SCHEDULE A Distribution Agreement GMO TRUSTDistribution Agreement • June 27th, 2012 • Gmo Trust
AMENDED AND RESTATED DISTRIBUTION AGREEMENTDistribution Agreement • June 27th, 2012 • Gmo Trust • Massachusetts
THIS AMENDED AND RESTATED DISTRIBUTION AGREEMENT (the “Agreement”), effective June 30, 2012, by and between each series of GMO Trust (the “Trust”) listed on Schedule A hereto, as such schedule may be amended from time to time in accordance with Section 8.4 below, separately and not jointly (each, a “Fund”), and Funds Distributor, LLC, a Massachusetts limited liability company having a place of business at 10 High Street Boston, Massachusetts 02110 (“FDI”), hereby amends and restates the Distribution Agreement, dated as of March 31, 2009, between the Funds and FDI.
AMENDED AND RESTATED SERVICING AND SUPPLEMENTAL SUPPORT AGREEMENTServicing and Supplemental Support Agreement • June 27th, 2012 • Gmo Trust
This Amended and Restated Servicing and Supplemental Support Agreement (the “Agreement”), effective June 30, 2012, between GMO TRUST, a Massachusetts business trust (the “Trust”), on behalf of each of its Class II, Class III, Class IV, Class V, and Class VI (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.
GMO TRUST AMENDMENT NO. 9 TO AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUSTAmended and Restated Agreement and Declaration of Trust • June 27th, 2012 • Gmo Trust
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 September 10, 2009 (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 fourteen series of GMO Trust, GMO Tobacco-Free Core Fund, GMO U.S. Small/Mid Cap Growth Fund, GMO Tax-Managed U.S. Equities Fund, GMO Arlington Fund, GMO Berkeley Fund, GMO Clarendon Fund, GMO Dartmouth Fund, GMO Exeter Fund, GMO Fairfield Fund, GMO Gloucester Fund, GMO Hereford Fund, GMO Ipswich Fund, GMO St. James Fund, and GMO World Opportunity Overlay Share Fund, and, do hereby direct that this Amendment No. 9 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
AMENDED AND RESTATED ADMINISTRATION AGREEMENTAdministration Agreement • June 27th, 2012 • Gmo Trust
This Administration Agreement is amended and restated as of June 30, 2012 between GMO TRUST, a Massachusetts business trust (the “Trust”) on behalf of its Class M 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 (the “Administrator”).
