Hunter v. Marshall

Full title: EDWIN K. HUNTER AND HUNTER, HUNTER & SONNIER, LLC, Appellant v. PRESTON…

Court: Court of Appeals For The First District of Texas

Date published: Dec 20, 2018

NO. 01-16-00636-CV (Tex. App. Dec. 20, 2018)

Opinion

NO. 01-16-00636-CV

12-20-2018

EDWIN K. HUNTER AND HUNTER, HUNTER & SONNIER, LLC, Appellant v. PRESTON MARSHALL, INDIVIDUALLY AND RUSK CAPITAL MANAGEMENT, L.L.C., Appellees

Terry Jennings Justice

On Appeal from the 11th District Court Harris County, Texas
Trial Court Case No. 2015-35950

MEMORANDUM OPINION

In this interlocutory appeal,¹ appellants, Edwin K. Hunter ("Hunter") and Hunter, Hunter & Sonnier, LLC ("HHS") (collectively, "the Hunter parties"), challenge the trial court's order denying their special appearances in favor of appellees, Preston Marshall ("Preston") and Rusk Capital Management, L.L.C. ("Rusk Capital") (collectively, "appellees"), in appellees' suit against the Hunter parties for tortious interference with existing contracts, tortious interference with continuing business relationships, violation of privacy rights, conversion, trespass to chattel, harmful access by computer,² breach of fiduciary duty, knowing participation in a breach of fiduciary duty, fraud, fraudulent inducement, fraudulent concealment, statutory fraud,³ and conspiracy. In five issues, the Hunter parties contend that the trial court erred in denying their special appearances.

1 See TEX. CIV. PRAC. & REM. CODE ANN. § 51.014(a)(7) (Vernon Supp. 2018).

2 See TEX. CIV. PRAC. & REM. CODE ANN. §§ 143.001-.002 (Vernon 2011).

3 See TEX. BUS. & COM. CODE ANN. § 27.01 (Vernon 2015).

We affirm.⁴

4 We note that portions of the appellate record were filed under seal pursuant to an order of the trial court. See TEX. R. CIV. P. 76a. Because of the sealing order, some of our references to the record are deliberately vague. See TMX Fin. Holdings, Inc. v. Wellshire Fin. Servs., LLC, 515 S.W.3d 1, 4 n.1 (Tex. App.—Houston [1st Dist.] 2016, pet. denied); Kartsotis v. Bloch, 503 S.W.3d 506, 510 (Tex. App.—Dallas 2016, pet. denied). Nonetheless, we have a responsibility to the public as an appellate court to resolve disputes through public opinions that explain our decisions based on the record. See TEX. R. APP. P. 47.3 ("All opinions of the courts of appeals are open to the public and must be made available . . . ."); TMX Fin. Holdings, 515 S.W.3d at 4 n.1. To the extent that we include any sensitive information in this memorandum opinion, we do so only to the degree necessary to strike a fair balance between the parties' interest in keeping portions of the record confidential and our responsibilities to the public as an appellate court. See TMX Fin. Holdings, 515 S.W.3d at 4 n.1; R.V.K. v. L.L.K., 103 S.W.3d 612, 614-15 (Tex. App.—San Antonio 2003, no pet.).

Background

In their fifth amended petition, appellees allege that Preston, a Texas resident, worked for MarOpCo, Inc. ("MarOpCo"), a Texas corporation, with its principal office in Dallas, Texas, and its parent company, Trof, Inc. ("Trof"), a Delaware corporation with its principal place of business in Dallas, Texas, in varying capacities for nineteen years. MarOpCo is an administrative services provider for a group of businesses owned, operated, and/or managed by Preston's family (the "Marshall family"). Elaine Marshall ("Elaine"), Preston's mother, is the president and chief executive officer of MarOpCo and Trof. For over thirty years, MarOpCo and Trof maintained an office located at 7600 Tidwell, Suite 800, Houston, Texas (the "Tidwell office"), where Preston worked.

In July 2006, Preston became the executive vice president of Trof and was responsible for managing the company's "day to day operations," establishing pay structures for employees, performing banking duties, signing promissory notes, contracts, and other documents, keeping books and records, negotiating contracts and loans, serving as the chief operating officer, and "having general management authority." Prior to being named executive vice president, Preston served Trof in a consulting capacity for ten years.

On September 17, 2010, Preston signed an employment agreement with MarOpCo (the "2010 employment agreement"), became its president, and performed his duties and responsibilities in that role until December 2014.

On December 5, 2014, Preston received a new employment agreement (the "2014 employment agreement"), which he was required to sign within ten days and prevented from having counsel review or negotiate any terms. Under the 2014 employment agreement, Preston became MarOpCo's vice president and his base salary was reduced by approximately fifty percent. And MarOpCo reserved the right to terminate his employment at any time without cause. Prior to signing the 2014 employment agreement, Preston was led to believe that MarOpCo's other vice president, E. Pierce Marshall Jr. ("Pierce Jr."), Preston's brother, had received an identical employment agreement.

While employed by MarOpCo and Trof, Preston worked at the Tidwell office. In addition to his duties and responsibilities for MarOpCo and Trof, he maintained oversight of his personal affairs and other businesses and charitable entities (collectively, the "other entities")⁵ at the Tidwell office. Moreover, in performing his duties and responsibilities in regard to his personal affairs and the other entities, Preston used and relied on files, correspondence, records, reports, documents, and other data and information that he maintained at the Tidwell office. And Preston's actions in overseeing his personal affairs and the other entities at the Tidwell office were known and approved of by MarOpCo and Trof.

5 These other entities included: Marshall Heritage Foundation (formerly known as Marshall Museum and Library); Marshall Legacy Foundation; Eleanor Pierce Stevens Foundation; EPS/EPM Charitable Remainder Unitrust; Eleanor Pierce (Marshall) Stevens Living Trust; Eleanor Stevens Revocable Gift Trust; Bettye Morgan Charitable Remainder Unitrust; Bettye Morgan Supplemental Charitable Remainder Unitrust; Ada Estes Charitable Remainder Unitrust; Ada Estes Supplemental Charitable Remainder Unitrust; Peroxisome Charitable Lead Trust; Citrine Commerce L.L.C.; Lysosome L.L.C.; Chondriosome Stiftung; Khozraschyot Capital Management L.L.C.; Lednik Capital Management L.L.C.; Glacier Holdings L.L.C.; Rusk Capital; and CarTech Systems LLC.

In 2014, Preston, while employed by MarOpCo and Trof, created Rusk Capital, an equity investment firm focusing on the purchase of oil and gas producing properties, including Idzig, LLC ("Idzig"), an entity owned by Elaine and Pierce Jr., administered by MarOpCo, and managed by Preston. Preston, the sole owner and manager of Rusk Capital, created the company with the express knowledge of MarOpCo, Trof, and their agents.

According to appellees, HHS attorney Hunter was the "impetus behind Rusk Capital's creation," having told Preston that Elaine had suggested the idea and encouraging Preston to form it. Specifically, Hunter, in February 2014, actually suggested to Preston that he "create an entity whose sole purpose w[ould be] to purchase Idzig . . . from Elaine and Pierce[] Jr." Under Hunter's proposal, Preston would either buy all of the membership interests in Idzig or create Rusk Capital to purchase Idzig's assets. And based on Hunter's suggestion, Preston did create Rusk Capital and agreed to pursue the opportunity to purchase Idzig.⁶

6 According to appellees, Elaine, during the negotiations for the purchase of Idzig by Rusk Capital, removed Preston as the managing member of Idzig. And the transaction between Rusk Capital and Idzig never closed.

After the creation of Rusk Capital, it maintained its principal office at the Tidwell office. Accordingly, Preston purchased, used, and/or relied on computers, computer servers, and other property maintained at the Tidwell office for purposes of conducting Rusk Capital's business. For instance, he purchased a computer server on behalf of Rusk Capital (the "Rusk Capital server") to store data for the company, his personal affairs, and the other entities. And Preston and/or Rusk Capital became the sole licensees of several software applications purchased and used for Rusk Capital, Preston's personal affairs, and the other entities.

Because Rusk Capital gathers and analyzes information about potential investors and investment opportunities related to oil and gas producing properties, it maintained trade secrets and proprietary and confidential information at the Tidwell office, including, but not limited to, employee records and information about actual and potential investors, investment opportunities, business strategies, business analysis, and due diligence.

On May 22, 2015, while employed by MarOpCo and Trof, Preston received, at the Tidwell office, a letter purportedly from Elaine (the "May 22, 2015 letter"),⁷ instructing him to "consent to the transfer of funds related to various entities from one bank to another." After the transfer, he "would have no signatory authority on any of the newly established accounts and would no longer receive monthly statements on such accounts." Preston complied with the letter's instructions related to the transfer of funds for all entities, with the exception of one, Ribosome, L.P. ("Ribosome"), based on a fiduciary duty that he believed he owed to it. Elaine, in the May 22, 2015, letter also instructed Preston to execute a prepared affidavit related to certain litigation in Louisiana and documents held by HHS. However, he refused to execute the affidavit because he believed that it was solely for the benefit of the Hunter parties and Pierce Jr.

7 Appellees allege that the Hunter parties and Pierce Jr. drafted the May 22, 2015 letter.

On June 11, 2015, Preston received, at the Tidwell office, another letter purportedly from Elaine (the "June 11, 2015 termination letter"),⁸ terminating, effective immediately, his employment with MarOpCo and Trof, purportedly because he did not follow the instructions in the May 22, 2015 letter. Elaine, in the June 11, 2015 termination letter, also noted that he had conducted personal business at the Tidwell office and had personal effects at the office.⁹ And Elaine prohibited Preston from entering the Tidwell office and asserted that he had no authority to remove any property from that office. MarOpCo then "directed the lease management company of the Tidwell office to deactivate all access entry cards in Preston's possession and to change the locks on the secured doors." And the Rusk Capital server and computer system were disconnected.

