State Street Bank and Trust Company One Lincoln Street Boston, MA 02111
Exhibit (g)(2)(xi)
June 9, 0000
Xxxxx Xxxxxx Bank and Trust Company
Xxx Xxxxxxx Xxxxxx
Xxxxxx, XX 00000
Re: Amendment to the Amended and Restated Custodian Agreement, dated as of August 8, 2017, by and among GMO Trust, on behalf of its series of the Trust, Grantham, Mayo, Van Otterloo & Co. LLC (“GMO”) and State Street Bank and Trust Company (“State Street Bank”), as amended (the “Custodian Agreement ”), and the Amended and Restated Delegation Agreement, dated as of June 29, 2001, by and between State Street Bank and GMO Trust, on behalf of its series of the Trust, as amended (the “ Delegation Agreement” )
Ladies and Gentlemen:
GMO Trust hereby notifies you that it has established one additional series of shares, namely, GMO Emerging Markets ex-China Fund (the “New Fund”). The Trust (as defined in each of the Custodian Agreement and the Delegation Agreement) desires that you serve as (i) custodian of the assets of the New Fund under the terms of the Custodian Agreement and (ii) delegate with respect to the assets of the New Fund under the terms of the Delegation Agreement.
If you agree to so serve as custodian and delegate for the New Fund, kindly sign and return to the Trust the enclosed counterpart hereof, whereupon the New Fund shall be deemed a “Fund” under each of the Custodian Agreement and Delegation Agreement. This letter agreement shall constitute an amendment to the Custodian Agreement and the Delegation Agreement and, as such, a binding agreement among the Trust, GMO (only in the case of the Custodian Agreement) and you in accordance with its terms. An amended Schedule A with a list of GMO Trust Funds is attached hereto.
Furthermore, please sign below to reflect your agreement to amend Schedule A to each of the Remote Access Services Agreement, dated as of August 5, 2015, and the Funds Transfer and Transaction Operating Guidelines Agreement, dated as of April 15, 2021, each by and among State Street Bank and the Trust on behalf of each of its series listed on Schedule A thereto, in order to add the New Fund to each such Schedule A. The New Fund will provide five business days’ notice to State Street Bank prior to the commencement of the New Fund’s operations.
Notice
A copy of the Declaration of Trust, together with all amendments thereto, is on file with the Secretary of the Commonwealth of Massachusetts and notice is hereby given that this instrument is executed on behalf of the Trust by an officer of the Trust as an officer and not individually and that the obligations of this instrument are not binding upon any of the Trustees or officers of the Trust or shareholders of any series of the Trust individually but are binding
only upon the assets and property of the Trust or the respective series.
Sincerely,
By: /s/ Xxxxxxx X. Xxxxxxx
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President - Law
GRANTHAM, MAYO, VAN OTTERLOO & CO. LLC
By: /s/ Xxxxxxx X. Xxxxxxx
Name: Xxxxxxx X. Xxxxxxx
Title: Counsel
The foregoing is hereby
accepted and agreed
STATE STREET BANK AND TRUST COMPANY
By: /s/ Xxxxx Xxxxxx
Name: Xxxxx Xxxxxx
Title: Senior Vice President
This instrument is executed on behalf of Grantham, Mayo, Van Otterloo & Co. LLC (“GMO”) by a duly authorized officer or other agent solely in his or her capacity as an authorized signatory, pursuant to delegated authority from GMO, and not individually. The obligations of or arising out of this instrument are not binding upon any officer or other agent, partner, member or director of GMO individually, but are binding only upon GMO and its assets. A Certificate of Organization of GMO is on file with the Secretary of The Commonwealth of Massachusetts.
A copy of the Amended and Restated Agreement and Declaration of Trust of the Trust is on file with the Secretary of The Commonwealth of Massachusetts, and notice is hereby given that this instrument is executed on behalf of the Trustees of the Trust as Trustees and not individually and that the obligations of this instrument are not binding upon any of the Trustees or shareholders individually but are binding only upon the assets and property of the Fund.
SCHEDULE A
(Amended as of June 9, 2021)
List of GMO Trust Funds
| GMO Alternative Allocation Fund | GMO International Developed Equity Allocation Fund |
| GMO Asset Allocation Bond Fund | GMO International Equity Allocation Fund |
| GMO Benchmark-Free Allocation Fund | GMO International Equity Fund |
| GMO Benchmark-Free Fund | GMO Multi-Sector Fixed Income Fund |
| GMO Climate Change Fund | GMO Opportunistic Income Fund |
| GMO Emerging Country Debt Fund | GMO Quality Cyclicals Fund** |
| GMO Emerging Country Debt Shares Fund* | GMO Quality Fund |
| GMO Emerging Domestic Opportunities Fund | GMO Resources Fund |
| GMO Emerging Markets ex-China Fund* | GMO SGM Major Markets Fund |
| GMO Emerging Markets Fund | GMO Strategic Opportunities Allocation Fund |
| GMO Global Asset Allocation Fund | GMO Tax-Managed International Equities Fund |
| GMO Global Developed Equity Allocation Fund | GMO U.S. Equity Fund |
| GMO Global Equity Allocation Fund | GMO U.S. Small Cap Value Fund |
| GMO High Yield Fund | GMO U.S. Treasury Fund |
| GMO Implementation Fund | GMO-Usonian Japan Value Creation Fund |
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*GMO will provide State Street with at least five (5) business days’
prior notice to the commencement of operations
**Formerly known as “GMO Cyclical Focus Fund”
