All representations and warranties of Seller under this Agreement and/or Closing Certificate shall survive Closing or termination of this Agreement for a period of nine (9) months, as extended for any part of that period that Buyer is prevented by court order or an automatic stay in bankruptcy from commencing an action against Seller (the “ Survival Period ”) and shall not merge into any of the closing documents; provided, however, any action, proceeding, or litigation for breach of any representation or warranty of Seller must be commenced within the Survival Period; otherwise, Buyer will be forever barred from recovering damages and/or taking any action based upon any breaches of warranties and representations.