8 Appellees allege that the Hunter parties and Pierce Jr. drafted the June 11, 2015 termination letter.

9 We note that MarOpCo has brought counterclaims against appellees, alleging, in part, that "instead of devoting his full time and attention to MarOpCo, [Preston] . . . focused on his own personal endeavors" and "violated his non-compete agreement and his promise to act in the best interests of MarOpCo by forming an equity investment firm (Rusk Capital)." MarOpCo also alleges that Preston maintained his own personal server and computer workstation at the Tidwell office without authorization or permission.

According to appellees, the Hunter parties and/or MarOpCo, as a result of these actions, removed and took possession and control of appellees' property, computers, server, files, office equipment, furniture, and confidential and proprietary information, including, but not limited to: "records, files, and data used and relied on by Preston to carry out his personal affairs and to meet his fiduciary obligations with respect to the [other] [e]ntities" as well as communications between Preston and his attorneys. Hunter was responsible for HHS attorneys traveling to Houston, Texas to remove appellees' property and copy confidential and privileged information located at the Tidwell office. The Hunter parties then aided Pierce Jr. in obtaining copies of, and misusing, appellees' property and confidential and privileged information. Further, HHS attorney Brad Trevino traveled to Houston, Texas for the purpose of closing the Tidwell office, and, while doing so, he created a forensic image of appellees' computer equipment and participated in the transfer of appellees' confidential and privileged information to external electronic devices. Also, the Hunter parties made "copies of the servers and computers [located at the Tidwell office] and the information contained therein along with physical paper files." And Hunter personally used the information and data from the Rusk Capital server without the authorization of appellees.

Appellees further allege that following the death of Preston's father, E. Pierce Marshall Sr. ("Pierce Sr."), in 2006, Preston was placed in a position where he "would likely manage most of the Marshall [family] business one day." Prior to his death, Pierce Sr. expressed to Hunter his preference for Preston, in conjunction with Elaine, to handle the business and estate affairs for the Marshall family. Thus, "Hunter realized that Preston's ultimate management of the Marshall family['s] business . . . posed a threat to the Hunter [p]arties' large income [that was] derived from the . . . family, and Hunter's influence over the Marshall family's business and charitable ventures."

According to appellees, Hunter, prior to Pierce Sr.'s death, had established an attorney-client relationship with Preston, and they worked closely together in establishing a number of entitles to hold the majority of the Marshall family's business. After Pierce Sr.'s death, Hunter "quickly assumed the [role] of [a] useful attorney[]" and "attempted to ingratiate himself with Preston." Thereafter, Hunter and other HHS attorneys sent Preston "hundreds of emails, rendering legal advice on a variety of topics in Preston's individual capacity and [related to] a number of [his] representative capacities." Specifically, in 2014, Hunter and HHS attorney Trevino advised Preston in his individual capacity "as a [c]o-trustee and remainder beneficiary of the Peroxisome Trust and as a member of the board of the Marshall Heritage Foundation."

From 2006 until at least January 2013, Hunter also conducted, in Texas, many "Marshall Family Meetings," the purpose of which was to inform and advise the members of the Marshall family, including Preston, about tax issues, tax planning, litigation, distributions, disclaimer issues, estate issues, and to render legal advice on issues that could impact the Marshall family. (Internal quotations omitted.) Thus, "[b]y 2013[,] Hunter had insinuated himself into all business, litigation and charitable work conducted by the Marshall family."

Because of his position in the Marshall family, "Hunter's future involvement" with it "depended largely on Preston." However, on February 27, 2013, Preston disagreed strongly with Hunter's advice on an issue, and Preston sent a demand letter seeking documents related to the living trust of Preston's grandmother. Ultimately, litigation in Louisiana ensued, and Hunter, along with Pierce Jr., "public[ly] filed Preston's privileged attorney-client emails concerning the matter . . . [in] a Louisiana [c]ourt." "From that point forward, [and] unbeknownst to Preston . . . , Hunter sought to remove Preston from" his positions of influence in the Marshall family's businesses and entities, while at the same time continuing to represent and advise Preston personally and related to his various representative capacities, thereby breaching his fiduciary duties to Preston.

Appellees further allege that the Hunter parties caused: the termination of Preston's employment from MarOpCo and Trof; the removal of Preston as the successor of the EPM Marital Trust; the removal of the bulk of the estate of Pierce Sr. from Texas; the removal of Preston as co-trustee of the Marshall Legacy Foundation, a charitable foundation created by Preston's grandfather; the payment of thousands of dollars by Preston to preserve certain property of a foundation designed to benefit Pierce Sr.'s descendants; and the filing of a lawsuit by Elaine "to cancel a multimillion-dollar irrevocable remainder gift to Preston for 'ingratitude.'"

The Hunter parties and MarOpCo fraudulently induced Preston to sign the 2014 employment agreement, which greatly reduced his base salary, based on a promise to deliver certain disclaimed Trof shares, which would be worth $10 million in declared dividends and would have given Preston "ownership of the very valuable income producing shares." And the Hunter parties aided MarOpCo and Pierce Jr. in their "attempt[] to limit, reduce, and in some cases eliminate Preston['s] rights related to various entities, including his right[s] to receive data regarding entities in which he has a legal interest."

Appellees bring claims against the Hunter parties for tortious interference with existing contracts, tortious interference with continuing business relationships, violation of privacy rights, conversion, trespass to chattel, harmful access by computer,¹⁰ breach of fiduciary duty, knowing participation in a breach of fiduciary duty, fraud, fraudulent inducement, fraudulent concealment, statutory fraud,¹¹ and conspiracy.¹²

10 See TEX. CIV. PRAC. & REM. CODE ANN. §§ 143.001-.002.

11 See TEX. BUS. & COM. CODE ANN. § 27.01.

12 Appellees also bring claims against MarOpCo, Pierce Jr., and Trof. However, this appeal does not concern these parties directly, the claims alleged against them, or any counterclaims alleged by these parties against appellees.

In regard to their claim for tortious interference with existing contracts, appellees allege that the Hunter parties willfully and intentionally interfered with Preston's 2010 and 2014 employment agreements for their own personal benefit; caused MarOpCo to terminate Preston's 2010 employment agreement in favor of the 2014 employment agreement, thereby reducing Preston's base salary; caused MarOpCo to breach the 2014 employment agreement; and caused appellees' injuries.

In regard to their claim for tortious interference with continuing business relationships, appellees allege that the Hunter parties intentionally interfered with Preston's continuing business relationship with the other entities, including Rusk Capital, by "locking him out of the Tidwell office and denying him access to the computers, the Rusk [Capital] [s]erver, records, documents and other data pertaining to those entities," and proximately caused appellees' damages.

In regard to their claim for violation of privacy rights, appellees allege that the Hunter parties violated their right to privacy "by knowingly taking possession of [appellees'] private data," including privileged information, reviewing it, and using it to their detriment. In regard to Preston specifically, appellees allege that the Hunter parties strategically searched Preston's privileged emails and published them in a public forum.

In regard to their conversion claim, appellees allege that they owned or had possession of physical property located at the Tidwell office, including the Rusk Capital server, two computers, flash drives, and other electronic equipment and images; the Hunter parties unlawfully and without authorization removed appellees' property from the Tidwell office and assumed and exercised control over the property in a manner that was inconsistent with appellees' rights as owners; the Hunter parties, without right or permission, took "one or more electronic images of [appellees'] privileged [information] and transferred that image onto an external hard drive"; and the Hunter parties took and used Preston's privileged email communications and a hard drive containing such information "in a manner that [was] inconsistent with Preston's ownership rights and/or right of possession."

In regard to their claim for trespass to chattel, appellees allege that the Hunter parties wrongfully interfered with their use and possession of their property located at the Tidwell office, thereby depriving them of the use of their property for a substantial period of time. And the Hunter parties continue to prevent appellees from accessing their property.

In regard to their claim for harmful access by computer,¹³ appellees allege that they "owned and/or operated a secure computer system (computers, servers, networks), which store[d] information that [was] only accessible by certain authorized individuals, including Preston." The computer system held and stored appellees' confidential records and documents containing information about investment opportunities, potential investors, investment strategies, and employees. The computer system also contained other confidential information of Preston's, including records and documents protected by his right to privacy, the attorney-client privilege, and the work-product privilege. And the Hunter parties "knowingly accessed, disassembled, imaged[,] and physically moved [appellees'] secure computer system and databases" without appellees' consent. The Hunter parties accessed Preston's confidential and privileged information, "made an image of that information and copied th[at] image onto an external hard drive," and then used the information and hard drive to their advantage and to appellees' detriment.

13 See TEX. CIV. PRAC. & REM. CODE ANN. §§ 143.001-.002.

In regard to their claim for breach of fiduciary duty, appellees allege that the Hunter parties, as attorneys representing the Marshall family and Preston, individually, owed him fiduciary duties; they breached these duties "by acting to harm Preston for their own personal benefit"; and their breaches caused substantial injury to appellees. In regard to their claim for knowing participation in a breach of fiduciary duty, appellees allege that the Hunter parties "not only breached their fiduciary duties to Preston, they also participated with MarOpCo in the breach of fiduciary duties owed by Pierce[] Jr. to Preston."

In regard to their claims for fraud, fraudulent inducement, and fraudulent concealment, appellees allege that the Hunter parties had a duty to disclose information to Preston because of their fiduciary relationship with him; they made material misrepresentations and/or omissions to appellees; they knew the representations were false, or they made them recklessly without knowledge of their truth; they intended for appellees to rely on the misrepresentations and/or omissions; and appellees, to their detriment, relied on the representations. Further, the Hunter parties fraudulently induced Preston to enter into the 2010 and 2014 employment agreements with MarOpCo and Trof.

