Velazquez v. University of Miami

UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF FLORIDA
Case No. 23-cv-20497-ALTMAN/Reid
OMAIDA VELAZQUEZ,
Plaintiff,
v.
THE UNIVERSITY OF MIAMI,1
Defendant.
___________________________________/
ORDER
A surgeon sued the University of Miami (“UM”), alleging a litany of claims under federal and
state law. UM now moves to dismiss all eleven counts. We referred the motion to U.S. Magistrate
Judge Reid. After careful review, we GRANT in part and DENY in part the motion to dismiss.
T HE FACTS
I. 	Background
Our Plaintiff—Dr. Omaida Velazquez, a “vascular and endovascular” surgeon—“has been
employed by UM since 2007.” Second Amended Complaint (“SAC”) [ECF No. 57] ¶¶ 5, 22. “From
2015 to January 2023,” she “served as the Department of Surgery Chair and Surgeon-in-Chief.” Id.
¶ 1. “Until August 2022,” according to the SAC, “UM expressed no issues with Dr. Velazquez’s
performance and widely heralded her as a model leader.” Id. ¶ 3. But after complaining about medical
safety and discriminatory conduct, the SAC alleges, the Plaintiff began to suffer retaliation. See, e.g., id.
¶ 4 (“[F]or Dr. Velazquez, the University has been a vipers’ nest of race, gender, and national origin
1 One preliminary matter. The lawsuit names three defendants: the Leonard M. Miller School
of Medicine, the University of Miami Health System, and the University of Miami. But the Magistrate
Judge noted—and the parties agree—that the University of Miami is the only proper defendant in this
case, since the Leonard M. Miller School of Medicine and the University of Miami Health System are
fictitious entities owned by the University of Miami. We thus remove those two entities from the docket.
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 1 of 48

2
discrimination . . . . When Dr. Velazquez complained and sought redress, UM leaders launched a
vengeful, retaliatory campaign against her because of her membership in protected classes and her
willingness to report discrimination and safety violations.”); id. ¶ 90 (“UM did not undertake similar
adverse actions towards men who raised safety or policy violations, but it could not tolerate pushback
from an outspoken Latina.”).
“[I]n at least January 2021,” the SAC tells us, the Plaintiff reported “incidents involving non-
Latino male Physician A between 2018 and 2022 that were improperly reported.” Id. ¶¶ 89, 95; see also
id. ¶ 95 (“Many of these incidents involved gross medical errors, and others involved ethical and
procedural violations.”). “[I]n February . . . 2022,” the Plaintiff complained about “her discriminatory
pay.” Id. ¶ 89; see also id. ¶ 76 (“[I]n April 2022, Dr. Velazquez learned . . . that Dr. [Dipen] Parekh,”
the Defendant’s COO, “intended to promote oncology surgeon Dr. Nipun Merchant to Surgeon-in-
Chief of surgical oncology . . . in complete disregard of Dr. Velazquez’s conjoined Department Chair
and Surgeon-in-Chief roles.”); id. ¶ 79 (“[L]eadership promoted Dr. Merchant to the job of ‘Chief
Surgical Officer,’ a previously unheard-of title, . . . apparently permitt[ing] UM to pay Dr. Merchant a
higher salary than Dr. Velazquez.”).
On “April 20, 2022,” Dr. Velazquez told Joseph Echevarria, the Defendant’s CEO, that “she
was being penalized for being female and that Dr. Merchant was being treated more favorably because
he was male.” Id. ¶ 120; see also id. ¶ 85 (“Around the end of April 2022, Dr. Velazquez contacted the
CEO and expressly objected that she was being mistreated because she is a woman.”). That same
month, she reported “safety concerns when Dr. Parekh attempted to force a doctor to open a clinic
that was closed and unstaffed in order to seek special treatment for Dr. Parekh’s spouse.” Id. ¶ 89; see
also id. ¶ 104 (alleging that Dr. Parekh tried to “open an unstaffed ambulatory clinic to perform surgery
on [his] wife’s abscessed tooth”). In “late-July 2022,” the Plaintiff next reported “false allegations
made by Dr. Parekh in the recredentialing process of a surgeon.” Id. ¶ 89; see also id. ¶¶ 112–14 (alleging
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 2 of 48

3
that the Plaintiff supported the recredentialing of Dr. Gustavo Leon, “a Latino male” surgeon,” but
that Dr. Parekh “blocked any vote” and “grossly misrepresented events,” leading to Dr. Leon’s
“suspen[sion]”); id. ¶ 115 (“In late-August, . . . Head of Risk Management Steve Stark strongly urged
Dr. Velazquez to convince Dr. Leon to resign instead of appealing his suspension . . . . When Dr.
Velazquez resisted, Mr. Stark said that she ‘wouldn’t want to die on this hill.’”). And “again in July
2022,” the Plaintiff expressed “safety concerns involving Physician A’s medical errors.” Id. ¶ 89.
“On August 12, 2022, leading up to her annual evaluation, Dr. Velazquez emailed Dean
[Henri] Ford, Dr. Parekh, HR Chief [Alison] Mincey, and the CEO regarding her concerns about
being underpaid compared to the male department chairs[.]” Id. ¶ 121. On August 25, 2022, Dr.
Velazquez attended an annual “evaluation meeting,” during which Mincey allegedly “announced that
the Board had lost confidence in Dr. Velazquez’s leadership,” “said more than once that Dr.
Velazquez was ‘misaligned with Leadership’ and had acted ‘inappropriately and relentlessly’ in public
meetings,” “referred directly to Dr. Velazquez’s reports of policy infractions to UM leadership,” and
“accused Dr. Velazquez of bypassing the chain of command and writing to leadership about ‘trivial
matters.’” Id. ¶¶ 128–30. “At the end of the meeting, Ms. Mincey announced that the University was
putting Dr. Velazquez on a 90-day PIP, which was to begin immediately.” Id. ¶ 132.
The Plaintiff “retained counsel on August 30, 2022.” Id. ¶ 27; see also id. ¶ 137 (“Immediately
after the August 25 evaluation review, Dr. Velazquez retained attorneys to represent her with respect
to her discrimination and retaliation claims.”). According to the SAC, “[c]ounsel promptly notified
UM that Dr. Velazquez asserted and intended to pursue . . . claims, including by filing charges with
the EEOC.” Ibid.; see also ibid. (“Further, Dr. Velazquez, through her attorneys, sought clarification
about UM’s intentions and an agreement to cease any ongoing retaliation.”).
“On September 15, 2022, Ms. Mincey . . . me[t] with Dr. Velazquez and presented her with
the written terms of the PIP.” Id. ¶ 139. During the meeting, Mincey allegedly “made several negative
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 3 of 48

4
comments related to Dr. Velazquez’s heritage and nationality.” Ibid.; see also ibid. (“Ms. Mincey told Dr.
Velazquez that she came across as ‘relentless,’ which—in Ms. Mincey’s opinion—was likely a ‘cultural
thing’ or byproduct of Dr. Velazquez’s ‘background.’ Ms. Mincey also told Dr. Velazquez to learn to
‘pause between sentences’ and ‘take a deep breath’ before speaking. In what was clearly a reference to
Dr. Velazquez’s status as a Latina, Ms. Mincey suggested that a coach could ‘fix’ Dr. Velazquez’s
cultural mannerisms and communication style.”).
“In a letter UM sent on October 12, 2022, UM told Dr. Velazquez that it would require her
to participate in a ‘360-degree analysis’” and “to meet with, receive coaching from, and be reviewed
by Dr. Parekh[.]” Id. ¶ 145. “In an email on October 25, 2022, UM dug in on a portion of the PIP,
asking Dr. Velazquez to choose from three external coaches to instruct her ‘regarding leadership style
and proper means and methods of positively interacting with staff, colleagues and management.’” Id.
¶ 146. On November 8, 2022, the Defendant allegedly “informed Dr. Velazquez that while other
department chairs’ annual incentive pay would be released promptly, her bonus was being withheld
until successful completion of the PIP.” Id. ¶ 148. On November 10, 2022, “UM sent a ‘PIP check,’”
“asking for compliance updates, even on portions of the PIP that Dr. Velazquez had specifically
challenged[.]” Id. ¶ 147; see also ibid. (“Although Dr. Velazquez asked Dr. Parekh and Dean Ford for
time to set up monthly meetings as required by the PIP, UM falsely stated that she had made no such
efforts.”). And, “[o]n or about November 10, 2022,” the SAC continues, “UM took the unprecedented
step of threatening to interfere with Dr. Velazquez’s medical recredentialing by reporting that she was
not meeting her clinical volume expectations.” Id. ¶ 149; see also id. ¶ 155 (“As of the filing of this SAC,
UM has not updated Dr. Velazquez on the status of her recredentialing.”).
“As a result of UM’s conduct,” the SAC claims, “Dr. Velazquez began to suffer from
deteriorating psychological and physical health—specifically severe stress and anxiety that caused her
chest pain, tachycardia, labile blood pressure, nausea, and gastric mucosal erosions due to acute erosive
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 4 of 48

5
gastritis.” Id. ¶ 156. “At the recommendation of her doctors, Dr. Velazquez took two months of
FMLA leave beginning in November 2022 to alleviate these conditions.” Ibid. On “December 15,
2022, while Dr. Velazquez was on leave, UM contacted her to object to her communicating with
department staff.” Id. ¶ 157. During that FMLA leave, “UM stopped paying her administrative salary
that she received as Department Chair and Surgeon-in-Chief,” a move the Plaintiff describes as
“contrary to how UM has treated male and non-Latin employees who have taken medical leave.” Id.
¶ 158. “Then, with barely two weeks left of Dr. Velazquez’s FMLA leave,” the SAC explains, “UM
took the additional unprecedented step of appointing Dr. Laurence Sands as the Interim Chair of the
Department of Surgery.” Ibid.
On January 12, 2023, “the day that Dr. Velazquez returned from FMLA leave, . . . HR called
her into a meeting to report that she was being terminated from her leadership roles and removed as
Department Chair and Surgeon-in-Chief—purportedly for not meeting the terms of UM’s . . . PIP.”
Id. ¶ 161; see also ibid. (“Immediately after the meeting, UM sent an email to the entire institution stating
that ‘effective today,’ Dr. Velazquez was no longer the Department Chair or Surgeon-in-Chief and
that Dr. Sands would take over her roles while a national search was conducted.”). On January 17,
2023, the “Plaintiff, through counsel, filed charges with the EEOC.” Id. ¶ 28. “The EEOC issued
Notices of the Right to Sue on February 15 and February 21[,] respectively.” Id. ¶ 29.
II. 	Procedural History
The Plaintiff sued the Defendant in February 2023. See Complaint [ECF No. 1]. In May 2023,
the Plaintiff filed the First Amended Complaint [ECF No. 14]. And, in December 2023, the Plaintiff
filed the operative SAC, asserting eleven counts against the Defendant. Counts I, III, and V assert
discrimination claims under (respectively) 42 U.S.C. § 1981; Title VII of the Civil Rights Act of 1964,
42 U.S.C. §§ 2000e et seq. (“Title VII”); and the Florida Civil Rights Act (“FCRA”), FLA . S TAT . § 760,
et seq. See SAC ¶¶ 189–200, 209–19, 227–41. Count VII alleges an unequal-pay claim under the Fair
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 5 of 48

6
Labor Standards Act of 1938 (“FLSA”), as amended by the Equal Pay Act of 1963 (“EPA”), 29 U.S.C.
§§ 206, et seq. See id. ¶¶ 252–56. Counts II, IV, VI, and VIII allege retaliation claims under § 1981, Title
VII, the FCRA, and the EPA, respectively. See id. ¶¶ 201–08, 220–26, 242–51, 257–66. Count IX
advances a claim under Florida’s Private Whistleblower’s Act (“FWPA”), FLA. S TAT . §§ 448.101–04.
See id. ¶¶ 267–76. Count X asserts a claim under the Family and Medical Leave Act (“FMLA”), 29
U.S.C. §§ 2601, et seq. See id. ¶¶ 277–80. And Count XI brings a claim for “breach of contract and
breach of the implied contractual covenant of good faith and fair dealing.” See id. ¶¶ 281–91.
In December 2023, the Defendant filed a Motion to Dismiss (the “MTD”) [ECF No. 58],
arguing that the SAC constitutes a shotgun pleading and otherwise fails to state claims for relief. That
same month, the Plaintiff filed a Response in Opposition to the MTD (the “Response”) [ECF No.
59], and the Defendant submitted a Reply in Support of the MTD (the “Reply”) [ECF No. 61].
In March 2024, we referred the MTD to United States Magistrate Judge Lisette M. Reid.2 See
Order of Referral [ECF No. 73]. In September 2024, the Magistrate Judge issued an Amended Report
and Recommendation (the “R&R”) [ECF No. 79], recommending that we deny the MTD in its
entirety—except as to certain aspects of Count XI. See R&R at 22 (“Only the breach of contract and
breach of duty of good faith and fair dealing, with respect to the Common Purpose and Values
document should be dismissed.”). That same month, the Defendant filed its Objections to the R&R
(the “Objections”) [ECF No. 82]. And, in October 2024, the Plaintiff filed a Response to the
Objections (the “Opposition”) [ECF No. 85].
2 We first referred the MTD to U.S. Magistrate Judge Jacqueline Becerra. See January 2024
Order of Referral [ECF No. 70]. On March 4, 2024, all pre-trial non-dispositive and discovery matters
were referred to U.S. Magistrate Judge Eduardo Sanchez. See Order of Referral [ECF No. 71]. The
case was then reassigned to U.S. Magistrate Judge Lauren Fleischer Louis, see March 7, 2024 Order of
Recusal and Order of Reassignment [ECF No. 72], before both the MTD and all pre-trial non-
dispositive and discovery matters landed with Magistrate Judge Reid.
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 6 of 48

