EXHIBIT (M)(6)(II)
THIRD AMENDMENT TO FUNDS TRADING AGREEMENT BETWEEN
FIDELITY INVESTMENTS INSTITUTIONAL OPERATIONS COMPANY, INC.,
INVESTORS BANK & TRUST COMPANY,
GRANTHAM, MAYO, VAN OTERLOO & CO. LLC
AND GMO TRUST
THIS AMENDMENT, dated as of the twenty-eighth day of November, 2003, by and
between Fidelity Investments Institutional Operations Company, Inc. ("FIIOC"),
Investors Bank & Trust Company ("Transfer Agent"), Grantham, Mayo, Van Oterloo &
Co. LLC ("GMO") and GMO Trust, a Massachusetts Business Trust, on behalf of each
fund listed on Exhibit A, severally and not jointly (individually, the "Fund"
and collectively, the "Funds").
WITNESSETH:
WHEREAS, FIIOC, Transfer Agent, GMO and GMO Trust heretofore entered into
an agreement dated July 1, 2001, as amended (the "Agreement") with regard to
certain employee benefit plans for which FIIOC performs administrative and
recordkeeping services (individually a "Plan", collectively the "Plans"); and
WHEREAS, FIIOC, Transfer Agent, GMO and GMO Trust desire to amend the
Agreement in accordance with the provisions of Section 19 thereof.
NOW THEREFORE, in consideration of the above premises. FIIOC, Transfer
Agent, GMO and GMO Trust hereby amend the Agreement as follows:
- Amending Section II of Exhibit "A" by adding the following.
FUND: GMO U.S. Core Fund, Class M
TICKER SYMBOL: GCOMX
CUSIP: 000000000
IN WITNESS WHEREOF, FIIOC, Transfer Agent, GMO and GMO Trust have caused
this Amendment to be executed by their duly authorized officers as of the day
and year first written above.
INVESTORS BANK & TRUST COMPANY FIDELITY INVESTMENTS INSTITUTIONAL
OPERATIONS COMPANY, INC.
By: /S/ Xxxxxx XxXxxxxx By: /S/ Xxxxxxx Xxxx Xxxxxx
--------------------------------- ------------------------------------
Name: Xxxxxx XxXxxxxx Name: Xxxxxxx Xxxx
Title: Senior Director Title: Director, FIIOC Authorized
Signatory
Date: November 24, 2003 Date: November 6, 0000
XXXXXXXX XXXX, VAN OTERLOO & CO. LLC GMO TRUST, ON BEHALF OF EACH FUND ON
EXHIBIT A
By: /S/ Xxxxxx X. Xxxxxxxx By: /S/ Xxxxxx X. Xxxxxxxx
--------------------------------- ------------------------------------
Name: Xxxxxx X. Xxxxxxxx Name: Xxxxxx X. Xxxxxxxx
Title: Associate General Counsel Title: Vice President
Date: 11/17/03 Date: 11/17/03
