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Version 3.0
Overview ...................................................................................................................................... 6
Installation ...................................................................................................................................6
Licensing....................................................................................................................................... 7
Parametric Analysis....................................................................................................................14
Primary Stresses.....................................................................................................................19
Installation and Basic Operation
Stress-Strain Curve.................................................................................................................21
Weibull Distribution...............................................................................................................27
Uniform Distribution..............................................................................................................27
Triangular Distribution...........................................................................................................28
NASGRO Equation..................................................................................................................36
Cycle-By-Cycle Integration.....................................................................................................40
Supplemental Loads...................................................................................................................49
Brittle Fracture...........................................................................................................................54
Report ........................................................................................................................................56
A highly flexible parametric study capability allows users to quickly evaluate a wide range of
what-if scenarios. For fracture assessments with the FAD approach, a Monte Carlo probabilistic
module can be used to quantify risk and the effect of uncertainty in input parameters.
Signal FFS includes extensive material properties databases for fatigue crack propagation and
creep rupture. In the case of fatigue crack propagation, the user has a choice of NASGRO (from
NASA) or BS 7910 material constants. Material constants for creep analysis are based on the
MPC Omega method and were taken from API 579 Appendix F.
TM
An intuitive Windows interface makes navigation through the program straightforward. Of
course, this software in not intended for a layman. Signal FFS should be used only by a
competent engineer with a working knowledge of fracture mechanics and Fitness-For-Service
methodology.
Installation
1. We recommend that you exit all programs before installation.
2. Insert the CD into the drive. If auto-run is enabled on your PC, an installation menu will
appear. Click the button labeled Install Signal FFS to begin the installation. If auto-run is
not enabled, you can run SignalFFS_Setup.exe from the CD directly to initiate the
installation.
4. Select a destination directory and program group when prompted, or use the default.
NOTE: do not install Signal FFS to multiple different locations on your hard drive. This could
cause problems with future updates or cause the program to not function correctly.
5. You may need to restart your computer in order to complete the installation process. The
install program will tell you if this is necessary.
Licensing
The demonstration version of Signal FFS will allow you to access and view all of the available
features, and run several of the API 579 Examples. With the demonstration version you will be
unable to run custom analyses.
Once you have purchased Signal FFS, to unlock the full functionality of Signal FFS, you will need
to apply your license key to the installation directory (typically, c:\Program Files\Quest
Reliability\SignalFFS). Detailed instructions will be provided at time of purchase.
Note: if you are upgrading from Fracture Graphic™ or PetroFit™, a new license key is required.
Please contact us at info@questreliability.com or +1-303-415-1475.
Getting Started
Signal FFS is launched like any other Windows program. You can find the Signal FFS shortcut in
the Programs item in the Start menu under the program group specified during installation (by
default, this is “Quest Reliability”). Alternatively, you can open the application directory with
Windows explorer and double-click on the SignalFFS.exe executable.
After startup, a Home window is displayed. At this point, the user selects the type of analysis
(brittle fracture, corrosion/metal loss, cracks/crack-like flaws or creep rupture) and selects the
system of units. , and various options associated with each type of analysis. At subsequent
windows, the user inputs information about geometry, dimensions, loading, and material
properties.
Depending on the type of analyses, there are additional input windows, some of which have
multiple tabs. Navigation through the input windows is easy, and can be accomplished in one of
three ways of ways. The forward and reverse arrows (which point to the right and left,
respectively) move the user to the next and previous step. The tabs on each window offer a
second means of navigation. Finally, clicking on the buttons on the navigation bar along the
left-hand side of the screen allows the user to move quickly between input windows. Note that
the available options on the navigation bar will vary depending on the type of analysis selected.
Clicking on the Data Sheet button will advance the user to a tabbed window that contains all of
the input data that have been previously entered. Data are displayed on a spreadsheet grid, and
values can be edited directly in the spreadsheet. All data grids are fully functional spreadsheets
that support Excel formula syntax, as well as Cut, Copy, Paste, Copy Down and Copy Right
commands. These commands are available in the Edit menu.
Clicking the Run button executes the analysis. Results are displayed graphically and in tabular
form.