In regard to their claim for statutory fraud,¹⁴ appellees allege that the Hunter parties made false representations of past and/or existing material facts regarding "putting Preston in possession of [the disclaimed] Trof shares"; the Hunter parties made the false representations to induce Preston into entering the 2014 employment agreement; and Preston relied on the representations made by the Hunter parties in entering into the agreement.

14 See TEX. BUS. & COM. CODE ANN. § 27.01.

In regard to their conspiracy claim, appellees allege that the Hunter parties engaged in a conspiracy with MarOpCo, Pierce Jr., and Trof "to gain wrongful access to [appellees'] computer equipment, to convert [appellees'] [p]rivileged [i]nformation, to violate [appellees'] privacy, to limit Preston's access to important data, and to wrongfully remove Preston from his positions at Trof and MarOpCo."

In regard to jurisdiction, appellees allege that Texas has general and specific jurisdiction over the Hunter parties. The Hunter parties have conducted extensive business dealings in Texas and participated in endeavors to gain extensive additional business in Texas. They have also played a material role in the termination of Preston's employment from MarOpCo and Trof and the conversion of appellees' computer devices, equipment, and confidential and privileged information. The conversion of appellees' computer devices and equipment and the improper copying of appellees' data and information occurred in Houston, Texas where Hunter made a forensic image of the Rusk Capital server. Hunter is also responsible for sending HHS attorneys, including Trevino, to Texas, where they committed torts. And he was the "driving force" behind the taking of appellees' privileged and confidential data and information in Texas and the misuse of this data and information. According to appellees, the Hunter parties purposefully entered Texas, accepted appellees' confidential and privileged information, took that information, and then used it against Preston in retaliation. The Hunter parties also invaded appellees' privacy rights in Houston, Texas. And any acts committed by Hunter, and complained of by appellees in their fifth amended petition, were committed by him acting as an agent of HHS and in furtherance of HHS's business.

Appellees further allege that Hunter personally directed his activities toward Texas and Hunter availed himself of the privileges of conducting activities in Texas, and the instant suit arose out of these contacts and activities. Hunter and certain other HHS attorneys are licensed attorneys in Texas, maintain Texas State Bar licenses, and engage in work as attorneys in Texas, including performing work related to the current dispute, such as confiscating and misusing appellees' confidential and privileged information from the Tidwell office.

Moreover, the Hunter parties have represented the Marshall family in dozens of legal matters in Texas, and HHS maintains a full-time employee, Cherry Wicker, in Texas. Hunter, individually and as a representative of HHS, has engaged in numerous lengthy meetings in Houston, Texas regarding the creation of Rusk Capital. Further, the Hunter parties have repeatedly engaged in meetings and transactions in Texas to aid MarOpCo and members of the Marshall family to the harm of appellees.

Finally, appellees allege that the Hunter parties have committed the following torts in Texas: violation of privacy rights, conversion of appellees' property, harmful access by computer,¹⁵ conspiracy, and fraud.¹⁶ And the Hunter parties directed torts to be committed in Texas.

15 See TEX. CIV. PRAC. & REM. CODE ANN. §§ 143.001-.002.

16 See TEX. BUS. & COM. CODE ANN. § 27.01.

HHS filed a general denial and a special appearance in which it asserted that Texas does not have general or specific jurisdiction over it, exercising jurisdiction over HHS in Texas would offend traditional notions of fair play and substantial justice, and HHS is immune to the claims brought against it by appellees. It attached to its brief in support of its special appearance a declaration signed by Shayna Sonnier, an HHS attorney. In her declaration, Sonnier testified that HHS is a nonresident Louisiana limited liability company and a law firm that maintains its principal and only place of business in Lake Charles, Louisiana. HHS does not operate a law office in Texas, has never been licensed or otherwise authorized to do business in Texas, has never paid taxes in Texas, and has never owned any real property located in Texas. Further, HHS does not advertise in Texas, does not have a registered agent for service of process in Texas, and at all relevant times related to the instant suit, HHS represented MarOpCo and not Preston.

Hunter also filed a general denial and a special appearance, in which he asserted that Texas does not have general or specific jurisdiction over him, exercising jurisdiction over him in Texas would offense traditional notions of fair play and substantial justice, and he is immune to the claims brought against him by appellees. Hunter attached to his brief in support of his special appearance his declaration. In his declaration, Hunter testified that he is a resident of Florida, he "split[s] [his] time living between Florida and Utah," and he is not a Texas resident. He has never owned, leased, rented, or controlled any real or personal property in Texas, maintained accounts at either savings or loan associations or banks in Texas, or committed any tort in Texas. In regard to his work as an attorney, Hunter noted that he does not operate a law office in Texas, does not pay taxes in Texas, has never owned any real property in Texas, does not have a registered agent for service of process in Texas, and has not advertised legal services in Texas. Further, he has not purposefully availed himself of the privileges and benefits of conducting business in Texas, it is not foreseeable that he would ever be haled into a Texas court to defend himself, and litigating a dispute in Texas would place a significant burden on him because he lives in Florida and Utah, he does not live or work in Texas, and it would be a large, extraordinary expense for him to travel to Texas.

In their response to the Hunter parties' special appearances,¹⁷ appellees asserted that they are suing the Hunter parties for numerous torts directed at appellees, Texas residents, and committed in Texas. And the Hunter parties have extensive contacts in Texas relating to the subject matter of the parties' dispute. For instance, the Hunter parties drafted Preston's 2014 employment agreement and its cover letter, and they fraudulently induced Preston, a Texas resident, to sign the agreement by promising him certain disclaimed shares of Trof. Further, the Hunter parties played a material role in the termination of Preston's employment with MarOpCo and Trof by advising Elaine and preparing the termination correspondence. The Hunter parties also "actively engineered, months or years in advance, methods by which they could remove Preston" from the Marshall family's businesses and entities. By way of example, the Hunter parties currently maintain that Preston was prohibited from working for any business, other than the business of MarOpCo, while employed by the company, yet they were the impetus for the creation of Rusk Capital by Preston.

17 Appellees attached thirty-six exhibits to their response, including, but not limited to: portions of Hunter's June 1, 2016 and June 2, 2016 depositions; various emails between Preston and HHS attorneys and employees; a letter from HHS attorney Trevino; portions of Elaine's April 19, 2016 deposition; the May 22, 2015 letter; the June 11, 2015 termination letter; Preston's July 9, 2016 affidavit; HHS attorney Trevino's January 12, 2016 affidavit; portions of Pierce Jr.'s July 6, 2016 deposition; Texas State Bar information for Hunter; HHS's response to appellees' requests for disclosure; PowerPoint presentations from "Marshall Family Meeting[s]" and minutes from various "Marshall Family Meeting[s]" attended by Hunter and HHS employee Wicker; and portions of the May 23, 2016 deposition of Sheldon J. Black, C.P.A.

Additionally, the Hunter parties have "[p]urposefully [i]nvaded" appellees' privileged material for their own benefit, as they were "deeply involved in, and, a driving force behind, [the] taking, copying, and misusing of [appellees'] computer server and confidential and privileged information." They have admitted to reviewing the confidential and privileged information taken from the Tidwell office and that they traveled to Houston, Texas in order to gain access to this data. In fact, HHS attorney Trevino traveled to Houston and oversaw the closing of the Tidwell office and the copying of all of appellees' data. And the Hunter parties then disclosed appellees' confidential and privileged information in a public forum.

Generally, the Hunter parties have engaged in substantial business in Texas, including dozens of in-depth lengthy meetings with Preston and participating in thousands of email and letter communications; giving advice to Preston, including advice on his personal affairs and related to his representative capacities, and to other persons in Texas; and entering into several contracts that were signed, and to be performed primarily, in Texas. They "have made millions of dollars" representing, for over thirty years, the Marshall family, "all of whom reside in and conduct business from Texas." In fact, the Hunter parties have represented the Marshall family, including Preston, served as the family's primary attorneys, and provided legal services, including tax advice to preserve and transfer the Marshall family's assets and businesses. They have also advised Preston, individually, served as his litigation counsel, and treated him as a client on issues regarding marriage, entity formation, tax repercussions, litigation strategy, relationship management, public relations, stress management, employment compensation, wealth expansion, business creation, litigation discovery, and choice of trustees and fiduciaries.¹⁸ Two of the three attorneys, including Hunter, who are employed by HHS maintain law licenses in Texas. HHS has a full-time employee in Texas. And Hunter has previously been found liable for committing torts in Texas.

18 Appellees further asserted that the Hunter parties have advised Preston on his personal affairs and related to his representative capacities, in Texas regarding: (1) establishing various trusts for Preston's benefit; (2) installment sales from entities Preston owns and was employed by in Texas; (3) issues related to grantor-retained annuity trusts and transferring shares; (4) estate planning and distribution issues related to Preston and Pierce Jr.'s personal finances tied to the entities that they own, such as Trof, Ribosome, and various trusts; and (5) detailed discussions with the Marshall family regarding the disclaimer of Trof shares and other Marshall entity issues.

Appellees argued that the Hunter parties are subject to specific jurisdiction in Texas because they have established minimum contacts with Texas and profited extensively from these contacts. Further, appellees' claims arise from and relate to the Hunter parties' activities in Texas because they: (1) drafted the 2014 employment agreement and its cover letter; (2) advised Preston about the 2014 employment agreement while he was in Texas; (3) fraudulently induced Preston to sign the 2014 employment agreement, which was then primarily performed in Texas, and to accept the position of vice president of MarOpCo, a Texas corporation; (4) advised Preston in person at over a dozen meetings in Texas; (5) advised Preston, including during meetings in Houston, Texas, to purchase Idzig and create Rusk Capital, an equity investment firm focusing on the purchase of oil and gas producing properties, with a principal place of business in Houston, Texas; (6) purposefully extended, in Texas, several fraudulent promises to Preston about his receiving of certain disclaimed Trof shares; (7) engineered the termination of Preston's employment from MarOpCo and Trof and drafted and sent documents pertaining to the termination to Texas for use in Texas; (8) locked appellees out of the Tidwell office, confiscating their property and confidential and privileged information located at the Tidwell office; (9) arranged for a Texas company to make a forensic image of appellees' computer equipment and confidential and privileged information that was found at the Tidwell office; and (10) breached fiduciary duties owed to Preston, a Texas resident.

