Restatement (Second) of Conflict of Laws § 188
Definition
A provision of the Restatement directing that the rights and duties concerning an issue in a contract are decided by the law of the state that has the most significant relationship to the transaction and the parties. If a contract has no choice-of-law provision, the law of the jurisdiction with the most significant contacts to the transaction, such as where the contract was negotiated and where it was performed, applies.