Signal FFS files have a .ffs extension, but files from Fracture Graphics (.fgr) and PetroFit (.pft)
can also be opened. New, Open, Save, and Save As commands are available in the File menu,
TM
as with most Windows programs. File opening and saving commands can also be accessed
from the tool bar along the top of the window as well as from standard keyboard shortcuts (e.g.
Ctrl-S to save and Ctrl-O to open).
Home window
The origin (x = 0) of the stress distribution is defined at the crack mouth in the case of a surface-
breaking crack, at the surface nearest the crack in the case of a buried flaw, or by the
internal/external orientation chosen in the case of through-wall cracks in components such as
cylinders and spheres.
It is important to note that the stress distribution to be input corresponds to the stress at the
flaw location in the absence of the flaw. The redistribution of stress that results from the
introduction of a crack is taken into account in the K solution.
The weight function option is selected at the Stresses window for each of the stress types
(primary, secondary, etc.). An input window, as illustrated below, will be displayed.
IMPORTANT NOTE: you must input the stress distribution that corresponds to the uncracked
condition. The origin (x = 0) is defined at the crack mouth, and distances are absolute (inches or
millimeters) rather than dimensionless (x/t). The full through-thickness stress distribution
should be input rather than a partial distribution.
A graphical display of the weight function or any of the stress distributions that have been input
can be displayed by selecting the Show Stress Distribution option from the Analysis menu on
the main window.
calculation. The methodology for computing hoop stress can be modified by selecting Analysis
Options from the Analysis menu.
Parametric Analysis
To perform an analysis while systematically varying one or more input values, select the
parametric analysis option under the Analysis menu. A window will be displayed that offers a
list of variables. Check the items that you wish to include in the analysis. Enter the values for
each case in the spreadsheet. When you click the Run button, the analysis will be performed
with the input values in the first row, repeated for the values in the second row, and so on. You
may use spreadsheet formulae to link variables to one another. For example, suppose that you
wish to vary flaw size but maintain a 5:1 ratio between flaw length and flaw depth. You could
enter flaw length values in the first column and enter
= A1/5
in the first row of the second column, and then use the Copy Down command in the Edit menu
to paste this formula in subsequent rows.
The number of cases that can be run in a parametric study is limited only by the number of rows
in the spreadsheet (approximately 16,000).
Inputting values for the parametric analysis. Variables can be related through spreadsheet formulae.
FAD output. The assessment point falls inside the FAD curve in this case.
that requires a stress-strain curve can be selected. Alternatively, a user-defined FAD curve can
be input (see below).
Note that both the API 579 and BS 7910 procedures use the same FAD curves. However, there
are subtle differences in the way in which the two methodologies compute the assessment
point. In the Signal FFS software, the KI and reference stress solutions from API 579 are used
irrespective of the analysis procedure that is selected. The reason for this is that the compendia
of KI and reference stress solutions in API 579 are far more extensive and up to date than the
limited collection of solutions in BS 7910.
The FAD analysis can be performed either with a single toughness value or with a resistance
curve.
In an FAD analysis, primary stresses are used to calculate the load ratio, Lr, which is the
horizontal axis of the FAD.
While most pressure vessel and piping design codes treat all thermal stresses as secondary, it is
not necessarily appropriate to do so in a FAD calculation. For example, thermal expansion loads
in a piping system are indistinguishable from primary loads as far as a crack is concerned. When
the “gage length” over which a displacement is imposed is long, such as in the piping system
example, there is virtually no difference between load control and displacement control. Local
thermal stresses, such as those due to a through-wall temperature gradient, can be treated as
secondary in an FAD analysis. Long-range thermal loads should be treated as primary.
On the Primary Stress tab, there is an option for selecting either the default weld residual stress
distribution, or a user-defined distribution, which may include secondary stresses, residual
stresses, or both. Both API 579 and BS 7910 provide recommended residual stress distributions
for common welded joint configurations. Both sets of distributions have been programmed
into Signal FFS, and the appropriate residual stress distribution will automatically be selected if
the Default option is selected for the secondary/residual stress input.
Some of the API 579 expressions for weld residual stress are a function of the heat input of the
final pass. The Heat Input Calculator, which can be selected from the Tools menu or the Weld
tab of the Geometry window, computes heat input given voltage, current, and travel speed.
