This is me pumping you all up after 2 hours of sleep and trying to bring us to the finish line

Conflict of Laws is the least tested subject on the UBE and when it is tested it is almost always
tested with (1) Civil Procedure, (2) Family Law, (3) Wills, and (4) Corporations (in that order of
frequency). It is a stand-alone subject and never tested alone.
All of this subject turns on three main principles (1) jurisdiction, (2) choice of law, and (3)
recognition.
Jurisdiction is about what courts have the authority or jurisdiction to decide the dispute.
Choice of law is about WHICH law should decide WHICH part of the dispute. Federal or state
and if state law... WHICH state.
Recognition is about when and HOW the court will recognize other judgments from outside the
forum.
Domicile can also affect which states have jurisdiction and which laws apply (as we see in family
law where in-state domicile of at least one spouse will create jurisdiction for divorce). Things
like "forum selection clauses" in contracts also can force a case to be heard in a particular forum.
Courts typically apply a default rule for choice of law issues called lex fori aka "the law of the
forum in which the action is brought." Fuck.. if you use this phrase on the test, you will blow the
graders mind apart. Courts always use the procedural laws of their forum and mostly use the
substantive laws of their forum too.
But.... when conflicting substantive laws would ACTUALLY lead to different outcomes... and the
parties CANNOT agree which substantive law should apply.... ENTER STAGE LEFT: CHOICE
OF LAW RULES.
Choice of Law Rules dancing in

Courts make choice of law decisions issue by issue. It is called depecage when issue-by-issue
analysis leads the courts to apply the laws of MULTIPLE jurisdictions to one case. (Dear God if
you remember this word you're getting all the points.)
Choice-of-law rules are SUBSTANTIVE LAW, which means courts sometimes don't apply their
own forum's choice of law rules.
EXAMPLE: If a court with Personal Jurisdiction and venue transfers a case to another forum,
the TRANSFEREE court must apply the law of the TRANSFEROR court (remember this from civ
pro my friends? 1404 gang checking in)
If there is an "infinite loop" situation where State A says to apply State B law and State B law
says to apply State A law.... courts will apply something called renvoi to break the infinite loop
and apply their own choice of law rules. Even if the question doesn't ask about renvoi, it's
probably good just to mindfuck the grader and mention it at least 6 times because they likely
don't understand it.
Goat will you shut the fuck up and tell us what is going to be
on the test? You're having another manic episode.
Yes, sorry. So there are three key choice of law theories for you to Tell My Grandpa About.
(Not sure why you'd be telling my grandpa instead of your own, but you get it)

Your Grandpa trying to talk to you about his most significant relationship as you study

TRADITIONAL APPROACH.
MOST SIGNIFICANT RELATIONSHIP TEST.
GOVERNMENTAL INTEREST ANALYSIS.
The most common one states apply is the most significant
relationship test (meaning the most significant relationship
to the actual lawsuit and the underlying facts for everyone
who already fell asleep)
Yea Goat I saw that shit in the Studicata Attack Outline... but I'll never remember all those stupid ass
factors.
Actually... yes you will.

U BE FINE, I promise 😘 (this was only for the girls reading)