Appellees argued that the Hunter parties are subject to general jurisdiction in Texas because:

[a] systematic analysis of the Hunter [p]arties' contacts reveals thousands of communications; millions in profits; extensive,

regularly-planned visits to Texas; adverse judgments for torts committed in Texas; a full-time employee living and working in Texas; copies of all [of the] Marshall [family's] files [that are] stored in Texas; work providing estate advice to multiple different individuals and dozens of companies [in Texas]; multiple Texas State Bar licenses; repeated breaches of fiduciary duties; fraud; and more.

Further, they have been providing tax advice to Texas clients for thirty years. Specifically, appellees note that: (1) HHS attorneys Hunter and Sonnier are licensed in Texas; (2) the Hunter parties received over one million dollars representing the Marshall family in Texas; (3) the Hunter parties have engaged in extensive representation of the Marshall family, including sending and receiving thousands of emails and letters between themselves and Preston since 2006; (4) the Hunter parties engaged in extensive meetings and travelled to and from Texas to advise the Marshall family at "Marshall Family Meetings," during which they made detailed presentations and discussed strategic issues regarding managing the preservation and transfer of the Marshall family's businesses and assets; (5) in 2013, an HHS attorney admitted that he would travel to Houston "once every two weeks or so for various reasons"; (6) the Hunter parties have a full-time employee who lives and works in Texas and who has a history of engaging in communications with the Marshall family, including Preston, to further business and personal goals; (7) HHS's predecessor firm, also "run by Hunter," established a permanent office in Texas where "all [of the] Marshall [family's] files were scanned" so that they would be available in Texas; (8) in 2012, the Hunter parties gave extensive advice to the Marshall family and travelled to Texas regarding litigation in the Southern District of Texas; (9) the Hunter parties provided legal counsel to the Marshall family, including Preston, related to the Anna-Nicole-Smith litigation; and (10) the Hunter parties represented Pierce Jr. in connection with his estate planning and prenuptial agreement in Texas.

In regard to the Hunter parties' alleged immunity to appellees' claims, appellees asserted that "an attorney who has immunity does not mean that the attorney is . . . beyond the jurisdiction of a forum" and attorneys are not immune from their own acts of fraud. Here, because appellees have brought claims against the Hunter parties for fraud, breaches of fiduciary duty, and malicious acts, immunity does not exist.

In their reply to appellees' response, the Hunter parties argued that they are not subject to jurisdiction in Texas because their affiliations with Texas are not so continuous and systematic as to render them at home in Texas, and the claims asserted by appellees did not result from injuries that were alleged to have arisen from or relate to any contacts that the Hunter parties had with Texas. The Hunter parties attached to their reply a second declaration signed by Hunter.¹⁹ In it, he testified that he is an attorney at HHS; he is not a resident of or domiciled in Texas; he is a resident of Florida, but "split[s] [his] time living between Florida and Utah; HHS is a nonresident Louisiana limited liability company and law firm that maintains its principal place of business in Lake Charles, Louisiana; "[t]he vast majority of [HHS's] clients are located in Louisiana"; "the vast majority of [HHS's] revenue is derived from work performed outside of Texas"; HHS is at home in Louisiana; HHS has represented many entities controlled by Elaine, but MarOpCo is the only Texas entity; and any involvement by the Hunter parties related to Preston's employment, termination of employment, and copying of the computer equipment and data and information at the Tidwell office was conducted at the direction of MarOpCo.

19 The Hunter parties also attached additional exhibits to their reply, including, but not limited to: portions of Preston's July 5, 2016 deposition; portions of Pierce Jr.'s July 6, 2016 deposition; and Preston's responses and objections to MarOpCo's first set of requests for admission.

After a hearing,²⁰ the trial court denied the Hunter parties' special appearances.

20 At the special-appearance hearing, the trial court heard argument of counsel, but it did not hear testimony or admit any evidence.

Standard of Review

The existence of personal jurisdiction is a question of law, which must sometimes be preceded by the resolution of underlying factual disputes. BMC Software Belg., N.V. v. Marchand, 83 S.W.3d 789, 794 (Tex. 2002); Paul Gillrie Inst., Inc. v. Universal Comput. Consulting, Ltd., 183 S.W.3d 755, 759 (Tex. App.—Houston [1st Dist.] 2005, no pet.). When the underlying facts are undisputed or otherwise established, we review a trial court's denial of a special appearance de novo. Paul Gillrie Inst., 183 S.W.3d at 759. Where, as here, a trial court does not issue findings of fact or conclusions of law with its special appearance ruling, all fact findings necessary to support the judgment and supported by the evidence are implied. Marchand, 83 S.W.3d at 795; Paul Gillrie Inst., 183 S.W.3d at 759.

A trial court determines a "special appearance on the basis of the pleadings, any stipulations made by and between the parties, such affidavits and attachments as may be filed by the parties, the results of discovery processes, and any oral testimony." TEX. R. CIV. P. 120a(3). The plaintiff bears the initial burden of pleading allegations sufficient to bring a nonresident defendant within the provisions of the Texas long-arm statute. Am. Type Culture Collection v. Coleman, 83 S.W.3d 801, 807 (Tex. 2002); Paul Gillrie Inst., 183 S.W.3d at 759. The burden of proof then shifts to the nonresident defendant to negate all the bases of jurisdiction alleged by the plaintiff. Kawasaki Steel Corp. v. Middleton, 699 S.W.2d 199, 203 (Tex. 1985); see also Kelly v. Gen. Interior Constr., Inc., 301 S.W.3d 653, 658 (Tex. 2010) ("Because the plaintiff defines the scope and nature of the lawsuit, the defendant's corresponding burden to negate jurisdiction is tied to the allegations in the plaintiff's pleading.").

A single basis for personal jurisdiction is sufficient to confer jurisdiction over a defendant. See Citrin Holdings, LLC v. Minnis, 305 S.W.3d 269, 279 (Tex. App.—Houston [14th Dist.] 2009, no pet.). The court need not address general jurisdiction if it finds that a nonresident defendant is subject to specific jurisdiction. See Am. Express Centurion Bank v. Haryanto, 491 S.W.3d 337, 346 n.8 (Tex. App.—Beaumont 2016, no pet.); Minnis, 305 S.W.3d at 279; see also TEX. R. APP. P. 47.1. And a court need not assess a defendant's contacts on a claim-by-claim basis where, as here, all claims essentially arise from the same forum contacts. See Moncrief Oil Int'l Inc. v. OAO Gazprom, 414 S.W.3d 142, 150-51 (Tex. 2013); Proppant Sols., LLC v. Delgado, 471 S.W.3d 529, 537 (Tex. App.—Houston [1st Dist.] 2015, no pet.). Where a case involves several defendants, the plaintiff must specify, and the court must examine, "each defendant's actions and contacts with the forum"; the defendants' contacts cannot be aggregated. See Morris v. Kohls-York, 164 S.W.3d 686, 693 (Tex. App.—Austin 2005, pet. dism'd); see also Loya v. Taylor, No. 01-14-01014-CV, 2016 WL 6962312, at *3 (Tex. App.—Houston [1st Dist.] Nov. 29, 2016, pet. denied) (mem. op.).

Personal Jurisdiction

In their five issues, the Hunter parties argue that the trial court erred in denying their special appearances and concluding that Texas has personal jurisdiction over them because neither Hunter nor HHS is "properly considered 'at home' in Texas"; the Hunter parties have not purposefully availed themselves of activities in Texas in their individual capacities; appellees' claims did not arise from the Hunter parties' contacts with Texas; there was no attorney-client relationship between the Hunter parties and Preston; exercising jurisdiction over the Hunter parties would violate traditional notions of fair play and substantial justice; and the Hunter parties are immune from liability for appellees' claims.

A court may assert personal jurisdiction over a nonresident defendant only if the requirements of both the Fourteenth Amendment's due process clause and the Texas long-arm statute are satisfied. See U.S. CONST. amend. XIV, § 1; TEX. CIV. PRAC. & REM. CODE ANN. § 17.042 (Vernon 2015); Guardian Royal Exch. Assurance, Ltd. v. English China Clays, P.L.C., 815 S.W.2d 223, 226-27 (Tex. 1991). The Texas long-arm statute allows a court to exercise personal jurisdiction over a nonresident defendant who does business in Texas. TEX. CIV. PRAC. & REM. CODE ANN. § 17.042. A nonresident "does business" in Texas if it "contracts by mail or otherwise with a Texas resident and either party is to perform the contract in whole or in part" in Texas, it "commits a tort in whole or in part" in Texas, or it "recruits Texas residents, directly or through an intermediary located in [Texas], for employment inside or outside the state." Id. The Texas Supreme Court has repeatedly interpreted this statutory language "to reach as far as the federal constitutional requirements of due process will allow." Guardian Royal, 815 S.W.2d at 226. Therefore, the requirements of the Texas long-arm statute are satisfied if the exercise of personal jurisdiction comports with federal due process limitations. Id.

The United States Constitution permits a state to assert personal jurisdiction over a nonresident defendant only if it has some minimum, purposeful contacts with the state and if the exercise of jurisdiction will not offend traditional notions of fair play and substantial justice. Dawson-Austin v. Austin, 968 S.W.2d 319, 326 (Tex. 1998). A nonresident defendant who has purposefully availed itself of the privileges and benefits of conducting business in the state has sufficient contacts with the state to confer personal jurisdiction. See Guardian Royal, 815 S.W.2d at 226.

