April [ ], 2018
Exhibit (h)(1)(xiii)
| April [ ], 0000 |
Xxxxx Xxxxxx Bank and Trust Company
Xxx Xxxxxxx Xxxxxx
Xxxxxx, XX 00000
| 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. |
Ladies and Gentlemen:
Pursuant to Article 17 of the Agreement, GMO Trust (the “Trust”) hereby notifies you that it has created a new series of shares, namely, GMO High Yield Fund (the “New Fund”) with respect to which the Trust and the Manager (as defined in the Agreement) desire that you serve as transfer agent under the terms of the Agreement.
If you agree to so serve as transfer agent 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 the Agreement. This letter agreement shall constitute an amendment to the Agreement and, as such, a binding agreement among the Trust, the Manager and you in accordance with its terms. An amended Schedule A with a list of GMO Trust Funds is attached hereto.
The New Fund will provide five business days’ notice to State Street Bank and Trust Company 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, | ||
| GMO TRUST | ||
| [By: | ||
| Name: | Xxxxxxx X. Xxxxxxx | |
| Title: | Clerk | |
| GRANTHAM, MAYO, | ||
| VAN OTTERLOO & CO. LLC | ||
| By: | ||
| Name: | Xxxx Xxxxxx | |
| Title: | General Counsel | |
| Reviewed by: DYC] | ||
| The foregoing is hereby | ||
| accepted and agreed. | ||
| STATE STREET BANK AND TRUST COMPANY | ||
| By: | ||
| Name: | Xxxxxx Xxxxxxxx | |
| Title: | Executive 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.
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Schedule A
(Amended as of April [ ], 2018)
List of GMO Trust Funds
| GMO SGM Major Markets Fund | GMO Asset Allocation Bond Fund |
| GMO Benchmark-Free Allocation Fund | GMO Benchmark-Free Fund |
| GMO Climate Change Fund | GMO Core Plus Bond fund |
| GMO Emerging Country Debt Fund | GMO Global Asset Allocation Fund |
| GMO Global Equity Allocation Fund | GMO Implementation Fund |
| GMO International Developed Equity Allocation Fund | GMO International Equity Allocation Fund |
| GMO Opportunistic Income Fund | GMO High Yield Fund |
| GMO Special Opportunities Fund | GMO Quality Fund |
| GMO Strategic Opportunities Allocation Fund | GMO Risk Premium Fund |
| GMO U.S. Treasury Fund | GMO U.S. Equity Fund |
| GMO Alpha Only Fund | GMO Global Developed Equity Allocation Fund |
| GMO Emerging Domestic Opportunities Fund | GMO Emerging Markets Fund |
| GMO International Large/Mid Cap Equity Fund | GMO Foreign Small Companies Fund |
| GMO International Equity Fund | GMO Resources Fund |
| GMO Tax-Managed International Equities Fund |
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