- Warranties and guarantees if the one-off purchase has a considerable life-span and is business-critical (e.g., a back-up generator for the office which houses the national computer servers).
- Insurance requirements: including professional indemnity, public/products liability, employer's liability, and cover for any specific risks such as pollution or working at height.
- Specification requirements on quality, timing and delivery
- Minimum quality standards on the business operation (e.g., a catering provider might only be providing sandwiches for a team meeting lunch, but you still need to know its hygiene practices).
- Built-in change process for any goods or services that are beyond very simple (e.g., works contracts always have variations procedures because of the unpredictable nature of such projects).
- Ability to extend the scope of the contract should be minimal or none, and restrained to the single requirement.
- Ability to extend the duration of the contract should be limited to the ability to accommodate unexpected time overruns (which itself should be subject to a damages/penalty provision where they are attributable to the supplier, and an extension to overheads costs where they are attributable to the purchaser).
- Data security protocols need to be considered if personal data is being shared.
Reference:
LO 1, AC 1.3
質問 # 33
Which of the following indicates the ratio between profit and costs?
- A. Margin
- B. Gearing
- C. Liquidity
- D. Mark-up
正解：D
解説：
Mark up is the profit as a percentage of total costs.
LO 3, AC 3.3
質問 # 34
Which of the following statement is true about one-off contract?
- A. Ad-hoc purchase is not a type of one-off purchase
- B. One-off contracts only apply to low-value, low-risk purchase
- C. Suppliers have many opportunities to improve the quality during the performance of one-off contract
- D. One-off contracts can be used for services and works
正解：D
解説：
One-off contract is the type of contract that relates to a single purchase. One-off contracts can be used for goods, services or works. One-off contract can be simple (such as buying a small number of office stationeries) or complex (such as a construction project or buying an aircraft).
A one-off contract lasts "until completion of the obligations of the parties". The performance is unlikely to be improved during contract performance since the duration is relatively shorter than framework agreement or call-off contract.
Ad-hoc purchase is an item bought for a single and non-recurring use or purpose. Ad-hoc purchase is a type of one-off contract.
Reference:
LO 1, AC 1.3
質問 # 35
Which of the following best defines an 'express' term in general contract arrangements?
- A. It is clearly agreed between the parties, and is virtually always written down in the contract
- B. It is not necessarily discussed by the parties, but nonetheless forms part of the contract
- C. It is a standard set of terms and conditions published by CIPS
- D. It is the term that is added to the contract by the law or based upon the facts of the case.
正解：A
解説：
Express terms are the terms of the agreement which are expressly agreed between the parties. Ideally, they will be written down in a contract between the parties but where the contract is agreed verbally, they will be the terms discussed and agreed between the parties.
Implied terms are terms implied into the contract by the courts. They are not expressly set out in the contract but are taken to be as effective as if they were and as if they had been included from day one of the contract. The express terms and any implied terms together create the legally binding obligations on the parties.
Reference:
- Contracts: Express and Implied Terms
- CIPS study guide 126-132
LO 3, AC 3.1
質問 # 36
In a contract, both buyer and supplier agreed the lead time is 3 days. The contract also requires that any variation must be made in writing. Then the buyer places an order by phone call and requests delivery the next day, but the supplier delivers on the third day since the order. Can buyer refuse to pay as supplier did not deliver per time?
- A. No, supplier has shortened lead time to 1 day
- B. No, the supplier delivers within a reasonable time
- C. Yes, the supplier has breached the contract
- D. Yes, late delivery is a force majeure event
正解：B
解説：
Lead time is the amount of time that passes from the start of a process until its conclusion. In procurement, lead time can be understood as the amount of time that passes from placing an order until the delivery.
In the scenario, the contract requires the supplier to make a delivery within 3 days since the order. This contract can only be amended with written consent from both parties. Therefore, there is no ground for shortening the lead time to 1 day because the new lead time is only the request of buyer. Then the supplier still makes delivery within agreed lead time.
LO 1, AC 1.1
質問 # 37
Which of the following are always considered as minimum preconditions for a contract? Select TWO that apply:
- A. Specification
- B. Consideration
- C. Intention to be bound
- D. Omission
- E. Promise
正解：B、C
解説：
In order to form a contract to come into being, there are five conditions:
- Offer
- Acceptance
- Consideration
- Intention to be legally bound
- Capacity to contract
Reference:
LO 1, AC 1.2
質問 # 38
Which of the following regulates barriers to the trade of goods between Member States of WTO?
- A. NAFTA
- B. GATT
- C. CISG
- D. TRIPS
正解：B
解説：
- The General Agreement on Tariffs and Trade (GATT) is a legal agreement between many countries, whose overall purpose was to promote international trade by reducing or eliminating trade barriers such as tariffs or quotas. According to its preamble, its purpose was the "substantial reduction of tariffs and other trade barriers and the elimination of preferences, on a reciprocal and mutually advantageous basis."
