Affirm and Opinion Filed December 11, 2023

In The

Court of Appeals

Fifth District of Texas at Dallas

No. 05-22-01139-CV

ALANI CONSULTING, INC. AND B12 CONSULTING, LLC, Appellants

V.

UST GLOBAL INC. AND ALAN GOERNER, Appellees

On Appeal from the 14th Judicial District Court

Dallas County, Texas

Trial Court Cause No. DC-22-01748

MEMORANDUM OPINION

Before Justices Carlyle, Goldstein, and Kennedy

Opinion by Justice Goldstein

Alani Consulting, Inc., and B12 Consulting, LLC, appeal the trial court’s 

order granting the special appearance of UST Global, Inc., and Alan Goerner. In 

three issues, Alani and B12 assert the trial court’s order granting UST’s special 

appearance should be reversed because the trial court’s implied findings wrongly 

found that 1) UST does not fall within the reach of Texas’ long-arm statute; 2) 

Goerner was not an employee of UST; and 3) it does not have specific jurisdiction 

over UST. We affirm the trial court’s judgment.
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FACTUAL BACKGROUND

Alani is a Dallas-based IT consulting company with nationwide and European 

clients, utilizing its proprietary assessment model to tailor “IT solutions to maximize 

agility and implement comprehensive digital transformations for its clients.” B12 is 

an IT staffing company whose sole member is a citizen and resident of the state of 

Texas.

Goerner, a Dallas County resident, was Alani’s chief strategist, who received 

confidential information under his employment confidentiality agreement (ECA)

and later served as a business consultant. During Goerner’s tenure as chief strategist, 

Alani was focused on expanding existing client relationships with Telefónica and 

BBVA and developing business with Orange. Due to alleged performance issues,

Goerner was removed as chief strategist and, upon his termination, negotiated a 

consulting role with Alani’s corporate parent. Goerner also negotiated, but never 

finalized, a license agreement and executed a Mutual Non-Disclosure Agreement 

with B12. During the negotiation period, UST was actively soliciting Goerner for 

employment and Goerner is alleged to have shared Alani’s confidential information 

in violation of his ECA and NDA. UST hired Goerner to serve as the global head 

of UST’s agility practice. 

UST is a Delaware corporation with its principal place of business in 

California and a registered agent in Dallas, Texas. UST, like Alani, provides IT 

solutions, including agile consulting services, to its clients. The original petition 
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avers the trial court has jurisdiction over UST based upon actions undertaken by 

Goerner while acting as an agent of UST under the direction and control of UST. 

Specifically, the original petition alleges that Goerner, once installed at UST, “at 

UST’s direction and while acting under UST’s control, continued to access and 

download Confidential Information and trade secrets from the Alani Dropbox 

account in violation of the ECA and NDA.” Further, Alani averred that “Goerner 

was accessing Alani’s Confidential Information and trade secrets in order to solicit 

Alani’s clients on behalf of his new employer, UST.” As a result of these efforts, 

Alani alleges it lost corporate opportunities with current clients UPS, BBVA, and 

Telefónica and prospective business relationships with Orange and Macquarie.

In February 2022, Alani and B12 filed their original petition seeking damages 

and injunctive relief against UST and Goerner and alleging claims based on violation 

of the Texas Uniform Trade Secrets Act (TUTSA); Goerner’s breach of contract 

under the ECA and NDA and breach of fiduciary duty; UST’s tortious interference 

with the B12 NDA and conversion and misappropriation; and conspiracy. The 

petition asserted the trial court had “jurisdiction over this matter because the 

transactions that give rise to Alani’s claims occurred in whole or in part in Texas, 

because Goerner is a Texas citizen and resident, because he undertook the acts 

complained of in Texas while acting as an agent of UST under the direction and 

control of UST, and the amount in controversy exceeds the minimum jurisdictional 

limit of the Court.” 
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UST’S SPECIAL APPEARANCE

