Williams v. Icon Salt Lake City

UNITED STATES DISTRICT COURT FOR THE DISTRICT OF UTAH
CENTRAL DIVISION
DAVONNE WILLIAMS,
Plaintiff,
v.
ICON CLINICAL RESEARCH LLC d/b/a
ICON - SALT LAKE CITY,
Defendant.
REPORT AND RECOMMENDATION
TO GRANT MOTION TO DISMISS
(DOC. NO. 35) AND DISMISS ACTION
WITH PREJUDICE
Case No. 2:24-cv-00427
Chief District Judge Jill N. Parrish
Magistrate Judge Daphne A. Oberg
Proceeding without an attorney, Davonne Williams filed this action against
ICON - Salt Lake City, bringing claims for “fraudulent misrepresentation, disparate
treatment, unfair treatment, intentional infliction of emotional distress, material breach of
contract, promissory estoppel, negligence, retaliation,” and “other related claims.”1 Mr.
Williams’ claims relate to his participation in a clinical research study conducted by
ICON.2 The court previously granted ICON’s motion to dismiss for failure to state a
claim, and Mr. Williams was permitted to amend his complaint.3 ICON has now filed a
second motion to dismiss.4 As explained below, because Mr. Williams’ amended
1 (Compl. ¶ 1, Doc. No. 1.)
2 (Id.)
3 (See Order Adopting R. & R., Doc. No. 31; First Am. Compl. (Am. Compl.), Doc.
No. 32.)
4 (Def.’s Mot. to Dismiss Am. Compl. Pursuant to Fed. R. Civ. P. 12(b)(6) (Mot.), Doc.
No. 35.) Pharmaceutical Research Associates Inc. (PRA) appeared in this matter and
stated it is the correct defendant, because “ICON - Salt Lake City” is a nonexistent
entity, “the clinical trial at issue was administered by PRA,” the employees referenced in
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complaint fails to state a claim, the undersigned recommends5 the district judge grant
ICON’s motion and dismiss this action with prejudice.
LEGAL STANDARDS
Rule 12(b)(6) permits dismissal for “failure to state a claim upon which relief can
be granted.”6 To avoid dismissal under this rule, a complaint must allege “enough facts
to state a claim to relief that is plausible on its face.”7 At the motion to dismiss stage,
the court accepts well-pleaded factual allegations as true and views them in the light
most favorable to the plaintiff, drawing all reasonable inferences in the plaintiff’s favor.8
But the court need not accept a plaintiff’s conclusory allegations as true.9 “[A] plaintiff
must offer specific factual allegations to support each claim,”10 and “[t]hreadbare recitals
Mr. Williams’ complaint are PRA employees, and the contract at issue was “signed by
Plaintiff and an employee of PRA on behalf of PRA.” (Def.’s Notice of Misidentification
and Proper Def. 1, Doc. No. 15.) Accordingly, PRA appeared and filed the motions to
dismiss at issue. Mr. Williams’ amended complaint names the defendant as “ICON
Clinical Research LLC d/b/a ICON - Salt Lake City,” (Am. Compl. 1, Doc. No. 32), but
PRA maintains this is still incorrect, (Mot. 1 n.1, Doc. No. 35). Where PRA does not
move to dismiss on this basis, this issue need not be addressed. For clarity, this report
and recommendation refers to the defendant as “ICON.”
5 This case is referred to the undersigned magistrate judge pursuant to 28 U.S.C.
§ 636(b)(1)(B). (See Doc. No. 5.)
6 Fed. R. Civ. P. 12(b)(6).
7 Hogan v. Winder, 762 F.3d 1096, 1104 (10th Cir. 2014) (quoting Bell Atl. Corp. v.
Twombly, 550 U.S. 544, 547 (2007)).
8 Wilson v. Montano, 715 F.3d 847, 852 (10th Cir. 2013).
9 Hall v. Bellmon, 935 F.2d 1106, 1110 (10th Cir. 1991).
10 Kan. Penn Gaming, LLC v. Collins, 656 F.3d 1210, 1214 (10th Cir. 2011).
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of the elements of a cause of action, supported by mere conclusory statements, do not
suffice.”11
Because Mr. Williams proceeds pro se (without an attorney), his filings are
construed liberally and held “to a less stringent standard than formal pleadings drafted
by lawyers.”12 Still, a pro se plaintiff must follow the same procedural rules as other
litigants.13 For instance, a pro se plaintiff “still has the burden of alleging sufficient facts
on which a recognized legal claim could be based.”14 While courts make some
allowances for a pro se plaintiff’s “failure to cite proper legal authority, his confusion of
various legal theories, his poor syntax and sentence construction, or his unfamiliarity
with pleading requirements,”15 courts “will not supply additional factual allegations to
round out a plaintiff’s complaint or construct a legal theory on a plaintiff’s behalf.”16
BACKGROUND
Factual Allegations
Mr. Williams earns a living participating in paid clinical research studies and has
previously participated in ICON research studies in multiple jurisdictions.17 In October
11 Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (citing Twombly, 550 U.S. at 555).