Uniformity and predictability
Basic policies in this area of law
Ease
Forum policies
Interested sovereigns' policies
Needs of international and interstate system
Expectations
Most Significant Relationship Test by Claim
Contracts MSR Analysis
Okay so on the contracts choice of law problems on the MEE they always want you to FIRST
focus on the sovereigns law that the contract actually says for you to use. Easy. If THAT fails, they
want you to look at the place of negotiation and PERFORMANCE if they are the same.
If the contract doesn't say anything, and the place of negotiation and performance differ... just
RELAX. You can go to the SPA and think over what else to focus on:
Subject matter location
Party location (i.e. domicile and residence)
Acceptance location
This is essentially how the MEE analyzes contracts questions when determining the most
significant relationship, and if you go in that order you will get the necessary points and have
good stuff to talk about.
Okay Goat but can we talk about fraud and how it fits into the most significant connection?
If we must. When it comes to fraud you must focus on where the actual misrepresentation was
made AND relied upon. If it is in the SAME PLACE, and no other state has a more significant
relationship, that is the sovereign's laws you should use. If the place of misrepresentation and
reliance DIFFER, you can use four other factors to to try and decide which state has the most
significant connection. You can try to figure out where the:
RolePlay PartTy happened
Receipt location (aka WHERE did you receive the misrepresentation)
Performance location (where were you supposed to perform the fake or fraudulent contract
that the scammer was trying to get you to enter into?)
Party location (domicile, residence, etc.)
Tangible things - if the fraud involved a tangible thing, where was that located at the time?
Torts MSR Analysis
When there is a personal injury action filed, often it is because someone became a CRIPple.
To find the most significant connection in a Torts action, look at the:
Conduct location
Relationship "center" if there's a relevant relationship between the parties
Injury location
Party location
Balance these factors and see which ones weigh heaviest on the scale, then choose that
sovereign. Remember, we are just trying to pick up a few small points on these Choice of Law
sub-questions if they come up, and we want SOMETHING to write about. So stay focused.
Family Law MSR Analysis
If you freak out on this one just remember the choice of law rules in regard to a most
significant relationship analysis are almost always based on where the family is domiciled.
Corporations MSR Analysis
Choice of Law was only tested ONCE ever with corporations, but you can focus on the place of
incorporation when choosing who has the most significant relationship, even if the bulk of the
operations and assets are located elsewhere.
Okay what is the governmental interest analysis then?
This one is easy: it's exactly like it sounds. The courts will look into whether there is ACTUALLY
a conflict first. There will only be a conflict if the respective sovereigns have an interest in
applying their contradictory laws to an issue. Then you look at which GOVERNMENT has a
greater INTEREST in applying THEIR CONTRADICTORY LAW.
GOVERNMENT INTEREST = WHICH GOVERNMENT HAS THE GREATER INTEREST
IT'S IN THE DAMN NAME
You essentially just look at both of their interests and weigh out which sovereign REALLY gives
more of a fuck. How committed are they to their interests? And can the interests be protected
through other means?
This is a THREE-STEP Process:
Step 1 (CONFLICT OR NOT?): If one state has an interest and one state doesn't give a fuck,
apply the state's law that actually cares.
Step 2 (CAN THE COURT GASLIGHT ONE OF THE SIDES CONCERNS?): If a court finds an
"apparent" conflict... can the court just stare at the situation long enough and find a way to
make one of the sides fears seem like they are actually bullshit? This is actually step two. The
court will try to interpret a policy of one of the states who "supposedly cares" and try to
determine that these concerns are in fact false or minimal. Then they will apply the law of the
more interested forum.
Step 3 (Okay we can't gaslight, let's just go back to the forum and order pizza): If, after a deep
consideration, the court finds that a "true conflict" that can't be avoided, it applies the laws of
the forum state.
Note: This 3-step analysis is the same for ALL types of problems (contracts, torts, etc.)
Traditional Approach

This is all about who has the major 🔑

Remember: Key Glock and Young Dolph (may he rest in peace)
Who has the KEY CONTACT with the issue at hand.
Who holds the ONE RING TO RULE THEM ALL, TO FIND THEM, AND TO BRING THEM BACK
INTO THE DARKNESS
Your face when someone tries to tell you Choice of Law will appear on the exam

The traditional or "vested rights" approach is based on the idea that if you have a transaction or
occurrence in OUR STATE, you are using OUR RULES. So we look at the key contact to figure
that out, and that is where it is said to have "vested."
Contract Key Contact: This is usually where the contract SAYS but can also be where the offer
was accepted.
Fraud and Tort Key Contact: Usually where the injury occurred.
Family Law Key Contact: If it is in regards to MARITAL status, it's normally going to be where
the marriage ceremony was. It can also be where the spouses are domiciled. MEE Power Tip:
Sometimes domicile will TRUMP the place of the marriage ceremony, if the marriage offends
the policies of the current state of domicile. (In one problem a state where a couple got
common law married explicitly said they did NOT like common law marriages, so the domicile
won out). If concerning child abuse issues or support or custody issues, it is normally where
the case is brought that will be the key contact.
Property Key Contact: The situs normally. This also includes real property and chattels and
property held in trust for another. In inheritance cases, the laws of the state where the real
property is located govern its disposition under intestacy or under a will. Note: Inheritance of
personal, rather than real property is governed by the law of the dead person's domicile at the
time of death.
Corporations Key Contact: Where it is INCORPORATED!!! (even if all their operations are
elsewhere)
Even if our Choice of Law analysis tells us to apply a certain
sovereigns laws... are there ever any defenses we can make
to this?
Yes. For starters, courts will NOT apply criminal laws and tax laws of other states (hardly ever).
And as we talked about in the family law example above, even if choice-of-law rules SAY the
court should apply another sovereigns laws, if applying these laws would be heavily against the
public policy of the forum court, they will instead follow lex fori (choice of law of their OWN forum).
Full Faith and Credit
State courts ARE required to give full faith and credit to the judgment of other states.
Federal courts also must give FULL FAITH AND CREDIT to state court judgments.
Defenses to Full Faith and Credit
If there are huge problems with the rendering courts decision, such as fraud or lack of finality,
some courts will not give full faith and credit to the original judgments.
Lack of jurisdiction or lack of notice can also prevent courts from giving full faith and credit to
original judgments.
However, the Supreme Court has held that a judgment is entitled to Full Faith and Credit even
as to questions of jurisdiction when those questions were (1) fully and fairly litigated, and (2)
finally decided (by the original court).
Quick Note on Family Law
Okay guys let's stop fucking around, we all know Family Law is going to be on this test. I just
got off the phone with Bar Professors and they sent me their predictions for February 2023.
They only charged me $900 which was a pretty good deal I think but I'll be giving them away
for free (do NOT share):