7
T HE L AW
“District courts must review de novo any part of a magistrate judge’s disposition that has been
properly objected to.” Finkelstein v. Mount Sinai Med. Ctr. of Fla., 2023 WL 6118179, at *1 (S.D. Fla.
Sept. 19, 2023) (Altman, J.); see also FED . R. C IV . P. 72(b)(3). “When a party timely objects to a
magistrate judge’s report and recommendation, the district judge must make a de novo determination
‘of those portions of the report or specified proposed findings or recommendations to which
objection is made.’” Ibid. (quoting 28 U.S.C. § 636(b)(1)). “But, when no party has timely objected, the
court need only satisfy itself that there is no clear error on the face of the record in order to accept
the recommendation.” Versfelt v. Sanza Food Serv., LLC, 2022 WL 2439092, at *1 (S.D. Fla. July 5,
2022) (Altman, J.) (quotation marks omitted); see also Lewis v. Smith, 855 F.2d 736, 738 (11th Cir. 1988)
(holding that the “[f]ailure to object to the magistrate’s factual findings after notice precludes a later
attack on these findings”). A “district court has broad discretion in reviewing a magistrate judge’s
report and recommendation.” Williams v. McNeil, 557 F.3d 1287, 1291 (11th Cir. 2009).
“To survive a motion to dismiss under Rule 12(b)(6), a complaint must contain sufficient
factual matter, accepted as true, to state a claim to relief that is plausible on its face.” Megladon, Inc. v.
Vill. of Pinecrest, 661 F. Supp. 3d 1214, 1221 (S.D. Fla. 2023) (Altman, J.) (cleaned up). “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). “In deciding a Rule 12(b)(6) motion to dismiss, the court must accept all factual allegations in
a complaint as true and take them in the light most favorable to plaintiff, but legal conclusions without
adequate factual support are entitled to no assumption of truth.” Dusek v. JPMorgan Chase & Co., 832
F.3d 1243, 1246 (11th Cir. 2016) (cleaned up).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 7 of 48

8
A NALYSIS
The MTD challenges the entirety of the SAC, arguing that all eleven counts fail to state viable
claims for relief. We address each challenge below.
I. 	The Shotgun-Pleading Argument
The Defendant maintains that the SAC is a shotgun pleading. See, e.g., MTD at 2 (arguing that
the SAC “remains a textbook shotgun pleading, consisting of 188 paragraphs of general allegations
that haphazardly are incorporated into eleven different claims (which run the employment-law gamut
from race, gender and national origin discrimination to retaliation to whistleblower to contract claims).
This improper incorporation of 41 pages of disjointed allegations into 11 separate counts results in a
pleading that is neither short nor plain and that violates well-established Eleventh Circuit precedent.
On this basis alone, dismissal with prejudice is proper.”); Obj. at 11 (“In addition, the Report did not
address a major defect in the Second Amended Complaint: the inclusion of different claims for relief
within the same count.”). As the Magistrate Judge saw it, the SAC, “although lengthy and detailed, is
not a shotgun pleading because it performs a basic, primary function: notifying the Defendant of the
claims against it.” R&R at 6.
We largely agree. To be sure, the SAC at times includes “numerous vague and conclusory
allegations.” Barmapov v. Amuial, 986 F.3d 1321, 1325 (11th Cir. 2021). For the most part, though, the
SAC sets forth cogent allegations that “fairly notif[y] [the] [D]efendant[ ] of the claims against [it] and
the supporting grounds of those claims.” Dressler v. Equifax, Inc., 805 F. App’x 968, 972 (11th Cir.
2020). We thus cannot say that the Plaintiff “commit[s] the cardinal sin of ‘shotgun’ pleading.”
Weissman v. Nat’l Ass’n of Sec. Dealers, Inc., 500 F.3d 1293, 1311 (11th Cir. 2007) (Tjoflat, J., dissenting).
So, unless we say otherwise below, we decline to dismiss the SAC as a shotgun pleading and
OVERRULE this part of the Defendant’s objections.
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 8 of 48

9
II. 	The Discrimination Claims
Counts I, III, and V assert discrimination claims under § 1981, Title VII, and the FCRA,
respectively. See SAC ¶¶ 189–200, 209–19, 227–41. According to the SAC, the “Defendant
intentionally discriminated against Dr. Velazquez on the basis of her race, gender, and national origin
by consistently underpaying her as compared to similarly situated non-Latin/Hispanic men, placing
her on an unwarranted PIP, withholding parts of her compensation, removing her as Department
Chair and Surgeon-in-Chief, threatening her medical credentials, and actively diluting her authority
and title.” Id. ¶ 214; see also id. ¶ 231 (“Defendant engaged in severe and pervasive racial and gender-
based harassment that was similar in kind, occurred with relative frequency, and was perpetrated and
exacerbated by numerous supervisors, including repeat bad actors such as Dr. Parekh.”); id. ¶ 192 (“As
a result of the continuous nature of Defendant’s discriminatory conduct throughout Dr. Velazquez’s
employment, the harassment collectively constituted a single unlawful employment practice.”).
The Magistrate Judge determined that, “[a]t least in this early stage of the proceedings,
Plaintiff’s claims of continuing violations are sufficiently pled to withstand dismissal.” R&R at 9.
According to the R&R, “[e]very alleged action . . . stemmed from a sole complaint”—the Plaintiff
reporting “potential discrimination in another employee’s recredentialing”—and “led to her eventual
demotion . . . in 2023.” Ibid. (quotation marks omitted). The R&R further noted that the Plaintiff
“sufficiently identif[ies] and allege[s] sufficient facts to show that she and her comparators”—i.e., “six
male and/or non-Latin comparators”—“were similarly situated” and that the comparators “were
treated more favorably for discriminatory reasons.” Id. at 9–10; see also id. at 10 (“[A] Latina vascular
and endovascular surgeon needs to show that a hospital pays a higher salary to a white male vascular
and endovascular surgeon . . . . Each of the[ ] higher paid comparators was a department chair, like
Plaintiff, or head of a departmental subdivision.’” (citations omitted)).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 9 of 48

10
The Defendant challenges only one aspect of the R&R. “[D]espite acknowledging” the need
to “establish a comparator,” it contends, the R&R failed to “identify [a] requisite comparator” and
focused instead on “different roles (e.g., the ‘head of a division with Plaintiff’s department’) and/or
conclusory allegations not entitled to the presumption of truth (e.g., someone ‘with functionally
equivalent titles’),” even though these analogues are “insufficient.” Obj. at 13 (emphasis omitted). The
Plaintiff counters that, “where, as here, a complaint alleges other facts demonstrating that
discrimination took place, the plaintiff is not required to identify a comparator to survive a motion to
dismiss.” Opp. at 10. “In any event,” she adds, the Complaint “does identify appropriate comparators”
and “specifie[s] that [the] comparators are similarly situated because they—like [the] Plaintiff—are or
were department and/or division chairs at UM.” Id. at 10–11 (emphasis added).
“Title VII of the Civil Rights Act of 1964 outlaws employment discrimination because of ‘race,
color, religion, sex, or national origin.’” Tynes v. Fla. Dep’t of Juv. Just., 88 F.4th 939, 943 (11th Cir. 2023)
(quoting 	42 	U.S.C. 	§ 2000e-2(a)(1)). 	“Likewise, 	42 	U.S.C. 	§ 1981 	prohibits 	employers 	from
intentionally discriminating on the basis of race in employment contracts.” Id. at 944; see also Harris v.
Pub. Health Tr. of Miami-Dade Cnty., 82 F.4th 1296, 1300 (11th Cir. 2023) (“Title VII of the Civil Rights
Act of 1964 and the Florida Civil Rights Act of 1992 both make it unlawful for a private employer to
discriminate against any individual with respect to her compensation, terms, conditions, or privileges
of employment, because of her race or national origin.” (cleaned up)).3
“To state a . . . discrimination claim under Title VII, a complaint need only provide enough
factual matter (taken as true) to suggest intentional . . . discrimination.” Surtain v. Hamlin Terrace Found.,
3 Given their overlapping frameworks, we can analyze the Title VII, FCRA, and § 1981 claims
together. See Harris, 82 F.4th at 1300 n.2 (“Claims under Title VII and the FCRA are analyzed under
the same framework.”); Bryant v. Jones, 575 F.3d 1281, 1296 n.20 (11th Cir. 2009) (“[D]iscrimination
claims . . . brought under . . . 42 U.S.C. § 1981[ ] or Title VII . . . are subject to the same standards of
proof and employ the same analytical framework.”).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 10 of 48

11
789 F.3d 1239, 1246 (11th Cir. 2015) (quotation marks omitted); see also ibid. (explaining that a
complaint need only “plausibly suggest that the plaintiff suffered an adverse employment action due
to intentional racial discrimination”). As such, a “complaint need not allege facts sufficient to make
out a classic McDonnell Douglas prima facie case . . . because McDonnell Douglas’s burden-shifting
framework is an evidentiary standard, not a pleading requirement.” Ibid. (quotation marks omitted).4
Our Defendant doesn’t challenge the R&R’s finding that the Plaintiff’s claims “fall within the
300-day EEOC deadline for filing discrimination claims under Title VII” or that those “claims of
continuing violations are sufficiently pled to withstand dismissal.” R&R at 8–9.5 It objects instead only
to the R&R’s comparator analysis. But a “plaintiff’s failure to produce a comparator does not
necessarily doom the plaintiff’s case.” Tynes, 88 F.4th at 946 (quotation marks omitted); see also Burgess
v. Palm Tran, 2025 WL 2436148, at *2 (11th Cir. Aug. 25, 2025) (“[F]ailure to provide comparator
evidence was not alone fatal to his claim[.]”). So, even assuming that its comparator-specific objection
passes muster, the Defendant hasn’t offered any argument that the SAC fails to adequately plead an
adverse-employment action resulting from intentional discrimination. See Hamilton v. Southland Christian
Sch., Inc., 680 F.3d 1316, 1319 (11th Cir. 2012) (“[T]he failure to make arguments and cite authorities
in support of an issue waives it.”).
4 The McDonnell Douglas test involves a “burden-shifting framework.” Lewis v. City of Union City,
918 F.3d 1213, 1220 (11th Cir. 2019); see also McDonnell Douglas Corp. v. Green, 411 U.S. 792 (1973).
“When proceeding under McDonnell Douglas, the plaintiff bears the initial burden of establishing a prima
facie case of discrimination by showing (1) that she belongs to a protected class, (2) that she was
subjected to an adverse employment action, (3) that she was qualified to perform the job in question,
and (4) that her employer treated ‘similarly situated’ employees outside her class more favorably.”
Lewis, 918 F.3d at 1220–21. “If the plaintiff succeeds in making out a prima facie case, the burden shifts
to the defendant to articulate a legitimate, nondiscriminatory reason for its actions,” at which point
“the plaintiff must then demonstrate that the defendant’s proffered reason was merely a pretext for
unlawful discrimination[.]” Id. at 1221.
5 In any event, whether the continuing-violations doctrine applies is—at least for now—
irrelevant. According to the SAC, the Plaintiff filed with the EEOC on January 17, 2023, making
March 23, 2022, the relevant 300-day deadline. In other words, the bulk of the (alleged) discriminatory
conduct occurred after the cut-off date.
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 11 of 48

12
Nor do we see any clear error in the R&R’s finding on this issue. As the R&R recounts, the
SAC alleges (among other things) that: (1) “between July and August 2022, UM management told
Plaintiff that she ‘wouldn’t want to die on this hill,’ when she reported potential discrimination in
another employee’s recredentialing”; (2) the Defendant “[t]hen . . . placed [the] Plaintiff on the PIP”;
(3) the PIP involved “discriminatory aspects,’” including the Defendant “withh[olding] her bonus until
she completed the program”—something that didn’t happen to similarly situated white men; and (4)
the Defendant then gave the Plaintiff a “demotion.” R&R at 9; see, e.g., SAC ¶¶ 126, 128, 132, 139
(“On August 25, 2022, Dr. Velazquez attended [an] evaluation review meeting . . . . Within moments
of the meeting’s start, HR . . . announced that the Board had lost confidence in Dr. Velazquez’s
leadership . . . . At the end of the meeting, Ms. Mincey announced that the University was putting Dr.
Velazquez on a 90-day PIP . . . . On September 15, 2022, Ms. Mincey . . . presented her with the
written terms of the PIP . . . [and] made several negative comments related to Dr. Velazquez’s heritage
and nationality. Ms. Mincey told Dr. Velazquez that she came across as ‘relentless,’ which—in Ms.
Mincey’s opinion—was likely a ‘cultural thing’ or byproduct of Dr. Velazquez’s ‘background.’”); id.
¶ 148 (“On November 8, 2022, UM informed Dr. Velazquez that while other department chairs’
annual incentive pay would be released promptly, her bonus was being withheld until successful
completion of the PIP.”); id. ¶ 149 (“UM singled out Dr. Velazquez based on a single metric that it
did not typically enforce—while routinely granting full credentials to male employees who did not
meet clinical volume expectations.”); id. ¶ 161 (“[O]n January 12, 2023, the day that Dr. Velazquez
returned from FMLA leave, . . . HR called her into a meeting to report that she was being terminated
from her leadership roles and removed as Department Chair and Surgeon-in-Chief—purportedly for
not meeting the terms of UM’s discriminatory and retaliatory PIP.”).
Those allegations are sufficient at the motion-to-dismiss stage. “When a federal court reviews
the sufficiency of a complaint, before the reception of any evidence either by affidavit or admissions,
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 12 of 48