After jurisdictional discovery, UST filed its verified second amended special 

appearance seeking to dismiss the three claims1asserted against it because (1) Alani 

and B12 failed to meet their initial burden of pleading sufficient allegations to 

demonstrate that UST committed any act in Texas; (2) UST did not have sufficient 

minimum contacts in Texas to support the Court’s exercise of personal jurisdiction 

over it; and/or (3) UST negated Alani and B12’s allegations of its jurisdictional 

contacts with Texas. Because UST had insufficient contacts with Texas that were 

connected to the operative facts of the litigation, UST argued, there was no basis to 

exercise specific personal jurisdiction over it.2 

As to B12, UST argued B12 did not allege that any operative facts attributable 

to UST occurred in Texas. Specifically, UST asserted that B12 only made one claim 

against UST: tortious interference with a non-disclosure agreement between Goerner 

and B12, and B12 made only the conclusory allegations that UST willfully and 

intentionally interfered with the non-disclosure agreement between Goerner and 

B12. UST argued B12 made “no specific allegations relating to this claim at all, 

much less any jurisdictional allegations arising in Texas,” and there was no 

 

1 B12 asserts tortious interference with the NDA with Goerner. Alani’s two claims are violations of 

TUTSA and conspiracy.

2 General personal jurisdiction was not alleged; therefore, our statement of the facts and analysis are 

limited to specific personal jurisdiction. 
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allegation anywhere in the petition of what this alleged interference was, let alone 

that the alleged interference occurred in Texas. In addition, UST claimed that B12 

could not prove tortious interference because UST negated that it had any knowledge 

of the non-disclosure agreement between Goerner and B12 and therefore could not 

have induced a breach of the non-disclosure agreement, an essential element of 

B12’s claim.

As to Alani, UST first asserted Alani failed to establish an agency relationship 

between UST and Goerner, an independent contractor, and the “supposed forum 

contacts” of an independent contractor are not attributable to the principal. Second, 

UST argued it did not direct Goerner to commit any of the alleged misconduct 

attributed to Goerner in Alani’s petition. Third, even if Goerner’s alleged acts could 

be imputed to UST, UST argued that Alani failed to allege that the specific actions 

relevant to its claims against UST occurred in Texas. Specifically, UST asserted 

that the “bare assertion that Goerner is a resident of Texas does not show that the 

alleged actions, which are the operative facts underlying Alani’s claims against UST 

. . . occurred in Texas.” Regarding Alani’s conspiracy claim, UST cited National 

Industrial Sand Association v. Gibson, 897 S.W.2d 769, 773 (Tex. 1995), for the 

proposition that, even if UST had alleged jurisdictional facts in connection with its 

conspiracy claim, specific personal jurisdiction may not be asserted over UST based 

solely upon an alleged conspiracy. 
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In support of its arguments, UST cited the attached affidavit of Niranjan 

Ramsunder, UST’s chief technology officer. Ramsunder stated that Goerner became 

an independent contractor for UST on November 26, 2018, through an independent 

contractor agreement Ramsunder negotiated between UST and Bluegreen Evolution, 

Goerner’s company. According to the affidavit, until B12’a allegations in this case, 

Ramsunder was unaware of a non-disclosure agreement between Goerner and B12, 

and UST was not provided with a copy. Between November 26, 2018, and 

December 14, 2020, Goerner reported directly to Ramsunder, and Ramsunder was 

solely responsible for directing the ends sought to be accomplished through 

Goerner’s work for UST. However, Ramsunder did not control the means and 

details of how Goerner accomplished his work on behalf of UST. 

Ramsunder’s affidavit stated that UST has no consulting clients located in 

Texas. Regarding the clients Alani’s petition identified as solicited by Goerner, the 

affidavit stated that BBVA, Telefonica, Orange, and Macquarie had never been UST 

clients. Moreover, BBVA, Telefonica, and Orange are located in Spain, and 

Macquarie is located in Australia. UPS is not located in Texas, and UST has done 

no consulting proposals and has performed no consulting services for UPS. 

