Keaty LLC, TM Keaty and Associates Inc., and Steven Keaty, Appellants,
Blueprint Summer Programs Inc. and Michael Dodson, Appellees.
District Court, Salt Lake Department The Honorable Richard D.
McKelvie No. 179910990
Springer, Attorney for Appellants
D. Heideman and Thomas R. McCosh, Attorneys for Appellees
Diana Hagen authored this Opinion, in which Judges Kate
Appleby and Jill M. Pohlman concurred.
Keaty LLC, TM Keaty and Associates Inc., and Steven Keaty
(collectively, the Keaty parties) appeal the district
court's dismissal of their claims arising out of their
business dealings with Blueprint Summer Programs Inc.
(Blueprint) based on lack of personal jurisdiction. We
conclude that Blueprint's affiliations with Utah are
insufficient to establish general jurisdiction and that the
facts alleged relating to the Keaty parties' individual
claims are insufficient to establish specific jurisdiction.
Accordingly, we affirm.
Steven Keaty is a Nevada resident who operates two
businesses: Keaty LLC and TM Keaty and Associates Inc. (TM
Keaty). Keaty LLC is a Nevada limited liability company with
a Utah address that offers business consulting services. TM
Keaty is a Utah corporation with a Utah address that offers
accounting and personal assistance services.
Blueprint is a company that runs summer camp programs for
high school students from across the country at college
campuses, none of which are in Utah. Blueprint is
incorporated and has offices in North Carolina. Michael
Dodson is an executive director at Blueprint and also resides
in North Carolina.
In February 2016, Keaty, Dodson, and another Blueprint
executive met at Blueprint's office in North Carolina to
arrange for Keaty LLC to provide consulting services to
Blueprint (the February meeting). Keaty LLC agreed to provide
consulting services to Blueprint for compensation in an
amount to be determined at a later date. Beginning shortly
thereafter, Keaty and Dodson participated in regular
telephone or video conference calls through which consulting
services were provided. Keaty participated in most, if not
all, of those calls from locations in Utah and Nevada.
During this course of dealing, Blueprint began to receive
accounting and personal assistance services through
Keaty's other company, TM Keaty. One particular TM Keaty
employee provided personal assistance services from Salt Lake
City, Utah. The agreement under which the employee provided
these services "expressly required her to remain an
employee of TM Keaty while providing services to Blueprint,
and also prohibited [the employee] from seeking employment
with Blueprint or entering into an employment relationship
with Blueprint." Additionally, Blueprint agreed
"not [to] seek to employ, nor actually employ, [the
employee] directly for a reasonable period based on the
services [the employee] provided to [Blueprint]." From
March to August 2016, TM Keaty regularly sent invoices to
Blueprint for services that were provided by TM Keaty
employees who lived and worked in Utah. Blueprint timely
remitted payments for those services to TM Keaty's Utah
By around August 2016, the relationship between the Keaty
parties and Blueprint had begun to deteriorate. When Keaty
sought clarification from Blueprint regarding compensation
for the consulting services provided by Keaty LLC, Blueprint
stopped returning calls for several weeks. Finally, during a
phone call with Dodson in October 2016, Keaty again asked
about the compensation for the consulting services, but
Blueprint was unwilling to address the issue. In December,
the Keaty parties sent Blueprint an invoice for Keaty's
services in the amount of $9, 338.80.
Also in August 2016, the TM Keaty employee who had performed
personal assistance services to Blueprint informed TM Keaty
that she intended to seek employment with Blueprint. TM Keaty
informed the employee that doing so would violate her
employment agreement. Then, "in anticipation of being
terminated," the employee quit her job with TM Keaty.
Immediately after that, the employee began working for
Blueprint. The employee's unexpected departure
"caused TM Keaty financial harm and caused TM Keaty to
incur executive costs."
As a result of the above-described facts, the Keaty parties
brought suit in Utah against Blueprint for numerous claims.
The district court dismissed all of the claims based on lack
of personal ...