Most Significant Relationship Test: Section 6 Factors and Case Contacts

The most significant relationship test is the framework most American courts use to decide which state’s law governs a lawsuit that touches more than one state. Instead of mechanically applying the law of wherever an accident happened or a contract was signed, a court identifies the contacts linking the dispute to each candidate state, weighs those contacts against a set of policy factors drawn from the Restatement (Second) of Conflict of Laws, and applies the law of the state with the deepest real-world connection to the specific issue in front of it. The analysis plays out differently in tort cases, contract cases, and property cases, and the practical answers often turn on which issue in the case you’re asking about.

The Seven Section 6 Policy Factors

Every analysis under this test runs through Section 6 of the Restatement (Second), which lists seven factors a court considers when no forum statute dictates the choice of law. These factors are the baseline for every type of case, whether the dispute is a highway collision, a breached supply agreement, or an argument over a deed.¹

The needs of the interstate and international systems.
The relevant policies of the forum state.
The relevant policies of other interested states.
The protection of justified expectations.
The basic policies underlying the particular field of law.
Certainty, predictability, and uniformity of result.
Ease in the determination and application of the chosen law.

No single factor controls, and courts don’t just count up which state wins the most categories. The weighing is qualitative. One factor carrying overwhelming weight can outweigh several pointing the other direction.

False Conflicts Come First

Before anyone balances anything, the court checks whether the two states’ laws actually conflict. If both states’ laws would produce the same result, or if one state’s law doesn’t really apply to the facts, there is no genuine conflict and the court simply applies forum law. The Section 6 balancing only matters when the laws genuinely diverge and both states have a real stake in the outcome. Clearing this threshold first saves a lot of cases from the heavier analysis.

Contacts the Court Looks At in a Tort Case

Section 145 of the Restatement (Second) governs torts, which covers car accidents, premises injuries, defamation, product liability, and the rest of the civil-wrong catalog. It points courts to four categories of contacts.²

Where the injury occurred. Often the most obvious connection, but not automatically decisive. Someone from State A who gets hurt briefly passing through State B may have little meaningful connection to State B.
Where the conduct causing the injury occurred. The state where the defendant acted has an interest in regulating behavior inside its borders, especially when the conduct and the injury happened in different states.
Where the parties are based. Domicile, residence, place of incorporation, and principal place of business all count. When both parties live in the same state, that shared home base often carries decisive weight even if the injury happened elsewhere.
Where the parties’ relationship is centered. An employer-employee, contractual, or other ongoing relationship rooted in a particular state can pull the analysis toward that state’s law.

These contacts are not weighed in the abstract. They are weighed by their importance to the particular issue being decided. If the issue involves a standard of conduct, like a traffic rule or safety regulation, the state where the conduct occurred usually carries extra weight because that state has the strongest interest in enforcing its own safety rules. If the issue is about damages or compensation, the parties’ home states tend to matter more, because those states have a direct stake in how their residents are made whole.

Contacts the Court Looks At in a Contract Case

Section 188 handles contract disputes. Because contracts come from deliberate choices rather than accidents, the contact list emphasizes commercial ties the parties chose to create.³

Where the contract was made, meaning the state where the final act occurred to form a binding agreement. In an era of email and electronic signatures, pinning this down can be awkward.
Where the contract was negotiated. If both sides sat across a table in a particular city hashing out terms, that state has a connection.
Where performance is to occur. The state where the work, delivery, or service actually happens often has the strongest regulatory interest. A construction contract performed entirely in one state usually pulls the analysis heavily toward that state.
Where the subject matter is located. A building, a warehouse full of goods, a piece of equipment: the physical location of the thing the contract concerns is itself a meaningful contact.
Where the parties are based.

When most of these contacts cluster in one state, the answer is easy. When they scatter, the Section 6 policy factors do the real work.

Real Estate Shortcut

Contracts involving land follow a different track. Under Section 189, a contract for the transfer of an interest in land is generally governed by the law of the state where the land sits. The Section 6 factors can theoretically override that situs rule, but courts rarely find they should.⁴

When the Contract Already Picks a State

Plenty of commercial agreements include a clause naming the state whose law will govern. Section 187 generally respects those choices, with limits. If the issue is one the parties could have handled directly in the contract itself, like setting an interest rate or defining breach, the chosen law applies with little scrutiny.