Ramsunder’s affidavit concluded that, since the time Goerner joined UST in 

November 2018, he was not involved in soliciting or performing consulting services 

for BBVA, Telefonica, Macquarie, or Orange.
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Ramsunder referred to an independent contractor agreement, attached as 

Exhibit 1 to the affidavit, between Goerner and UST. The independent contractor 

agreement instructed Goerner to comply with his legal obligations to Alani and did 

not authorize or direct Goerner to access or use any of Alani’s alleged confidential 

information or trade secrets. Under the heading “DESCRIPTION OF SERVICES,” 

the agreement stated that the services Goerner provided excluded “any services 

similar to those which [Goerner] provided to Alani Consulting, Inc. specifically 

regarding any existing or prospective business relationships with its customers in 

Spain and Australia.” The agreement provided that Goerner would not solicit 

customers for one year and would “specifically not work with” Telefonica, BBVA, 

Orange, or Macquarie “in any Geography.” Under the heading “INDEPENDENT 

CONTRACTOR STATUS,” the agreement provided that “Independent Contractor 

[Goerner] is an independent contractor and shall not be deemed to be employed by 

UST Global nor any UST Global Client.” 

The special appearance also contained Goerner’s affidavit in which he stated 

he stopped working for Alani in August 2018 and signed a mutual non-disclosure 

agreement with B12 in September 2018. After he signed the non-disclosure 

agreement, Goerner “did not receive or develop any new confidential, proprietary, 

or trade secret B12 (or Alani) information that would have been subject to” the nondisclosure agreement. Goerner became an independent contractor for UST on 

November 26, 2018, through an agreement between UST and Bluegreen Evolution 
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LLC, Goerner’s company. Goerner did not recall mentioning or providing a copy 

of the non-disclosure agreement to anyone at UST prior to or after joining UST. 

Goerner directly reported to Niranjan Ram3from November 26, 2018, until 

December 14, 2020, when Goerner semi-retired. During that time, “no one at UST 

. . . [was] directing [Goerner’s] work.” While Ram “was responsible for directing 

the ends sought to be accomplished through [Goerner’s] work for UST,” Ram “did 

not control the means and details of how [Goerner] accomplished [his] work for 

UST.” In particular, Goerner stated that no one at UST authorized or directed him 

to access a DropBox subfolder on his personal account, and he did not use “any of 

the information identified in [Alani’s] First Amended Petition in connection with 

any services [he] performed for UST.” 

Alani filed a response to the special appearance in which it alleged Goerner, 

employed by UST as a “Managing Director,” misappropriated Alani’s confidential 

business information and used that information to solicit Alani’s existing and 

prospective clients on behalf of UST “by accessing an Alani Dropbox account from 

his home office computer in Texas.” The response alleged the Dropbox account 

contained “trade secret files” that Goerner accessed and shared to Alani employees. 

Because UST was “responsible for the acts of its Managing Director that occurred 

in Texas,” Alani alleged UST had sufficient contacts with Texas to support the 

 

3 While Goerner’s affidavit refers to “Niranjan Ram” as the person to whom Goerner directly reported, 

when read in the context of Niranjan Ramsunder’s affidavit, it is clear that “Niranjan Ram” is a shortened 

version of “Niranjan Ramsunder” and refers to the same person.
–9–

exercise of personal jurisdiction. The response conceded that Goerner’s agreement 

with UST defined Goerner as a “Contractor” but alleged that this designation 

appeared to be “solely for tax and benefits purposes,” and the agreement was silent 

as to whether UST had the right to control the means and details of Goerner’s work. 

At a hearing on UST’s special appearance in September 2022, counsel for 

UST summarized the claims against UST as a “single claim for tortious interference 

with a [n]ondisclosure [a]greement” asserted by B12 and a “claim under TUTSA for 

trade secret theft” asserted by Alani. Counsel asserted the Ramsunder affidavit 

negated that UST had knowledge of the nondisclosure agreement between Goerner 

and B12 or knowledge of the B12 clients identified in the nondisclosure agreement. 