12 Hall, 935 F.2d at 1110.
13 Garrett v. Selby, Connor, Maddux & Janer, 425 F.3d 836, 840 (10th Cir. 2005).
14 Jenkins v. Currier, 514 F.3d 1030, 1032 (10th Cir. 2008) (internal quotation marks
omitted).
15 Hall, 935 F.2d at 1110.
16 Smith v. United States, 561 F.3d 1090, 1096 (10th Cir. 2009) (citation omitted).
17 (Am. Compl. ¶ 10, Doc. No. 32.)
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2023, he entered into a contract to participate in an ICON study involving a “multi-week
inpatient and outpatient commitment.”18 He underwent screening and was accepted
into the study as a “non-alternate participant,” meaning he was “scheduled to be dosed
as part of the primary group.”19 Participants who “successfully completed all required
visits and complied with the study protocol were to be compensated $17,600.”20
Specifically, the contract states: “If you follow all instructions and complete the entire
study, you will receive the study completion amount.”21 But “[i]f you are dropped from
the study due to circumstances beyond your control, such as medical reasons or
technical problems, you will be compensated based on the number of completed
visits.”22 The contract also provides: “Your participation in this study may be stopped at
any time by your study doctor, the Study Sponsor, or health authorities.”23
18 (Id. ¶ 14; see also Ex. A to Mot., Informed Consent to Take Part in a Rsch. Study and
Auth. to Use and Disclose Protected Health Info. (“Contract”), Doc. No. 35-1.) Mr.
Williams attached portions of the contract to his amended complaint (Ex. A to Am.
Compl., Doc. No. 32-1 at 1–8), and ICON provided the full contract as an exhibit to its
motion. Where the contract is central to Mr. Williams’ claims, referenced throughout the
complaint, and Mr. Williams does not dispute its authenticity, the court considers the
contract in addressing ICON’s motion to dismiss. See Utah Gospel Mission v. Salt Lake
City Corp., 425 F.3d 1249, 1253–54 (10th Cir. 2005) (“[A] document central to the
plaintiff’s claim and referred to in the complaint may be considered in resolving a motion
to dismiss, at least where the document’s authenticity is not in dispute.”).
19 (Am. Compl. ¶ 15, Doc. No. 32.)
20 (Id. ¶ 14.)
21 (Ex. A to Mot., Contract 17, Doc. No. 35-1.)
22 (Id.)
23 (Id.)
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Mr. Williams arrived at ICON’s Salt Lake City facility on October 30, 2023, and
timely submitted all required pre-dosing samples, including a urine specimen, in
accordance with the study guidelines.24 But the next morning, just one hour before he
received the first dose, ICON staff “unexpectedly informed” Mr. Williams “he was being
disqualified from the study.”25 A staff nurse stated that Quest Diagnostics, a third-party
laboratory, had failed to return the urine test results on time, rendering Mr. Williams
ineligible.26 According to Mr. Williams, “[t]his explanation was facially inconsistent with
ICON’s own public representation that it conducts 98% of its lab work in-house,
including toxicology and urinalysis.”27 Mr. Williams then spoke with the study
coordination manager who “confirmed the same explanation and reiterated that [he] had
been disqualified for that reason.”28 Mr. Williams recorded both conversations because
he was “[s]uspicious of cronyism.”29
Mr. Williams asserts ICON employees gave “knowingly false” explanations for his
disqualification.30 He claims “no third-party laboratory, including Quest Diagnostics,
was involved in the study testing process,” and ICON staff provided “fabricated
24 (Am. Compl. ¶ 16, Doc. No. 32.)
25 (Id. ¶ 17.)
26 (Id.)
27 (Id.)
28 (Id. ¶ 18.)
29 (Id.)
30 (Id. ¶ 19.)
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justifications intended to remove [him] in favor of a favored participant.”31 Upon being
disqualified, Mr. Williams, who is a “Black/African American male,” “observed that he
was immediately replaced by a backup participant, who was a white male with personal
ties to ICON staff.”32 This person “had been designated as the #2 alternate, but was
moved ahead of the #1 alternate—who [Mr. Williams] is positive was also from a
minority background—and ultimately took [Mr. Williams’] place in the study.”33 Mr.
Williams asserts this “sudden shift in protocol and lack of a valid disqualification point to
nepotistic and racially biased practices within ICON - Salt Lake City.”34 Mr. Williams
“believes this action was motivated not by any legitimate safety or compliance issue, but
by cronyism and bias.”35
After his disqualification, Mr. Williams “questioned staff about the reasoning
behind their decision and expressed concern that the explanation was false and
potentially discriminatory.”36 He also “stated his intention to pursue legal remedies if
necessary.”37 At first, ICON staff assured him he was still eligible to participate in future
studies and encouraged him to reapply.38 But “shortly thereafter,” Mr. Williams learned
31 (Id.)