13
its task is necessarily a limited one.” Scheuer v. Rhodes, 416 U.S. 232, 236 (1974). “The issue is not whether
a plaintiff will ultimately prevail but whether the claimant is entitled to offer evidence to support the
claims.” Ibid. (emphasis added); see also ibid. (“Indeed it may appear on the face of the pleadings that a
recovery is very remote and unlikely but that is not the test.”). The Supreme Court has thus “rejected
the argument that a Title VII complaint requires greater particularity, because this would too narrowly
constrict the role of the pleadings.” Swierkiewicz v. Sorema N. A., 534 U.S. 506, 511 (2002) (cleaned up).
“In order to survive summary judgment,” the Plaintiff will need to “present sufficient facts to
permit a jury to rule in her favor.” Lewis, 918 F.3d at 1220. That might involve “satisfying the burden-
shifting framework set out in McDonnell Douglas,” “present[ing] direct evidence of discriminatory
intent,” or “demonstrat[ing] a convincing mosaic of circumstantial evidence that warrants an inference
of intentional discrimination.” Id. at 1220, 1221 n.6 (quotation marks omitted). But, for now, the
Plaintiff need only plausibly allege her § 1981, Title VII, and FCRA discrimination claims. Because we
find that she does, we OVERRULE the Defendant’s objection as to the sufficiency of Counts I, III,
and V.
III. 	The EPA Claim
Count VII brings an unequal-pay claim under the EPA. See SAC ¶¶ 252–56. It alleges that the
Defendant has been “paying Dr. Velazquez, a female employee, less compensation than that paid to
one or more male employees within the same institution for substantially equal work at jobs that
require equal skill, effort, and responsibility, and are performed under similar working conditions.” Id.
¶ 253; see also ibid. (“UM paid Dr. Velazquez less than male Surgical Department Chairs as well as male
heads of subspecialities. UM also unjustifiably denied Dr. Velazquez certain forms of compensation
that were awarded to her male peers.”). Count VII further alleges that “[t]he differentials in pay
between Dr. Velazquez and her male counterparts were not due to seniority, merit, quantity or quality
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 13 of 48

14
of work, or a bona fide factor other than sex”—or, “[i]n the alternative,” that “such factor(s) were not
reasonably applied and did not account for the entire wage differential.” Id. ¶ 254.
These allegations, as the Magistrate Judge saw it, “are sufficient to support her claim” because
the Plaintiff “alleges that UM paid Dr. Merchant, a white male doctor, a higher salary for performing
equivalent or lesser duties” and that “male surgeons” and “surgical department chairs” performed
“equal work.” R&R at 12 (quotation marks omitted). Objecting to that recommendation, the
Defendant argues that the R&R “credits Plaintiff’s conclusory allegations” that “do not explain how
Plaintiff performs a ‘virtually identical’ job as a male comparator.” Obj. at 14. But the Plaintiff points
to her allegations that the Plaintiff’s “male predecessor (Dr. Alan Livingstone) as well as the male
surgeon who was hired to supplant her as Surgeon-in-Chief (Dr. Merchant) were both paid more than
she was as leader of the Surgery Department.” Opp. at 11; see also id. at 11–12 (“A male predecessor
and a male replacement who were both paid more to perform the same role as Plaintiff are obviously
appropriate comparators under the EPA.”).
“The EPA prohibits wage discrimination on the basis of sex and forbids the specific practice
of paying unequal wages for equal work to employees of the opposite sex.” Baker v. Upson Reg’l Med.
Ctr., 94 F.4th 1312, 1317 (11th Cir. 2024) (quotation marks omitted). It prohibits qualifying employers
from discriminating “between employees on the basis of sex by paying wages to employees . . . at a
rate less than the rate at which he pays wages to employees of the opposite sex . . . for equal work on
jobs the performance of which requires equal skill, effort, and responsibility, and which are performed
under similar working conditions,” except under certain conditions. 29 U.S.C. § 206(d) (emphases
added); see also Bowen v. Manheim Remarketing, Inc., 882 F.3d 1358, 1362 (11th Cir. 2018) (“A plaintiff
establishes a prima facie case under the Equal Pay Act if she shows that her employer paid ‘different
wages to employees of opposite sexes for equal work on jobs requiring equal skill, effort, and
responsibility, and which were performed under similar working conditions.” (cleaned up)).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 14 of 48

15
The EPA thus proscribes a “fairly strict standard.” Baker, 94 F.4th at 1319; see also Waters v.
Turner, Wood & Smith Ins. Agency, Inc., 874 F.2d 797, 799 (11th Cir. 1989) (“The standard for
determining whether jobs are equal in terms of skill, effort, and responsibility is high.”). “When
Congress enacted the Equal Pay Act, it substituted the word ‘equal’ for ‘comparable’ to show that the
jobs involved should be virtually identical, that is, they would be very much alike or closely related to
each other.” Brennan v. City Stores, Inc., 479 F.2d 235, 238 (5th Cir. 1973) (cleaned up). “In interpreting
the EPA, ‘equal’ means ‘substantially equal.’” Wheatley v. Wicomico Cnty., 390 F.3d 328, 332 (4th Cir. 2004)
(Wilkinson, J.) (cleaned up); see also E.E.O.C. v. Madison Cmty. Unit Sch. Dist. No. 12, 818 F.2d 577, 582
(7th Cir. 1987) (Posner, J.) (“The cases do not require an absolute identity between jobs, but do require
substantial identity. The line is a fine, perhaps imperceptible, one.” (emphases added)).
“Generally, it is not enough to simply show that the comparators hold the same title and the
same general responsibility as the plaintiff.” Evans v. Int’l Paper Co., 936 F.3d 183, 196 (4th Cir. 2019).
But Count VII itself neglects to offer any comparators and opts instead for the conclusory allegation
that “UM paid Dr. Velazquez less than male Surgical Department Chairs as well as male heads of
subspecialities.” SAC ¶ 253. That’s not enough. “Equal pay for equal work is what the EPA requires,”
but Count VII rests on bare-boned allegations that “male Surgical Department Chairs as well as male
heads of subspecialties” earned higher salaries. Price v. N. States Power Co., 664 F.3d 1186, 1192 (8th
Cir. 2011). Count VII thus doesn’t adequately allege that those Surgical Department Chairs and
subspeciality heads had the same duties—let alone that they engaged in equivalent work. See Sinaltrainal
v. Coca-Cola Co., 578 F.3d 1252, 1268 (11th Cir. 2009) (“The vague and conclusory nature of these
allegations is insufficient to state a claim for relief, and will not do.” (quotation marks omitted)); see
also Gordon v. Green, 602 F.2d 743, 746 (5th Cir. 1979) (declining to accept “chaotic legal jargon in lieu
of a short and plain statement”).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 15 of 48

16
But even if we were to scour the entirety of the 293-paragraph SAC for scattered references
to comparators, we’d still be left without viable allegations. Earlier in the SAC, the Plaintiff alleges that
Dr. Nipun Merchant, Dr. Alan Livingstone, Dr. Dipen Parekh, Dr. Fred Telischi, Dr. Lee Kaplan,
Dr. Nestor De La Cruz, Dr. Joseph Lamelas, Dr. Rodrigio Vianna, Dr. Leonardo Mulinari, and Dr.
Stephen Nimer each earned “more than Dr. Velazquez[.]” SAC ¶ 68; see also id. ¶¶ 56, 64, 65, 67, 76.
Whereas the SAC describes the Plaintiff as a “vascular and endovascular” surgeon, however, it fails to
specify what type of medicine Dr. Kaplan, Dr. De La Cruz, Dr. Vianna, Dr. Mulinari, and Dr.
Livingstone practice; notes only that Dr. Nimer serves as “the director of the Sylvester Comprehensive
Cancer Center”; and acknowledges that the remaining surgeons work in other fields—Dr. Merchant in
“oncology surgery,” Dr. Parekh in “Urology,” Dr. Telischi in “Otolaryngology,” and Dr. Lamelas in
“cardiothoracic surgery.” Id. ¶¶ 64, 67, 76 (quotation marks omitted); see also Beck-Wilson v. Principi, 441
F.3d 353, 360 (6th Cir. 2006) (looking to whether “two positions are fungible”); Cullen v. Indiana Univ.
Bd. of Trs., 338 F.3d 693, 698 (7th Cir. 2003) (looking to “whether a significant portion of the two jobs
is identical” (quotation marks omitted)).
In sum, Count VII offers only conclusory claims while other sections of the SAC allege (at
best) that non-vascular-and-endovascular physicians received higher wages. But “jobs do not automatically
involve equal effort or responsibility even if they entail most of the same routine duties.” Wheatley, 390
F.3d at 333 (quotation marks omitted); see also E.E.O.C., 818 F.2d at 582 (“[T]here is not a single job
classification such as ‘head coach’ or ‘assistant coach’; the wage varies by the sport.”). So, merely
pointing to other colleagues cannot alone suffice under the EPA. See Moll v. Telesector Res. Grp., Inc., 94
F.4th 218, 259 (2d Cir. 2024) (“But mere titles have little sway in EPA analysis.”); Brennan, 479 F.2d at
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 16 of 48

17
238 (“[T]he standard of equality is clearly higher than mere comparability[.]”).6 We thus SUSTAIN
the Defendant’s objection as to Count VII.
IV. 	The Retaliation Claims
Counts II, IV, VI, and VIII assert retaliation claims under § 1981, Title VII, the FCRA, and
the EPA, respectively. See SAC ¶¶ 201–08, 220–26, 242–51, 257–66. The Plaintiff alleges that she
“ma[de] oral and written communications to UM’s leadership about racially discriminatory treatment”;
“rais[ed] allegations of unequal pay”; and, “through counsel, initiat[ed] the process of filing
discrimination charges in order to pursue her claims of unequal pay.” Id. ¶¶ 202, 260. In turn, the SAC
maintains, the “Defendant engaged in adverse employment actions”—“including a retaliatory PIP,
interfering with her recredentialing process, and ultimately terminating her from her leadership
roles”—as “a direct and proximate result of her protected activities.” Id. ¶¶ 261–62.
The Magistrate Judge found that these allegations stated viable retaliation claims. The R&R
explained that the “Plaintiff’s account of her complaints to her employer implicitly alleged race and
national origin discrimination as well as gender.” R&R at 13 (emphasis added). And it determined that
6 Count VII makes no mention of statistical studies. But the Plaintiff alleges earlier in the SAC
that, “[a]fter filing her Complaint, Plaintiff became aware of further evidence of rampant gender-based
pay discrimination across the School of Medicine and among department chairs broadly”—namely, a
study that “reveals that UM paid male clinical professors in the School of Medicine, on average, 25%
more in base salary than female professors of the same rank.” SAC ¶ 69. Because the Plaintiff never
claims that this study compares the salaries of surgeons, let alone surgeons performing “the same work,”
Hornsby-Culpepper v. Ware, 906 F.3d 1302, 1313 (11th Cir. 2018), we needn’t consider whether a study
alone can suffice to state an EPA claim, see Plemer v. Parsons-Gilbane, 713 F.2d 1127, 1135–36 (5th Cir.
1983) (“It may well be questionable whether . . . such statistics could ever suffice to make a prima facie
case, if the proofs were otherwise insufficient, for purposes of an individual Equal Pay Act or Title
VII disparate treatment suit.”); Lavin-McEleney v. Marist Coll., 239 F.3d 476, 482 (2d Cir. 2001)
(“[B]ecause plaintiff both identified a male comparator and provided statistical evidence of gender-
based discrimination, we need not decide whether either type of evidence standing alone would have
been sufficient to prove discrimination under the Equal Pay Act.”); Beck-Wilson, 441 F.3d at 364
(allowing “statistical evidence of a gender-based pay disparity in conjunction with individual comparator”
(emphasis added)); Cullen, 338 F.3d at 701–02 (“We need not decide today whether Dr. Cullen could
base her prima facie EPA case solely on statistical evidence because the Pay Equity Study could not
establish discrimination alone on these facts.”).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 17 of 48

18
the “Plaintiff connects her protected activity to UM retaliatory conduct” by alleging that she
“complained about a Latino employee’s recredentialing in late July and early August of 2022 and was
placed on a PIP days later”; “complained of the pay disparity during her August 25 annual review, the
same day she was placed on the PIP”; had “her bonus pay . . . withheld when she complained about
the PIP”; and “was retaliated against while on FMLA leave when UM replaced her during her leave.”
Id. at 14–15.
The Defendant mounts two objections to this recommendation. First, it argues that the R&R
overlooks the fact that the SAC “is devoid of any allegations about Plaintiff raising complaints of race
or national origin discrimination,” even though “it is well-established that generic complaints about
‘discrimination’ are insufficient to qualify as protected activity.” Obj. at 15–16. It thus insists that
“Count II and the portions of Counts IV and VI premised on race or national origin discrimination
fail to state a claim.” Id. at 16; but see id. at 15 (conceding that “her alleged complaints did reference
gender”). Second, the Defendant contends that the R&R disregards “the large temporal gap between
Plaintiff’s alleged complaints and any purported adverse employment action (e.g., the [PIP] and her
demotion).” Ibid.; see also ibid. (arguing that a plaintiff who “repeatedly complains for more than one-
and-a-half years before adverse action is taken . . . cannot establish the causation element of a
retaliation claim”).
The Plaintiff offers two responses. First, she maintains that she “reported race and national
original discrimination (in addition to gender discrimination) multiple times,” that she “engaged in
protected activity when her attorneys notified Defendant that Plaintiff asserted claims of race, national
origin and gender discrimination,” and that “the SAC clearly identifies conduct that put Defendant on
notice of race and national origin discrimination.” Opp. at 12–14. Second, the Plaintiff deems the
Defendant’s causation argument “plainly illogical” because “UM’s retaliation often occurred within
weeks, days, or hours of Plaintiff’s protected conduct.” Id. at 14; see also id. at n.28 (“When Plaintiff
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 18 of 48