Stress-Strain Curve
The material-specific FAD, which is one of the Level 3 options in both API 579 and BS 7910,
requires that the stress-strain curve be specified. In Signal FFS, the user can define the stress-
strain curve with Ramberg-Osgood coefficients or he/she can enter the curve in tabular form.
Spreadsheet formulae can be used to enter a stress-strain relationship other than Ramberg-
Osgood. A true stress – true strain curve should be input.
Toughness Parameters
Fracture toughness data can be specified in terms of critical crack tip opening displacement
(CTOD), J integral, or stress intensity factor (K). Alternatively, several Charpy correlations are
available to infer toughness.
Charpy Correlations
When fracture toughness data are not available, Signal FFS offers a choice of correlations
between Charpy data and fracture toughness. For ferritic steels in the ductile-brittle transition
region there is a choice between API 579 lower-bound correlations or the Barsom-Rolfe two-
step correlation. There are actually two API 579 lower-bound correlations: one for normal
situations and one for dynamic loading or hydrogen-charged steels. For upper shelf behavior,
or for materials that do not exhibit a ductile-brittle transition, the Rolfe-Novak correlation may
be used.
For Monte Carlo analyses, a correlation between the 20 ft-lb (28 Joule) transition temperature
and the toughness Master Curve index temperature (To) is available.
The Master Curve approach defines not only the temperature dependence, but also the
statistical distribution of toughness. Consequently, the user must specify the desired
probability level (e.g. median, 10% lower bound, etc.). The user must also specify an upper
shelf cut-off for the equation.
The Master Curve is defined entirely by a reference temperature, To, which indexes the relative
position of the ductile-brittle transition region. This approach can be applied in a probabilistic
analysis such as the Monte Carlo method. The Master Curve can also be used to define a
toughness-temperature relationship in a deterministic analysis.
Limiting flaw curves. (The legend was edited by right-clicking on the graph and selecting Edit Chart Data.)
The user chooses the parameters to be varied in the analysis by selecting the Monte Carlo
option from the Analysis menu and then checking the desired input values. The user then
defines the statistical distribution for each variable. Signal FFS supports five types of probability
distributions:
Normal (Gaussian)
Log Normal
Weibull
Triangular
Uniform
Signal FFS permits two types of Monte Carlo analysis. The standard analysis permits the user to
link variables in the data spreadsheet. Suppose, for example, that operating temperature is
chosen as a random variable. Spreadsheet formulae can be used to express material properties
as a function of temperature. A random temperature is then inserted into the spreadsheet on
each Monte Carlo trial, and the corresponding temperature-dependent values are then read
from the spreadsheet.
The fast Monte Carlo analysis does not permit these spreadsheet links. While the same
parameters can be varied in both, the fast analysis checks the data spreadsheet only once for
the initial values to be used in the analysis. However, when temperature and toughness are
both random variables, and the toughness distribution is characterized by the Master Curve
approach, the fast Monte Carlo analysis will account for the random temperature in the
toughness variation.
Normal Distribution
The normal or Gaussian distribution has a characteristic bell curve shape. The probability
density function for a variable x is given by
1 1 x 2
p( x ) exp
2 2
Log-Normal Distribution
The logarithmic normal distribution is virtually identical to a conventional normal distribution,
except that the variable x is replaced by its logarithm. The probability density function is given
by
1 1 log x 2
p( x ) exp 10
x 2 2
where and are the mean and standard deviation of log10 (x), respectively. The latter
quantity is also known as the log standard error (LSE). Note that the above distribution is
written in terms of Base 10 logarithms, and thus the LSE specified by the user must be Base 10.
Weibull Distribution
The cumulative probability function for the three-parameter Weibull distribution is as follows:
xx
min
P x 1 exp
x o x min
where xmin is the minimum, xo is the Weibull mean, and is the Weibull slope. A two-parameter
Weibull distribution corresponds to the special case where xmin = 0. The above expression
reduces to an exponential distribution when = 1.
Uniform Distribution
The probability density function for the uniform distribution is illustrated below. The variable x
must lie between xmin and xmax, and all values in this range are equally likely.
PROBABILITY
DENSITY
Xmin Xmax
X
The uniform distribution.
Triangular Distribution
The probability density function for the triangular distribution is illustrated below. The variable
x must lie between xmin and xmax, with xmode being the most likely value.
