TCIV Adjustment Amount definition
TCIV Adjustment Amount means the product of (a) either (i) the amount by which the Total Closing Inventory Value on the Closing Date as finally determined pursuant to Section 2.6 is less than $72,000,000, or (ii) the amount by which the Total Closing Inventory Value on the Closing Date as finally determined pursuant to Section 2.6 is greater than the Estimated TCIV Amount (as applicable), multiplied by (b) 0.9; provided that the TCIV Adjustment Amount shall be equal to $0 if the Total Closing Inventory Value on the Closing Date as finally determined pursuant to Section 2.6 is greater than or equal to $72,000,000 and less than or equal to the Estimated TCIV Amount.