32 (Id. ¶¶ 20, 41.)
33 (Id. ¶ 21 (internal quotation marks omitted).)
34 (Id.)
35 (Id.)
36 (Id. ¶ 22.)
37 (Id.)
38 (Id.)
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he had been permanently banned from participating in future clinical studies at all three
major ICON locations across the United States.39 Mr. Williams asserts this ban was
retaliatory and impacted his future income and professional opportunities.40
Procedural History
In his original complaint, Mr. Williams brought five “counts” against ICON, labeled
as follows: (1) “fraudulent misrepresentation, disparate treatment, and deceitful acts”;
(2) “breach of contract and promissory estoppel”; (3) “negligence and gross negligence”;
(4) “emotional distress and unfair treatment”; and (5) “retaliation.”41 Mr. Williams sought
damages of more than $8.4 million.42 ICON moved to dismiss under Rule 12(b)(6) for
failure to state a claim.43 The undersigned issued a report and recommendation,
recommending the district judge grant the motion to dismiss because Mr. Williams failed
to state any plausible claim for relief.44 Specifically, the undersigned found Mr. Williams’
allegations insufficient to state a claim for breach of contract, promissory estoppel,
fraudulent misrepresentation, negligence, or intentional infliction of emotional distress.45
As for Mr. Williams’ claims of “disparate treatment,” “deceitful acts,” “unfair treatment,”
39 (Id. ¶ 23.)
40 (Id.)
41 (Compl. 3–8, Doc. No. 1.)
42 (Id. at 8.)
43 (Def.’s Mot. to Dismiss Pursuant to Fed. R. Civ. P. 12(b)(6), Doc. No. 14.)
44 (R. & R. to Grant Def.’s Mot. to Dismiss and Dismiss Compl. Without Prejudice
(R. & R.), Doc. No. 27.)
45 (Id. at 7–15.)
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and “retaliation,” the undersigned concluded Mr. Williams failed to identify a cognizable
cause of action—noting neither Title VII nor the Utah Anti-Discrimination Act applied
where Mr. Williams did not allege an employment relationship.46 The district judge
overruled Mr. Williams’ objections to the report and recommendation and granted
ICON’s motion to dismiss, but permitted Mr. Williams to file an amended complaint.47
In his amended complaint, Mr. Williams alleges essentially the same facts but
reformulates his claims.48 He now brings disparate treatment and retaliation claims
under 42 U.S.C. § 1981, a statute which prohibits intentional racial discrimination in
contracting.49 He adds new claims for breach of the covenant of good faith and fair
dealing and “violation of public policy.”50 And he reasserts claims for fraudulent
misrepresentation, breach of contract, negligence and gross negligence, and
promissory estoppel.51 He now seeks more than $10 million in damages.52
ANALYSIS
As explained below, Mr. Williams fails to state any plausible claim for relief in his
amended complaint. Each claim is addressed in turn.
46 (Id. at 15–16.)
47 (Order Adopting R. & R., Doc. No. 31.)
48 (See Am. Compl., Doc. No. 32.)
49 (See id. at 14–16.)
50 (Id. at 12–13, 16–17.)
51 (Id. at 10–14, 16–17.)
52 (Id. ¶ 51(a).)
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Breach of Contract (Express Terms)
Mr. Williams claims ICON breached both the express terms of the contract and
the implied covenant of good faith and fair dealing.53 His claim for breach of the
contract’s express terms is addressed first.
A breach of contract claim requires “(1) a contract, (2) performance by the party
seeking recovery, (3) breach of the contract by the other party, and (4) damages.”54 “If
the language within the four corners of the contract is unambiguous, the parties[’]
intentions are determined from the plain meaning of the contractual language, and the
contract may be interpreted as a matter of law.”55
Mr. Williams asserts that because he “underwent the required screening process
and was selected as a non-alternate participant,” he was “contractually guaranteed a
dosing spot contingent upon compliance with study protocols.”56 He alleges he
“followed all requirements precisely,” and there was “no procedural, behavioral, or
safety-related basis for [his] disqualification.”57 But, he asserts, ICON breached the
contract by “abruptly” removing him from the study “under false pretenses just before
dosing, eliminating his opportunity to fulfill his part of the contract and receive the
compensation promised.”58
53 (Id. ¶¶ 37–38.)
54 Bair v. Axiom Design, LLC, 2001 UT 20, ¶ 14, 20 P.3d 388.
55 Cent. Fla. Invs., Inc. v. Parkwest Assocs., 2002 UT 3, ¶ 12, 40 P.3d 599.
56 (Am. Compl. ¶ 37, Doc. No. 32.)
57 (Id.)
58 (Id.)