19
complained about discrimination in a Latino doctor’s recredentialing, UM immediately threatened that
she ‘wouldn’t want to die on this hill’—and then placed her on a PIP just days later. When Plaintiff
complained about discriminatory aspects of her PIP, UM withheld her bonus pay and began
interfering with her medical recredentialing within weeks. On August 30, 2022, Plaintiff’s Counsel sent
a letter to UM confirming that Plaintiff had retained legal counsel to pursue her race discrimination,
national origin discrimination, gender discrimination, retaliation, and whistleblower claims. Just two
weeks later, UM’s Head of Human Resources summoned Plaintiff to a meeting to present her with the
written terms of her PIP—and (during that same meeting) made derogatory comments about
Plaintiff’s cultural heritage and nationality[.]” (cleaned up)).
“To state a plausible retaliation claim, a plaintiff must allege that: (1) she participated in an
activity protected by Title VII; (2) she suffered an adverse employment action; and (3) there is a causal
connection between the participation in the protected activity and the adverse action.” Amaya v.
Vilsack, 2024 WL 3509583, at *4 (S.D. Fla. July 23, 2024) (Altman, J.) (cleaned up). “A materially
adverse employment action is an action that might have dissuaded a reasonable worker from making
or supporting a charge of discrimination.” Calicchio v. Oasis Outsourcing Grp. Holdings, L.P., 2022 WL
2761720, at *4 (11th Cir. July 15, 2022) (quotation marks omitted). And, “[t]o show a causal
connection, the plaintiff must show that (1) the decision-maker knew of her protected activity, and
(2) the protected activity and adverse action were not wholly unrelated.” Ibid.7
7 We’ve already explained that the § 1981, Title VII, and FCRA claims can be analyzed
together. We now add the EPA-retaliation claim to that list. See Hornsby-Culpepper, 906 F.3d at 1314 &
n.9 (explaining that establishing “a prima facie case of retaliation” for purposes of “[t]he anti-retaliation
provision of the Equal Pay Act” involves showing that “(1) [a plaintiff] engaged in activity protected
under the act; (2) she subsequently suffered adverse action by the employer; and (3) a causal
connection existed between the employee’s activity and the adverse action”); see also Calicchio v. Oasis
Outsourcing Grp. Holdings, L.P., 584 F. Supp. 3d 1215, 1253 (S.D. Fla. 2021) (Ruiz, J.), aff’d, 2022 WL
2761720 (11th Cir. July 15, 2022) (noting that “the legal analysis is the same” for “EPA retaliation
claims” and “Title VII retaliation claims”).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 19 of 48

20
At this stage of the case, we find that the SAC advances a plausible inference of causation. To
be sure, “in the absence of other evidence tending to show causation, if there is a substantial delay
between the protected expression and the adverse action, the complaint of retaliation fails as a matter
of law.” Thomas v. Cooper Lighting, Inc., 506 F.3d 1361, 1364 (11th Cir. 2007). And the timeline
constructed by the SAC does appear to contain gaps long enough to defeat causation. The Plaintiff
claims, for instance, that, at the end of April 2022, she “contacted the CEO and expressly objected
that she was being mistreated because she is a woman,” but the closest adverse action to that event
came in late August 2022, when the Defendant (allegedly) “indefinitely postponed” a “ceremony to
celebrate Dr. Velazquez” and imposed a “90-day PIP.” SAC ¶¶ 55, 85, 132; see also Thomas, 506 F.3d
at 1364 (“A three to four month disparity between the statutorily protected expression and the adverse
employment action is not enough . . . as a matter of law.”); Higdon v. Jackson, 393 F.3d 1211, 1221 (11th
Cir. 2004) (“Aside from the three month temporal proximity, Higdon has not presented any other
evidence of causation . . . . Higdon, therefore, . . . cannot establish a prima facie case of retaliation.”).
But we can put aside those gaps for now. If nothing else, the retaliation claims survive the
MTD based on allegations about the three-month stretch between August 2022 and November 2022.
That August, according to the SAC, the Plaintiff lodged complaints about her allegedly “discriminatory
pay.” SAC ¶ 89. Then, on August 23, 2022, the Defendant allegedly scrapped the aforementioned
ceremony “out of discriminatory and retaliatory motives.” Id. ¶ 55. And, on August 25, 2022, the SAC
continues, the Plaintiff attended an evaluation review during which she was placed on a “90-day PIP,
which was to begin immediately,” and was told by Mincey—the Defendant’s HR Chief—that “the
Board had lost confidence in [her] leadership,” that she was “‘misaligned with leadership,’” that she
“had acted ‘inappropriately’ and ‘relentlessly’ in public meetings,” and that she had “bypass[ed] the
chain of command [by] writing to leadership about ‘trivial matters.’” Id. ¶¶ 128–32; see also id. ¶ 129
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 20 of 48

21
(“The attendees also referred directly to Dr. Velazquez’s reports of policy infractions to UM
leadership.”).
On September 15, 2022, the SAC further claims, “Mincey insisted on meeting with Dr.
Velazquez and presented her with the written terms of the PIP.” Id. ¶ 139. Those written terms
allegedly contained an “unprecedented” provision that “retrospectively [withheld] bonus pay that Dr.
Velazquez had already fully earned.” Id. ¶ 140. And, “[d]uring that meeting, Ms. Mincey made several
negative comments related to Dr. Velazquez’s heritage and nationality.” Id. ¶ 139. Specifically, the
SAC alleges that:
Ms. Mincey told Dr. Velazquez that she came across as ‘relentless,’ which—in Ms.
Mincey’s opinion—was likely a ‘cultural thing’ or byproduct of Dr. Velazquez’s
‘background.’ Ms. Mincey also told Dr. Velazquez to learn to ‘pause between
sentences’ and ‘take a deep breath’ before speaking. In what was clearly a reference to
Dr. Velazquez’s status as a Latina, Ms. Mincey suggested that a coach could ‘fix’ Dr.
Velazquez’s cultural mannerisms and communication style.
Ibid.
About a month later, on October 12, 2022, the SAC submits, “UM told Dr. Velazquez that it
would require her to participate in a ‘360-degree analysis’” and to “receive coaching from, and be
reviewed by[,] Dr. Parekh—the very person whom she had complained had engaged in a pattern of
discriminatory and retaliatory conduct against her.” Id. ¶ 145. On November 8, 2022, “UM informed
Dr. Velazquez that . . . her bonus was being withheld until successful completion of the PIP.” Id.
¶ 148. Two days later, on November 10, 2022, the Defendant allegedly “took the unprecedented step
of threatening to interfere with Dr. Velazquez’s medical recredentialing by reporting that she was not
meeting her clinical volume expectations,” even though “her clinical volumes were not significantly
different from prior years when her credentials were renewed without issue” and “were not out of line
with those of other UM leaders with equivalent administrative responsibilities.” Id. ¶ 149; see also ibid.
(“In short, UM singled out Dr. Velazquez based on a single metric that it did not typically enforce—
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 21 of 48

22
while routinely granting full credentials to male employees who did not meet clinical volume
expectations.” (emphasis added)).
Those specific allegations—spanning the months of August 2022 to November 2022—state
viable claims for retaliation on the basis of gender, race, and national origin. See id. ¶ 89 (alleging that
the Plaintiff “report[ed] her discriminatory pay” in “August 2022”); id. ¶ 128–31 (alleging that Mincey
accused the Plaintiff on August 25, 2022, of acting “inappropriately” and “relentlessly” and of “writing
to leadership about ‘trivial matters’”); id. ¶ 139 (alleging that Mincey “made several negative comments
related to Dr. Velazquez’s heritage and nationality” on “September 15, 2022”). And they reflect a
series of interrelated events separated by only three-to-four weeks at a time. See Gupta v. Fla. Bd. of
Regents, 212 F.3d 571, 590 (11th Cir. 2000) (“For purposes of a prima facie case, close temporal
proximity may be sufficient to show that the protected activity and the adverse action were not wholly
unrelated.” (quotation marks omitted)); Farley v. Nationwide Mut. Ins. Co., 197 F.3d 1322, 1337 (11th
Cir. 1999) (finding “seven weeks” a “timeframe sufficiently proximate to create a causal nexus for
purposes of establishing a prima facie case” (cleaned up)); see also Gregori v. Hometown Foods USA, LLC,
2024 WL 474374, at *7 (S.D. Fla. Feb. 7, 2024) (Altman, J.) (finding it “premature” to dismiss a
“retaliation claim on temporal proximity alone without the parties having the benefit of discovery,”
given that complaints “need not allege facts specific to make out a prima facie case for retaliation, just
enough factual matter to suggest retaliation” (quotation marks omitted)). The Defendant’s objections
thus fail.
That’s not to say the retaliation claims have merit. Nor is it to credit those parts of the timeline
that lack a temporal nexus and race- or national-origin-specific allegations. But our sole task today is
to determine whether the SAC states plausible allegations. See Bell Atl. Corp. v. Twombly, 550 U.S. 544,
555 (2007) (noting that courts adjudicating motions to dismiss must assume “that all the allegations in
the complaint are true (even if doubtful in fact)”); Neitzke v. Williams, 490 U.S. 319, 327 (1989) (“What
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 22 of 48

23
Rule 12(b)(6) does not countenance are dismissals based on a judge’s disbelief of a complaint’s factual
allegations.”); Vavrus v. Russo, 243 F. App’x 561, 564 (11th Cir. 2007) (“That . . . claims survived [a]
motion to dismiss does not indicate that the suit was not frivolous.”). Because we must “draw all
reasonable inferences in the plaintiff’s favor,” Smith v. United States, 873 F.3d 1348, 1351 (11th Cir.
2017), we cannot say that the Plaintiff fails to plead any incidents of racial or national-origin
retaliation—nor can we say that she’s failed to plausibly allege a causal nexus. We therefore
OVERRULE the Defendant’s objections to Counts II, IV, VI, and VIII.
V. 	The FPWA Claim
Count IX brings a claim under the FPWA. See SAC ¶¶ 267–76. It alleges that the Plaintiff
“objected to and refused to participate in”—and “reported” to “supervisors and senior leadership”—
“one or more activities, policies, or practices of UM that were in violation of one or more laws, rules,
or regulations,” “including significant health and safety infractions.” Id. ¶¶ 271–72. In turn, the SAC
claims, “UM took retaliatory personnel action” by “erod[ing] her title and authority,” “subject[ing] her
to impossible work conditions,” “[withholding] parts of her compensation,” “remov[ing] and
replac[ing] her as Department Chair and Surgeon-in-Chief,” and “threaten[ing] to restrict or withdraw
her medical credentials.” Id. ¶ 273.
The Magistrate Judge found these allegations “sufficient at this stage of the pleadings” because
the SAC “enumerated multiple occasions when UM retaliated against her for reporting ‘serious health
and safety violations’” and included “a list of state laws she believed that UM violated.” R&R at 16.
Objecting to that recommendation, the Defendant advances two arguments: one, that “this retaliation
claim fails for the same temporal reasons as her other retaliation claims”; two, that the SAC fails to
“establish an actual violation of positive law” because the state-law violations detailed in the SAC are
alleged “on information and belief,” which “is insufficient to state a claim.” Obj. at 17 (quotation
marks omitted).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 23 of 48

24
As to the first objection, the Plaintiff counters that “temporal proximity supports a causal
inference” here. Opp. at 15; see also ibid. (“Plaintiff complained about Dr. Parekh’s insistent attempts
to unlawfully operate an oral maxillofacial and dentistry facility in February 2022, as well as
discriminatory anomalies in another employee’s recredentialing in July and August 2022. Only a few
days after she reported the unlawful dental incident, Defendant retaliated by launching a pretextual HR
investigation against her. And, when she reported potential discrimination in her colleague’s
recredentialing, Defendant immediately told her to back off, threatened her job, and then imposed its
retaliatory PIP.” (cleaned up)). And “[e]ven if there were a large temporal gap between Plaintiff’s
protected activity and adverse actions,” the Plaintiff maintains, “other circumstantial evidence would
suffice to prove causation.” Id. at 16; see also ibid. (“Plaintiff alleges that Defendant’s Head of Faculty
Affairs and the Dean (i) warned her that Dr. Parekh was upset by her February 2022 complaint and
(ii) threatened that she should not take her concerns of unsafe or unlawful practices further because
it ‘would be bad for her politically.’ When Plaintiff objected to Defendant’s attempts to interfere with
the recredentialing of her Latino colleague, Defendant advised Plaintiff that she ‘wouldn’t want to die
on this hill.’” (cleaned up)).
As to the Defendant’s second objection, the Plaintiff argues that the SAC “alleges no fewer
than four different state or federal laws and regulations that Defendant violated” and that these
violations “in fact occurred.” Opp. at 16. The Plaintiff adds that this “specific detail actually exceeds
what is required for Plaintiff to plead under the FPWA” and that, in any event, alleging only that “she
reasonably believed a violation of law occurred . . . would suffice to state an FPWA claim.” Ibid.
Finally, the Plaintiff insists that “the words ‘information and belief’ never occur in connection with
Plaintiff’s assertion that she believed a predicate legal violation occurred for purposes of her FPWA,”
and that “it cannot be that a prefatory clause of ‘on information and belief’ automatically requires a
court to disregard an allegation in a complaint.” Id. at 17.
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 24 of 48

