MANAGEMENT CONTRACTManagement Contract • March 27th, 2017 • Gmo Trust • Massachusetts
Management Contract executed as of March 9, 2017, between GMO TRUST, a Massachusetts business trust (the “Trust”) on behalf of its series GMO Climate Change Fund (the “Fund”), and GRANTHAM, MAYO, VAN OTTERLOO & CO. LLC, a Massachusetts limited liability company (the “Manager”).
AMENDED AND RESTATED SUB-ADVISORY AGREEMENTSub-Advisory Agreement • March 27th, 2017 • Gmo Trust • Massachusetts
This AMENDED AND RESTATED SUB-ADVISORY AGREEMENT, dated as of March 9, 2017 (the “Agreement”), is among Grantham, Mayo, Van Otterloo & Co. LLC (the “Manager”), a Massachusetts limited liability company, GMO Singapore Pte. Limited (the “Sub-Adviser”), a Singapore limited company and an indirect, wholly-owned subsidiary of the Manager, and GMO Trust, a Massachusetts business trust (the “Trust”) on behalf of its GMO Emerging Countries Fund (the “Fund”).
March __, 2017Gmo Trust • March 27th, 2017
Re: Form of Amendment to the Custodian Agreement, dated as of August 1, 1991, by and among GMO Trust, on behalf of certain of its series of the Trust, Grantham, Mayo, Van Otterloo & Co. LLC (“GMO”) and State Street Bank and Trust Company (“State Street Bank”) (as successor by merger to Investors Bank & Trust Co. (“IBT”)), as amended (the “Custodian Agreement”), and the Amended and Restated Delegation Agreement, dated as of June 29, 2001, by and between State Street Bank (as successor by merger to IBT) and GMO Trust, on behalf of certain of its series of the Trust, as amended (the “Delegation Agreement”)
GMO TRUST AMENDMENT NO. 2 TO AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUSTGmo Trust • March 27th, 2017
The undersigned, constituting at least a majority of the trustees of GMO Trust, a Massachusetts business trust created and existing under an Amended and Restated Agreement and Declaration of Trust dated March 9, 2016 (the “Declaration of Trust”), as amended from time to time, a copy of which is on file in the Office of the Secretary of The Commonwealth of Massachusetts, hereby rescind the establishment and designation of three series of GMO Trust, GMO Developed World Stock Fund, GMO Global Bond Fund, and GMO World Opportunity Overlay Fund, and, having determined that it is desirable, appropriate and consistent with the fair and equitable treatment of all shareholders to establish a new series of GMO Trust, GMO Climate Change Fund, do hereby direct that this Amendment No. 2 be filed with the Secretary of The Commonwealth of Massachusetts and do hereby amend the Declaration of Trust by amending and restating Schedule 3.6 of the Declaration of Trust in its entirety as attached hereto.
March __, 2017Agency and Service Agreement • March 27th, 2017 • Gmo Trust
Re: Form of Amendment to the Transfer Agency and Service Agreement (the “Agreement”), dated August 1, 1991, by and among GMO Trust, on behalf of certain of its series of the Trust, Grantham, Mayo, Van Otterloo & Co. LLC and State Street Bank and Trust Company (as successor by merger to Investors Bank & Trust Co.), as amended.
Expense Limitation AgreementLimitation Agreement • March 27th, 2017 • Gmo Trust
AGREEMENT made as of March 9, 2017 by and between GRANTHAM, MAYO, VAN OTTERLOO & CO. LLC, a Massachusetts limited liability company (the “Advisor”), and GMO Climate Change Fund (the “Fund”), a series of GMO TRUST, a Massachusetts business trust (the “Trust”).
SCHEDULE A Placement Agency Agreement GMO TRUSTGmo Trust • March 27th, 2017
AMENDED AND RESTATED SERVICING AND SUPPLEMENTAL SUPPORT AGREEMENTSupplemental Support Agreement • March 27th, 2017 • Gmo Trust
This Amended and Restated Servicing and Supplemental Support Agreement (the “Agreement”), effective March 27, 2017, between GMO TRUST, a Massachusetts business trust (the “Trust”), on behalf of each of its Class II, Class III, Class IV, Class V, Class VI, and Class VII (each a “Standard Class” and, collectively, the “Standard Classes”) and Mutual Fund Class (the “MF Class” and together with the Standard Classes, collectively the “Classes”) Shares (the “Shares”), of each Fund listed on Exhibit I hereto (collectively, the “Funds”), and GRANTHAM, MAYO, VAN OTTERLOO & CO. LLC, a Massachusetts limited liability company (“GMO” or the “Service Provider”), hereby amends and restates the Servicing Agreement, executed as of May 30, 1996, between the Trust and the Service Provider.
SCHEDULE A Distribution Agreement GMO TRUST 40 Rowes Wharf, Boston, MA 02110Gmo Trust • March 27th, 2017
GMO TRUST AMENDMENT NO. 1 TO AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUSTGmo Trust • March 27th, 2017
The undersigned, constituting at least a majority of the trustees of GMO Trust, a Massachusetts business trust created and existing under an Amended and Restated Agreement and Declaration of Trust dated March 9, 2016 (the “Declaration of Trust”), as amended from time to time, a copy of which is on file in the Office of the Secretary of The Commonwealth of Massachusetts, having determined that it is desirable, appropriate and consistent with the fair and equitable treatment of all shareholders to change the name of “GMO Debt Opportunities Fund,” a series of GMO Trust, to “GMO Opportunistic Income Fund,” do hereby direct that this Amendment No. 1 be filed with the Secretary of The Commonwealth of Massachusetts and do hereby amend the Declaration of Trust by amending and restating Schedule 3.6 of the Declaration of Trust in its entirety as attached hereto.