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Mr. Williams fails to state a claim for breach of the express terms of the contract.
His allegation that he was contractually guaranteed a dosing spot upon compliance with
study protocols contradicts the contract’s express terms. The contract specifically
provided Mr. Williams could be “dropped from the study due to circumstances beyond
[his] control, such as medical reasons or technical problems.”59 It also permitted the
study doctor or sponsor to stop his participation in the study “at any time,” without any
reason for doing so.60 The explanation ICON provided—a third-party delay in
processing Mr. Williams’ urine sample—was a “technical problem” under the contract.
And even if this explanation were false (as Mr. Williams contends), it would not
constitute an express breach because the contract allowed ICON to end his
participation for no reason at all. In other words, based on the contract’s unambiguous
terms, Mr. Williams was not entitled to a dosing spot, and ICON was contractually
entitled to drop him from the study at any time for any reason.
Accordingly, Mr. Williams’ allegation that he was abruptly dropped from the study
despite complying with study protocols does not establish a breach. And Mr. Williams
fails to state a claim for breach of the express terms of the contract.
Breach of the Implied Covenant of Good Faith and Fair Dealing
Under Utah law, “[a]n implied covenant of good faith and fair dealing inheres in
every contract,” and a “violation of the covenant is a breach of contract.”61 “To comply
with their implied duties under this covenant, contracting parties must act consistent[ly]
59 (Ex. A to Mot., Contract 17, Doc. No. 35-1.)
60 (Id.)
61 Eggett v. Wasatch Energy Corp., 2004 UT 28, ¶ 14, 94 P.3d 193.
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with the contract’s purpose and the other party’s expectations, and may not intentionally
injure each other’s right to receive the benefit of the bargain.”62 “Utah courts look to a
contract’s terms and the parties’ course of dealing to understand the parties’ intent, but
will not imply duties from a party’s expectations when such expectations lack a basis in
a contract’s plain and unmistakable language.”63
Mr. Williams claims ICON intentionally deprived him of the contract’s benefits by
“fabricat[ing] a disqualification rationale.”64 Specifically, he alleges ICON’s stated
reason for disqualifying him—a third-party delay in processing his urine sample—was
false, because ICON conducts all urinalyses in-house.65 In its motion, ICON contends
Mr. Williams’ claim fails because he does not allege facts giving rise to a plausible
inference that ICON’s explanation was false.66 ICON is correct.
Conclusory allegations of falsity need not be accepted as true.67 Where a claim
depends on an allegation of falsity, the plaintiff must “plead sufficient facts that, ‘if
62 Behav. Med. Consulting, LLC v. CHG Co., Inc., No. 23-4047, 2024 U.S. App. LEXIS
23799, at *11–12 (10th Cir. Sept. 19, 2024) (unpublished) (citing Eggett, 2004 UT 28,
¶ 14; St. Benedict’s Dev. Co. v. St. Benedict’s Hosp., 811 P.2d 194, 199 (Utah 1991)).
63 Id. at *12 (citing St. Benedict’s, 811 P.2d at 198).
64 (Am. Compl. ¶ 38, Doc. No. 32.)
65 (Id.)
66 (Mot. 11, Doc. No. 35.)
67 See Khalik v. United Air Lines, 671 F.3d 1188, 1193 (10th Cir. 2012) (noting
conclusory allegations are not entitled to the assumption of truth, including a plaintiff’s
allegation that her employer’s stated reasons for terminating her were false); see also
Blackfeather v. Wheeler, 623 F. App’x 907, 910 (10th Cir. 2015) (unpublished) (finding
the court was not required to accept a conclusory allegation that police officers falsified
their reports as true, “[i]n the absence of any well-pleaded factual contentions giving rise
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proven true, would allow a reasonable person to consider the statement false.’”68 Mr.
Williams alleges ICON’s stated reason for disqualifying him was “facially inconsistent
with ICON’s own public representation that it conducts 98% of its lab work in-house,
including toxicology and urinalysis.”69 (Mr. Williams also provides a printout from a
webpage containing this representation.)70 Based on this, Mr. Williams asserts “no
third-party laboratory . . . was involved in the study testing process.”71 But even
assuming ICON conducts 98 percent of lab work in-house, this is not inconsistent with
the use of a third-party laboratory for Mr. Williams’ particular sample. After all, the
webpage Mr. Williams relies on does not represent that ICON conducts all lab work in-
house.72 Accordingly, the fact that ICON conducts 98 percent of lab work in-house
to the plausible inference that the police officers falsified their reports” (internal
quotation marks omitted)).
68 Woods v. Ross, No. 21-2011, 2021 U.S. Dist. LEXIS 135608, at *51–52 (D. Kan. July
20, 2021) (unpublished) (quoting Tannerite Sports, LLC v. NBCUniversal News Grp.,
864 F.3d 236, 247 (2d Cir. 2017)) (addressing a defamation claim).
69 (Am. Compl. ¶ 17, Doc. No. 32; see also id. ¶ 33 (“ICON’s own public documentation
and internal practices confirm that ICON performs over 98% of its testing in-house.”).)