25
“The FPWA in relevant part prohibits an employer from taking a ‘retaliatory personnel action
against an employee because the employee has objected to, or refused to participate in,’ conduct that
violates a law, rule, or regulation.” Ounjian v. Globoforce, Inc., 89 F.4th 852, 858 (11th Cir. 2023) (cleaned
up) (quoting FLA . S TAT . § 448.102(3)). “Thus, the elements of an FPWA claim are: (1) protected
activity, (2) a retaliatory personnel action and (3) a causal connection between the two.” Ibid.; see also
Jenkins v. Golf Channel, 714 So. 2d 558, 563 (Fla. Dist. Ct. App. 1998) (“The purpose of the Whistle
Blower’s Act is to protect private employees who report or refuse to assist employers who violate laws
enacted to protect the public.”).
Starting with the first objection: We agree with the Plaintiff that temporal proximity supports
a casual inference here. If nothing else, the SAC claims that the Plaintiff registered safety complaints
in July 2022. See SAC ¶ 89 (alleging that the Plaintiff reported “safety concerns involving Physician
A’s medical errors” and “false allegations made by Dr. Parekh”). By August 2022, the SAC maintains,
the Defendant cancelled a ceremony honoring the Plaintiff, rebuked the Plaintiff for “bypassing the
chain of command and writing to leadership about ‘trivial matters,’” and imposed the PIP. Id. ¶ 130;
see also id. ¶¶ 55, 128–32. For the reasons we outlined above in our discussion of the retaliation claims,
this timeline suffices to establish (at least at the pleading stage) a causal connection between the
Plaintiff’s alleged whistleblowing and the Defendant’s alleged punishments.
We turn next to the second, more pressing inquiry: the adequacy of the pleading. Here, we
begin with the “the critical statutory phrase”: the FWPA’s focus on disclosing activity “that is in
violation of a law, rule, or regulation.” Snow v. Ruden, McClosky, Smith, Schuster & Russell, P.A., 896 So.
2d 787, 790–91 (Fla. Dist. Ct. App. 2005) (quoting § 448.102). Two elements of that language merit
closer review. First, Florida courts have construed this phrase such that “it must be a legislatively
enacted law, rule, or regulation,” as opposed to some internal or contractual obligation. Kearns v. Farmer
Acquisition Co., 157 So. 3d 458, 464 (Fla. Dist. Ct. App. 2015) (emphasis added). Second, Florida courts
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 25 of 48

26
have “determined that an employee’s belief that a law, rule, or regulation was violated [i]s insufficient[.]”
Ibid. (emphasis added); see also Drozd v. Amatus Health, LLC, 406 So. 3d 384, 386 (Fla. Dist. Ct. App.
2025) (“[T]he legislature’s use of the word ‘is’ requires proof of an ‘actual violation’ of a law, rule, or
regulation by the employer in this situation.”); Dos Santos v. AIDS Healthcare Found., Inc., 2021 WL
4972993, at *10 (S.D. Fla. Jan. 5, 2021) (Dimintrouleas, J.) (“Notably, the FWA’s requirement that an
employer’s policy be ‘in violation of a law’ is unequivocal. The FWA does not provide protection to
employees for ‘alleged’ or ‘suspected’ violations of the law.” (cleaned up)); Gessner v. S. Co., 396 So. 3d
908, 914–15 (Fla. Dist. Ct. App. 2024) (Tanenbaum, J., concurring in result and in certification of
conflict) (“As a linking verb, ‘is’ . . . require[s] that the employer’s conduct be in the present state of
unlawfulness—as a matter of objective fact—at the time the employee supposedly acted in response.
This reading stands in marked contrast to the appellant’s proposed reading—belief that a violation has
occurred, whether it has or not—which imposes a more speculative, subjective, or contingent state
[.]”); White v. Purdue Pharma, Inc., 369 F. Supp. 2d 1335, 1337 (M.D. Fla. 2005) (“As the provided
emphasis on the word ‘is’ makes clear, no qualification was provided to permit shelter for the employee
who reasonably believes she is being asked to engage in illegal activity.”). Put plainly, a whistleblower’s
suspicion of unlawful conduct isn’t enough under the FWPA.
Context confirms what the text demands. A different Florida whistleblower statute—involving
public (not private) disclosures—specifically prohibits retaliation in response to disclosures of “[a]ny
violation or suspected violation of any federal, state, or local law, rule, or regulation[.].” FLA . S TAT .
§ 112.318(5)(a). Had the Florida legislature wanted the FWPA to encompass suspected violations, it
could’ve imported that language into the FWPA. But the FWPA instead wields a narrower scope,
reaching only disclosures concerning conduct “that is in violation of a law, rule, or regulation.”
§ 448.102 (emphasis added). And that distinction matters. See State v. Crose, 378 So. 3d 1217, 1236 (Fla.
Dist. Ct. App. 2024) (“[W]hen the legislature has included a provision in one statute, but omitted it in
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 26 of 48

27
an analogous statute, courts should not read it into the statute from which it has been excluded.”
(quotation marks omitted)); see also Bittner v. United States, 598 U.S. 85, 94 (2023) (“When Congress
includes particular language in one section of a statute but omits it from a neighbor, we normally
understand that difference in language to convey a difference in meaning (expressio unius est exclusio
alterius).”).
That’s not to heighten the federal-pleading standard. Stating a viable claim under the FWPA
doesn’t require proving a legal violation. “Nonetheless, courts have required a plaintiff to allege an actual
violation in order to state a claim under the FPWA.” Kattell v. Brenntag Mid-south, Inc., 2019 WL
13143000, at *6 (M.D. Fla. June 11, 2019) (emphasis added); see also Obukwelu v. Tallahassee Mem’l
Healthcare, Inc., 2015 WL 11110552, at *3 (N.D. Fla. June 25, 2015) (“[B]ecause Ms. Obukwelu does
not allege that she objected to an actual violation of law, she fails to state a claim under section
448.102(3).”).
The SAC runs headlong into this problem—at least in part. True, Count IX itself alleges that,
“[a]t all relevant times, Defendant’s conduct was in violation” of nine laws, rules, or regulations: one,
“Fla. Stat. §[ ] 456.0575 (patient safety notification requirements)”; two, “[FLA . S TAT . §] 456.049
(insurance notification requirements)”; three, “[FLA . S TAT . §] 395.0197 (requirement to establish risk
management policies and report certain safety violations)”; four, “[FLA . STAT . §] 458.331 (restricting
grounds for disciplinary actions against medical providers)”; five, “[FLA . S TAT . §] 766.110 (requirement
for hospitals to exercise due care in ensuring competence of medical staff and compliance with risk
management policies)”; six, “state and federal anti-discrimination laws”; seven, “rules imposed by UM’s
CIA with HHS”; eight, “internal UM by-laws”; and finally, “other applicable federal or state laws, rules,
or regulations governing or pertaining to UM, including with regard to Medicare or Medicaid
requirements.” SAC ¶ 270. But earlier parts of the SAC contradict three of those allegations. In
reference to the purported violations of §§ 395.0197, 456.0575, and 456.049, for instance, the SAC
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 27 of 48

28
elsewhere alleges that, “[o]n information and belief, UM either never reported these major adverse events
to the State Board of Medicine or the Agency for Health Care Administration, or it intentionally
omitted [the] name . . . [of] the physician responsible.” Id. ¶ 96 (emphases added).
That problem isn’t confined to one stray sentence. Allegations throughout the SAC indicate
that the Plaintiff merely harbored potential concerns about compliance. Compare id. ¶ 3 (“Dr. Velazquez
complained about . . . serious health and safety concerns[.]” (emphasis added)), id. ¶ 89 (“These reports
include[,] . . . in April 2022, reporting safety concerns when Dr. Parekh attempted to force a doctor to
open a clinic that was closed and understaffed in order to seek special treatment for Dr. Parekh’s
spouse[.]” (emphasis added)), id. ¶ 93 (“She understood that under the CIA, she had a duty to report
any potential violation of law, and that the University was prohibited from retaliating against her for
any such disclosures.” (emphasis added)), id. ¶ 95 (“Many of these incidents involved gross medical
errors, and others involved ethical and procedural violations.” (emphases added)), id. ¶ 97 (“Dr.
Velazquez, out of abundant concern for patient safety, complained to UM leadership on multiple occasions
that the University was improperly reporting such errors.” (emphasis added)), id. ¶ 99 (“In July 2022,
at credentialling committee meetings and . . . MEC . . . meetings, Dr. Velazquez again expressed
concerns about these incidents.” (emphasis added)), id. ¶ 101 (“This was one of many incidents fueling
Dr. Velazquez’s concerns about UM’s risk management compliance.” (emphasis added)), and id. ¶ 106
(“Concerned about Dr. Parekh’s persistent disregard for safety and UM’s and the CIA’s compliance
procedures, Dr. Velazquez immediately notified Dean Ford and the CEO of the event with Dr. Peleg
as it had been reported to her.” (emphases added)), with id. ¶ 9 (“Dr. Velazquez discovered that certain
high-ranking individuals at UM were committing significant health and safety violations of . . . state and
federal laws and regulations[.]” (emphasis added)), id. ¶ 10 (“Dr. Velazquez reported these violations[.]”
(emphasis added)), id. ¶ 89 (“She also reported significant health and safety violations that could have
harmed patients and staff.” (emphasis added)), and id. ¶ 111 (“Defendant violated both the CIA and
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 28 of 48

29
Florida law by disregarding Dr. Velazquez’s reports of unsafe conduct and abandoning its
comprehensive risk management policies.”); see also Resp. at 17 (“When she complained, Dr.
Velazquez reasonably believed that UM violated such laws and regulations.” (emphasis added)).
Even with these discrepancies, though, we must still accept the complaint’s properly-pled
allegations as true. We thus find that the SAC sufficiently alleges a claim under the FPWA as to
§§ 458.331 and 766.110, since the SAC contains no self-conflicting allegations as to those laws. See id.
¶ 111 (“Defendant violated both the CIA and Florida law by disregarding Dr. Velazquez’s reports of
unsafe conduct and abandoning its comprehensive risk management policies. See Fla. Stat. §§
395.0197, 766.110[.]”); id. ¶ 116 (“Florida law strictly delineates the grounds for disciplinary action
against medical providers, and Dr. Velazquez was abiding by those guidelines in challenging Dr.
Parekh’s efforts to remove Dr. Leon. See Fla. Stat. § 458.331.”).
But we needn’t do the same when a plaintiff’s “own complaint plainly contradict[s] [a]
conclusory allegation.” Griffin Indus., Inc. v. Irvin, 496 F.3d 1189, 1210 (11th Cir. 2007); see also Campos
v. I.N.S., 32 F. Supp. 2d 1337, 1343 (S.D. Fla. 1998) (Gold, J.) (“Courts must liberally construe and
accept as true allegations of fact in the complaint and inferences reasonably deductible therefrom, but
need not accept factual claims that are internally inconsistent[.]”). So, we cannot find that the Plaintiff
states viable FPWA claims as to §§ 395.0197, 456.0575, and 456.049. Nor can we find that she
adequately alleges claims as to the remaining so-called violations—either because she provides only
vague allegations as to which (if any) actual positive laws are at issue, see SAC ¶ 270 (invoking “state
and federal anti-discrimination laws” and “other applicable federal or state laws, rules, or regulations
governing or pertaining to UM, including with regard to Medicare or Medicaid requirements”), or
because the SAC takes aim at internal policies or contractual agreements instead of legislatively enacted
laws, rules, or regulations, see ibid. (listing “rules imposed by UM’s CIA with HHS” and “internal UM
by-laws”); see also In re Jan. 2021 Short Squeeze Trading Litig., 76 F.4th 1335, 1352 (11th Cir. 2023) (“Even
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 29 of 48

30
at the motion-to-dismiss stage, where we take all of the plaintiffs’ factual allegations as true, we can
only credit specific, plausible allegations—not vague and unsupported insinuations.”); Kearns, 157 So.
3d at 466 (finding that the FWPA requires a “specific statutory violation,” not merely “common law
fraud”); Villaman v. United Parcel Serv., Inc., 2019 WL 922704, at *7 (S.D. Fla. Feb. 8, 2019) (Altonaga,
J.) (“Florida courts have routinely . . . constru[ed] the FWA as being limited to violations of laws, rules,
or regulations, rather than internal policies.”); Morin v. Day & Zimmermann NPS, Inc., 2008 WL
2543432, at *2 (S.D. Fla. June 25, 2008) (Moore, J.) (“[T]he Rigging Procedure does not fall within the
purview of the FWBA because it was created by FP&L as a procedure attendant to its business
operations.”); Forrester v. John H. Phipps, Inc., 643 So. 2d 1109, 1111–12 (Fla. Dist. Ct. App. 1994) (“We
are confident that the legislature did not intend to create a cause of action for what essentially amounts
to an internal and personal dispute[.]”).
* 	* 	*
The FPWA is a remedial statute. And “remedial statutes should be liberally construed in favor
of granting access to the remedy provided by the Legislature.” Golf Channel v. Jenkins, 752 So. 2d 561,
565–66 (Fla. 2000). But “[b]road remedial goals are not an invitation to judicial craftsmanship.” Martin
v. Fin. Asset Mgmt. Sys., Inc., 959 F.3d 1048, 1053 (11th Cir. 2020). And the remedial nature of a statute
cannot alone trump its plain meaning. See Kearns, 157 So. 3d at 464 (“[T]he first principle of statutory
construction is that legislative intent must be determined primarily from the language of the statute.”
(quotation marks omitted)); Bush v. Holmes, 919 So. 2d 392, 398 (Fla. 2006) (“As a general rule, courts
may not reweigh the competing policy concerns underlying a legislative enactment.”). Given the
textual restrictions, the difference between Florida’s private- and public-whistleblower statutes, and
the weight of Florida caselaw, we cannot overlook those parts of the SAC that allege only the suspicion
of a legal violation. Nor can we credit allegations about unspecified legal sources, internal policies, or
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 30 of 48

