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nationally recognized firm of Independent Certified Public Accountants or such other qualified firm selected by the Agency, such moneys shall be paid over to the Agency upon the written direction of the Agency as received by the Escrow Agent, free and clear of any trust, lien, pledge or assignment securing the Series 2011 Bonds or otherwise existing hereunder, after provision for payment of amounts due the Escrow Agent pursuant to Sections 5 and 12 hereof; and (ii) to the extent such moneys will be required for such purpose at a later date, such moneys shall, to the extent practicable and at the written direction of the Agency, be invested or reinvested in Investment Securities maturing at times and in amounts sufficient to pay when due the Redemption Price (provided that (A) the amount of the funds to be realized from time to time from such investment or reinvestment shall be certified by a nationally recognized firm of Independent Certified Public Accountants or such other qualified firm selected by the Agency, and (B) the Agency shall deliver to the Escrow Agent an opinion of nationally recognized bond counsel to the effect that such investment or reinvestment will not adversely affect the exclusion of interest on the Series 2018 Bonds or the Series 2011 Bonds from gross income for federal income tax purposes) and interest earned from such investments or reinvestment shall be retained by the Escrow Agent for such purpose. (e) The Escrow Agent shall not be liable or responsible for any loss resulting from any reinvestment made pursuant to this Agreement and in full compliance with the provisions hereof. Section 2. Payment and Redemption of the Series 2011 Bonds. The Agency hereby requests and irrevocably instructs the Escrow Agent to transfer amounts from the Refunding Escrow to the Trustee to pay when due the principal of and interest on the Series 2011 Bonds to and including March 1, 2021, and to pay the redemption price of the Series 2011 Bonds on March 1, 2021. Upon payment in full of the Redemption Price of the Series 2011 Bonds, the Escrow Agent shall transfer any moneys remaining in the Refunding Escrow to the Tax Increment Fund established under the 2018 Indenture after provision for payment of amounts due the Escrow Agent pursuant to Sections 5 and 12 hereof, and this Agreement shall terminate. The Refunding Escrow cash flow is set forth in Schedule I attached hereto. Section 3. Notice of Redemption. The Agency hereby irrevocably instructs the Escrow Agent to take all steps required to redeem, on March 1, 2021 (the "Redemption Date"), the outstanding Series 2011 Bonds maturing on or after September 1, 2022 at a redemption price equal to the principal amount thereof together with accrued interest thereon to the Redemption Date, without premium. The Agency hereby irrevocably instructs the Escrow Agent at the expense of the Agency to cause a notice of redemption of the Series 2011 Bonds maturing on or after September 1, 2022 in substantially the form attached hereto as Exhibit B and by this reference incorporated herein, to be made in accordance with the 2011 Indenture including by mailing such notice by first class mail, postage prepaid, at least thirty (30) but not more than sixty (60) days prior to the Redemption Date, to (i) the Owners of any 2011 Bonds designated for redemption at their respective addresses appearing on the Registration Books, and (ii) the Securities Depositories and to one or more Information Services designated by the Agency, and to post notice of redemption by reference to the applicable CUSIP Numbers for the then Outstanding Series 2011 Bonds with the Municipal Securities Rulemaking Board (the "MSRB") through its Electronic Municipal Market Access ("EMMA") system. Section 4. Notice of Defeasance. The Agency hereby irrevocably instructs the Escrow Agent at the expense of the Agency to cause a notice of defeasance of the Series 2011 Bonds, in substantially the form attached hereto as Exhibit C and by this reference incorporated herein, to be mailed promptly following the date of defeasance, to (i) the Owners of any 2011 Bonds designated for redemption at their respective addresses appearing on the Registration Books, and (ii) the Securities Depositories and to one or 3 4142-5877-7620.1 SA -3-130