Elsewhere, Mr. Williams states “Defendant’s internal records and public disclosures
confirm that ICON . . . conducts all urinalysis and toxicology testing in-house.” (Id. ¶ 38
(emphasis added).) But he does not explain what “internal records” he is referencing,
and he identifies no “public disclosures” other than ICON’s webpage. In short, the sole
basis for his allegation that ICON conducts “all” testing in-house appears to be ICON’s
representation on its website that 98 percent of testing services are performed in-house.
70 (Ex. B to Am. Compl., Doc. No. 32-1 at 9–12.)
71 (Am. Compl. ¶ 19, Doc. No. 32.)
72 (See Ex. B to Am. Compl., Doc. No. 32-1 at 9–12.) Exhibits to a complaint may be
considered on a Rule 12(b)(6) motion. See Brown v. City of Tulsa, 124 F.4th 1251,
1263–64 (10th Cir. 2025).
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(assumed to be true for purposes of this motion) is insufficient, on its own, to allow a
reasonable person to consider ICON’s explanation false.
And Mr. Williams alleges no other facts supporting a plausible inference that
ICON’s explanation was false. Mr. Williams alleges ICON staff fabricated a reason to
disqualify him in order to replace him with a “white male with personal ties to ICON
staff.”73 But Mr. Williams’ assertion that his replacement had ties to ICON staff is purely
conclusory. He does not explain the basis for this assertion or allege specific facts
suggesting any connection between his replacement and ICON staff. Accordingly, his
allegation of “cronyism”74 is not entitled to an assumption of truth, and it does not
support a plausible inference that ICON fabricated a reason to disqualify Mr. Williams.
In sum, Mr. Williams does not allege specific facts supporting a plausible
inference that ICON’s stated reason for disqualifying him was false or fabricated.
Where Mr. Williams’ claim for breach of the implied covenant rests on this allegation, he
fails to state a claim under this cause of action.
Fraudulent Misrepresentation
Under Utah law, a fraud claim requires:
(1) a representation; (2) concerning a presently existing material fact;
(3) which was false; (4) which the representor either (a) knew to be false, or
(b) made recklessly, knowing that he had insufficient knowledge upon which
to base such representation; (5) for the purpose of inducing the other party
to act upon it; (6) that the other party, acting reasonably and in ignorance of
its falsity; (7) did in fact rely upon it; (8) and was thereby induced to act;
(9) to his injury and damage.75
73 (Am. Compl. ¶ 20, Doc. No. 32.)
74 (Id. ¶ 21.)
75 Giusti v. Sterling Wentworth Corp., 2009 UT 2, ¶ 53 n.38, 201 P.3d 966, 977
(emphasis omitted).
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Rule 9(b) of the Federal Rules of Civil Procedure also requires a party alleging fraud to
“state with particularity the circumstances constituting fraud,”76 including “the time, place
and contents of the false representation, the identity of the party making the false
statements and the consequences thereof.”77
In support of his fraudulent misrepresentation claim, Mr. Williams asserts ICON
staff made a “knowingly false representation about the reason for [his]
disqualification.”78 He claims they did so “to induce [his] removal from the study,” and
he alleges he “reasonably relied on those statements in believing the disqualification
was legitimate.”79 He also contends this reliance caused him to lose the opportunity to
complete the study and earn $17,600, and caused reputational harm and emotional
distress.80
Mr. Williams fails to state a claim for fraudulent misrepresentation. First, as
explained above, he does not allege specific facts supporting a plausible inference that
ICON’s stated reason for disqualifying him was false. Second, he does not plausibly
allege he relied on ICON’s purported misrepresentation. Mr. Williams’ assertion that he
relied on the misrepresentation in “believing the disqualification was legitimate” stands
contrary to his allegations that he disbelieved ICON’s explanation. As stated elsewhere
76 Fed. R. Civ. P. 9(b).
77 Koch v. Koch Indus., 203 F.3d 1202, 1236 (10th Cir. 2000) (citation omitted).
78 (Am. Compl. ¶ 36, Doc. No. 36.)
79 (Id.)
80 (Id.)
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in the amended complaint, Mr. Williams recorded his interactions with ICON staff
because he suspected the explanation was false.81 Moreover, Mr. Williams also does
not identify any “action” he was induced to take based on his purported reliance.
Finally, Mr. Williams does not plausibly allege his purported reliance caused any
of the harms identified (lost opportunity to earn $17,600, reputational harm, and
emotional distress). While he summarily alleges causation, he does not explain how the
harms resulted from “believing the disqualification was legitimate” (the only reliance he
identifies), rather than the disqualification itself. For all these reasons, Mr. Williams’
fraudulent misrepresentation claim must be dismissed.