Further, counsel argued these statements were not controverted.

The trial court asked for a response to this argument, and Alani’s counsel 

stated that the independent contractor agreement between UST and Goerner that was 

attached to UST’s special appearance “specifically identifies the clients that claims 

are being brought for UST’s improper solicitation of.” Counsel argued that the 

agreement’s identification of specific clients was “some indication in and of itself 

that UST had enough knowledge of those clients to enter into an agreement to 

prohibit Goerner’s involvement in their solicitation” and that otherwise “there would 

be no reason for UST to enter into a non-compete that specifically identified the 

specific clients that B12 claims were improperly solicited.” Counsel argued that “to 

suggest we [UST] had no knowledge that there was any NDA between B12 and 
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Goerner yet had enough knowledge to enter into its own agreement to prohibit 

solicitation that would violate it, to me strains credulity and is an indication that 

UST, in fact, was aware of Mr. Goerner’s NDA.” 

UST’s counsel responded that there was no evidence that the companies 

identified in the independent contractor agreement were actually B12 clients, and 

that neither the companies nor B12 were mentioned in the affidavit of Shouvik 

Bhattacharyya, a representative of Alani and B12 who personally hired Goerner to 

serve as Alani’s chief strategist. Ramsunder’s affidavit established that UST “did 

not know that any of these clients may or may not be B12 clients until the lawsuit 

was filed.” Counsel cited Goerner’s deposition testimony in which Goerner testified 

those clients were listed in the independent contractor agreement because he 

“provided those names as the names of the companies that he believed would be 

encompassed within the Alani non-compete.” Further, counsel represented that 

“Goerner actually testified to in his deposition was that he did not recall whether or 

not he discussed the Nondisclosure Agreement that he had with B12 with UST,” 

contending UST negated jurisdiction on the basis of lack of knowledge of the NDA.

As to Alani, UST’s counsel stated Alani’s claim was that UST is responsible 

for Goerner’s acts in Texas, and the “primary question” was whether Goerner’s 

alleged acts could be imputed to UST. Counsel asserted that the burden of proof of 

agency was on Alani.
–11–

In response to questioning from the trial judge, Alani’s counsel agreed that it 

was Alani’s position that, “because [Goerner was] the managing director, that makes 

him ipso facto the agent.” Also in response to questioning, UST’s counsel stated 

UST’s position that being a managing director did not make Goerner an agent, and 

there had to be “actual proof of the right to direct the means and details of the 

process.” Counsel argued that UST “negated the right to dictate the means and 

details of the work in two different affidavits that were not controverted.”

The trial judge asked what evidence showed proof of control. Alani’s counsel 

responded that the non-competition/non-solicitation agreement between UST and 

Goerner “identified Goerner as an employee of UST, and the fact that Goerner was 

“an employee of an employer” was “some evidence of an employer’s ability to 

control the employee. In response, UST’s counsel stated the agreement did not 

“establish direction or control or the right to dictate the means and details of the 

work.” On September 26, 2022, the trial court signed an order granting UST’s 

second amended special appearance. This appeal followed.

DISCUSSION

Alani and B12 challenge the trial court’s implied findings that UST does not 

fall within the reach of Texas’ long-arm statute, that Goerner was not an employee 

of UST, and that the trial court therefore lacked specific jurisdiction over UST. 

Because of the interrelated nature of these issues, we address them together. We 

reiterate that Alani asserted the trial court had jurisdiction over all of Alani’s claims 
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because Goerner was acting as an agent of UST and was under the direction and 

control of UST when Goerner undertook the acts giving rise to Alani’s claims.

Whether a trial court has personal jurisdiction over a nonresident defendant is 

a question of law that appellate courts review de novo. See Steward Health Care 

Sys. LLC v. Saidara, 633 S.W.3d 120, 125 (Tex. App.—Dallas 2021, no pet.) (en 

banc) (citing Old Republic Nat’l Title Ins. Co. v. Bell, 549 S.W.3d 550, 558 (Tex. 