They didn't even have any wildcard topics... these people are not messing around

So as you can CLEARLY SEE, Family Law is one of their predicted subjects. So let's go over a few
things one more time.
A marriage that is valid where formed is valid everywhere.
A divorce (whether ex-parte or bilateral) validly granted in one state is entitled to full faith and
credit in all other states.
An ex-parte divorce (where only ONE spouse is before the court seeking the divorce) can be
maintained without personal jurisdiction over the absentee spouse when the person seeking
the divorce is a domiciliary of the rendering state.
The things we need to remember are that valid and final family law orders get full faith and
credit in every state. Multiple federal laws require this, especially concerning CHILD SUPPORT.
The main rule is that: In an action involving economic OR child support issues... the court must
have jurisdiction over the defendant-spouse for the judgment to be entitled to full-faith and credit in
other states.
The PKPA (remember this crazy parent kidnapping prevention act?) requires states to give full
faith and credit to custody decisions of other states (only if the other state had proper
jurisdiction).
But REMEMBER, the PKPA does not address child custody enforcement or visitation.
Ugh Goats... I just wish we had an enormous omnibus law that addressed Child Custody and
Jurisdictional visitation issues... it would make my life so much easier.
You're in luck. We do. The UCCJEA or Uniform Child Custody Jurisdiction and Enforcement
Act says that state laws address enforcement of child custody and visitation. It also says that
states must enforce other states' child custody and visitation orders, IF THOSE STATES HAVE
CONTINUING AND EXCLUSIVE JURISDICTION (you better fucking remember these words on
the test, I do not want ANY of Goat Gang to have to return in July. I want you to literally take a
map of the United States and some yarn and write on it serial killer style "CHILD CUSTODY
AND VISITATION = FOLLOW OTHER STATES' IF THEY HAVE CONTINUING AND
EXCLUSIVE JURISDICTION"
Um Goats... I wrote it... but what exactly is "continuing and exclusive jurisdiction?
States will normally have continuing and exclusive jurisdiction if they decided the current custody
and visitation situation and they STILL have a "significant" connection with the parties. States will
always have a "significant connection" if any of the parents or children still reside in that state.
And remember that the Uniform Interstate Family Support Act provides a simple and easy way to
register out of statute child support for IN-STATE enforcement, just like as if it had been
ordered in-state (you won't remember this, but make something up if a question comes up
about it)
Choice of Law Rules for Premarital Agreements: Courts will apply the choice of law rules of the
state where the agreement was executed or the state having the most significant relationship
to the parties.
Quick Note on Civil Procedure
Let's start off with an example. SnooGoats is from Illinois and u/EdithBeerStein is from California.
Goats and Edith are both on vacation in Miami South Beach after the Bar Exam.
 Me and Edith touching down off the GulfStream in South beach