Negligence and Gross Negligence
To state a negligence claim, Mr. Williams must allege facts supporting “four
essential elements: (1) that the defendant owed the plaintiff a duty, (2) that the
defendant breached that duty, (3) that the breach of duty was the proximate cause of
the plaintiff’s injury, and (4) that the plaintiff in fact suffered injuries or damages.”82
“[G]ross negligence has the same elements as does ordinary negligence, with an
additional element of egregiousness.”83
81 (Id. ¶¶ 18, 34.)
82 Hunsaker v. Utah, 870 P.2d 893, 897 (Utah 1993).
83 Callister v. Snowbird Corp., 2014 UT App 243, ¶ 16, 337 P.3d 1044; see also
Penunuri v. Sundance Partners, Ltd., 2017 UT 54, ¶ 35, 423 P.3d 1150 (“In Utah, gross
negligence is the failure to observe even slight care; it is carelessness or recklessness
to a degree that shows utter indifference to the consequences that may result.” (internal
quotation marks omitted)).
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Previously, the court found Mr. Williams’ negligence and gross negligence claims
failed because he did not sufficiently allege a duty of care.84 In his original complaint,
Mr. Williams alleged ICON’s duty of care included “proper handling, transportation, and
timely processing of samples”—and ICON was negligent in “mishandling [his] urine
sample.”85 But the court found the duty-of-care assertion conclusory, particularly where
Mr. Williams offered no allegations establishing ICON had a duty to handle his urine
sample in any particular way.86
The negligence and gross negligence claims in the amended complaint fail for
similar reasons. Mr. Williams now alleges ICON, as “a clinical research organization,”
owed him “a legal duty of care to manage clinical trials in a competent, ethical, and non-
discriminatory manner, in compliance with both internal policy and industry standards.”87
But Mr. Williams does not identify any internal policies or industry standards, or explain
how ICON violated them. While Mr. Williams alleges ICON staff “abruptly removed” him
from the study “based on a knowingly false claim that Quest Diagnostics caused a lab
processing delay,”88 he does not connect the dots between this allegation and any
industry standard. And although he relies on ICON’s website statement that it conducts
98 percent of testing in-house,89 he does not identify any internal policy ICON
84 (R. & R. 13, Doc. No. 27.)
85 (Compl. ¶ 20, Doc. No. 1.)
86 (R. & R. 13, Doc. No. 27.)
87 (Am. Compl. ¶ 39, Doc. No. 32.)
88 (Id.)
89 (Id.)
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breached.90 To the contrary, Mr. Williams contends ICON’s statement that it sent his
sample to a third party was false.91 In other words, he does not allege ICON breached
a policy by sending his urine sample to a third party; he instead claims ICON’s
explanation for disqualifying him is unworthy of credence because of the website
statement on in-house testing.
In sum, Mr. Williams does not adequately identify any duty of care based on
internal policies or industry standards, nor does he allege facts showing a duty was
breached.92 Accordingly, he fails to state a claim for negligence or gross negligence.
Disparate Treatment Under 42 U.S.C. § 1981
“Section 1981 prohibits racial discrimination in ‘the making, performance,
modification, and termination of contracts, and the enjoyment of all benefits, privileges,
terms, and conditions of the contractual relationship.’”93 “While the 12(b)(6) standard
does not require that [a] [p]laintiff establish a prima facie case in [his] complaint, the
elements of each alleged cause of action help to determine whether [a] [p]laintiff has set
90 As noted in footnote 69, the amended complaint refers to ICON’s internal records,
(see id. ¶ 38), but Mr. Williams does not identify any records or policies requiring ICON
to conduct testing in-house.
91 (Id. ¶ 39.)
92 See Iqbal, 556 U.S. at 678 (“Threadbare recitals of the elements of a cause of action,
supported by mere conclusory statements, do not suffice.” (citing Twombly, 550 U.S. at
555)); see also Turner v. Progressive Cas. Ins., No. 1:24-cv-00269, 2024 U.S. Dist.
LEXIS 86265, at *5 (D.N.M. May 10, 2024) (unpublished) (“Conclusory allegations, such
as ‘Defendant has a duty because Defendant insured the vehicle,’ without factual
allegations showing Defendant had a duty to Plaintiff are insufficient to state a
negligence claim.”).
93 Reynolds v. Sch. Dist. No. 1, 69 F.3d 1523, 1532 (10th Cir. 1995) (footnote omitted)
(quoting 42 U.S.C. § 1981(b)).