2018)). When a trial court does not issue findings of fact and conclusions of law 

with its special appearance ruling, all facts necessary to support the judgment and 

supported by the evidence are implied. Id. When the appellate record includes the 

reporter’s and clerk’s records, these implied findings are not conclusive and may be 

challenged for legal and factual sufficiency in the appropriate appellate court. Id. at 

125–26. (citing BMC Software Belg., N.V. v. Marchand, 83 S.W.3d 789, 795 (Tex. 

2002)). When the relevant facts in a case are undisputed, an appellate court need not 

consider any implied findings of fact and considers only the legal question of 

whether the undisputed facts establish Texas jurisdiction. Saidara, 633 S.W.3d at 

126 (citing Old Republic, 549 S.W.3d at 558).

Courts have recognized two types of personal jurisdiction: “general” 

jurisdiction and “specific” jurisdiction. See Bristol-Myers Squibb Co. v. Superior 

Ct. of Cal., 582 U.S. 255, 262 (2017). As general personal jurisdiction is not alleged, 

we focus on specific jurisdiction. 
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Specific jurisdiction exists when (1) the defendant has “made minimum 

contacts with Texas by purposefully availing itself of the privilege of conducting 

activities [in the state],” and (2) the defendant’s potential liability arose from or is 

related to those contacts. In re Christianson Air Conditioning & Plumbing, LLC, 

639 S.W.3d 671, 679 (Tex. 2022) (orig. proceeding) (quoting Moki Mac River 

Expeditions v. Drugg, 221 S.W.3d 569, 576 (Tex. 2007)). To show purposeful 

availment, a plaintiff must prove that a nonresident defendant seeks a benefit, 

advantage, or profit from the forum market. Michiana Easy Livin’ Country, Inc. v. 

Holten, 168 S.W.3d 777, 785 (Tex. 2005)). Only the defendant’s contacts are 

relevant, not the unilateral activity of another party or third person. See id. And 

those contacts “must be purposeful rather than random, fortuitous, or attenuated.” 

Moncrief Oil Int’l, Inc. v. OAO Gazprom, 414 S.W.3d 142, 151 (Tex. 2013) (quoting 

Retamco Operating, Inc. v. Republic Drilling Co., 278 S.W.3d 333, 338–39 (Tex. 

2009)). 

The plaintiff bears the initial burden of pleading sufficient allegations to bring 

a nonresident defendant within the provisions of the Texas long-arm statute. 

Saidara, 633 S.W.3d at 126 (citing Old Republic, 549 S.W.3d at 559; Moncrief Oil, 

414 S.W.3d at 149). In order to meet its burden, a plaintiff must show the act on 

which jurisdiction is predicated, not a prima facie demonstration of the existence of 

a cause of action. Bruno’s Inc. v. Arty Imports, Inc., 119 S.W.3d 893, 896–97 (Tex. 

App.—Dallas 2003, no pet.); Clark v. Noyes, 871 S.W.2d 508, 511 (Tex. App.—
–14–

Dallas 1994, no pet.)). This minimal pleading requirement is satisfied by an 

allegation that the nonresident defendant is doing business in Texas or committed 

tortious acts in Texas. See id. (citing Alencar v. Shaw, 323 S.W.3d 548, 553 (Tex. 

App.—Dallas 2010, no pet.)). If the plaintiff does not meet this burden, the 

defendant need only prove that it does not reside in Texas to negate jurisdiction. See 

Siskind v. Villa Found. for Educ., Inc., 642 S.W.2d 434, 438 (Tex. 1982); Jani-King 

Franchising, Inc. v. Falco Franchising, S.A., No. 05-15-00335-CV, 2016 WL 

2609314, at *4, (Tex. App.—Dallas May 5, 2016, no pet.) (mem. op.)).

