Williams v. X Corp.

1
IN THE UNITED STATES DISTRICT COURT
NORTHERN DISTRICT OF TEXAS
FORT WORTH DIVISION
KEITH A. WILLIAMS,
Plaintiff,
VS.
X CORP.,
Defendant.
§
§
§
§
§
§
§
§
§
CIVIL ACTION NO. 4:25-cv-1084-P
FINDINGS, CONCLUSIONS, AND RECOMMENDATION OF THE UNITED STATES
MAGISTRATE JUDGE REGARDING DEFENDANT’S MOTION TO DISMISS
Pending before the Court is Defendant X Corp. (“Defendant”)’s Motion to Dismiss
Plaintiff’s Amended Complaint [doc. 52] under Federal Rules of Civil Procedure (“Rule”)
12(b)(6), filed on November 4, 2025. This case was referred to the United States Magistrate Judge
pursuant to the provisions of Title 28, United States Code, Section 636(b). Having reviewed the
motion, response, reply, and relevant law, the Court RECOMMENDS that Defendant’s Motion
to Dismiss be GRANTED for the reasons stated herein.
I. 	RELEVANT FACTUAL BACKGROUND
This case is about a data breach of Twitter that occurred sometime between December 2022
and January 2023. (Plaintiff’s Amended Complaint (“Pl.’s Am. Compl.”) at 1.) Pro se Plaintiff
Keith A. Williams (“Plaintiff”) alleges that during that data breach his “email address, phone
number, and other personally identifiable information” were stolen. (Pl.’s Am. Compl. at 1-2.)
Plaintiff does not specify what other personally identifiable information was stolen. 	(See id.)
However, based on his response, it appears that the only information stolen was his email address
and phone number. (See Plaintiff's Opposition to Defendant’s Motion to Dismiss (“Pl.’s Resp.”)
at 2 (only referring to his phone number and email as the stolen information).) Plaintiff alleges
Case 4:25-cv-01084-P Document 74 Filed 03/16/26 Page 1 of 9 PageID <pageID>

2
that, after his phone number and email were exposed, he “became a victim of identity theft and
fraud.” (Pl.’s Am. Compl. at 2.) Specifically, he alleges that his “Equifax credit report reflects
multiple unauthorized hard inquiries, a significant decrease in his credit score, and several
fraudulently opened accounts that he has had to dispute.” (Id.)
Based on the preceding, Plaintiff claims he “was forced to subscribe to and pay for credit
monitoring and identity theft protection services[,]” suffered emotional distress, and “lost
numerous hours addressing and mitigating the fallout from this identity theft.” (Id.) As a result,
Plaintiff is asserting claims against Defendant for negligence and breach of contract. 	(See id.)
Plaintiff’s negligence claim asserts that Defendant breached its duty to safeguard his data. (See
id.) Plaintiff’s breach of contract claim is premised on Defendant breaching the contract1 between
them by “failing to uphold its promise to protect user data.” (Id.) The Court will address each
count in turn.
II. 	LEGAL STANDARD
Federal Rule of Civil Procedure (“Rule”) 12 (b)(6) authorizes the dismissal of a complaint
that fails “to state a claim upon which relief can be granted.” Fed. R. Civ. P. 12(b)(6). This Rule
must be interpreted in conjunction with Federal Rule of Civil Procedure 8(a), which sets forth the
requirements for pleading a claim for relief in federal court. Rule 8(a) calls for “a short and plain
statement of the claim showing that the pleader is entitled to relief.” Fed. R. Civ. P. 8(a)(2); see
also Swierkiewicz v. Sorema N.A., 534 U.S. 506, 513 (2002) (holding that Rule 8(a)’s simplified
pleading standard applies to most civil actions). The Court must accept as true all well-pleaded,
non-conclusory allegations in the complaint and liberally construe the complaint in favor of the
1 The parties agree that the contract in question is Twitter’s terms of service and privacy policy. (See Pl.’s
Am. Compl. at 2; see also Def.’s Mot. to Dismiss at 7.)
Case 4:25-cv-01084-P Document 74 Filed 03/16/26 Page 2 of 9 PageID <pageID>