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forth a plausible claim.”94 A prima facie § 1981 claim requires a showing that (1) “the
plaintiff is a member of a protected class,” (2) “the defendant had the intent to
discriminate on the basis of race,” and (3) “the discrimination interfered with a protected
activity as defined in § 1981.”95 The second element “requires a plaintiff to show that
the defendant ‘intentionally or purposefully discriminated against [him].’”96 A plaintiff
must also “allege facts plausibly stating a claim that the alleged discrimination was the
but-for cause of the alleged interference with a protected activity.”97
In support of this claim, Mr. Williams asserts ICON “prematurely and wrongfully”
terminated his contract “based on a pretext, while a similarly situated white participant
was promoted and allowed to proceed.”98 And he contends he was “denied the
opportunity to receive payment for his services based on race.”99
Mr. Williams does not state a plausible discrimination claim under 42 U.S.C.
§ 1981. Specifically, he fails to allege facts plausibly showing racial discrimination was
the but-for cause of his removal from the study. First, as explained above, he has not
94 Khalik, 671 F.3d 1188, 1192 (10th Cir. 2012) (addressing a Title VII claim); see also
Amarsingh v. Frontier Airlines, Inc., No. 24-1391, 2026 U.S. App. LEXIS 3928, at *8–9
(10th Cir. Feb. 9, 2026) (unpublished) (applying this standard to a claim under 42
U.S.C. § 1981).
95 Hampton v. Dillard Dep’t Stores, Inc., 247 F.3d 1091, 1102 (10th Cir. 2001).
96 Amarsingh, No. 24-1391, 2026 U.S. App. LEXIS 3928, at *9 (quoting Reynolds, 69
F.3d at 1532).
97 Id. (citing Comcast Corp. v. Nat’l Ass’n of African Am.-Owned Media, 589 U.S. 327,
341 (2020)).
98 (Am. Compl. ¶ 42, Doc. No. 32.)
99 (Id.)
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alleged facts sufficient to support a plausible inference that ICON’s stated reason for
disqualifying him—the delay in processing his urine sample—was false. Further, the
fact that Mr. Williams was replaced with a white alternate is insufficient, on its own, to
demonstrate purposeful discrimination or but-for causation. By Mr. Williams’ own
account, the white alternate was selected to replace him due to “personal ties to ICON
staff,” “nepotism,” and “cronyism”—not solely (or even primarily) because of race.100
This also undermines the significance of Mr. Williams’ allegation that the white “#2”
alternate was selected instead of the “#1” alternate from a minority background.101
Where Mr. Williams himself contends ICON staff selected the white alternate for
reasons other than race, he has not shown racial discrimination was a but-for cause of
his disqualification. Finally, Mr. Williams does not allege facts showing the white
alternate was similarly situated to either himself or the “#1” alternate. For all these
reasons, Mr. Williams does not state a plausible claim for discrimination under § 1981.
Retaliation Under 42 U.S.C. § 1981
To state a retaliation claim under 42 U.S.C. § 1981, a plaintiff must plausibly
allege “that (1) he engaged in protected opposition to discrimination; (2) he suffered an
adverse action; and (3) there is a causal connection between the protected activity and
the adverse action.”102 	ICON contends Mr. Williams fails to allege facts supporting all
100 (Id. ¶¶ 20–21.)
101 (See id. ¶ 20.)
102 Muller v. Islands at Rio Rancho Homeowners Ass’n, 564 F. App’x 411, 414 (10th Cir.
2014) (unpublished) (citation modified).
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three elements.103 Because Mr. Williams fails to adequately allege protected activity or
adverse action, the court need not address the third element (causation).
Mr. Williams asserts ICON retaliated against him in violation of § 1981 by
permanently banning him from participating in future clinical studies after he “expressed
concern that the explanation [for disqualifying him] was false and potentially
discriminatory.”104 But he does not specifically allege he complained of racial
discrimination. A general complaint of discrimination, without an allegation of racial
motivation, is insufficient to constitute protected activity.105 And while Mr. Williams
supports his retaliation claim with emails with ICON staff, these emails do not mention
discrimination based on race.106 Because Mr. Williams does not allege he made a
complaint of race-based discrimination to ICON staff, he fails to allege he engaged in
protected activity under § 1981 (the first element).
Mr. Williams also fails to allege an “adverse action” under § 1981 (the second
element). “[A] § 1981 claim for interference with the right to make and enforce a
contract must involve the actual loss of a contract interest, not merely the possible loss
103 (Mot. 18, Doc. No. 35.)
104 (Am. Compl. ¶¶ 22–23, Doc. No. 32; see also id. ¶ 43 (alleging he was banned after
“explicitly referencing the potential for legal action based on discrimination and
procedural misconduct”).
105 Cf. Anderson v. Acad. Sch. Dist. 20, 122 F. App’x 912, 916 (10th Cir. 2004)
(unpublished) (“[A] vague reference to discrimination and harassment without any
indication that this misconduct was motivated by race . . . does not constitute protected
activity and will not support a [Title VII] retaliation claim.”).
106 (See Ex. D to Am. Compl., Doc. No. 32-1 at 14–20.) These emails may be
considered on a Rule 12(b)(6) motion where they are referenced in and attached to the
amended complaint. See Brown, 124 F.4th at 1263–64.