For issues the parties could not have resolved by contract, the court enforces the choice-of-law clause unless one of two things is true:⁵

The chosen state has no substantial relationship to the parties or the transaction, and there’s no other reasonable basis for picking that state’s law.
Applying the chosen state’s law would violate a fundamental policy of another state that has a materially greater interest and that would otherwise govern under the Section 188 analysis.

The word “fundamental” is doing real work there. Courts don’t throw out a choice-of-law clause just because another state’s rule happens to be different. The conflicting policy has to be substantial, like a statute aimed at oppressive bargaining power or a law making certain contracts illegal. Technical differences in formalities or ordinary contract doctrines like consideration almost never qualify.

Adhesion Contracts

Courts apply extra scrutiny when the choice-of-law clause sits inside an adhesion contract, meaning a take-it-or-leave-it agreement drafted by the stronger party. If enforcing the clause would cause substantial injustice to the weaker side, the court will refuse to apply it. The same goes for consent obtained through misrepresentation, duress, undue influence, or mistake. A company cannot bury a choice-of-law provision in fine print and use it to strip a consumer or employee of protections a more connected state would provide, at least not without pushback.

One Case Can Produce More Than One State’s Law

A single lawsuit can end up governed by different states’ laws on different issues. The idea has a name, dépeçage, from a French word meaning “carving up.” The state with the strongest connection to the liability question is not always the state with the strongest connection to the damages question.

Take a product liability case. The state where the product was manufactured might have the deepest connection to whether the manufacturer was negligent, while the state where the injured plaintiff lives might have the deepest connection to what damages are recoverable. Rather than force the whole case under one state’s law, the court can run the Section 6 analysis issue by issue. This matters most in complex litigation like mass torts and multistate class actions, where contacts and interests are spread across many jurisdictions.

What Stays With the Forum State

Even after a court decides another state’s substantive law applies, the state where the case was filed keeps control of how the trial actually runs. Under Section 122, the forum uses its own procedural rules, including rules on admissibility of evidence, witness competency, and credibility determinations.⁴

The hard cases involve rules that look procedural but actually affect outcomes. Burden of proof is a classic example. Under Section 133, the forum generally applies its own rule on who has to carry the burden of persuasion, unless the other state’s rule was designed to influence the result rather than merely regulate courtroom mechanics. When the burden-of-proof rule is really substantive policy wearing procedural clothes, the court applies the rule from the state whose law otherwise governs.

Statutes of Limitations

Filing deadlines used to be treated as purely procedural, meaning the forum’s deadline always applied no matter which state’s substantive law controlled. The Restatement (Second) softened that. Under Section 142, the forum’s statute of limitations generally still controls, but there’s an exception: if the forum has no substantial interest in the claim and another state with a more significant relationship to the parties and the dispute would bar the claim, the court can apply the other state’s shorter deadline. The presumption favors the forum’s own limitations period, and only exceptional circumstances justify departing from it.

Which States Actually Use This Test

The most significant relationship test is the most common choice-of-law methodology in the United States, though not universal. A majority of states have adopted it for tort cases, contract cases, or both, but the exact count depends on how strictly you define “adoption.” Some states apply the Restatement (Second) as their primary approach. Others blend it with their own doctrines.

A minority of states still follow older “lex loci” rules, automatically applying the law of the place of injury (for torts) or the place of contracting (for contracts). A few use alternatives like governmental interest analysis or the “better law” approach. One practical consequence: which methodology a court uses can itself become a contested issue in multistate litigation, and the answer depends on which state’s court is hearing the case. Before you can predict which law will apply to your dispute, you often have to figure out where the case will be heard and which approach that court follows.

1
Columbia University. Restatement (Second) of Conflict of Laws Section 6 – Choice-of-Law Principles
2
OpenCasebook. Excerpts from Restatement (First) and (Second) of Conflict of Laws
3
OpenCasebook. Restatement (Second) Conflicts of Law Section 188 – Law Governing in Absence of Effective Choice by the Parties
4
William & Mary Law School. Selections from the Second Restatement
5
Columbia University. Restatement (Second) of Conflict of Laws Section 187