PROBABILITY
DENSITY
Xmin Xmax
Xmode
The ductile tearing analysis option is selected on the Fracture Analysis tab of the Home
window. The crack growth resistance curve is entered on the Material Properties window.
R curve input.
Kr J
in g
Inc re a sSiz e
Cr a c k
a
Lr
ra ck Gr owth
Stab l e C
Kr l ity
In sta bi
Duc til e
ck
No C r at h
Gr o w
Lr
After each increment of crack growth, the FAD coordinates corresponding to the current crack
size will be computed. If the assessment point falls inside the FAD, the crack growth analysis
will continue. If the point falls outside of the FAD, an iterative calculation will be performed to
determine the critical crack dimensions and the cycles to failure.
The R ratio is input on the Cyclic Stress tab. This value is used only if the user selects the
NASGRO or BS 7910 fatigue properties. The R ratio is used to estimate the threshold stress
intensity range for both the NASGRO and BS 7910 databases, and it has an influence on other
crack growth constants in the case of the BS 7910 properties. If the user inputs his/her own
fatigue properties, the R ratio input has no effect on the analysis.
When estimating the R ratio, be sure to consider all stresses, including primary, secondary and
residual. For example, non-stress-relieved welds typically have a high R ratio in fatigue because
of yield-magnitude residual stresses.
The Reference Stress Scale Factor allows the user to apply a factor of safety to the reference
stress calculated during an analysis. A factor of 1.0 leaves the reference stress unchanged.
In the simplest case of constant amplitude fatigue with only cyclic primary membrane stress (no
secondary or residual stress), the peak primary stress is related to cyclic stress as follows:
Sr ( m ) Pm 1 R
When other stresses are present, or there is variable amplitude loading, the above expression
does not apply. Consequently, Signal FFS does not assume any relationship between cyclic
stress and primary stress. These values are treated as being completely independent of one
another. Although the R ratio is input on the Cyclic Stress tab, it is not used to relate cyclic
stress to primary or secondary stresses.
When the user selects the database and material from the drop-down lists, the corresponding
material constants are filled in automatically. The input fields are locked when one of the
database options is selected. However, to change one or more of the coefficients, simply
unselect the database option.
da
C K m
dN
where C and m are material constants that can either be input by the user or taken from one of
the databases. A threshold stress intensity range can be specified, below which crack growth
will not occur.
NASGRO Equation
The following fatigue crack growth expression was developed by NASA Johnson Space Center
and is used in their NASGRO software:
p
K th
1
da K
CK m q
dN K
1 max
Kc
The above equation is actually a simplification of the NASGRO model, and does not account for
retardation due to crack closure.
NASA has compiled a materials database that contains coefficients for a large number of
materials. When the NASGRO database option is selected in the Materials window, the
appropriate material constants are input automatically, and the da/dN – K curve is tabulated
in a spreadsheet grid (see below).
The diagram below illustrates how the cumulative damage model works. The loading spectrum
can be input either as a tabular histogram or a Rayleigh distribution. The cyclic stress
histogram is converted to a K histogram using the current flaw dimensions and the stress
intensity solution. A da/dN histogram is then computed from the growth law. Finally, the crack
growth rate is averaged for the current increment:
da 1 da
dN N tot
dN N i
i
Ni
STRESS INTENSITY
SOLUTION
Cyclic Stress
K HISTOGRAM
Ni
K
da
dN
Ni
da
K dN
Cycle-By-Cycle Integration
This option is set at the Home window. Loading can either by random or deterministic when the
stress spectrum is given in the form of a tabular histogram. This method is very time-
consuming, and the cumulative damage model is recommended.
. x
1011 1
p exp x 2
S rd 2
where
S r S r min
x
S rd
and Sr is the cyclic stress, Srmin is the minimum value, and Srd is the deviation. The user is
required to input Srd and Srm, which is the modal value, equal to Srmin + Srd.
When the fatigue analysis is to be performed by cycle-by-cycle integration, the user has the
option of specifying a deterministic sequence of loading. In this case, the sequence is entered in
the order it occurs. The number of cycles for each Sr has an absolute meaning in this case, and
must be entered as an integer. A repeating loading sequence need only be entered once.