- CISG is the Vienna Convention on Contracts for the International Sale of Goods. This is a voluntary treaty under United Nations Commission on International Trade Law (UNCITRAL). The purpose of the Vienna Convention is to set out a framework for international transactions based on a uniform approach. It establishes substantive rules that regulate the duties and obligations of both parties, including the delivery of goods, contract formation, and remedies for breach of contract.
- The Agreement on Trade-Related Aspects of Intellectual Property Rights (TRIPS) is an international legal agreement between all the member nations of the World Trade Organization (WTO). It sets down minimum standards for the regulation by national governments of many forms of intellectual property (IP) as applied to nationals of other WTO member nations.
- The North American Free Trade Agreement (NAFTA; Spanish: Tratado de Libre Comercio de America del Norte, TLCAN; French: Accord de libre-echange nord-americain, ALeNA) is an agreement signed by Canada, Mexico, and the United States, creating a trilateral trade bloc in North America.
Reference:
LO 1, AC 1.3
質問 # 39
Which of the following should be specially noticed in market dialogue with suppliers in specification development?
- A. Both parties must respect confidentiality
- B. Market dialogue should only be conducted with well-known supplier
- C. The buying organisation must avoid social media at all cost
- D. Market dialogue is banned in the public sector
正解：A
解説：
Being clear on your objectives helps you to design the best approach to the dialogue. There are some notices in developing dialogue with suppliers:
- All meetings should be documented
- Respect commercial confidentiality. Although insights gained from one conversation lead to questions in another, you must be very careful not to allow this to happen in a way that breaches the confidentiality of the first conversation.
Reference:
LO 2, AC 2.1
質問 # 40
Cleveland Insurance (Cleveland) offers a range of insurance services. The main software used in the call centre is a customer relationship management (CRM) system. Cleveland perceived an urgent need to replace the existing CRM system to deal with the increasing number of customers and services.
Urgent Digital Ltd (Digital) is one of the bidders of Cleveland's ITT. Its bid team is led by Hank Irvine, its technical director. Hank realises that winning the Cleveland contract (valued at approximately £50M) will enhance his career. During discussions with Cleveland, Hank offers certain assurances regarding timescales for the project. He has not carried out any investigations into the viability of the timescales. Hank has little idea whether the timescales can be met.
Cleveland decides that Digital's bid meets with its requirements, especially given the assurances in timescale offered by Hank, and decides to proceed with it, subject to a formal contract. Eventually, a formal contract is signed by both parties. The initial assurances given by Hank about the timing of the project are never going to be achieved and are at best grossly exaggerated.
Hank's pre-contractual assurance is most likely to be an example of which of the following?
- A. Initial impossibility
- B. Fraudulent misrepresentation
- C. Inaccuracy in communication
- D. Threat
正解：A
解説：
Hank's pre-contractual assurances may amount to misrepresentation. Fraudulent misrepresentation is a strong possibility since Hank had carried out no investigations into the viability of the project timescales. This could amount to recklessness in using information without taking any steps to see if it is true or not.
The scenario above was constructed based on the case BSkyB v EDS, a famous case in IT sector.
LO 1, AC 1.2
質問 # 41
Which of the following is the reason why liquidated damage clauses are embedded into a contract?
- A. To penalise the supplier for their wrongdoing
- B. Because liquidated damages are the only remedy
- C. To avoid argument on correct measure of damage
- D. Because compensation will be awarded immediately
正解：C
解説：
Liquidated damages are an amount of money, agreed upon by the parties at the time of the contract signing, that establishes the damages that can be recovered in the event a party breaches the contract. The amount is supposed to reflect the best estimate of actual damages when the parties sign the contract. These usually apply to a specific type of breach, and in construction, it is frequently the failure to complete work on time.
Liquidated damages clauses are usually written as some sort of formula, for example:
Total Contract Price - [(X amount of $ per day) x (number of days late)] Including a liquidated damages clause can provide many benefits, the most important of which is predictability. When setting a predetermined amount of damages, it allows both parties a chance to negotiate and settle on a number they both feel is fair and reasonable.
From the owner's perspective, this acts like a cheap form of insurance against your contractors. In the event of a breach, the owner can immediately calculate the damages without going through the trouble of proving actual damages. Proving actual damages can be a complicated, lengthy, and costly process.
From a contractor perspective, this allows them to analyze the level of risk involved, and schedule appropriately. It also allows them the opportunity to limit the damage claims of the owner.
Reference:
- Construction Contract Clauses: What Is a Liquidated Damages Clause?
