CUSTODIAN SERVICES AGREEMENT
AMENDMENT NUMBER TWO
THIS AGREEMENT is made as of the 24, day of September, 1990 by and between
DFA INVESTMENT DIMENSIONS GROUP INC., a Maryland corporation (the "Fund"), and
PROVIDENT NATIONAL BANK ("Provident"), a national banking association.
W I T N E S S E T H :
WHEREAS, the Fund is registered as an open-end, diversified management
investment company under the Investment Company Act of 1940, as amended (the
N1940 Act'), and
WHEREAS, the Fund has retained Provident to provide certain custodian
services pursuant to an Custodian Services Agreement dated as of June 19, 1989
and amended on February 26, 1990 (the "Agreement") which, as of the date hereof,
is in full force and effect; and
WHEREAS, Provident presently provides such services to three of the four
Portfolios of the Fund that were in existence on June 19, 1989, and the
Portfolio added on February 26, 1990, which are defined in Section 1 of the
agreement as the "Covered Portfolios"; and
WHEREAS, the Fund has since organized a new Portfolio, designated "DFA
Intermediate Government Bond Portfolio", and the parties hereto desire that
Provident shall provide such Portfolio with the same services that Provident
provides to the four Portfolios of the Fund pursuant to the Agreement; and
WHEREAS, Section 1 of the Agreement provides that Provident shall provide
such services to any Portfolio organized by the Fund after the date of the
Agreement as agreed to in writing by Provident and the Fund.
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, and intending to be legally bound, the parties hereto agree as
follows:
1. The Fund has delivered to Provident copies of:
(a) Post-Effective Amendment Number 18 of the registration statement
of the Fund, as effective with the U.S. Securities and Exchange Commission on
September 24, 1990, wherein the DFA Intermediate Government Bond Portfolio is
described;
(b) The exhibits to such post-effective amendment consist of Articles
Supplementary to the Articles of Incorporation, amendments to the bylaws, the
form of investment advisory agreement, specimen stock certificate, all of which
pertain to the DFA Intermediate Government Bond Portfolio; and
(c) Amendment Number Two dated September 24, 1990 of each of the
following agreements:
(i) the Transfer Agency Agreement between the Fund and Provident
Financial Processing Corporation ("PFPC") dated as of June 19, 1989; and
(ii) the Administration and Accounting Services Agreement between
the Fund and PFPC dated as of June 19, 1989.
2. The Agreement hereby is amended effective September 24, 1990 by:
(a) adding the following words "and effective September 24, 1990, The
DFA Intermediate Government Bond Portfolio" immediately after the words "The
U.S. Large Company Portfolio", in the first sentence of Section 1 therein;
(b) adding the following words, and as amended "September 24, 1990"
after the words, "as amended February 26, 1990m in section 2(j) therein;
(c) deleting the following words, "February 26, 1990" and inserting in
lieu thereof, "September 24, 1990" in Section 5 (a) (v) ; and
(d) adding a new sentence immediately following the third sentence of
Section 25 as follows: "The foregoing provisions of this Section 25
notwithstanding, this Agreement with respect to the DFA Intermediate Government
Bond Portfolio may be terminated by either party upon not less than 180 days
prior written notice to the other party."
3. The Fee Schedules of Provident applicable to the DFA Intermediate
Government Bond Portfolio shall be as agreed in writing from time to time.
4. In all other respects the Agreement shall remain unchanged and in full
force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment Number
Two to the Agreement to be executed by their duly authorized officers designated
below on the day and year first above written.
DFA INVESTMENT DIMENSIONS
GROUP INC.
By: Xxxxxxx X. Xxxxxx
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PROVIDENT NATIONAL BANK
By: Xxxxxx Xxxxxxxx
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