31
contractual agreements. We therefore OVERRULE the Defendant’s objection as to the allegations
involving §§ 458.331 and 766.110 and SUSTAIN the objections as to all other aspects of Count IX.
VI. 	The FMLA Claim
Count X brings an FMLA claim. See SAC ¶¶ 277–80. It alleges that the Plaintiff “suffered from
a serious health condition,” “was eligible in all respects under the FMLA for protected medical leave,”
“and was approved for such leave,” but that the Defendant “interfered with her protected leave and
retaliated against her for taking leave by appointing an interim Chair, discontinuing a portion of her
compensation while she was out on leave, and terminating her as Department Chair and Surgeon-in-
Chief on the day that she returned.” Id. ¶¶ 278–79. Count X also claims that the Defendant
“with[he]ld” a “stipend” to which the Plaintiff was “entitled . . . as Chair[,] even when on approved
leave,” and “intentionally discriminated against her for taking medically necessary leave.” Id. ¶ 279.
The Magistrate Judge determined that the Plaintiff adequately alleged both an interference and
a retaliation claim. As to interference, the Magistrate Judge explained that being “barred from
communicating with staff,” being “unexpectedly denied a portion of . . . pay,” having an “interim
director” appointed in a “‘highly irregular’ fashion,” and being “immediately terminated” after
returning to work “could certainly discourage a reasonable person from taking FMLA leave.” R&R at
18. As to retaliation, the Magistrate Judge found that the Plaintiff “established the requisite temporal
proximity and pled sufficient facts,” given that the SAC alleges that the “Plaintiff had her
administrative pay reduced, and . . . was terminated the same day she returned to work.” Id. at 19.
The Defendant objects to both findings. As an initial matter, it argues that Count X fails as a
shotgun pleading because it “purports to allege claims for both FMLA interference and retaliation.”
Obj. at 9 n.7. As to interference, it notes that the “Plaintiff received all of the medical leave she
requested.” Id. at 18; see also ibid. (“[T]he law is clear that a Plaintiff suffers no FMLA injury when she
receives all the leave she requests[.]” (cleaned up)). And, as to retaliation, the Defendant argues that
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 31 of 48

32
the R&R “is at odds with the timeline of Plaintiff’s allegations,” since the PIP began on “August 25,
2022,” and yet the Plaintiff “did not take FMLA leave until November 2022.” Id. at 19; see also ibid.
(“Because Plaintiff was on ‘thin ice’ at the time she requested and took FMLA leave, Plaintiff cannot
establish the requisite causation between her leave and any adverse action.”).
The Plaintiff rejects both arguments. The interference claim survives the MTD, she tells us,
because “interfering with the exercise of an employee’s rights would include . . . not only refusing to
authorize FMLA leave, but discouraging an employee from using such leave.” Opp. at 18 (cleaned
up). And the retaliation claim likewise survives, she continues, because “[w]hether Defendant had
legitimate performance-based reasons for its adverse actions is a question for a later juncture in this
case—not the pleadings stage.” Ibid.; see also ibid. (“The fact that Plaintiff was placed on a (retaliatory)
PIP in the past does not preclude her from asserting an FMLA retaliation claim.”).
“The FMLA gives employees the right to 12 weeks of unpaid leave due to the birth of a child
or for a serious health condition that makes the employee unable to work.” Penaloza v. Target Corp.,
549 F. App’x 844, 847 (11th Cir. 2013). “Congress enacted the FMLA ‘to balance the demands of the
workplace with the needs of families, to promote the stability and economic security of families, and
to promote national interests in preserving family integrity.’” Milman v. Fieger & Fieger, P.C., 58 F.4th
860, 865 (6th Cir. 2023) (quoting 29 U.S.C. § 2601(b)(1)–(5)). “There are two types of FMLA claims:
(1) interference claims, where an employer denies or otherwise interferes with substantive rights under
the FMLA; and (2) retaliation claims, where an employer retaliates against an employee for engaging
in activity protected by the FMLA.” Penaloza, 549 F. App’x at 847; see also ibid. (“An employee claiming
interference must show she was entitled to a benefit that she was denied. An employee claiming
retaliation must show that the employer’s actions were motivated by an impermissible discriminatory
or retaliatory animus.” (cleaned up)).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 32 of 48

33
Count X—comprising all of four paragraphs—blends together language sounding in both
interference and retaliation claims. See SAC ¶ 279 (“Defendant interfered with her protected leave and
retaliated against her[.]”). Still, the Plaintiff styles Count X as advancing only one claim—a “[v]iolation
of the F[MLA].” Id. ¶¶ 277–81. To that end, it identifies five acts that (it alleges) support this
undifferentiated FMLA claim: one, “appointing an interim Chair”; two, “discontinuing a portion of her
compensation while she was out on leave”; three, “terminating her as Department Chair and Surgeon-
in-Chief on the day she returned”; four, “withhold[ing]” her “stipend as Chair even when on approved
leave”; and five, “intentionally discriminat[ing] against her for taking medically necessary leave.” Ibid.
As a preliminary matter, we’ll note that “a separate cause of action . . . must be pled in a
separate count.” Amaya, 2024 WL 1285162, at *2 (quotation marks omitted); see also Marlborough
Holdings Grp., Ltd. v. Azimut-Benetti, Spa, Platinum Yacht Collection No. Two, Inc., 505 F. App’x 899, 907
(11th Cir. 2013) (explaining that the fact that one claim “is dependent on the merits of an underlying,
predicate claim does not mean that the two claims must be pled together within a single count, in
violation of the federal pleading standards”). As relevant here, interference and retaliation claims under
the FMLA involve different standards. “Unlike an interference claim, an employee bringing a
retaliation claim faces the increased burden of showing that his employer’s actions were motivated by
an impermissible retaliatory or discriminatory animus.” Martin v. Brevard Cnty. Pub. Schs., 543 F.3d 1261,
1267–68 (11th Cir. 2008) (quotation marks omitted); see also Janczak v. Tulsa Winch, Inc., 621 F. App’x
528, 531 (10th Cir. 2015) (“These two theories of recovery are separate and distinct theories that
require different showings, differ with respect to the burden of proof, and differ with respect to the
timing of the adverse action.” (quotation marks omitted)). Because the Plaintiff attempts to package
both an interference and a retaliation claim into a single FMLA count, we SUSTAIN the Defendant’s
objection on that basis alone. See ADT LLC v. Skyline Sec. Mgmt., Inc., 2026 WL 575122, at *26 (S.D.
Fla. Mar. 2, 2026) (Altman, J.) (“[D]iscrete claims must be pled separately, not nestled within a
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 33 of 48

34
general . . . claim.” (cleaned up)); Davis v. Coca-Cola Bottling Co. Consol., 516 F.3d 955, 980 (11th Cir.
2008) (explaining that a “shotgun pleading” contains “untold causes of action, all bunched together in
one count contrary to the requirements of Federal Rule[ ] of Civil Procedure 10(b)”).8
But we reach the same result even if we construe Count X as advancing only an interference
claim. The Plaintiff neither alleges that the Defendant prevented her from taking her full leave nor
disputes the Defendant’s claim to that effect. See SAC ¶ 156 (“Dr. Velazquez took two months of
FMLA leave beginning in November 2022[.]”); Obj. at 18 (“Plaintiff received all of the medical leave
she requested[.]”). She also doesn’t allege that the Defendant tried to stop her from taking FMLA
leave in the first instance. See Ziccarelli v. Dart, 35 F.4th 1079, 1090 (7th Cir. 2022) (“Threatening to
discipline an employee for seeking or using FMLA leave to which he is entitled clearly qualifies as
interference with FMLA rights.”). And that’s the problem with her interference claim: She fails to
allege that “she was denied any benefit to which she was entitled under the FMLA.” Penaloza, 549 F.
App’x at 848; see also Munoz v. Selig Enters., Inc., 981 F.3d 1265, 1274 (11th Cir. 2020) (“An FMLA
interference claim lies if an employee can demonstrate by a preponderance of the evidence that she
was entitled to an FMLA benefit and her employer denied her that benefit.” (emphasis added)).
8 Another threshold matter: To state an interference claim, a plaintiff must allege that she
cleared all the FMLA’s procedural prerequisites. See, e.g., Avena v. Imperial Salon & Spa, Inc., 740 F.
App’x 679, 682 (11th Cir. 2018) (“[T]o state a claim for FMLA discrimination or interference, Avena
needed to plead facts showing that she had a serious health condition (pregnancy), and that the
condition qualified for FMLA leave, which required an allegation that she gave adequate notice to
Imperial.”); Hager v. Arkansas Dep’t of Health, 735 F.3d 1009, 1016 (8th Cir. 2013) (dismissing an
interference claim because the plaintiff “d[id] not assert that she provided notice within thirty days or
‘as soon as practicable under the circumstances,’ or ‘that she indicated when she would return’”). But
Count X alleges only that the Plaintiff “was eligible in all respects under the FMLA for protected
medical leave and was approved for such leave.” SAC ¶ 278. Still, we’ll overlook any pleading
deficiencies here by construing that one sentence in the broadest possible light, particularly given that
the Defendant doesn’t challenge Count X on that basis.
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 34 of 48

35
This omission is fatal—in our Circuit and others. See Lapham v. Walgreen Co., 88 F.4th 879,
895–96 (11th Cir. 2023) (“To succeed on such a claim, a plaintiff must prove that she was denied a
benefit to which she was entitled under the FMLA, and that, as a result, she was prejudiced in some
way that is remediable by either damages or equitable relief.” (cleaned up)); see also Carrero-Ojeda v.
Autoridad de Energia Electrica, 755 F.3d 711, 722 (1st Cir. 2014) (“In her complaint, Carrero does not
assert that defendants wrongfully denied her requests for FMLA leave.”); Hansler v. Lehigh Valley Hosp.
Network, 798 F.3d 149, 154 (3d Cir. 2015) (“To assert an interference claim, an employee must
establish, among other things, that she was denied benefits under the Act.”); Adkins v. CSX
Transportation, Inc., 70 F.4th 785, 796 (4th Cir. 2023) (“[T]o make out an FMLA interference claim, an
employee must demonstrate (1) that he is entitled to an FMLA benefit; (2) that his employer interfered
with the provision of that benefit; and (3) that the interference caused him harm.”); Stallings v.
Hussmann Corp., 447 F.3d 1041, 1051 (8th Cir. 2006) (“[The employer] granted every request Stallings
made to take FMLA leave; therefore, Stallings has failed to establish that [the employer] denied him a
benefit to which he was entitled because he received all of the FMLA leave he requested.”); Dalpiaz v.
Carbon Cnty., 760 F.3d 1126, 1132 (10th Cir. 2014) (“[T]he employee must show that she was prevented
from taking the full 12 weeks of leave guaranteed by the FMLA, denied reinstatement following leave,
or denied initial permission to take leave.” (cleaned up)).
Resisting this conclusion, the Plaintiff argues that the Defendant embraces “far too narrow a
reading of the plain language of the statute and case law.” Opp. at 18. She insists that an interference
claim arises whenever an employer’s conduct could “discourage a reasonable person from taking FMLA
leave” or denies the employee the “right to be restored to [the] same or equivalent position held before
going on leave.” Id. at 17–18 (quotation marks omitted). But, as we’ve noted, the SAC doesn’t allege
that the Defendant dissuaded or sought to prevent the Plaintiff’s medical leave of absence. Nor does
it allege that the Plaintiff returned from leave to a different (and inferior) position. To the contrary, the
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 35 of 48

36
SAC states that the Defendant stripped her of her title—as “Chair and Surgeon-in-Chief—“on the day
that she returned,” which means the Plaintiff kept her position until the end of her leave. SAC ¶ 279.
That’s not to suggest an FMLA-interference claim requires the denial of leave. But the Plaintiff
fails to offer any binding caselaw for what we might call her discouragement-as-interference theory.
See Hamilton, 680 F.3d at 1319 (“A passing reference to an issue in a brief is not enough, and the failure
to make arguments and cite authorities in support of an issue waives it.”). And even those Circuits
that do recognize this theory look for specific conduct aimed at deterring an employee from taking
FMLA-protected leave. The D.C. Circuit, for instance, has held that “an employer action with a
reasonable tendency to interfere with, restrain, or deny the exercise of or attempt to exercise an FMLA
right may give rise to a valid interference claim under § 2615(a)(1) even where the action fails to
actually prevent such exercise or attempt.” Gordon v. U.S. Capitol Police, 778 F.3d 158, 165 (D.C. Cir.
2015) (quotation marks omitted). But, in reaching that conclusion, it noted that the plaintiff had alleged
that her employer “expressed hostility toward requests for FMLA leave generally and her request in
particular,” and that, “after she had obtained a . . . leave but before she had occasion to use it,” the
employer “required her to take a fitness for duty exam which caused her to suffer losses[.]” Id. at 165–
66.
No such allegations appear here. The SAC instead lists five acts in support of its FMLA
claim—but none saves Count X. Three of the five alleged acts—appointing an interim Chair,
“intentionally discriminat[ing] against her for taking medically necessary leave,” and terminating her
leadership roles “on the day she returned”—at best sound in retaliation and, in any event, have no
bearing on the Plaintiff’s ability to take the full FMLA leave. SAC ¶ 279. Two other acts—
“discontinuing a portion of her compensation while she was out on leave” and withholding her
“stipend as Chair even when on approved leave”—could conceivably state a plausible interference
claim, but the SAC itself clarifies that the (alleged) pay cut was a result of the PIP, not the FMLA
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 36 of 48