3
plaintiff. See Kaiser Aluminum & Chem. Sales, Inc. v. Avondale Shipyards, Inc., 677 F.2d 1045,
1050 (5th Cir. 1982).
The plaintiff must, however, plead specific facts, not mere conclusory allegations, to avoid
dismissal. 	Guidry v. Bank of LaPlace, 954 F.2d 278, 281 (5th Cir.1992). 	Indeed, the plaintiff
must plead “enough facts to state a claim to relief that is plausible on its face.” Bell Atl. Corp. v.
Twombly, 550 U.S. 544, 570 (2007). 	“Factual allegations must be enough to raise a right to relief
above the speculative level, . . . on the assumption that all the allegations in the complaint are true
(even if doubtful in fact).” Id. at 555 (citations omitted). The Court need not credit bare conclusory
allegations or “a formulaic recitation of the elements of a cause of action.” Id. Rather, “[a] claim
has facial plausibility when the plaintiff pleads factual content that allows the court to draw the
reasonable inference that the defendant is liable for the misconduct alleged.” Ashcroft v. Iqbal,
556 U.S. 662, 678 (2009). Further, when a plaintiff alleges claims sounding in fraud, they must
be pleaded with particularity in accordance with Rule 9(b). 	Nix v. Major League Baseball, 62
F.4th 920, 931 (5th Cir. 2023). 	In other words, a plaintiff must provide the “who, what, when,
where, and how” of the alleged fraud. Williams v. WMX Techs., Inc., 112 F.3d 175, 179 (5th Cir.
1997) (citation omitted).
“Generally, a court ruling on a motion to dismiss may rely on only the complaint and its
proper attachments. 	A court is permitted, however, to rely on documents incorporated into the
complaint by reference, and matters of which a court may take judicial notice.” Dorsey v. Portfolio
Equities, Inc., 540 F.3d 333, 338 (5th Cir. 2008) (citations and internal quotation marks omitted).
“A written document that is attached to a complaint as an exhibit is considered part of the
complaint and may be considered in a 12(b)(6) dismissal proceeding.” Ferrer v. Chevron Corp.,
484 F.3d 776, 780 (5th Cir. 2007). In addition, a “court may consider documents attached to a
Case 4:25-cv-01084-P Document 74 Filed 03/16/26 Page 3 of 9 PageID <pageID>

4
motion to dismiss that ‘are referred to in the plaintiff’s complaint and are central to the plaintiff’s
claim.’” Sullivan v. Leor Energy, LLC, 600 F.3d 542, 546 (5th Cir. 2010) (quoting Scanlan v. Tex.
A & M Univ., 343 F.3d 533, 536 (5th Cir. 2003)). If a court determines that dismissal of a claim
is appropriate, it should be with prejudice if amending the claim would be futile or “the plaintiff
has alleged his best case.” Jones v. Greninger, 188 F.3d 322, 327 (5th Cir. 1999); see Schiller v.
Physicians Res. Group, Inc., 342 F.3d 563, 566 (5th Cir.2003).
III. 	DISCUSSION
A. 	Count I: Negligence
Defendant argues that the Court should dismiss Plaintiff’s negligence claim because
Plaintiff “does not address, and therefore concedes, that Plaintiff’s negligence claim is barred by
the economic loss rule.” 	(See Defendant X Corp.’s Reply in Support of Motion to Dismiss
Plaintiff’s Amended Complaint (“Def.’s Reply”) at 5; see also Defendant X Corp.’s Motion to
Dismiss Plaintiff’s Amended Complaint (Def.’s Mot. to Dismiss”) at 11-12.) “Failure of a party
to respond to arguments raised in a motion to dismiss constitutes waiver or abandonment of that
issue.” MCR Oil Tools, LLC v. DMG Mori USA, Inc., No. 4:20-CV-00560-O, 2020 WL 13133311,
at *9 (N.D. Tex. Sept. 15, 2020) (O’ Connor, J.) (citing Black v. Panola Sch. Dist., 461 F.3d 584,
588 n.1 (5th Cir. 2006)); see also Wheeler v. Dovenmuehle Mortgage, Inc., No. 3:24-CV-2058-S-
BK, 2025 WL 936664, at *3 (N.D. Tex. Mar. 4, 2025) (“Indeed, Plaintiff's failure to meaningfully
respond to any of Defendants' arguments constitutes abandonment of all his claims.”), rep. and
rec. adopted, No. 3:24-CV-2058-S-BK, 2025 WL 936657 (N.D. Tex. Mar. 27, 2025); Gordon v.
Cowtown Express Logistics LLC, Et AL., No. 4:25-CV-547-P, 2026 WL 562786, at *5 (N.D. Tex.
Jan. 8, 2026). When abandonment or waiver occurs in this way, dismissal under Rule 12(b)(6) is
Case 4:25-cv-01084-P Document 74 Filed 03/16/26 Page 4 of 9 PageID <pageID>