B12’s claim of tortious interference with nondisclosure agreement

To establish a claim for tortious interference with a contract, a plaintiff must 

establish: (1) the existence of a valid contract subject to interference; (2) that the 

defendant willfully and intentionally interfered with the contract; (3) that the 

interference proximately caused the plaintiff's injury; and (4) that the plaintiff 

incurred actual damage or loss. Cmty. Health Sys. Prof'l Services Corp. v. Hansen,

525 S.W.3d 671, 689 (Tex. 2017); Butnaru v. Ford Motor Co., 84 S.W.3d 198, 207 

(Tex. 2002). Interference with a contract is tortious only if it is intentional. Sw. Bell 

Tel. Co. v. John Carlo Tex., Inc., 843 S.W.2d 470, 472 (Tex. 1992). Intentional 

interference does not require intent to injure, only that “the actor desires to cause the 

consequences of his act, or that he believes that the consequences are substantially 

certain to result from it.” Id. (citation omitted). There must be direct evidence of a 

willful act of interference. Browning–Ferris, Inc. v. Reyna, 865 S.W.2d 925, 927 
–15–

(Tex. 1993). The interfering party must know of the existence of a contract between 

the plaintiff and a third party or have knowledge of facts that would lead a reasonable 

person to conclude that a contract existed. Exxon v. Allsup, 808 S.W.2d 648, 656 

(Tex. App.—Corpus Christi 1991, writ denied).

While the agreement between B12 and Goerner contained a nondisclosure 

agreement, there is no evidence that UST committed a willful and intentional act of 

interference with it. See Reyna, 865 S.W.2d at 927; Exxon Mobil Corp. v. Rincones, 

520 S.W.3d 572, 588 (Tex. 2017); Vertex Servs., LLC v. Oceanwide Houston, Inc., 

583 S.W.3d 841, 854 (Tex. App.—Houston [1st Dist.] 2019, no pet.). Indeed, B12

has not offered any evidence to show that UST knew that the B12 nondisclosure was 

in effect at the time it was alleged to have interfered with it. See Mark III Sys., Inc. 

v. Sysco Corp., No. 01-05-00488-CV, 2007 WL 529960, at *5 (Tex. App.—Houston 

[1st Dist.] Feb. 22, 2007, no pet.) (mem. op.) (“To be subject to liability [for tortious 

interference with contract], an actor must have knowledge of the contract or relation 

with which he is interfering and of the fact that he is interfering with the performance 

of that contract.”). In the absence of evidence to establish B12’s tortious interference 

claim, there was no basis to exercise jurisdiction over UST with respect to B12’s 

claim. See In re Christianson Air Conditioning & Plumbing, LLC, 639 S.W.3d at 

679.

Alani’s claims premised on Goerner’s status as an agent of UST
–16–

Contacts of an agent may be sufficient to confer jurisdiction upon the 

principal. Olympia Cap. Assocs., L.P. v. Jackson, 247 S.W.3d 399, 412 (Tex. 

App.—Dallas 2008, no pet.). An agent is one who consents to the control of another 

to conduct business or manage some affair for the other, who is the principal. Id. at 

413. We do not presume an agency relationship exists, and the burden of proof is 

on the party asserting the existence of the relationship. Id. An essential element of 

the principal-agent relationship is the alleged principal's right to control the actions 

of the alleged agent. Id. This right includes not only the right to assign tasks, but 

also the right to dictate the means and details of the process by which an agent will 

accomplish the task. Id. In contrast, when one has the right to control the end sought 

to be accomplished, but not the means and details of how it should be accomplished, 

the person employed acts as an independent contractor and not as an agent. Id. An 

agent’s contacts with the forum are attributable to the principal, but the contacts of 

an independent contractor are not. Id. 