37
leave. See SAC ¶ 136 (“But Defendant ultimately exploited the PIP to deny Dr. Velazquez her rightful
compensation and remove and replace her as Department Chair and Surgeon-in-Chief.”); id. ¶ 140
(“UM used the retaliatory PIP to retrospectively withhold bonus pay . . . . The applicable performance
period for which the bonus was awarded was long since completed, yet UM sought to claw it back
based on subsequent events, namely UM’s imposition of its retaliatory PIP.”); id. ¶ 148 (“Using a
bogus PIP—first mentioned on August 25—to retroactively deprive her of compensation to which
she was entitled for a prior, completed term was plainly retaliatory and done in bad faith.”); see also id.
¶ 58 (“In addition, for six out of her seven years as Chair and Surgeon-in-Chief, UM held back either
a portion or all of Dr. Velazquez’s bonuses for arbitrary reasons.”). Since the Plaintiff herself attributes
the reduction to the PIP, we cannot find plausible a theory that the Defendant seized the stipend as
retribution for taking FMLA leave.
The Plaintiff’s five examples thus fall short. Interference claims generally require a plaintiff to
allege an inability to take the requested FMLA leave—or at least discouragement on the part of the
employer. See, e.g., Clark v. Philadelphia Hous. Auth., 701 F. App’x 113, 117 (3d Cir. 2017) (“An employer
interferes with one’s rights under the FMLA by refusing to authorize FMLA leave or by discouraging
an employee from using such leave.”); Quintana v. City of Alexandria, 692 F. App’x 122, 127 (4th Cir.
2017) (“The complaint alleges numerous instances of conduct . . . which . . . could establish that the
City . . . unlawfully interfered with or denied FMLA benefits,” including “failing to give proper notice
or approval of Quintana’s request for FMLA leave, failing to restore Quintana to her position or a
substantially equivalent position, and terminating Quintana’s employment while she was on FMLA
qualifying leave.”); Render v. FCA US, LLC, 53 F.4th 905, 914 (6th Cir. 2022) (“Examples of unlawful
interference include refusing to authorize FMLA leave when the employee is eligible and counting
FMLA leave under no-fault attendance policies.” (quotation marks omitted)). Our Plaintiff didn’t do
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 37 of 48

38
that here, so her claim cannot survive the MTD. We thus SUSTAIN the Defendant’s objection as to
Count X.
VII. 	The Breach of Contract and Breach of the Covenant of Good Faith and Fair
Dealing Claim
Finally, Count XI brings a claim for “breach of contract and breach of the implied contractual
covenant of good faith and fair dealing” on the theory that the Defendant “violated express and
inherent terms of Dr. Velazquez’s contract with UM.” SAC ¶¶ 282–83; see also id. ¶¶ 281–91.
Specifically, in Count XI, the Plaintiff points to five (alleged) breaches. First, she alleges that she “was
entitled to an administrative supplement for acting as Department Chair as long as her appointment
as 	Chair 	of 	the 	Department 	of 	Surgery 	continued,” 	but 	that 	the 	Defendant 	“severed 	the
stipend . . . before terminating her as Chair.” SAC ¶ 283 (emphasis added). Second, she says that the
Defendant “prematurely stripped Dr. Velazquez of her Department Chair and Surgeon-in-Chief
positions in the middle of a term,” even though her “contract . . . does not indicate that she could be
removed in the middle of a term nor delineate any process for doing so.” Id. ¶ 284. Third, she notes
that the Defendant “violated” the “diversity values” mandated by the “Common Purpose and Values
document” when it “engag[ed] in unlawful discrimination on the basis of Dr. Velazquez’s race, gender,
and national origin.” Id. ¶ 288. Fourth, she claims the Defendant “failed to abide by its own Faculty
Manual, regulations, and by-laws incorporated into the parties’ contract” when it “recredential[ed] Dr.
Velazquez and investigat[ed] her complaints about safety and policy violations.” Id. ¶ 289. And fifth,
she alleges that the Defendant “impos[ed] a PIP without permitting her the due process rights afforded
under its procedures for reviewing complaints before the Committee on Professional Conduct.” Ibid.
In addition to these contractual breaches, Count XI also alleges that, “[b]y applying UM’s standards
and processes selectively to harm Dr. Velazquez, including based on unlawful discriminatory and
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 38 of 48

39
retaliatory animus, Defendant breached the duty of good faith embodied in Fla. Stat. § 671.203.” Id.
¶ 290.
The Magistrate Judge recommended that these claims “proceed [ ] with respect to the offer
letter and the Faculty Manual,” but not the “Common Purpose and Values document.” R&R at 21.
According to the R&R, the Plaintiff sufficiently “identified provisions in the offer letter that she
contends UM violated,” with the exception of the Common Purpose and Values document, which
“requires [the] Plaintiff”—but not the Defendant—“to follow these rules.” Id. at 20–21. Objecting to
the R&R, the Defendant contends that the “offer letter that forms part of her contract claim—which
the [R&R] mistakenly claims [the] Plaintiff attached to her S[AC]—expressly authorizes the
complained-of actions,” and that the “reference to unspecified provisions of the Faculty Manual is
insufficient to state a claim.” Obj. at 18–19. And “[w]ithout a viable claim for breach of contract,” the
Defendant concludes, the Plaintiff “cannot sustain her improperly-joined-in-the-same-count claim for
breach of the duty of good faith and fair dealing.” Id. at 19.
The Plaintiff counters that, “[r]egardless of what the offer letter says, Plaintiff specifically
alleged that Defendant violated the Faculty Manual when it failed to involve the UM Faculty Senate
and other stakeholders in her quadrennial chair review and when it failed to comply with the Faculty
Manual in terminating Plaintiff from her leadership roles.” Opp. at 20 (citations omitted). She further
contends that the SAC “alleges that Defendant violated the Faculty Manual when it severed her
stipend while she was still Chair of the Department of Surgery.” Ibid.; see also ibid. (“[T]he SAC identifies
specific contractual provisions that Defendant violated. These include (i) Plaintiff’s contractual grant
of an administrative supplement while she was Department Chair; (ii) the Faculty Manual’s
requirement that all voting members of each department have an opportunity to express their opinions
as to whether to retain Plaintiff in her role as Chair; (iii) the Faculty Manual’s Termination for Cause
protocols; (iv) the Faculty Manual’s procedures for recredentialing; (v) the Faculty Manual’s
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 39 of 48

40
procedures for investigating complaints about safety and policy violations; and (vi) the Faculty
Manual’s due process rights for reviewing complaints before the Committee on Professional
Conduct.” (emphasis omitted)).
“A Florida breach of contract claim requires the plaintiff to establish (1) a valid contract, (2) a
material breach, (3) causation, and (4) damages.” Perez v. Owl, Inc., 110 F.4th 1296, 1305 (11th Cir.
2024) (quotation marks omitted). “At the pleading stage,” of course, a complaint need contain only a
“‘short and plain statement of the claim showing that the pleader is entitled to relief.’” Ramirez v.
Paradies Shops, LLC, 69 F.4th 1213, 1217 (11th Cir. 2023) (quoting FED . R. C IV . P. 8(a)(2)). But the
degree to which a complaint must plead a breach-of-contract claim with specificity is less clear-cut.
Compare Cavalieri v. Avior Airlines C.A., 25 F.4th 843, 852 (11th Cir. 2022) (discussing “the erroneous
notion that Plaintiffs’ claim fails absent citation to an express term”), with Est. of Bass v. Regions Bank,
Inc., 947 F.3d 1352, 1358 (11th Cir. 2020) (“We agree that this was insufficient to state a claim because
Bass has not alleged any general or specific provision of any contract that Fidelity might have
breached.”).9 Fortunately, and for three reasons, we needn’t wade into that debate here.
9 No shortage of district-court decisions in our Circuit have embraced the view that “[i]t is
appropriate to dismiss a breach of contract claim if it fails to state which provision of the contract was
breached.” Cruz v. Underwriters at Lloyd’s London, 2014 WL 3809179, at *2 (M.D. Fla. Aug. 1, 2014); see
also Brown v. Cap. One Bank (USA), N.A., 2015 WL 5584697, at *3 (S.D. Fla. Sept. 22, 2015) (Bloom,
J.) (“Although Plaintiffs allege the existence of written contract, they fail to identify the specific
provision(s) of the contract Capital One allegedly breached. For this reason alone, their breach of
contract claim must fail.”); Alvarez v. Royal Caribbean Cruises, Ltd., 905 F. Supp. 2d 1334, 1340 (S.D.
Fla. 2012) (Moreno, J.) (“[T]o adequately allege a breach of contract claim, Plaintiffs are required to
point toward an express provision in the contract that creates the obligation allegedly breached.”);
Noble House, LLC v. Derecktor Fla., Inc., 2021 WL 4147745, at *3 (S.D. Fla. Sept. 13, 2021) (Gayles, J.)
(“[A] breach of contract cannot be implied and a plaintiff must point to an express provision in the
contract that creates the obligation allegedly breached.”); George v. Wells Fargo Bank, N.A., 2014 WL
61487, at *4 (S.D. Fla. Jan. 8, 2014) (Marra, J.) (“The Amended Complaint does not identify which
provision of the permanent loan modification has been breached and therefore runs afoul of
Twombly.”); Whitney Nat. Bank v. SDC Communities, Inc., 2010 WL 1270264, at *3 (M.D. Fla. Apr. 1,
2010) (“Plaintiff fa[i]ls to allege the specific provision of the contract allegedly breached. These counts
are examples of ‘the-defendant-unlawfully-harmed-me accusation’ that Iqbal warned against.”); cf. Ins.
Concepts & Design, Inc. v. Healthplan Servs., Inc., 785 So. 2d 1232, 1236 (Fla. Dist. Ct. App. 2001) (“The
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 40 of 48

41
First, the Plaintiff “did not object to the Magistrate’s recommendation to dismiss her contract
and covenant of good faith and fair dealing claims to the extent they arise from the ‘Common Purpose
and Values’ document.” Opp. at 3. She’s thus abandoned this aspect of Count XI. See Bradshaw v.
Reliance Standard Life Ins. Co., 707 F. App’x 599, 604 (11th Cir. 2017) (explaining that Eleventh Circuit
Rule 3–1 provides that “[a] party failing to object to a magistrate judge’s findings or recommendations
contained in a report and recommendation in accordance with the provisions of 28 U.S.C. § 636(b)(1)
Plaintiff[ ] . . . fails to identify any specific provision of the Contract that was breached. The Plaintiff
has continually asserted as a basis for its claim the breach of ‘implicit’ terms of the contract. However,
these ‘implicit’ provisions have no basis in law or in fact and cannot support a cause of action for
breach of contract or breach of the implied duty of good faith and fair dealing.”).
Perhaps to stem that tide, the Eleventh Circuit recently “rejected the idea that a plaintiff must
cite a term or terms of the contract that were allegedly breached to survive a motion to dismiss.”
Caterpillar Fin. Servs. Corp. v. Venequip Mach. Sales Corp., 147 F.4th 1341, 1349 (11th Cir. 2025) (quotation
marks omitted). It explained that “we have never adopted a heightened pleading requirement for a
breach of contract claim,” and that “[p]lausibility is all that is required.” Ibid. Still, the Eleventh Circuit
hasn’t clarified the contours of that standard. See, e.g., id. at 1348–49 (“To be sure, Caterpillar Financial
did not specifically cite the ‘Events of Default’ section . . . . But it all-but quoted from that section
several times and attached the entire contract to its complaint.” (cleaned up)); id. at 1348 (“So a breach
of contract plaintiff must, as Caterpillar Financial did here, make a plausible allegation that the
defendant did not perform as promised. It need not allege anything with particularity.”).
Confusion in this realm extends beyond our Circuit. Compare Bodenburg v. Apple Inc., 146 F.4th
761, 767 (9th Cir. 2025) (“To allege breach, a plaintiff must identify a specific contract provision
breached by the defendant.”), with Spinosa v. Foremost Ins. Co. Grand Rapids Michigan, 2025 WL 304530,
at *1 n.2 (5th Cir. Jan. 27, 2025) (“[F]ederal law is the key to the pleading standards, and we do not
require plaintiffs to plead the specific breached provision. However, even if the exact specific
provision is not required, something more than conclusory comments is required as the Supreme
Court made clear in Twombly/Iqbal.” (cleaned up)); see also Santos v. Kimmel, 154 F.4th 30, 35–36 (2d Cir.
2025) (“Santos’s complaint does not allege, in nonconclusory language, the essential terms of the
parties’ contract, including those specific provisions of the contract upon which liability is predicated.”
(cleaned up)); Knowles v. TD Ameritrade Holding Corp., 2 F.4th 751, 756–57 (8th Cir. 2021) (“Knowles
failed to demonstrate these claims are rooted in a violation of any specific contract provision.”).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 41 of 48