5
proper. See MCR Oil Tools, LLC, 2020 WL 13133311, at *9 (dismissing fraud claim under Rule
12(b)(6) because a plaintiff did not respond to a defendant’s economic loss argument).
The entirety of Plaintiff’s response to Defendant’s Motion to Dismiss regarding his
negligence claim is as follows:
Duty: Under Texas law, a party who undertakes to hold another's data has a
duty to exercise reasonable care in protecting it. This is a common-law duty that
exists independently of any contract. X Corp. held itself out as a secure platform
for users to entrust with their information, creating a special relationship and a
corresponding duty of care.
. . . .
Breach and Causation: As alleged in the FAC, X Corp. breached this duty
by failing to implement reasonable security measures, and this breach directly
caused the data compromise that led to Plaintiff's injuries.
(Pl.’s Resp. at 4-5.) Plaintiff, in his response, chose not to respond substantively to Defendant’s
argument that his negligence claim is barred by the economic loss rule. (See Def.’s Mot. to Dismiss
at 11-12.) 	Thus, the Court FINDS and CONCLUDES that dismissal of Plaintiff’s negligence
claim is proper. See MCR Oil Tools, LLC, 2020 WL 13133311, at *9. Consequently, the Court
RECOMMENDS that Defendant’s Motion to Dismiss be GRANTED as to Plaintiff’s claim for
negligence and that such claim be DISMISSED WITH PREJUDICE.2
B. 	Count II: Breach of Contract
As to his breach of contact claim, Plaintiff alleges that “Defendant materially breached”
the contract3 between them “by failing to uphold its promise to protect user data, rendering its
security assurances meaningless.” 	(Pl.’s Am. Compl. at 2.) 	Defendant argues that “Plaintiff’s
2 The Court notes that even if the Plaintiff did not abandon this argument, the economic loss rule clearly
applies. (See Def.’s Mot. to Dismiss at 11.)
3 As noted above, the parties agree that the contract in question is Twitter’s terms of service and privacy
policy. (See Pl.’s Am. Compl. at 2; see also Def.’s Mot. to Dismiss at 7.)
Case 4:25-cv-01084-P Document 74 Filed 03/16/26 Page 5 of 9 PageID <pageID>

6
[breach of contract] claim[] fall[s] squarely within, and [is] barred by, the [contract’s] disclaimer,
which provide[s], in relevant part, that (a) Plaintiff uses Twitter ‘at [his] own risk’ and (b) X Corp.
‘make[s] no warranty or representation and disclaim[s] all responsibility and liability for . . . the
security or reliability of the Services[,] . . . loss of data, or other harm that results from [his] access
to or use of the Services . . . [or] whether the Services will be . . . available on . . . [a] secure basis.’”
(Def.’s Mot. to Dismiss at 13 (quoting Defendant’s Exhibit 1, at 9-10).) Plaintiff does not dispute
that his breach of contract claim falls within the above disclaimer. (See Pl.’s Resp. at 2-3.) Instead,
Plaintiff argues that enforcement of the disclaimer and limitation of liability provision would be
unconscionable and such provisions do not apply to claims for gross negligence. (See Pl.’s Resp.
at 3.)
In Texas, “[l]imitation-of-liability clauses . . . are generally valid and enforceable.”
Bombardier Aerospace Corp. v. SPEP Aircraft Holdings, LLC, 572 S.W.3d 213, 231 (Tex. 2019).
However, “[u]nconscionable contracts are unenforceable under Texas law.” Emily's Place, Inc. v.
Regions Bank, 764 F. Supp. 3d 485, 493 (N.D. Tex. 2025). 	“Whether a contract is contrary to
public policy or unconscionable at the time it is formed is a question of law.” In re Poly-Am., L.P.,
262 S.W.3d 337, 349 (Tex. 2008).
Plaintiff first argues that the liability limitation provision is unconscionable because “X
Corp., a multi-billion dollar company, presented [the contract] to consumers on a take-it-or-leave-
it basis.” (Pl.’s Resp. at 3.) 	Plaintiff, although he cites no authority, appears to be arguing that
the contract was an adhesion contract and, as a result, unconscionable. See Heaven v. Chase Home
Fin. LLC, No. 3:08-CV-1872-L, 2009 WL 3163546, at *4 (N.D. Tex. Sept. 30, 2009)(an adhesion
contract “is a standardized contract form for consumer goods and services that are offered on a
‘take it or leave it’ basis, without affording the consumer a realistic opportunity to bargain, and
Case 4:25-cv-01084-P Document 74 Filed 03/16/26 Page 6 of 9 PageID <pageID>