The "purposeful availment" requirement has been characterized by the Texas Supreme Court as the "touchstone of jurisdictional due process." Michiana Easy Livin' Country, Inc. v. Holten, 168 S.W.3d 777, 784 (Tex. 2005). In Michiana, the supreme court articulated three important aspects of the purposeful availment inquiry. Id. at 785. First, only the defendant's contacts with the forum count. Id. This ensures that a nonresident defendant is not haled into a jurisdiction solely by the unilateral activities of a third party. Id. (citing Burger King Corp. v. Rudzewicz, 471 U.S. 462, 475, 105 S. Ct. 2174, 2183 (1985)). Second, the acts relied on must be purposeful; a nonresident defendant may not be haled into a jurisdiction solely based on contacts that are "random, isolated, or fortuitous." Id. (quoting Keeton v. Hustler Magazine, Inc., 465 U.S. 770, 774, 104 S. Ct. 1473, 1478 (1984)). Third, a defendant "must seek some benefit, advantage, or profit by 'availing' itself of the jurisdiction" because "[j]urisdiction is premised on notions of implied consent" and by "invoking the benefits and protections of a forum's laws, a nonresident consents to suit there." Id. (citing World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286, 297, 100 S. Ct. 559, 567 (1980)).

A defendant's contacts with a forum can give rise to either general or specific jurisdiction. Marchand, 83 S.W.3d at 795. General jurisdiction is present when a nonresident "corporation's affiliations with the [s]tate are so continuous and systematic as to render [it] essentially at home in the forum [s]tate," even if the cause of action did not arise from or relate to activities conducted within the forum state. Daimler AG v. Bauman, 571 U.S. 117, 138-39, 134 S. Ct. 746, 761 (2014) (second alternation in original) (internal quotations omitted); see also Marchand, 83 S.W.3d at 796. General jurisdiction requires a showing that a nonresident defendant conducted substantial activities within the forum, a "more demanding minimum contacts analysis" than for specific jurisdiction. PHC-Minden, L.P. v. Kimberly-Clark Corp., 235 S.W.3d 163, 168 (Tex. 2007) (internal quotations omitted); see also BNSF Ry. Co. v. Tyrrell, 137 S. Ct. 1549, 1558-59 (2017) (general jurisdiction may be appropriate in "exceptional case[s]" where "a corporate defendant's operations in another forum" essentially "render the corporation at home in that [s]tate") (internal quotations omitted)). Specific jurisdiction, however, is established if the nonresident defendant's alleged liability arises from or relates to an activity conducted within the forum. Marchand, 83 S.W.3d at 796. When specific jurisdiction is asserted, the minimum contacts analysis focuses on the relationship between the defendant, the forum, and the litigation. Moki Mac River Expeditions v. Drugg, 221 S.W.3d 569, 575-76 (Tex. 2007).

Foreseeability is an important consideration in deciding whether a nonresident defendant has purposefully established minimum contacts with the forum state. Burger King Corp., 471 U.S. at 474, 105 S. Ct. at 2183; Guardian Royal, 815 S.W.2d at 227. The concept of foreseeability is implicit in the requirement that there be a substantial connection between the nonresident defendant and Texas, arising from actions or conduct of the nonresident defendant purposefully directed toward Texas. Guardian Royal, 815 S.W.2d at 227.

Specific Jurisdiction

In their second and third issues, the Hunter parties argue that the trial court erred in concluding that Texas has specific jurisdiction over them because "no substantial connection exists between [appellees'] claims and [their] purported contacts with Texas"²¹ and the evidence does not establish an attorney-client relationship between the Hunter parties and Preston.

21 Generally, where a case involves several defendants, the court must examine, "each defendant's actions and contacts with the forum"; the defendants' contacts cannot be aggregated. See Morris v. Kohls-York, 164 S.W.3d 686, 693 (Tex. App.—Austin 2005, pet. dism'd). Here, although in conducting our review we have assessed each defendant's contacts with the forum, because the facts related to Hunter and HHS are so intertwined, as Hunter is an HHS attorney, we discuss the facts related to the Hunter parties together. See TEX. R. APP. P. 47.1.

In determining whether appellees have pleaded sufficient jurisdictional facts, we consider their pleadings as well as their response to the special appearance motions. See TEX. R. CIV. PROC. 120a(3); Max Protetch, Inc. v. Herrin, 340 S.W.3d 878, 883 (Tex. App.—Houston [14th Dist.] 2011, no pet.); Touradji v. Beach Capital P'ship, L.P., 316 S.W.3d 15, 23 (Tex. App.—Houston [1st Dist.] 2010, no pet.). In conducting our review, we accept as true the allegations in appellees' petition. See Tex. Dep't of Transp. v. Ramirez, 74 S.W.3d 864, 867 (Tex. 2002) (in considering jurisdictional motions, reviewing court construes liberally pleadings in plaintiff's favor); Max Protetch, 340 S.W.3d at 883; Touradji, 316 S.W.3d at 23.

In their fifth amended petition, appellees allege that in July 2006, Preston, a Texas resident, became the executive vice president of Trof, a Delaware corporation with its principal place of business in Dallas, Texas. On September 17, 2010, he signed the 2010 employment agreement with MarOpCo, a Texas corporation with its principal office in Dallas, Texas, and became its president. And on December 5, 2014, Preston received the 2014 employment agreement, accepting the position of vice president of MarOpCo and a reduction of his base salary of approximately fifty percent. According to appellees, the Hunter parties fraudulently induced Preston into signing the 2014 employment agreement by promising him that he would receive certain disclaimed Trof shares.

While employed at MarOpCo and Trof, Preston worked at the Tidwell office in Houston, Texas. In addition to his duties and responsibilities for MarOpCo and Trof, he maintained oversight of his personal affairs and other entities at the Tidwell office. In performing his duties and responsibilities in regard to his personal affairs and the other entities, Preston used and relied on files, correspondence, records, documents, and other data and information that he maintained at the Tidwell office.

In 2014, while Preston was employed by MarOpCo and Trof, HHS attorney Hunter suggested that he create Rusk Capital, an equity investment firm focusing on the purchase of oil and gas producing properties, including Idzig, an entity owned by Elaine and Pierce Jr., administered by MarOpCo, and managed by Preston. Based on Hunter's suggestion, Preston agreed to pursue the opportunity and created Rusk Capital. Although Preston is the sole owner and manager of Rusk Capital, Hunter was the "impetus behind [its] creation" and participated in lengthy meetings in Houston, Texas related to the company's creation. Hunter also told Preston that Elaine had suggested the idea. And he encouraged Preston to purchase Idzig and other oil and gas interests that Preston had been managing. According to appellees, the eventual termination of Preston's employment with MarOpCo and Trof related, in part, to the creation of Rusk Capital.

Rusk Capital maintained its principal office at the Tidwell office, and Preston purchased, used, and/or relied on computers, computer servers, and other equipment and property maintained at the Tidwell office to conduct its business. For instance, he purchased the Rusk Capital server to store data for the company, his personal affairs, and the other entities. Rusk Capital, thus, maintained, at the Tidwell office, trade secrets and proprietary and confidential information, including, but not limited to, employee records and information about actual and potential investors, investment opportunities, business strategies, business analysis, and due diligence.

While employed by MarOpCo and Trof, Preston received, at the Tidwell office, the May 22, 2015 letter, which was allegedly drafted by the Hunter parties and contained certain instructions with which he was required to comply. Because Preston did not fully comply with these instructions, he then received, at the Tidwell office, the June 11, 2015 termination letter, also allegedly drafted by the Hunter parties, terminating, effective immediately, his employment with MarOpCo and Trof. Appellees allege, thus, that the Hunter parties caused the termination of Preston's employment.

According to appellees, upon termination of Preston's employment, he was immediately prohibited from entering the Tidwell office, his access entry cards were deactivated, and the locks on the office's secured doors were changed. However, appellees' property, computers, server, files, equipment, furniture, confidential and proprietary information, and privileged documents and communications remained in the Tidwell office and could not be accessed by them.

Appellees further allege that the Hunter parties took possession of appellees' property and confidential and privileged information that was located at the Tidwell office. Specifically, the Hunter parties participated in the removal, collection, copying, and maintenance of appellees' property and confidential and privileged information. Hunter was responsible for HHS attorneys traveling to Houston, Texas, to remove appellees' property and copy confidential and privileged information. And Hunter was responsible for the subsequent misuse of appellees' property and information. Further, HHS attorney Trevino traveled to Houston, Texas for the purpose of closing the Tidwell office, and while doing so, he created a forensic image of appellees' computer equipment and participated in the transfer of appellees' confidential and privileged information to external electronic devices.

In regard to Hunter and HHS, appellees allege that Hunter had established an attorney-client relationship with Preston. Hunter and HHS sent Preston "hundreds of emails rendering legal advice on a variety of topics" pertaining to his personal affairs and matters involving his various representative capacities. And Hunter, while advising Preston on personal affairs and matters related to his representative capacities, breached his fiduciary duties to Preston by actively seeking to remove him from his positions in the Marshall family's businesses and entities.

Appellees bring claims²² against the Hunter parties for tortious interference with existing contracts, i.e., the 2010 and 2014 employment agreements; tortious interference with continuing business relationships, i.e., Preston's relationship with Rusk Capital and the other entities; violation of privacy rights, as the Hunter parties took and possessed appellees' property and confidential and privileged information; conversion, as the Hunter parties removed appellees' property from the Tidwell office, created a forensic image of appellees' computer equipment and information, and used appellees' confidential and privileged information and data; trespass to chattel, as the Hunter parties wrongfully possessed appellees' property; harmful access by computer, as the Hunter parties knowingly accessed, disassembled, imaged, and physically removed appellees' computer equipment from the Tidwell office and knowingly accessed appellees' confidential and privileged information and data; breach of fiduciary duty owed to the Marshall family and to Preston, individually; knowing participation in a breach of fiduciary duty; fraud, fraudulent inducement, including the Hunter parties' fraudulent inducement of Preston to enter into the 2010 and 2014 employment agreements, and fraudulent concealment; statutory fraud, as the Hunter parties made false representations that Preston would receive certain disclaimed Trof shares; and conspiracy "to gain wrongful access to [appellees'] computer equipment, to convert [appellees'] [p]rivileged [i]nformation, to violate [appellees'] privacy, to limit Preston's access to important data, and to wrongfully remove Preston from his positions at Trof and MarOpCo."