- CIPS study guide page 158-159
LO 3, AC 3.2
質問 # 42
XYZ Ltd and Engineer Corp signed a long-term supply contract in which both parties had agreed on performance targets. Recently, due to increased customer demands, XYZ Ltd realises that they should make changes to the contract with Engineer Corp with regards to performance management. These changes are approved and signed by both the buyer and seller. The changes to the contract are known as...?
- A. A stand-alone subcontract to the prime contract
- B. An appendix to the prime contract
- C. A separate counter-offer to the supplier
- D. An amendment to the prime contract
正解：D
解説：
The changes are made to the prime contract. They are also signed and approved by both parties. These changes are known as amendment (variation) to the contract. A contract amendment allows the parties to make a mutually agreed-upon change to an existing contract. An amendment can add to an existing contract, delete from it, or change parts of it. The original contract remains in place, only with some terms altered by way of the amendment.
Reference:
- Modify an Existing Contract with a Contract Amendment
- CIPS study guide page 26-28
LO 1, AC 1.1
質問 # 43
A procurement manager is preparing a long-term contract with a major supplier. She decides to use the variable pricing arrangement using price indices. The payment terms describe the circumstances and mechanism where the price is allowed to change. In order to successfully manage this type of contract, the buying organisation should have...?
- A. Value for money
- B. Good market knowledge
- C. Selection of base year
- D. Economy of scale
正解：B
解説：
There are several approaches to price adjustment for long-term contract. Describing circumstances and mechanism is one of them. Although this approach has some limitations, it is the best option. It relies on good market knowledge but provides the most equitable approach to satisfying the needs of the purchaser and the supplier.
Reference:
LO 3, AC 3.3
質問 # 44
Rochdale Ltd is looking for a new IT system to automate some of its operations. In designing the specification, procurement manager supposes that it should be done solely by the IT department who have deep expertise on this matter. Is procurement manager's opinion appropriate?
- A. No, because challenging the user's demand is the role of procurement
- B. Yes, because designing complex specification would waste procurement manager's time
- C. Yes, because procurement professional has no expertise in IT sector
- D. No, because designing complex specification could only be outsourced
正解：A
解説：
Procurement professionals have a role in challenging specifications. Technical experts can get things wrong and asking naive questions can be useful in bringing these to light. The challenging may include:
- Does the organisation really need these features/functions?
- With this specification, are there many available suppliers in the market?
- How many does the organisation really need?
etc
Reference:
LO 1, AC 1.1
質問 # 45
Which of the following statements is FALSE on contracts for the leasing of assets?
- A. The lessee may bear some risks of ownership, such as the liability to insure the asset
- B. In lease agreement, the possession and right of use of an asset are transferred to the lessee
- C. The party responsible for maintenance, insurance and taxes is subject to negotiation
- D. The ownership of leased asset is transferred to the lessee at the end of the period
正解：D
解説：
A lease is a contractual arrangement calling for the lessee (user) to pay the lessor (owner) for use of an asset. Some characteristics of Leases are:
- The right to use the lessor's asset is granted in exchange for a fee called the lease payment.
- The lease payments are usually paid in installments.
- Leases may be long- or short-term.
- At its inception a lease agreement constitutes a mutually unperformed contract Though the ownership of the asset is not transferred to the lessee, some responsibilities and risks do. The lessor and lessee may negotiate on who is responsible on maintenance, insurance, etc.
Reference:
LO 1, AC 1.3
質問 # 46
A fashion company is drafting a specification for an order in next year. The company wants to expand its supply base in low cost countries. The procurement department is considering applying standard ISO 3759 on method for the preparation, marking and measuring of textile fabrics, garments and fabric assemblies for use in tests for assessing dimensional change after a specified treatment. Which of the following should be taken into account when embedding this standard into the specification?
- A. Legality
- B. Type of specification
- C. Date of publication
- D. Supplier selection
正解：C
解説：
Standards are incorporated into specifications by simply cross-refering to the relevant standard by its number and date of publication. It is important to include the date of publication. All standards are reviewed from time to time and their content changes. The absence of the publication date will lead to disrupts over which version of the standard actually applies to the contract.
Reference:
LO 2, AC 2.1
質問 # 47
A procurement professional is drafting payment terms for a commercial contract. He is considering about payment method if defective products are found. Which of the following should be embedded in payment terms to control this issue?
- A. Pay-less notice
- B. Invoice preparation
- C. Retention clause
- D. Remedies for late payment
正解：C
解説：
Retention money is the payment for a service or product that is withheld pending the completion of some specified condition. For example, buyer may withhold the amount due until the supplier replace all defective goods.
Pay-less notice is the notice under a contract which states that the invoice will only be partially paid because of some issues such as supplier has to pay the damages.
Remedies for late payment are remedies that supplier may seek when a buyer pay it later than the stated payment terms. Normally, the buyer will be charged an interest rate.
Reference:
LO 3, AC 3.3
質問 # 48
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