7
under such conditions that the consumer cannot obtain the desired product or services except by
acquiescing”). However, a “contract of adhesion, . . . [is] not per se unconscionable or void” in
Texas. 	In re Palm Harbor Homes, Inc., 195 S.W.3d 672, 678 (Tex. 2006) (emphasis in the
original). 	As relevant here, the Texas Supreme Court has noted that “the principles of
unconscionability do not negate a bargain because one party to the agreement may have been in a
less advantageous bargaining position.” Id. at 679. As such, the fact that the contract may be one
of adhesion does not provide a basis to find the disclaimer and limitation of liability provision
unconscionable.
Plaintiff next argues that “contractual limitations of liability may not apply to claims for
gross negligence.” 	(Pl.’s Resp. at 3.) 	However, Plaintiff has not pleaded a claim for gross
negligence. (See Pl.’s Am. Compl. at 2.) Further, in Texas, “agreements to limit liability for future
negligence are enforceable.” Fox Elec. Co., Inc. v. Tone Guard Sec., Inc., 861 S.W.2d 79, 82 (Tex.
App.—Fort Worth 1993, no writ) (citing Allright, Inc. v. Elledge, 515 S.W.2d 266, 267
(Tex.1974)); Interstate Fire Ins. v. First Tape, Inc., 817 S.W.2d 142, 145 (Tex.App.—Houston
[1st Dist.] 1991, writ denied)). As such, this argument also does not provide a basis to find the
disclaimer and limitation of liability provision unconscionable.
Because Court finds that the liability limitation provision applies and are valid under Texas
law, the Court FINDS and CONCLUDES that dismissal of Plaintiff’s contract claim is proper.
Consequently, the Court RECOMMENDS that Defendant’s Motion to Dismiss be GRANTED
as to Plaintiff’s claim for breach of contract and that such claim be DISMISSED WITH
PREJUDICE.
Case 4:25-cv-01084-P Document 74 Filed 03/16/26 Page 7 of 9 PageID <pageID>

8
IV. 	CONCLUSION
For the reasons set forth above, the Court RECOMMENDS that Defendant X Corp.’s
Motion to Dismiss Plaintiff’s Amended Complaint [doc. 52] be GRANTED and that all claims
against Defendant be DISMISSED WITH PREJUDICE.4
NOTICE OF RIGHT TO OBJECT TO PROPOSED
FINDINGS, CONCLUSIONS AND RECOMMENDATION
AND CONSEQUENCES OF FAILURE TO OBJECT
Under 28 U.S.C. § 636(b)(1), each party to this action has the right to serve and file specific
written objections in the United States District Court to the United States Magistrate Judge’s
proposed findings, conclusions, and recommendation within fourteen (14) days after the party has
been served with a copy of this document. The United States District Judge need only make a de
novo determination of those portions of the United States Magistrate Judge’s proposed findings,
conclusions, and recommendation to which specific objection is timely made. 	See 28 U.S.C. §
636(b)(1). To be specific, an objection must identify the specific finding or recommendation to
which objection is made, state the basis for the objection, and specify the place in the Magistrate
Judge’s Findings, Conclusions, and Recommendation where the disputed determination is found.
Failure to file, by the date stated above, a specific written objection to a proposed factual finding
or legal conclusion will bar a party, except upon grounds of plain error or manifest injustice, from
attacking on appeal any such proposed factual findings and legal conclusions accepted by the
United States District Judge. See Douglass v. United Servs. Auto Ass’n, 79 F.3d 1415, 1428–29
4 As set forth above, a dismissal with prejudice is appropriate when amending a complaint would be futile,
Schiller, 342 F.3d at 566, or “if the court determines the plaintiff has alleged his best case.” Jones, 188 F.3d at 327.
The Court finds that Plaintiff has plead his best case because this is Plaintiff’s amended complaint, and the Court has
already given Plaintiff a final opportunity to amend his complaint to plead his best case prior to considering
Defendant’s motion to dismiss. (See Order Requiring Plaintiff to File an Amended Complaint at 1.)
Case 4:25-cv-01084-P Document 74 Filed 03/16/26 Page 8 of 9 PageID <pageID>

9
(5th Cir. 1996) (en banc), modified by statute on other grounds, 28 U.S.C. § 636(b)(1) (extending
the time to file objections to 14 days).
ORDER
Under 28 U.S.C. § 636, it is hereby ORDERED that each party is granted until March 30,
2026, to serve and file written objections to the United States Magistrate Judge’s proposed
findings, conclusions and recommendation. It is further ORDERED that if objections are filed
and the opposing party chooses to file a response, the response shall be filed within seven (7) days
of the filing date of the objections.
It is further ORDERED that the above-styled and numbered action, previously referred to
the United States Magistrate Judge for findings, conclusions and recommendation, be and hereby
is returned to the docket of the United States District Judge.
SIGNED March 16, 2026.
____________________________________
JEFFREY L. CURETON
UNITED STATES MAGISTRATE JUDGE
Case 4:25-cv-01084-P Document 74 Filed 03/16/26 Page 9 of 9 PageID <pageID>