22 As previously noted, in regard to specific jurisdiction, we need not address each of appellees' claims on a claim-by-claim basis where they essentially arise from the same forum contacts. See Moncrief Oil Int'l Inc. v. OAO Gazprom, 414 S.W.3d 142, 150-51 (Tex. 2013); Proppant Sols., LLC v. Delgado, 471 S.W.3d 529, 537 (Tex. App.—Houston [1st Dist.] 2015, no pet.).

In regard to jurisdiction, appellees allege that Texas has personal jurisdiction over the Hunter parties. The Hunter parties have conducted extensive business in Texas and participated in endeavors to gain extensive additional business in Texas. Hunter, individually, has directed his activities toward Texas and availed himself of the privilege of conducting activities in Texas. The instant suit arose out of the Hunter parties' contacts and activities in Texas. And Hunter and certain other HHS attorneys are licensed attorneys in Texas, maintain Texas State Bar licenses, and have performed legal work in Texas, including, but not limited to, performing legal work related to the current dispute. Moreover, appellees allege that any acts committed by Hunter, and complained of by them in their petition, were also committed by Hunter acting as an agent of HHS and in furtherance of its business.

Appellees also allege that the Hunter parties have represented the Marshall family in dozens of legal matters in Texas. HHS maintains a full-time employee in Texas. And the Hunter parties have repeatedly engaged in meetings and transactions in Texas in support of MarOpCo and members of the Marshall family.

In regard to specific jurisdiction, appellees allege that the Hunter parties played material role in the termination of Preston's employment with MarOpCo, a Texas corporation, and Trof, a corporation with its principal place of business in Dallas, Texas; Hunter played a material role in the creation of Rusk Capital; the Hunter parties collected, removed, and copied or imaged appellees' property, computer equipment, and confidential and privileged information located at the Tidwell office; Hunter sent HHS attorneys to Texas, who then removed and copied or imaged appellees' property, computer equipment, and confidential and privileged information located at the Tidwell office; Hunter spearheaded the subsequent misuse of appellees' confidential and privileged information that had been removed from the Tidwell office; and the Hunter parties purposefully entered Texas to accept, take, or use appellees' property and confidential and privileged information located at the Tidwell office.

In their special appearances,²³ the Hunter parties argued that Texas does not have specific jurisdiction over them because they had not purposefully availed themselves of the privilege of conducting activities within Texas and their limited contacts do not give rise to jurisdiction. According to HHS, it has had only limited interactions with Texas because it does not operate a law firm in Texas; has never been licensed or otherwise authorized to do business in Texas; has never paid taxes in Texas or owned real property in Texas; does not have a registered agent for service of process in Texas; and has never advertised in Texas. According to Hunter, he has had only limited interactions with Texas because he is not domiciled in Texas; has never owned, leased, rented, or controlled any real or personal property in Texas; has never maintained accounts at either savings or loan associations or banks in Texas; has never committed a tort in Texas; does not operate a law office in Texas; and has never paid taxes in Texas. Moreover, Hunter's law firm, HHS, does not have a registered agent for service of process in Texas, and it has never advertised in Texas.²⁴

23 Although Hunter and HHS filed separate special appearances, the arguments made by them are nearly identical, and we address them together.

24 We note that in Proskauer Rose LLP v. Pelican Trading, Inc., a case relied upon by the Hunter parties, the court noted that whether a law firm practices in Texas, has a registered agent, offices, property, or employees in Texas, or advertises in Texas are relevant to a general-jurisdiction inquiry, and not a specific-jurisdiction analysis, as the Hunter parties assert in the instant case. No. 14-08-00283-CV, 2009 WL 242993, at *2 (Tex. App.—Houston [14th Dist.] Feb. 3, 2009, no pet.) (mem. op.). The Hunter parties do not cite any authority to support their assertion that such characteristics insulate them from specific jurisdiction. We further note that it is conceivable that parties may have significant ties to more than one state. See In re L.E., No. 07-02-0417-CV, 2004 WL 62712, at *2 (Tex. App.—Amarillo Jan. 14, 2004, pet. denied) (mem. op.).

Further, the Hunter parties argued that they cannot be subject to specific jurisdiction in Texas because appellees "make [only] one allegation to support [their] assertion of specific jurisdiction over" them, i.e. that HHS attorney Trevino "personally" imaged the Rusk Capital server located at the Tidwell office. (internal quotations omitted.) And any involvement by the Hunter parties in this activity was conducted in their role as counsel to MarOpCo.

In response to the Hunter parties' special appearances,²⁵ appellees asserted that the Hunter parties had committed numerous torts in Texas that they directed at appellees, Texas residents, and the Hunter parties' contacts with Texas relate to the subject matter of the parties' dispute. Specifically, appellees argued that their claims arise from and relate to the Hunter parties' activities in Texas because the Hunter parties: (1) drafted the 2014 employment agreement and its cover letter; (2) advised Preston about the 2014 employment agreement while he was in Texas; (3) fraudulently induced Preston to sign the 2014 employment agreement, which was then primarily performed in Texas, and to accept the position of vice president of MarOpCo, a Texas corporation; (4) advised Preston in person at over a dozen meetings in Texas; (5) advised Preston, including during meetings in Houston, Texas, to purchase Idzig and create Rusk Capital, an equity investment firm focusing on the purchase of oil and gas producing properties with a principal place of business in Houston, Texas; (6) purposefully extended, in Texas, several fraudulent promises to Preston about his receiving of certain disclaimed Trof shares; (7) engineered the termination of Preston's employment from MarOpCo and Trof and drafted and sent documents pertaining to the termination to Texas for use in Texas; (8) locked appellees out of the Tidwell office, confiscating their property and confidential and privileged information located at the Tidwell office; (9) arranged for a Texas company to make a forensic image of appellees' computer equipment and confidential and privileged information that was found at the Tidwell office; and (10) breached fiduciary duties owed to Preston, a Texas resident.

25 See TEX. R. CIV. PROC. 120a(3); Max Protetch, Inc. v. Herrin, 340 S.W.3d 878, 883 (Tex. App.—Houston [14th Dist.] 2011, no pet.); Touradji v. Beach Capital P'ship, L.P., 316 S.W.3d 15, 23 (Tex. App.—Houston [1st Dist.] 2010, no pet.).

Appellees attached to their response to the Hunter parties' special appearances, numerous exhibits,²⁶ including, but not limited to: portions of Hunter's June 1, 2016 and June 2, 2016 depositions; emails between Preston and HHS attorneys and employees; a letter from HHS attorney Trevino; portions of Elaine's April 19, 2016 deposition; the May 22, 2015 letter; the June 11, 2015 termination letter; Preston's July 9, 2016 affidavit; Trevino's January 12, 2016 affidavit; portions of Pierce Jr.'s July 6, 2016 deposition; Texas State Bar information for Hunter;²⁷ portions of the May 23, 2016 deposition of Sheldon J. Black, C.P.A.; and several "Marshall Family Meeting" minutes and presentations.

26 See TEX. R. CIV. PROC. 120a(3); Max Protetch, 340 S.W.3d at 883; Touradji, 316 S.W.3d at 23.

27 The Texas State Bar information reveals that Hunter received his Texas State Bar license in 1994, is employed by HHS, and his primary practice location is Lake Charles, Louisiana.

In his affidavit, Preston testified that he is a resident of Harris County, Texas, "[o]ver the course of the last ten to eleven years, [he] ha[s] exchanged thousands of emails and attachments" with Hunter and attorneys or employees of HHS, and he has lived in Texas during the entirety of his exchanges with the Hunter parties. He signed the 2014 employment agreement in Texas. And he was in Texas when he received a letter from HHS attorney Trevino notifying him of the promise to award him certain disclaimed Trof shares.

Preston further testified that Hunter and HHS attorney Trevino attended a meeting in Houston, Texas during which Hunter proposed that Preston purchase Idzig; the Hunter parties attended "Marshall Family Meetings," all of which, except one, took place in Texas and during which the Hunter parties discussed strategic issues regarding managing the preservation and transfer of the Marshall family's businesses and assets; the "Marshall Family Meetings" affected "the disposition of hundreds of millions of dollars, a sizeable portion of which [was] located in Texas banks, owned by Texas residents, or held by entities for the benefit of Texas residents"; the Hunter parties have made in excess of four million dollars related to the Marshall family; in 2012, the Hunter parties advised the Marshall family extensively regarding litigation in the Southern District of Texas, during which they traveled to Texas, attended settlement meetings in Texas, and were involved in settlement negotiations with Texas counsel; and the Hunter parties advised the Marshall family, including Preston, in Texas regarding the Anna-Nicole-Smith litigation. Moreover, Preston has met with "a member of the Hunter [p]arties in Texas over a dozen times in the past ten years."

In his depositions, Hunter testified that he and HHS participated in preparing the 2014 employment agreement and cover letter sent to Preston; HHS attorney Trevino erroneously told Preston that he would be given certain disclaimed Trof shares; Hunter did not tell Preston that he would not be receiving the disclaimed Trof shares; Hunter suggested to Preston that he should "make an offer to purchase Idzig"; Hunter and HHS received fees for work performed for the Marshall family's benefit; Hunter has "worked for individual members of the Marshall family . . . in excess of 30 years"; Hunter has represented "everyone in the family . . . not on every subject," but "on some topic or another at some time"; Hunter continues to represent Elaine, a Texas resident and client of HHS, and HHS receives payment for the services that it and Hunter provide to Elaine; and "the billings" for the Hunter parties' time in representing the Marshall family have been in excess of one million dollars.