42
waives the right to challenge on appeal the district court’s order based on unobjected-to factual and
legal conclusions”).
Second, the Defendant appended to its MTD the offer letter, see Exhibit A [ECF No. 58-1] at
2–3, to which the SAC refers, see, e.g., SAC ¶ 170 (“[H]er offer letter . . . places both the CEO and
academic dean as her direct supervisors and specifically states that as Surgeon-in-Chief, she should
coordinate directly with the CEO.”); id. ¶ 75 (“Dr. Velazquez’s offer letter expressly states that her
titles of Surgery Department Chair and Surgeon-in-Chief are ‘indivisible.’”). And that letter specifies
that “[a]ll Chairs serve a[t] the sole discretion of the Senior Vice President for Medical Affairs and
Dean and in compliance with the Faculty Manual and other applicable University policies,” and that
the “administrative supplement for your role as Chair and SIC . . . will cease” “[s]hould you no longer
serve in these roles.” Id. at 2–3; see also ibid. (“[P]erformance in this role is subject to an annual,
documented performance review as well as policies and procedures that pertain to accountability of
the leadership of the Miller School of Medicine . . . . Indeed, your performance will be evaluated
annually by the Senior Vice President for Medical Affairs and Dean. During your fourth year, your
long term performance will be reviewed by the faculty of your Department following the procedures
described in the Faculty Manual and by the Senior Vice President for Medical Affairs and Dean.”). As
the Defendant sees it, those terms “expressly authorize[ ] the complained-of actions.” Obj. at 19. We
agree.
Resisting this conclusion, the Plaintiff tries to minimize the weight of the offer letter. See Opp.
at 20 (“Defendant cannot persuasively argue that the contracts at issue expressly authorized the actions
that form the basis of Plaintiff’s breach of contract and covenant of good faith and fair dealing claims.”
(cleaned up)). But she doesn’t contest—and indeed confirms—that the letter forms part of her contract
claim. See Resp. at 20 n.12 (“Plaintiff may rely on an employer’s offer letter to allege contract claims
when that is the operative agreement.”); Opp. at 3 n.7 (“[T]he SAC identified provisions in the offer
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 42 of 48

43
letter that she contends UM violated.” (quotation marks omitted)). She doesn’t dispute—and instead
appears to concede—that the letter undercuts her claim. See id. at 20 (“Regardless of what the offer
letter says, Plaintiff specifically alleged that Defendant violated the Faculty Manual[.]” (cleaned up)).
And she doesn’t challenge the authenticity of the letter. See id. at 3 n.7 (arguing that the “court could
consider [the] contract” and that “the fact that it was UM (and not Plaintiff) who attached the offer
letter is inconsequential” (quotation marks omitted)).
This dooms her breach-of-contract claim as it relates to the severance of her stipend and the
termination of her title. We can consider the offer letter because the SAC incorporates it. See SFM
Holdings, Ltd. v. Banc of Am. Sec., LLC, 600 F.3d 1334, 1337 (11th Cir. 2010) (“In ruling upon a motion
to dismiss, the district court may consider an extrinsic document if it is (1) central to the plaintiff’s
claim, and (2) its authenticity is not challenged.”). And the letter makes plain that the Plaintiff served
as Chair—and received the associated stipend—at “the sole discretion” of the Defendant’s leadership.
Ex. A at 3.10 We thus cannot find plausible the notion that the Defendant violated the Plaintiff’s
“terms of compensation” or “contract” in stripping her of her title and attendant stipend. See
Caterpillar, 147 F.4th at 1349 (“[I]f the documents the plaintiff cites or attaches to its complaint do not
actually contain the promises the plaintiff alleged were breached in his complaint, Rule 12(b)(6)
dismissal is appropriate.”).
10 That the offer letter contemplates “procedures” for reviewing “long term performance”
doesn’t erase its earlier statement that the Plaintiff serves at “the sole discretion” of the Defendant’s
leadership. Ex. A at 3. To the extent the Plaintiff argues otherwise, she misapprehends the plain text
of the contract. See Ernie Haire Ford, Inc. v. Ford Motor Co., 260 F.3d 1285, 1290 (11th Cir. 2001) (“[I]t
is well settled that when the terms of a voluntary contract are clear and unambiguous, the contracting
parties are bound by those terms, and a court is powerless to rewrite the contract to make it more
reasonable or advantageous for one of the contracting parties.” (cleaned up)). One clause details the
standardized process for renewing the position for another five-year cycle. The other makes clear that
the position remains at the discretion of the Defendant, regardless of the cycle.
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 43 of 48

44
Third, the remaining two breach-of-contract claims fail on their own terms. As to the first,
Count XI contends that the Defendant “failed to follow its own protocols and procedures for
recredentialing Dr. Velazquez and investigating her complaints about safety and policy violations.”
SAC ¶ 289. But invoking “protocols and procedures” in the abstract, untethered to a contract, isn’t
the same as alleging that the Defendant committed a breach of an extant (and binding) agreement.
Similarly, the second claim—alleging that “UM subjected Dr. Velazquez to the professional sanction
of imposing a PIP without permitting her the due process rights afforded under its procedures for
reviewing complaints before the Committee on Professional Conduct”—fails to locate any contractual
source other than a set of unidentified “procedures.” Ibid. Because those two allegations fail to direct
us to any contractual obligation, we find implausible the claim that the Defendant breached its
agreement with the Plaintiff in the way it navigated her recredentialing, safety complaints, and PIP
process.11
Given these three findings, the Plaintiff’s good-faith-and-fair-dealing claim falters. “Florida
contract law recognizes an implied covenant of good faith and fair dealing in every contract.” QBE
Ins. Corp. v. Chalfonte Condo. Apt. Ass’n, Inc., 94 So. 3d 541, 548 (Fla. 2012). But “a breach of this
11 The Plaintiff argues that those two allegations reference the Faculty Manual. See Opp. at 20
(“[T]he SAC identifies specific contractual provisions that Defendant violated,” including “the Faculty
Manual’s procedures for recredentialing,” “for investigating complaints about safety and policy
violations,” and “for reviewing complaints before the Committee on Professional Conduct.”). We see
three holes in this theory. One, the SAC never connects any such dots, and parties are bound by the
allegations they advance in their pleadings. See Best Canvas Prods. & Supplies, Inc. v. Ploof Truck Lines, Inc.,
713 F.2d 618, 621 (11th Cir. 1983) (“[A] party is bound by the admissions in his pleadings.”). Two,
context undermines the Plaintiff’s reading, since the preceding sentence in the complaint mentions
the “Faculty Manual,” “regulations,” and “by-laws,” suggesting that those three items are distinct—
and that any one of the three gives rise to the nameless “protocols and procedures” at issue here. SAC
¶ 289. Three, even if we read the two allegations as reliant on the Faculty Manual, the offer letter itself
casts doubt on the theory that the Faculty Manual carries legal weight and functions as anything but
an internal handbook. See, e.g., Ex. A. at 2 (“All Chairs serve . . . in compliance with the Faculty Manual
and other applicable University policies.”); ibid. (“As a faculty member, you will have rights and
responsibilities as defined in the Faculty Manual.”).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 44 of 48

45
covenant—standing alone—does not create an independent cause of action.” Resnick v. AvMed, Inc.,
693 F.3d 1317, 1329 (11th Cir. 2012) (quotation marks omitted). “The duty of good faith does not
attach until the plaintiff can establish a term of the contract that the defendant was obligated to
perform.” Alfaro v. Bank of Am., N.A., 2024 WL 1110945, at *5 (11th Cir. Mar. 14, 2024) (cleaned up);
see also Hosp. Corp. of Am. v. Fla. Med. Ctr., Inc., 710 So. 2d 573, 575 (Fla. Dist. Ct. App. 1998) (“[A] duty
of good faith must relate to the performance of an express term of the contract and is not an abstract
and independent term of a contract which may be asserted as a source of breach when all other terms
have been performed pursuant to the contract requirements.”); Ernie Haire Ford, 260 F.3d at 1291
(“Rather than serving as an independent term within a contract, the implied covenant attaches to the
performance of a specific contractual obligation.” (cleaned up)). A claimant asserting a cause of action
for breach of the implied covenant must allege “a failure or refusal to discharge contractual
responsibilities, prompted not by an honest mistake, bad judgment or negligence; but, rather by a
conscious and deliberate act, which unfairly frustrates the agreed common purpose and disappoints
the reasonable expectations of the other party.” Resnick, 693 F.3d at 1329 (quotation marks omitted).
So, the Plaintiff’s failure to state a claim for breach of contract undercuts her claims for breach
of the implied covenant of good faith and fair dealing. “Under Florida law, breach of contract and
breach of the covenant of good faith and fair dealing claims rise and fall together.” Prestige Ins. Grp.,
LLC v. Allstate Ins. Co., 2024 WL 621433, at *2 (11th Cir. Feb. 14, 2024); see also Diaz v. Nationstar
Mortg., LLC, 2023 WL 334569, at *2 (11th Cir. Jan. 20, 2023) (“We have held that, under Florida law,
a breach of the implied covenant of good faith and fair dealing cannot be maintained absent an
allegation that an express term of the contract has been breached.”). Accordingly, we SUSTAIN the
Defendant’s objections to Count XI.
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 45 of 48

46
VIII. 	Leave to Amend
Federal Rule of Civil Procedure 15 provides that “[a] party may amend its pleading once as a
matter of course within . . . 21 days after serving it.” FED . R. C IV . P. 15(a)(1)(A). “In all other cases, a
party may amend its pleading only with the opposing party’s written consent or the court’s leave.”
FED . R. C IV . P. 15(a)(2). And, as the Eleventh Circuit has made clear, “filing a motion is the proper
method to request leave to amend a complaint, and that . . . motion for leave to amend should either
set forth the substance of the proposed amendment or attach a copy of the proposed amendment.”
Cita Tr. Co. AG v. Fifth Third Bank, 879 F.3d 1151, 1157 (11th Cir. 2018) (cleaned up).
In responding to the MTD, the Plaintiff argues that she “should be free to amend in order to
address any deficiencies that are identified by this Court after the issuance of a decision on this
M[TD].” Resp. at 22. To that end, she tucks into a footnote an actual request: “If the Court agrees
with Defendant that these should be pleaded as separate counts, Plaintiff requests leave to make this
simple amendment.” Id. at 4 n.1. But the Plaintiff has already twice amended her Complaint. She hasn’t
moved for leave to seek further amendments. See generally Docket. She hasn’t suggested that the
Defendant has consented to any such leave. And the R&R made no mention of granting leave to
amend the elements of Count XI it found defective.
“A request for a court order must be made by motion” that “state[s] with particularity the
grounds for seeking the order.” FED . R. C IV . P. 7(b)(1). And “where a request for leave to file an
amended complaint simply is imbedded within an opposition memorandum, the issue has not been
raised properly.” Newton v. Duke Energy Fla., LLC, 895 F.3d 1270, 1277 (11th Cir. 2018) (cleaned up);
see also Pop v. LuliFama.com LLC, 145 F.4th 1285, 1298 (11th Cir. 2025) (“The only place that [Plaintiff]
requested leave to amend was on the last page of his response in opposition to the defendants’ motions
to dismiss,” so “it had no legal effect.” (cleaned up)).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 46 of 48

47
The Plaintiff disregarded our procedural requirements. Instead of moving for leave to amend,
she tacked a cursory request to the end of her Response in Opposition to Defendants’ MTD and did
so without any argument as to how an amended complaint would overcome any pleading issues. Given
all this, we see no reason to grant leave for a third amended complaint. See Wagner v. Daewoo Heavy Indus.
Am. Corp., 314 F.3d 541, 542 (11th Cir. 2002) (“A district court is not required to grant a plaintiff leave
to amend his complaint sua sponte when the plaintiff, who is represented by counsel, never filed a
motion to amend nor requested leave to amend before the district court.”).12
C ONCLUSION
After careful review, therefore, we ORDER and ADJUDGE as follows:
1. 	We DIRECT the Clerk to remove the “University of Miami Health System” and the
“University of Miami Leonard M. Miller School of Medicine” from the docket. The University
of Miami will be the sole Defendant in this case.
2. 	The Motion to Dismiss [ECF No. 58] is GRANTED in part and DENIED in part as set
out in this Order.
3. 	The Magistrate Judge’s Amended Report and Recommendation [ECF No. 79] is ADOPTED
in part and REJECTED in part.
12 A final point. The Defendant takes issue with what it describes as “unnecessary and
inappropriate emails” between the Plaintiff and the Magistrate Judge’s staff. Obj. at 6; see also id. at 6–
7 (“[T]he University strongly objects to Plaintiff’s counsel’s repeated requests (first, ex parte through a
voicemail and second, through numerous e-mails) for substantive edits to an issued ruling.”). The
Defendant appears to offer that objection for atmospheric purposes. See id. at 7 (“Beyond these
irregularities, the University respectfully submits that the Report is factually and legally incorrect.”).
Without any actual request for relief, we’ll disregard this argument and note only that “[e]x parte
communications with judges are generally disfavored.” Env’t Def. Fund, Inc. v. Alexander, 614 F.2d 474,
481 (5th Cir. 1980); see also Code of Judicial Conduct for United States Judges, Canon 3(A)(4) (“A
judge should . . . neither initiate nor consider ex parte . . . communications concerning a pending or
impending proceeding.”); In re Paradyne Corp., 803 F.2d 604, 612 (11th Cir. 1986); (“Ex parte
communications . . . conflict with a fundamental precept of our system of justice[.]”).
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 47 of 48

48
4. 	The Defendant’s Objections [ECF No. 82] are SUSTAINED in part and OVERRULED
in part.
5. 	Counts VII, X, and XI are DISMISSED without prejudice. Count IX is DISMISSED
without prejudice, except as to the allegations concerning Fla. Stat. §§ 458.331 and 766.110.
6. 	A new trial order, setting future deadlines, is forthcoming.
DONE AND ORDERED in the Southern District of Florida on April 6, 2026.
_________________________________
ROY K. ALTMAN
UNITED STATES DISTRICT JUDGE
cc: counsel of record
Case 1:23-cv-20497-RKA Document 106 Entered on FLSD Docket 04/06/2026 Page 48 of 48