HUBUS133 Alpha Group Capital Except as provided in this Sec. 8.04, an Interest held by a Limited Partner as a Non-Voting Interest shall be identical in all regards to all other Interests held by Limited Partners. Sec. 8.05 Non-Voting Interests of Registered Fund Limited Partners. A Limited Partner Interest owned by an investment fund registered as an investment company under the Company Act (a "Registered Fund Limited Partner"), or by an affiliate of a Registered Fund Limited Partner, or by a person controlling, controlled by or under common control with a Registered Fund Limited Partner, shall be a Non-Voting Interest provided, however that such Non-Voting Interest shall be permitted to vote on matters with respect to which voting rights are not considered to be "voting securities" as defined under Section 2(aX42) of the Company Act. Except as provided in this Sec. 8.05, an Interest held by a Registered Fund Limited Partner as a Non-Voting Interest shall be identical in all regards to all other Interests held by Limited Partners. Sec. 8.06 Choice of Law. Notwithstanding the place where this Agreement may be executed by any of the parties hereto, the parties expressly agree that all of the terms and provisions hereof shall be construed under the laws of the State of Delaware applicable to contracts made and to be entirely performed in such state and, without limitation thereof, that the Act as now adopted or as may be hereafter amended shall govern the partnership aspects of this Agreement. Sec. 8.07 Tax Elections. The General Partner may, in its sole discretion, cause the Partnership to make or revoke any tax election that the General Partner deems appropriate, including without limitation an election pursuant to Section 754 of the Code. Sec. 8.08 No Third Party Rights. Except for the provisions of Sec. 2.06, the provisions of this Agreement, including, without limitation, the provisions of Sec. 1.05 and Sec. 5.02, are not intended to b