Consider for example a loading sequence that occurs over 100 cycles. If the total number of
cycles in the analysis is 100,000 the sequence will be repeated 1000 times.
User’s Manual Page 41 of 70
Signal Fitness-For-Service
Version 3.0
Fatigue Crack Propagation Analysis
The input grid is a fully functional spreadsheet. A mathematical relationship between cyclic
stress and cycles can be entered using standard spreadsheet syntax. The Copy Down (Ctrl-D)
command in the Edit menu can be used to paste the formula into multiple rows.
For example, suppose that the magnitude of the cyclic bending stress is half that of the
membrane stress. The membrane stress distribution could be entered as a histogram or as
Rayleigh coefficients, and scaling factors of 1.0 and 0.5 would be entered for membrane and
bending stresses, respectively. Note that only a single histogram or Rayleigh distribution can be
defined irrespective of the number of stress components. The analysis assumes that the ratio
of the components remains fixed.
Although it is customary to define the histogram or Rayleigh distribution with absolute stress
values and use dimensionless scaling factors for the various components, there is an alternative
approach. The scale factors for the stress components can be entered as absolute stress values
and the histogram can be defined as an amplitude table. Since the scale factor and loading
User’s Manual Page 42 of 70
Signal Fitness-For-Service
Version 3.0
Fatigue Crack Propagation Analysis
spectrum are multiplied together to obtain the cyclic stress values, it does not matter which
input is dimensionless and which has units of stress.
This latter approach is advisable when performing variable amplitude fatigue analysis using a
weight function solution for K. That is, the tabular stress input for the weight function should
be a reference stress distribution, and the histogram should be an amplitude table that scales
this stress distribution.
Cyclic stress scale factors, which are multiplied by the stress values in the histogram or Rayleigh distribution
da
f KI
dt
Power law, piece-wise power law, and user-defined growth expressions are available. The
NASGRO equation is grayed out because it is not suitable for environmental cracking.
da
HCt q
dt
where Ct is a creep crack growth driving force parameter, and H and q are material constants.
The value of Ct is a function of the applied stress intensity factor, the reference stress, and the
creep rate. Traditionally, steady-state creep rate has been assumed to follow a power law in
stress:
A n
where A and n are material constants. The above expression is referred to as the Bailey-Norton
creep law.
The constants H, q, A, and n can be input by the user along with temperature. Alternatively the
Omega creep model, which is described in API 579 Appendix F, can be used. In the latter case,
the necessary material constants are provided in a database for a range of steels.
Unlike the Bailey-Norton Law, the Omega model accounts for creep damage and the resulting
acceleration of creep rate, especially near the end of life. Consequently, the Omega expression
for creep rate is not a simple power law. The Omega model is used in the Signal FFS creep
rupture module described elsewhere in this manual. In the case of creep crack growth, the
Omega material constants are used to infer the parameters H and q.
Using the Omega material properties database for creep crack growth coefficients
If general metal loss is selected, the software will perform only an API 579 Section 4 analysis. If
local metal loss is selected, the software will perform both Section 4 and Section 5 analyses if
possible. API 579 does not provide precise definitions to distinguish between general metal loss
and a local thin area (LTA). The local metal loss assessment (Section 5) is generally less
conservative, particularly if the wall thinning is confined to a small area. If a groove-like flaw is
selected, only a Section 5 assessment will be performed.
The user may input the allowable stress value. Alternatively, there is an allowable stress
database for the ASME Boiler and Pressure Vessel Code, Section VIII, Division 1, as well as the
ASME B31.1 Piping Code.
The default remaining strength factor (RSF) for pitting and metal loss is 0.9. This default can be
overridden by entering the desired RSF on the Flaw Type window.
Supplemental Loads
If supplemental loads are specified at the Flaw Type window, the Supplemental Loads input
window will appear after the Dimensions window. Both primary and secondary supplemental
loads can be entered on this window.
If local thin area is selected, only the first and third options listed above are available. Note that
if thickness data are entered at random locations, a local metal loss (Section 5) analysis cannot
be performed. If only a minimum thickness value, tmm, is entered, the LTA will be assumed to
have a rectangular thickness profile. Such an analysis is conservative relative an assessment
based on a more accurate thickness profile.
