Exhibit (h)(1)(xviii)

December 20, 2024

State Street Bank and Trust Company

One Congress Street

Boston, MA 02114

 

Re:

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 new series of shares, namely, GMO Multi-Asset Credit Fund and GMO MAC Implementation Fund (the “New Funds”) 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 Funds, kindly sign and return to the Trust the enclosed counterpart hereof, whereupon the New Funds 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 Funds will provide five business days’ notice to State Street Bank and Trust Company prior to the commencement of the New Funds’ 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.

 

Information Classification: Limited Access


Sincerely, GMO TRUST
By:   /s/ Douglas Y. Charton
Name:   Douglas Y. Charlton
Title:   Vice President - Law
GRANTHAM, MAYO, VAN OTTERLOO & CO. LLC
By:   /s/ Douglas Y. Charton
Name:   Douglas Y. Charlton
Title:   Counsel

 

The foregoing is hereby accepted and agreed
STATE STREET BANK AND TRUST COMPANY
By:   /s/ Scott Shirrell
Name:   Scott Shirrell
Title:   Managing Director

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.

 

Information Classification: Limited Access


SCHEDULE A

(Amended as of December 20, 2024)

List of GMO Trust Funds

GMO Alternative Allocation Fund

GMO Asset Allocation Bond Fund

GMO Benchmark-Free Allocation Fund

GMO Benchmark-Free Fund

GMO Climate Change Fund

GMO Emerging Country Debt Fund

GMO Emerging Country Debt Shares Fund*

GMO Emerging Markets ex-China Fund

GMO Emerging Markets Fund

GMO Global Asset Allocation Fund

GMO Global Developed Equity Allocation Fund

GMO Global Equity Allocation Fund

GMO High Yield Fund

GMO Implementation Fund

GMO International Developed Equity Allocation Fund

GMO International Equity Allocation Fund

GMO International Equity Fund

GMO International Opportunistic Value Fund

GMO MAC Implementation Fund*

GMO Multi-Asset Credit Fund*

GMO Multi-Sector Fixed Income Fund

GMO Opportunistic Income Fund

GMO Quality Cyclicals Fund

GMO Quality Fund

GMO Resources Fund

GMO Resources Transition Fund

GMO Small Cap Quality Fund

GMO Strategic Opportunities Allocation Fund

GMO U.S. Equity Fund

GMO U.S. Opportunistic Value Fund

GMO U.S. Small Cap Value Fund

GMO U.S. Treasury Fund

GMO-Usonian Japan Value Creation Fund

 

*

GMO will provide State Street with at least five (5) business days’ prior notice to the commencement of operations

 

Information Classification: Limited Access