Exhibit (h)(2) Expense Limitation Agreement with Aegis Financial Corporation
EXPENSE LIMITATION AGREEMENT
FOR AEGIS VALUE FUND
THIS AGREEMENT, dated as of September 1, 2007, is made and entered into by
and between Aegis Value Fund, Inc., a Maryland corporation (the "Company"), on
behalf of its series the Aegis Value Fund (the "Fund"), and Aegis Financial
Corporation (the "Adviser").
WHEREAS, the Adviser has been appointed the investment adviser of the Fund
pursuant to an Investment Advisory Agreement between the Company, on behalf of
the Fund, and the Adviser (the "Advisory Agreement"); and
WHEREAS, the Company and the Adviser desire to enter into the arrangements
described herein relating to certain expenses of the Fund;
NOW, THEREFORE, the Company and the Adviser hereby agree as follows:
1. Until August 31, 2008, the Adviser agrees, subject to Section 2
hereof, to limit its fee and/or reimburse other expenses of the Fund
to the extent necessary to limit the operating expenses of the Fund
to an annual rate of 1.50% of the Fund's average daily net assets.
2. The Fund agrees to pay or repay to the Adviser the amount of fees
(including any amounts foregone through limitation or reimbursed
pursuant to Section 1 hereof) that, but for Section 1 hereof, would
have been payable by the Fund to the Adviser pursuant to the
Investment Advisory Agreement (the "Deferred Fees"). Such repayment
shall be made monthly, but only to the extent that the operating
expenses of the Fund (exclusive of brokerage costs, interest, taxes
and dividend and extraordinary expenses), without regard to such
repayment, are at an annual rate (as a percentage of the average
daily net assets of the Fund) below the limit set in Section 1. The
amount of Deferred Fees paid by the Fund in any month shall be
limited so that the sum of (a) the amount of such payment and (b)
the other operating expenses of the Fund (exclusive of brokerage
costs, interest, taxes and extraordinary expenses) do not exceed the
limit set by Section 1. Deferred Fees with respect to any fiscal
year of the Fund shall not be payable by the Fund to the extent that
the amounts payable pursuant to the foregoing provisions of this
Section 2 during the period ending three years after the end of such
fiscal year are not sufficient to pay such Deferred Fees. In no
event will the Fund be obligated to pay any fees waived or deferred
by the Adviser with respect to any other series of the Company.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the date first above written.
AEGIS VALUE FUND, INC. AEGIS FINANCIAL CORPORATION
By: /s/ Xxxxxxx X. Xxxxx By: /s/ Xxxxx X. Xxxxxx
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Name: Xxxxxxx X. Xxxxx Name: Xxxxx X. Xxxxxx
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Title: President Title: Managing Director
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