An assessment based on a thickness grid is recommended if such data are available. Signal FFS
allows the user to specify the number of longitudinal (or meridianal) and circumferential
inspection planes. A spreadsheet grid with the requisite number of rows and columns will
appear. Note that the first row and first column are reserved for the longitudinal and
circumferential distances. If the grid spacing is uniform, the user need only specify the spacing
and the first row and column of the spreadsheet will be filled in automatically.
For Level 1 assessments, pitting charts are provided to compare with the observed degree of
pitting on the component. Several pre-defined pitting damage levels are provided in a drop
down list, which correspond to the pitting charts in API 579. When using the predefined pitting
charts, the only required user input is the maximum pit depth.
For Level 2 assessments, pit couple data must be entered. Required data for each pit couple
include the depth and diameter of each pit, as well as the spacing and the orientation angle
with respect to the principal axes.
For localized pitting, enter the axial and circumferential extent of the region of pitting. The
remaining strength factor (RSF) computed from the pit couple data will be used to define an
equivalent local thin area (LTA), which will be assessed according to Section 5 of API 579.
Brittle Fracture
At the Home window, the user can specify a Brittle Fracture assessment. The Brittle Fracture
window provides the user with a series of questions, the answers to which are used to compute
the Critical Exposure Temperature (CET) for a component.
Report
Clicking on the Run button will cause a report to be generated and displayed on the Results tab
of the Data Sheet window. The report is divided into 3 major sections. The first section lists the
input values and the second section summarizes the results. The third section provides more
details of the calculations, including intermediate values. This latter section outlines each step
in the assessment. The steps correspond to those in API 579. This section of the report is useful
for checking the calculations and understanding the assumptions Signal FFS has made.
With the Results tab visible, select Save Report from the File menu to save a copy of the report
in Rich Text format (*.rtf). A copy of the report is automatically saved whenever the main
Signal FFS file (*.ffs) is saved. These *.rtf files can be opened and edited in Microsoft Word or
other word processors. The report can also be printed directly from Signal FFS.
The life assessment can account for corrosion on the ID, the OD, or both. When both ID and OD
corrosion are considered, two sets of corrosion rates must be specified. If the corrosion is
quantified by thickness readings, both the measured thickness and OD must be input.
The two lower slide bars pertain to the relative creep strength and ductility of the material. For
example, moving the strength slide bar to the right corresponds to selecting a material at the
lower end of the scatter band for creep rate in the alloy of interest. One unit on the slide bar
corresponds to one log standard error.
Dimensions window.
To change any or all of the graphs, choose the Select Plot Variables item under the Analysis
menu. A window like that shown below will appear, and then the user can change the x and y
plotting variables for any of the six graphs.
Signal FFS will “remember” these saved settings and will create six graphs according to these
preferences each time the program is run.
To add plotting points, select Analysis Options from the Analysis menu and change the Number
of Intermediate Analysis Points on the first tab of the window. (The default is zero.) The graphs
below compare creep strain plots with 0 and 4 intermediate points.
No Intermediate Points:
variables will then appear. The list below pertains to a pressurized tube; this list varies
somewhat depending on the geometry being considered.
All variables other than the quantity to be varied parametrically remain constant. If
temperature is the parametric variable, as in this example, the corrosion rate can be linked to
temperature through spreadsheet formulae on the Input Data tab.
Note that the parametric analysis assumes a fixed temperature and pressure for each case. The
total exposure time and the plotting interval are specified on the window shown on the
previous page.
The six creep rupture graphs will be plotted with a series of curves corresponding to the
parametric cases. The graph below illustrates creep curves at 5 temperatures.
1. Click on the legend with the right mouse button and select Edit Chart Data.
2. Double click on the column headings you wish to change and type in the appropriate
label(s).