When we're in Florida I accidentally drive my Koenigsegg Jesko over Edith's $75,000.01
Frenchie Bulldog named "Michael Bar"
We both return home and Edith then sues me under diversity jurisdiction in federal court in
Illinois.
But the choice of law rules of Illinois state court say that as a matter of Illinois law... the rules of
negligence are governed by the law where the injury occurred... in this case Florida.
BUT WAIT A GODDAMN SECOND... WE'RE NOT IN ILLINOIS STATE COURT. WE'RE IN
ILLINOIS FEDERAL COURT GOAT...
SO DOESN'T ERIE TELL US TO APPLY STATE SUBSTANTIVE LAW? SO LETS APPLY
ILLINOIS LAW... THIS STUFF IS TOO EASY.
You're dead-ass fucking wrong you overconfident little shit. How dare you try to bring in Erie
without remembering Klaxon.
Erie v. Tompkins fucking Railroad told us we need to apply federal procedural rules and state
substantive rules when we're in federal court through diversity.
Think of Klaxon as a little baby addition to Erie. No it's not an exception you little shit. It is a
small fucking addition to the basic rule.
THE BASIC RULE: IN FEDERAL DIVERSITY CASES, WE APPLY STATE SUBSTANTIVE LAW.
+
KLAXON BABY ADDITION: CHOICE OF LAW RULES ARE SUBSTANTIVE.
A + B = BAR EXAM SUCCESS
SO THEREFORE WE GET THIS:
Erie + Klaxon MEGARULE: Federal courts apply state substantive law in diversity actions (okay
we are in federal court, we are in a diversity action) and choice-of-law rules are substantive;
therefore... federal courts must apply state choice-of-law rules (and the state choice of law rule
here directs us to FLORIDA).
Me and Edith will litigate IN ILLINOIS FEDERAL COURT.... using FLORIDA LAW. Because
KLAXON.
Maybe you want to think of a hybrid pterodactyl beast called KLAXERIE that I just invented to
remember this.
The whole purpose of the rule is this: Imagine a federal court and across the street there is a state
court. In Chicago we have the Dirksen Federal Building and the Daley Center for state cases
pretty close. Imagine the Federal court sitting in diversity and the state court a block away
reach a different result if presented with the SAME facts. That makes no sense and
destroys EQUALITY OF JUSTICE! WE WILL NOT STAND FOR THIS.
The federal court SHOULD use Florida's negligence laws because remember how Illinois state
law didn't even want to use Illinois law in my hypo? THEY wanted to use the law where the
negligence occurred - which was FLORIDA too. We want BOTH federal and state courts to be
using Florida law - and that is the point of KLAXON. UNIFORMITY.
Okay Goat Klaxon yea... I think I got it. But what will the actual MEE problem look like?
They won't say something simple like "Illinois choice of law rules direct us to Florida." The
problem will say some wild shit like this:

To address choice-of-law problems, State A follows the “most significant relationship” approach of the
Restatement (Second) of Conflict of Laws. State B applies the “vested rights” approach of the Restatement
(First) of Conflict of Laws.
So instead of JUST saying "okay yea we will be using Florida's choice of law rules" we will hit
them with our ERIE + KLAXON MegaRule and then start talking about the different approaches we
discussed above (most significant relationship, vested rights, etc.)
You guys are getting this stuff. I hope that made sense, because if it didn't this will be kind of
embarrassing since I got so worked up about it.
Okay Goat now what is this Semtek bullshit you were talking about in the other post and how
does it all fit in? (MBE ALERT - THEY WILL LIKELY HAVE ONE MULTIPLE CHOICE
REGARDING SEMTEK SO LISTEN UP)
The core holding of Semtek is that the preclusive effect of a federal court judgment that is based on
diversity jurisdiction is determined by the state law preclusion rules of the state in which the court
sits. That is, when the Northern District of Illinois issues a judgment in a diversity case, the
preclusive effect of that decision is decided by Illinois preclusion rules.
By contrast, when the Northern District of Illinois issues a judgment in a federal question case,
the preclusive effect of that decision is decided by federal common law. (Whatever the fuck
that means, but they won't test on that).
So MBE FREE POINT TIP: When you see these two words in an MBE "CHOICE OF
LAW" and "PRECLUSIVE EFFECT" you will choose the answer that says "WE WILL USE THE
STATE LAW PRECLUSION RULES OF THE STATE IN WHICH THE FEDERAL COURT SITS"
Easy money.
Pay attention to the problem on the MEE too! It will tell you what choice of law rules to apply.
Then remember our three basic approaches. If you can't remember anything just talk as much
shit as you can about "significant relationships."
I hope everyone is relaxing and staying low stress.
WE GOT THIS SHIT GANG. DRINK YOUR NYQUIL TONIGHT AND RELAX.
WE HAVE PUT IN THE WORK AND ARE READY (and if we are not, who really cares, it will be over
soon)
THIS IS OUR TEST TO LOSE.