In her deposition, Elaine testified that she has "work[ed] with" HHS attorneys on letters, including the May 22, 2015 letter that was sent to Preston in Houston, Texas prior to the termination of his employment.

In his affidavit, Trevino testified that he is an attorney at HHS, a Louisiana law firm, licensed to practice law in Louisiana, as well as the Northern and Southern Districts of Texas, and one of the attorneys at HHS who works for Elaine and the entities that she controls, including MarOpCo. Preston was an employee and the vice president of MarOpCo and his employment was terminated on June 11, 2015. Immediately after the termination of Preston's employment, Trevino learned that Preston "had caused various MarOpCo computers and a server," located in the Tidwell office, "to be wiped clean and destroyed." However, two other servers and various other computer equipment remained at the Tidwell office. Thus, Trevino "retained a forensic company to make an image of [the] two servers and a computer" from the Tidwell office. "The forensic image or images . . . that [Trevino] obtained through [the] forensic company contained . . . emails . . . between Preston . . . and an attorney." HHS initially "simply stored the forensic image containing the [above referenced] emails without accessing them in any way." However, after "Preston filed MarOpCo's privileged emails . . . in an unrelated Louisiana case," Trevino began reviewing "the forensic image," which contained the emails between Preston and an attorney. (Emphasis omitted.) And Trevino opined that the emails that were sent between Preston and his attorney are the property of MarOpCo for various reasons.

In his deposition, Pierce Jr. testified that he was involved in the creation of a forensic image of certain computer equipment located in the Tidwell office. Specifically, after the termination of Preston's employment, HHS attorney Trevino traveled to Houston, Texas to assist in the closing of the Tidwell office. While in Houston, Trevino, at the direction of Pierce Jr., caused "a [forensic] mirror image" to be made of the information and data located on four pieces of computer equipment from the Tidwell office. This computer equipment consisted of, but was not limited to, a server, a workstation, and Preston's laptop computer. ACE, a Houston, Texas company, made the forensic image, and HHS thereafter retained the forensic image. According to Pierce Jr., another law firm then subsequently obtained from HHS the information and data found on the computer equipment at the Tidwell office, including certain email correspondence.

Pierce Jr. further testified that HHS had represented and advised him in his individual capacity in the past and while he was located in Dallas, Texas. And HHS had drafted his employment agreement with MarOpCo, which he executed in Texas.

In his deposition, Black testified that in 2015, prior to the termination of Preston's employment, HHS attorney Trevino came to the Tidwell office with a "U-Haul" "to get a bunch of records."

The email correspondence attached to appellees' response shows that Hunter, in June 2014, told Preston that "steps" were being taken to give him possession of certain Trof shares disclaimed by Elaine; Hunter told Preston that he "represent[s] everyone in the family," although "not on every subject" and Pierce Jr. "wanted to make sure [that Hunter] was protecting [Preston]" on matters related to Preston and certain issues about marriage; Hunter and HHS attorneys and employees engaged in conversations with Preston about his "separate property," "community property," installment sales for entities either owned by him or that employed him, estate planning and distribution issues related to Preston's personal finances and tied to entities he owned, and establishing trusts for his benefit. Further, the email correspondence shows that the Hunter parties participated in "Marshall Family Meeting[s]" in Texas;²⁸ the Hunter parties' files and records related to the Marshall Family were maintained in Austin, Texas; HHS employee Wicker's mailing address is in Johnson City, Texas; and Hunter and other HHS attorneys traveled to Houston, Texas frequently.

28 The "minutes" and presentations from "Marshall Family Meeting[s]" show that Hunter and HHS employee Wicker attended the meetings in Dallas, Texas. During such meetings, the Hunter parties advised the attendees, including Preston, on various matters, including legal matters.

The letters attached to appellees' response include an April 14, 2014 letter from Trevino, referencing a February 5, 2014 meeting in Houston, Texas and evidencing knowledge of Preston's desire to purchase Idzig and the promised distribution of Trof shares to him. The May 22, 2015 letter, purportedly drafted by the Hunter parties, showing that it was sent to Preston at the Tidwell office. And the June 11, 2015 termination letter, purportedly drafted by the Hunter parties and sent to Preston at the Tidwell office, terminating his employment with MarOpCo and Trof and stating that he could no longer enter the Tidwell office and access any property located there.

Here, the pleadings and evidence,²⁹ as outlined in great detail above, support the trial court's implied findings that the Hunter parties have sufficient minimum contacts with Texas and these contacts are substantially connected to the operative facts of the litigation for the exercise of specific jurisdiction over them to be proper. See Moki Mac, 221 S.W.3d at 575-76. Accordingly, we conclude the Hunter parties have not negated all bases for an assertion of specific jurisdiction over them.

29 See Bland Indep. Sch. Dist. v. Blue, 34 S.W.3d 547, 555 (Tex. 2000).

On appeal, however, the Hunter parties first argue that specific jurisdiction cannot exist in this case because appellees' claims "arise from the Hunter [p]arties' alleged conduct as counsel to" MarOpCo. In regard to this argument, the Hunter parties rely on Proskauer Rose LLP v. Pelican Trading, Inc., No. 14-08-00283-CV, 2009 WL 242993 (Tex. App.—Houston [14th Dist.] Feb. 3, 2009, no pet.) (mem. op.). In Proskauer, the plaintiffs, in Texas, sued a New York law firm that had provided them with a tax strategy opinion letter that was created in New York. 2009 WL 242993, at *1. The law firm filed a special appearance, which the trial court denied. Id. On appeal, the appellate court addressed whether the law firm's contact with Texas established either general or specific jurisdiction. Id. at *2-5. In doing so, the court identified only five emails and one letter to and from the law firm, constituting the entirety of the law firm's "entrance" into Texas. Id. at *3. The court noted that the law firm did not initiate its representation of the plaintiffs, but it was recommended to them by a third party, the law firm's legal advice was conceived in New York, and the legal advice came to Texas based on contact that the law firm did not initiate. Id. at *3-5. We conclude that Proskauer is not applicable to the instant case, particularly because appellees are not simply asserting that the mere existence of an attorney-client relationship between a Texas resident and a nonresident attorney is sufficient to confer specific jurisdiction over the Hunter parties; the factual circumstances involved in Proskauer are substantively distinguishable from those presented here;³⁰ and appellees have not alleged contacts between the Hunter parties and Texas that are based solely on their representation of MarOpCo.

30 We also conclude that the Hunter parties' reliance on Star Technology, Inc. v. Tultex Corp. is misplaced. 844 F. Supp. 295, 296, 298-300 (N.D. Tex. 1993) (noting only two contacts with Texas, majority of attorney's work occurred in Washington D.C., and Texas work handled by local counsel).

The Hunter parties next argue that specific jurisdiction cannot exist in this case because "telephone calls, emails, and mail between a nonresident defendant and a Texas resident are insufficient minimum contacts to establish specific jurisdiction." (Internal quotations omitted.) See Furtek & Assocs., L.L.C. v. Maxmus Healthcare Partners, LLC, No. 02-15-00309-CV, 2016 WL 1600850, at *5 (Tex. App.—Fort Worth Apr. 21, 2016, no pet.) (mem. op.). However, we note that the court's determination in Furtek that the nonresident defendants had insufficient contacts with Texas to establish specific jurisdiction hinged on the fact that the contact that the defendants had could only be described as "fortuitous." Id. at *5-6 (internal quotations omitted). Notably, the nonresident defendants never purposefully traveled to Texas. Id. at *5. And did not solicit business in Texas; and the plaintiff's predecessor company was introduced to the nonresident defendants by an unrelated third-party in Florida. Id. at *1. We conclude that Furtek is not applicable to the instant case because the Hunter parties' contacts with Texas cannot in any way be characterized as merely "fortuitous." See id. at *5-6.

The Hunter parties further argue that specific jurisdiction cannot exist in this case because the claims of appellees either fail as a matter of law or are not supported by the evidence. However, such arguments are not appropriate at the special-appearance stage because the merits of appellees' underlying claims are not at issue when deciding whether Texas has personal jurisdiction. See Michiana, 168 S.W.3d at 790-91 (rejecting proposition nonresident defendant can defeat jurisdiction by proving no tort); Richardson v. MH Outdoor Media, LLC, No. 14-16-00041-CV, 2016 WL 4921104, at *8 (Tex. App.—Houston [14th Dist.] Sept. 15, 2016, no pet.) (mem. op.); Dresser-Rand Grp., Inc. v. Centauro Capital, S.L.U., 448 S.W.3d 577, 584 (Tex. App.—Houston [14th Dist.] 2014, no pet.) (ultimate liability not jurisdictional fact, merits of claims not at issue in determining personal jurisdiction).

In regard to Hunter specifically, the Hunter parties argue that specific jurisdiction cannot exist in this case because appellees "do not contend that . . . Hunter engaged in any conduct personally" and "[n]o other person or entity's conduct may be imputed to him for jurisdictional purposes." See Langston, Sweet & Freese, P.A. v. Ernster, 255 S.W.3d 402, 410-11 (Tex. App.—Beaumont 2008, pet. denied). However, the allegations contained in appellees' fifth amended petition, and the assertions in their response to the Hunter parties' special appearances, dispel this argument. And the instant case is substantively distinguishable from Langston, upon which the Hunter parties rely, where there was no evidence that the nonresident attorney was involved in any matters related to the litigation; he was simply an employee of the law firm. Cf. id.

Finally, the Hunter parties assert that specific jurisdiction cannot exist in this case based on the indemnity agreement between them and the Marshall family that purportedly requires various Marshall family entities and family members to indemnify them in the instant Texas-based litigation. We have not considered the existence of this indemnity agreement in our jurisdictional analysis. See generally Koll Real Estate Grp., Inc. v. Purseley, 127 S.W.3d 142, 148 (Tex. App.—Houston [14th Dist.] 2003, no pet.) ("[E]ven if we were to agree that the indemnity obligations were a 'minimum contact' with Texas, an assertion of jurisdiction over [nonresident defendant] based on that contract would be inappropriate because the . . . plaintiffs' cause of action does not arise out of that contract.").