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9.4 Return of Information. Except as otherwise national security controls and regulations of the all
expressly provided in this Agreement, Recipient will applicable foreign agencies or authorities.
return to Discloser or destroy all Information of Discloser
in Recipient’s possession or control and permanently 11.5 Assignment. Neither party may assign or
erase all electronic copies of such Information promptly transfer, by operation of law or otherwise, any of its rights
upon the written request of Discloser upon the expiration under the Agreement (including the license rights granted
or termination of the Agreement. Recipient will certify in to Client to the Software) to any third party without the
writing signed by an officer of Recipient that it has fully other party’s prior written consent, which consent will not
complied with its obligations under this Section 9.4. be unreasonably withheld or delayed; except that Quest
may assign this Agreement, without consent, to any
10. TERM; TERMINATION successor to all or substantially all its business or assets
10.1 Term. The term of the Agreement will begin on to which this Agreement relates, whether by merger, sale
the Effective Date and will continue until terminated as of assets, sale of stock, reorganization or otherwise. Any
provided in Section 7.2 or 10.2 (the “Term”). attempted assignment or transfer in violation of the
foregoing will be null and void.
10.2 Termination. Either party may terminate the
Agreement if the other party breaches any material 11.6 Force Majeure. Except for any payment
provision of the Agreement and does not cure such obligations, neither party shall be liable hereunder by
breach within thirty (30) days after receiving written notice reason of any failure or delay in the performance of its
thereof. obligations hereunder for any cause which is beyond the
reasonable control of such party.
10.3 Effects of Termination. Upon termination or
expiration of this Agreement for any reason, any amounts 11.7 U.S. Government End Users. If Client is a
owed to Quest under this Agreement before such branch or agency of the United States Government, the
following provision applies. The Software is comprised of 11.11 Remedies. Except as provided in Sections 6
“commercial computer software” and “commercial and 7, the parties’ rights and remedies under the
computer software documentation” as such terms are Agreement are cumulative. Client acknowledges that the
used in 48 C.F.R. 12.212 and are provided to the Software contains valuable trade secrets and proprietary
Government (a) for acquisition by or on behalf of civilian information of Quest, that any actual or threatened
agencies, consistent with the policy set forth in 48 C.F.R. breach of Section 2 will constitute immediate, irreparable
12.212; or (b) for acquisition by or on behalf of units of harm to Quest for which monetary damages would be an
the Department of Defense, consistent with the policies inadequate remedy, and that injunctive relief is an
set forth in 48 C.F.R. 227.7202-1 and 227.7202-3. appropriate remedy for such breach. If any legal action is
brought by a party to enforce the Agreement, the
11.8 Notices. All notices, consents, and approvals prevailing party will be entitled to receive its attorneys’
under this Agreement must be delivered in writing by fees, court costs, and other collection expenses, in
courier, by electronic mail (email), by electronic facsimile addition to any other relief it may receive.
(fax), or by certified or registered mail, (postage prepaid
and return receipt requested) to the other party at the 11.12 Waivers. All waivers must be in writing. Any
address set forth beneath such party’s signature, and will waiver or failure to enforce any provision of this
be effective upon receipt or when delivery is refused. Agreement on one occasion will not be deemed a waiver
Either party may change its address by giving notice of of any other provision or of such provision on any other
the new address to the other party. occasion.
11.9 Governing Law and Venue. This Agreement 11.13 Severability. If any provision of this
will be governed by and interpreted in accordance with Agreement is unenforceable, such provision will be
the laws of the State of Colorado, without reference to its changed and interpreted to accomplish the objectives of
choice of laws rules. Any action or proceeding arising such provision to the greatest extent possible under
from or relating to this Agreement shall be brought in a applicable law and the remaining provisions will continue
federal or state court in Denver, Colorado, and each party in full force and effect. Without limiting the generality of
irrevocably submits to the jurisdiction and venue of any the foregoing, Section 8 will remain in effect
such court in any such action or proceeding. notwithstanding the unenforceability of any provision in
Section 6.2.
11.10 Interpretation. This Agreement is in English
and shall be interpreted according to the commonly 11.14 Construction. The headings of Sections of
understood meaning of the words and phrases in the this Agreement are for convenience and are not to be
United States of America. used in interpreting this Agreement. As used in this
Agreement, the word “including” means “including but not
limited to.”
11.15 Entire Agreement. This Agreement (including
all exhibits and attachments) constitutes the entire
agreement between the parties regarding the subject
hereof and supersedes all prior or contemporaneous
agreements, understandings, and communication,
whether written or oral. This Agreement may be
amended only by a written document signed by both
parties. The terms of any purchase order or similar
document submitted by Client to Quest will have no
effect.