Texas courts generally consider five factors when analyzing whether an 

employer has a right to control a person’s work: (1) the independent nature of the 

worker’s business; (2) the worker’s obligation to furnish the necessary tools, 

supplies, and materials to perform the job; (3) the worker’s right to control the 

progress of the work except about final results; (4) the time for which the worker is 

employed; and (5) the method of payment, whether the worker is paid by unit of 
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time or by the job. Mid-Continent Cas. Co. v. Andregg Contracting, Inc., 391 

S.W.3d 573, 576 (Tex. App—Dallas 2012, pet. denied). 

Here, UST hired Goerner and his company under an independent contractor

agreement that did not provide UST with any ability to control the manner and means 

by which Goerner did his work. The independent contractor agreement provided 

Goerner was responsible for his personnel, including payment of applicable taxes 

and employment benefits. Goerner maintained his business and performed his work 

separately from UST, and no one at UST directed Goerner’s work. While 

Ramsunder was responsible for directing the ends sought to be accomplished 

through Goerner’s work, Ramsunder did not control the means and details of how 

Goerner accomplished his work for UST. The independent contractor agreement

provided for a term of employment from November 26, 2018, until August 30, 2019, 

unless explicitly extended by an addendum to the agreement. The agreement 

provided that Goerner would be paid each month as “an independent contractor and 

shall not be deemed to be employed by UST or any UST Client.” UST expressly 

did not provide “insurance coverage of any kind for Independent Contractor” and 

did not “withhold any amount from payment for Independent Contractor that would 

normally be withheld from an employee’s pay,” including social security or federal, 

state, or city/local taxes. Based on this record, we conclude UST lacked the right to 

control Goerner’s work, and Goerner therefore retained his status as an independent 

contractor. See id. Because Goerner was an independent contractor, his contacts 
–18–

with Texas were not attributable to UST. See Jackson, 247 S.W.3d at 412. Based 

on the undisputed facts of this case, UST itself had no contacts with Texas. See 

Saidara, 633 S.W.3d 126. Thus, in the absence of contacts with Texas either directly 

by UST or attributable to UST, there was no basis to exercise jurisdiction over UST 

with respect to Alani’s claims of trade secret theft, breach of contract, breach of 

fiduciary duty, tortious interference with contract, and conversion and 

misappropriation. See In re Christianson Air Conditioning & Plumbing, LLC, 639 

S.W.3d at 679. 

Alani’s conspiracy claim

A conspiracy claim alone is not enough to establish personal jurisdiction. 

MasterGuard L.P. v. Eco Techs. Int’l LLC, 441 S.W.3d 367, 376 (Tex. App.—Dallas 

2013, no pet.) (citing Nat’l Indus. Sand Ass’n v. Gibson, 897 S.W.2d 769, 773 (Tex. 

1995) (“Thus, we decline to recognize the assertion of personal jurisdiction over a 

nonresident defendant based solely upon the effects or consequences of an alleged 

conspiracy with a resident of the forum state.”)). Thus, we need not further address 

the trial court’s jurisdiction over Alani’s conspiracy claim. We overrule Alani and 

B12’s issues.

We affirm the trial court’s judgment.

221139f.p05

/Bonnie Lee Goldstein/.

BONNIE LEE GOLDSTEIN

JUSTICE
–19–

Court of Appeals

Fifth District of Texas at Dallas

JUDGMENT

ALANI CONSULTING, INC. AND 

B12 CONSULTING, LLC, 

Appellants

No. 05-22-01139-CV V.

UST GLOBAL INC. AND ALAN 

GOERNER, Appellees

On Appeal from the 14th Judicial 

District Court, Dallas County, Texas

Trial Court Cause No. DC-22-01748.

Opinion delivered by Justice 

Goldstein. Justices Carlyle and 

Kennedy participating.

In accordance with this Court’s opinion of this date, the judgment of the trial 

court is AFFIRMED.

It is ORDERED that appellees UST GLOBAL INC. AND ALAN 

GOERNER recover their costs of this appeal from appellants ALANI 

CONSULTING, INC. AND B12 CONSULTING, LLC.

Judgment entered this 11th day of December, 2023.