Exhibit No. 99(b)(9)(xviii)
DFA INVESTMENT DIMENSIONS GROUP INC.
DFA TWO-YEAR GOVERNMENT PORTFOLIO
ADMINISTRATION AGREEMENT
AGREEMENT made this ____ day of February, 1996, by and between DFA
INVESTMENT DIMENSIONS GROUP INC., a Maryland corporation (the "Fund"), on
behalf of DFA Two-Year Government Portfolio (the "Portfolio"), a separate
series of the Fund, and DIMENSIONAL FUND ADVISORS INC., a Delaware
corporation (the "Administrator").
WHEREAS, the Fund has been organized and operates as an investment
company registered under the Investment Company Act of 1940 for the purposes
of investing and reinvesting its assets in securities, as set forth in its
Registration Statement under the Investment Company Act of 1940 and the
Securities Act of 1933, as heretofore amended and supplemented;
WHEREAS, the Portfolio, as a separate series of the Fund, desires
to avail itself of the services, assistance and facilities of an
administrator and to have an administrator perform various administrative and
other services for it; and
WHEREAS, the Administrator desires to provide such services to the
Portfolio.
NOW, THEREFORE, in consideration of the terms and conditions
hereinafter set forth, it is agreed as follows:
1. EMPLOYMENT OF THE ADMINISTRATOR. The Fund hereby employs the
Administrator to supervise the administrative affairs of the Portfolio,
subject to the direction of the board of directors and the officers of the
Fund on the terms hereinafter set forth. The Administrator hereby accepts
such employment and agrees to render the services described herein for the
compensation herein provided.
2. SERVICES TO BE PROVIDED BY THE ADMINISTRATOR.
A. The Administrator shall supervise the administrative affairs
of the Fund as they pertain to the Portfolio. Specifically, the
Administrator shall:
(1) supervise the services provided to the Fund
for the benefit of the Portfolio by the
Portfolio's custodian, transfer and dividend
disbursing agent, printers, insurance
carriers (as well as agents and brokers),
independent accountants, legal counsel and
other persons who provide services to the
Fund for the benefit of the Portfolio;
(2) assist the Fund to comply with the provisions
of applicable federal, state, local and
foreign securities, tax, organizational and
other laws that (i) govern the business of
the Fund in respect of the Portfolio (except
those that govern investment of the
Portfolio's assets), (ii) regulate the
offering of the Portfolio's shares and
(iii) provide for the taxation of the
Portfolio;
(3) provide the shareholders of the Portfolio
with such information regarding the operation
and affairs of the Portfolio, and their
investment in its shares, as they or the Fund
may reasonably request;
(4) assist the Portfolio to conduct meetings of
its shareholders if and when called by the
board of directors of the Fund;
(5) furnish such information as the board of
directors of the Fund may require regarding
any investment company in whose shares the
Portfolio may invest; and
(6) provide such other administrative services
for the benefit of the Portfolio as the board
of directors may reasonably request.
B. In carrying out its responsibilities under Section
A herein, to the extent the Administrator deems necessary or
desirable and at the expense of the Portfolio, the Administrator
shall be entitled to consult with, and obtain the assistance of,
the persons described in Section A, paragraph (1) herein who
provide services to the Fund.
C. The Administrator, at its own expense, shall
provide the Fund with such office facilities and equipment as may
be necessary to conduct the administrative affairs of the Fund in
respect of the Portfolio.
3. EXPENSES OF THE FUND. It is understood that the
Portfolio will pay all of its own expenses incurred to conduct
its administrative affairs.
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4. COMPENSATION OF THE ADMINISTRATOR. For the
services to be rendered by the Administrator as provided in
Section 2 of this Agreement, the Portfolio shall pay to the
Administrator, at the end of each month, a fee equal to one-
twelfth of 0.05 percent of the net assets of the Portfolio. If
this Agreement is terminated prior to the end of any month, the
fee for such month shall be prorated.
5. ACTIVITIES OF THE ADMINISTRATOR. The services of
the Administrator to the Fund or in respect of the Portfolio are
not to be deemed exclusive, and the Administrator shall be free
to render similar services to others as long as its services to
the Fund or in respect of the Portfolio are not impaired thereby.
6. LIABILITY OF THE ADMINISTRATOR. No provision of
this Agreement shall be deemed to protect the Administrator
against any liability to the Fund or its shareholders to which it
might otherwise be subject by reason of willful misfeasance, bad
faith or gross negligence in the performance of its duties or the
reckless disregard of its obligations under this Agreement.
7. Duration and Termination.
A. This Agreement shall become effective on the date
written below, provided that prior to such date it shall have
been approved by the board of directors of the Fund, and shall
continue in effect until terminated by the Fund or the
Administrator on 60 days' written notice to the other.
B. Any notice under this Agreement shall be given in
writing addressed and delivered, or mailed post-paid, to the
other party at the principal business office of such party.
8. SEVERABILITY. If any provision of this Agreement
shall be held or made invalid by a court decision, statute, rule
or otherwise, the remainder of this Agreement shall not be
affected thereby.
9. GOVERNING LAW. This Agreement shall be governed
by and construed in accordance with the laws of the State of
California.
IN WITNESS WHEREOF, the parties hereto have caused this
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Agreement to be executed and effective on the ____ day of
February, 1996.
DIMENSIONAL FUND DFA INVESTMENT DIMENSIONS
ADVISORS INC. GROUP INC.
By:________________________ By:___________________________
Chairman-Chief President
Investment Officer
