We affirm the district court on the basis of its decision on the merits of the plaintiff-appellants’ claims. We have considered sua sponte whether the Rooker-Feldman doctrine or Steel Co. v. Citizens for a Better Env’t, 523 U.S. 83, 101, 118 S.Ct. 1003, 140 L.Ed.2d 210 (1998), precluded the district court from reaching the merits, and concluded that they did not.

We deny the appellees’ motion for sanctions in the form of damages and costs on appeal. There is no evidence or even a suggestion that the appeal was prompted by malice or bad faith. And while we do not consider the merits close, neither are we prepared to say that the appeal was wholly frivolous. The usual appeal costs shall be awarded to appellees.

Affirmed.