We overrule the Hunter parties' second and third issues.³¹

31 Based on our disposition of the Hunter parties' second issue, we need not address their first issue regarding general jurisdiction. See Am. Express Centurion Bank v. Haryanto, 491 S.W.3d 337, 346 n.8 (Tex. App.—Beaumont 2016, no pet.); Citrin Holdings, LLC v. Minnis, 305 S.W.3d 269, 279 (Tex. App.—Houston [14th Dist.] 2009, no pet.); see also TEX. R. APP. P. 47.1.

Traditional Notions of Fair Play and Substantial Justice

In their fourth issue, the Hunter parties argue that the trial court erred in concluding that Texas has personal jurisdiction over them because exercising personal jurisdiction over them would violate traditional notions of fair play and substantial justice.

The exercise of personal jurisdiction over a nonresident defendant must also comport with traditional notions of "fair play and substantial justice." Guardian Royal, 815 S.W.2d at 228. The burden is on the nonresident defendant to present a compelling case that the presence of some other considerations renders the exercise of jurisdiction unreasonable. Id. at 231; see also Hoagland v. Butcher, 396 S.W.3d 182, 196 (Tex. App.—Houston [14th Dist.] 2013, pet. denied). In making a determination, a court generally must look to the following factors: (1) the burden on the defendant; (2) the interests of the forum state in adjudicating the dispute; (3) the plaintiff's interest in obtaining convenient and effective relief; (4) the interstate judicial system's interest in obtaining the most efficient resolution of controversies; and (5) the shared interest of the several states in furthering substantive social policies. Guardian Royal, 815 S.W.2d at 228, 231. Only in rare cases will the exercise of jurisdiction not comport with fair play and substantial justice when a nonresident defendant has purposefully established minimum contacts with the forum state. Id. at 231. Furthermore, distance from the forum is generally not sufficient to defeat jurisdiction because the availability of "modern transportation and communication have made it less burdensome for a party sued to defend [itself] in a [s]tate where [it] engages in economic activity." McGee v. Int'l Life Ins. Co., 355 U.S. 220, 223, 78 S. Ct. 199, 201 (1957).

Here, despite the Hunter parties' burden to present a compelling case that the presence of some other consideration would render jurisdiction unreasonable, they, in both their special-appearance motions and briefs in support of their special appearances, merely list the factors that a court must consider and simply state that "there is nothing fair and equitable about" haling HHS, a Louisiana limited liability company "without minimum contacts with Texas," or Hunter, "an individual who is not a Texas resident and who is without minimum contacts with Texas," "into a Texas court to confront a frivolous lawsuit." Cf. Hoagland, 396 S.W.3d at 196 (merely listing factors court must consider does not meet defendant's burden).

On appeal, the Hunter parties argue that it would impose a significant burden on them to litigate in Texas because Hunter "splits his time between Florida and Utah," the "vast majority of HHS's legal work and revenue derives from activities outside of Texas," and Texas has no serious interest in adjudicating a dispute between appellees and the Hunter parties as the Hunter parties have no direct relationship with appellees.

As discussed above, we have concluded that the Hunter parties' have established sufficient minimum contacts with Texas and there is a substantial connection between their contacts with Texas and the operative facts of the litigation. See Moki Mac, 221 S.W.3d at 575-76. Texas has an obvious interest in providing a forum for resolving disputes involving its citizens, particularly disputes in which nonresident defendants have allegedly committed a tort in whole or in part in Texas. See Hoagland, 396 S.W.3d at 196; Paul Gillrie Inst., 183 S.W.3d at 764; D.H. Blair Inv. Banking Corp. v. Reardon, 97 S.W.3d 269, 278 (Tex. App.—Houston [14th Dist.] 2002, pet. dism'd w.o.j.). And Texas has a manifest interest in providing its residents with a convenient forum for redressing injuries that a nonresident defendant inflicts. See Max Protetch, 340 S.W.3d at 888-89; Glencoe Capital Partners II, L.P. v. Gernsbacher, 269 S.W.3d 157, 168 (Tex. App.—Fort Worth 2008, no pet.).

Further, we note that any purported burden on the Hunter parties to travel to Houston, Texas, located only hours away from HHS's principal place of business in Lake Charles, Louisiana, and litigate the instant suit is not so great as to be inconsistent with the constitutional guarantees of due process. See D.H. Blair Inv., 97 S.W.3d at 278; see also Guardian Royal, 815 S.W.2d at 232 (recognizing interests of forum state and plaintiff frequently will justify even severe burden placed upon nonresident defendant); Haryanto, 491 S.W.3d at 347 ("[T]he distance that a defendant may be required to travel is not a significant consideration in deciding whether a person would be unduly burdened, given modern transportation and facts that do not show the defendant is unable to travel."); Paul Gillrie Inst., 183 S.W.3d at 764 (noting factors such as fact "that defending [a] suit in Texas might necessitate unwelcome travel and expense for [defendants]" not alone determinative).

Ultimately, the Hunter parties have not identified any considerations that would render exercising jurisdiction in Texas unreasonable. We conclude that the exercise of personal jurisdiction over the Hunter parties in this case comports with traditional notions of fair play and substantial justice.

We overrule the Hunter parties' fourth issue.

Immunity

In their fifth issue, the Hunter parties argue that the trial court erred in concluding that Texas has personal jurisdiction over them because, to the extent that appellees' claims involve conduct that was part of the Hunter parties' "discharge of their duties to MarOpCo," they are immune from suit.

Generally, attorneys are immune from civil liability to non-clients for actions taken as "part of the discharge of the lawyer's duties in representing his . . . client." Cantey Hanger, LLP v. Byrd, 467 S.W.3d 477, 481 (Tex. 2015) (internal quotations omitted); see also Sacks v. Zimmerman, 401 S.W.3d 336, 340 (Tex. App.—Houston [14th Dist.] 2013, pet. denied). However, an attorney's protection from liability arising out of his representation of a client is not without limits. Alpert v. Crain, Caton & James, P.C., 178 S.W.3d 398, 406 (Tex. App.—Houston [1st Dist.] 2005, pet. denied); see also Sacks, 401 S.W.3d at 340. An attorney cannot shield his own willful and fraudulent actions from liability simply on the ground that he was an agent of his client. Alpert, 178 S.W.3d 406; see also JJJJ Walker, LLC v. Yollick, 447 S.W.3d 453, 470 (Tex. App.—Houston [14th Dist.] 2014, pet. denied) (attorney is personally liable for his own fraudulent and tortious acts); Sacks, 401 S.W.3d at 340. This reasoning applies to attempts by attorneys to escape personal jurisdiction.

As the Dallas Court of Appeals has explained, the fiduciary shield doctrine protects a nonresident corporate officer or employee from the exercise of jurisdiction when all of his contacts with Texas were made on behalf of his employer. See Tabacinic v. Frazier, 372 S.W.3d 658, 668 (Tex. App.—Dallas 2012, no pet.). However, the doctrine does not protect a corporate officer or employee from the exercise of specific jurisdiction as to torts for which the officer or employee may be held liable. Id.; see also Ennis v. Loiseau, 164 S.W.3d 698, 707 (Tex. App.—Austin 2005, no pet.). And corporate agents are individually liable for fraudulent and tortious acts committed while in service of their corporation. Tabacinic, 372 S.W.3d at 668. Thus, a corporate officer or employee is not protected from the exercise of specific jurisdiction, even if all of his contacts were performed in a corporate capacity, if the officer or employee engaged in tortious or fraudulent conduct directed at the forum state for which he may be held personally liable. Tabacinic, 372 S.W.3d at 668-69; see also Ennis, 164 S.W.3d at 707-08.

Here, appellees have brought claims against the Hunter parties for tortious interference with existing contracts, tortious interference with continuing business relationships, violation of privacy rights, conversion, trespass to chattel, harmful access by computer, breach of fiduciary duty, knowing participation in a breach of fiduciary duty, fraud, fraudulent inducement, fraudulent concealment, statutory fraud, and conspiracy. The Hunter parties cannot avoid personal jurisdiction in the instant case by simply asserting immunity.

We overrule the Hunter parties' fifth issue.

In sum, we conclude that the pleadings and the evidence support the trial court's implied findings that the Hunter parties' contacts with Texas are sufficient to create specific jurisdiction over them, the exercise of personal jurisdiction over the Hunter parties in this case comports with traditional notions of fair play and substantial justice, and they cannot avoid personal jurisdiction by asserting immunity. Accordingly, we hold that the trial court did not err in denying the Hunter parties' special appearances.

Conclusion

We affirm the order of the trial court,³² and we dismiss all pending motions as moot.

32 On July 28, 2016, the trial court signed an order denying the Hunter parties' special appearances. On August 4, 2018, the trial court signed a subsequent order denying the Hunter parties' special appearances, "oral motion[s] for findings of fact and conclusions of law," and "oral motion[s] for a stay of discovery." See SLT Dealer Grp., Ltd. v. AmeriCredit Fin. Servs., Inc., 336 S.W.3d 822, 832 (Tex. App.—Houston [1st Dist.] Feb. 17, 2011, no pet.) ("Any change in a judgment made during the trial court's plenary power is treated as a modified or reformed judgment that implicitly vacates and supersedes the prior judgment, unless the record indicates a contrary intent." (internal quotations omitted)); Quanaim v. Frasco Restaurant & Catering, 17 S.W.3d 30, 39-40 (Tex. App.—Houston [14th Dist.] 2000, pet. denied).

Terry Jennings

Justice Panel consists of Justices Jennings, Keyes, and Higley.