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of future contract opportunities.”107 Mr. Williams’ allegation that he was banned from
participation in future studies involves a possible loss of future contract opportunities—
not an actual loss of a contractual interest. For instance, Mr. Williams does identify any
studies he was precluded from participating in due to the ban, nor does he allege he
would have applied to particular studies but for the ban. To the contrary, he alleges that
even if ICON lifts the ban, he has “decided by his own will to self-exclude himself from
participating in future ICON studies due to irreparable harm and trust to his relationship
with [ICON].”108 Because Mr. Williams fails to allege facts showing the ban interfered
with an actual contractual interest, he fails to allege an adverse action under § 1981.
Where Mr. Williams fails to allege protected activity or adverse action under 42
U.S.C. § 1981, his retaliation claim must be dismissed.
Violation of Public Policy and Promissory Estoppel
Mr. Williams’ final claim is labeled “violation of public policy and promissory
estoppel.”109 He asserts ICON’s “conduct violated fundamental public policy principles
designed to protect fair dealing, accountability in clinical research, and the rights of
individuals to seek legal redress without punishment.”110 He also states he “relied on
ICON’s promise of participation and compensation” and “made decisions [] including
travel, schedule changes, and turning down other opportunities based on ICON’s
107 Hampton, 247 F.3d at 1104 (citation omitted).
108 (Am. Compl. ¶ 51(c).)
109 (Id. at 16.)
110 (Id. ¶ 45.)
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acceptance of him into the study.”111 And he contends ICON “broke that promise” and
“acted against principles of transparency, non-retaliation, and procedural fairness” by
fabricating a reason to disqualify him and retaliating against him for questioning that
reason.112
Mr. Williams fails to state a claim for promissory estoppel. Promissory estoppel
applies only to non-contractual promises and requires “(1) a promise reasonably
expected to induce reliance; (2) reasonable reliance inducing action or forbearance on
the part of the promisee or a third person; and (3) detriment to the promisee or third
person.”113 Mr. Williams does not allege ICON made any promise to him outside the
scope of the study contract. And as explained above, the study contract did not
guarantee his participation in the study—but instead allowed ICON to remove him at
any time. Where Mr. Williams fails to allege any non-contractual promise by ICON, his
promissory estoppel claim fails.
Mr. Williams’ vague references to violations of public policy are also insufficient
to state a cognizable cause of action. In Utah, a tort for violation of public policy “has
111 (Id.)
112 (Id.)
113 Berrey v. Brown, 2024 UT App 21, ¶ 14, 545 P.3d 314; see also E&H Land, Ltd. v.
Farmington City, 2014 UT App 237, ¶ 29, 336 P.3d 1077 (“Promissory estoppel is an
equitable claim for relief that compensates a party who has detrimentally relied on
another’s promise.” (internal quotation marks omitted)).
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been recognized only in the employment context.”114 But Mr. Williams does not allege
an employee-employer relationship. And his allegations do not implicate any
recognized federal cause of action. For these reasons, Mr. Williams’ claim based on
public policy must also be dismissed.
* * *
In sum, Mr. Williams’ amended complaint fails to state any plausible claim for
relief. “Dismissal of a pro se complaint for failure to state a claim is proper only where it
is obvious that the plaintiff cannot prevail on the facts he has alleged and it would be
futile to give him an opportunity to amend.”115 And dismissal should be without
prejudice if it is “at all possible that the party against whom the dismissal is directed can
correct the defect in the pleading or state a claim for relief.”116 Here, Mr. Williams was
previously given an opportunity to amend but still fails to state a claim. Under these
circumstances, dismissal with prejudice is appropriate.
RECOMMENDATION
Because Mr. Williams fails to state any claim upon which relief can be granted,
and further opportunities to amend would be futile, the undersigned recommends the
district judge grant ICON’s motion to dismiss117 and dismiss this case with prejudice.
114 Nelson v. Safeco Inc. Co. of N. Am., 396 F. Supp. 2d 1274, 1281 (D. Utah 2005);
see also Retherford v. AT&T Commc’ns, 844 P.2d 949, 960 (Utah 1992) (recognizing a
common law tort of “discharge in violation of public policy” available to employees).
115 Kay v. Bemis, 500 F.3d 1214, 1217 (10th Cir. 2007) (citation omitted).
116 Reynoldson v. Shillinger, 907 F.2d 124, 126 (10th Cir. 1990) (citation omitted).
117 (Doc. No. 35.)
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The parties have the right to object to this Report and Recommendation within fourteen
days, and failure to object may be considered a waiver of objections.118
DATED this 13th day of February, 2026.
BY THE COURT:
_____________________________
Daphne A. Oberg
United States Magistrate Judge
118 See 28 U.S.C. § 636(b)(1); Fed. R. Civ. P. 72(b)(2).
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