American Trucking Associations, Inc. et al v. Alviti

UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF RHODE ISLAND
__________________________________________
)
AMERICAN TRUCKING ASSOCIATIONS, 	)
INC.; CUMBERLAND FARMS, INC.; 	)
M&M TRANSPORT SERVICES, INC.; and 	)
NEW ENGLAND MOTOR FREIGHT, INC., )
)
Plaintiffs, 	)
)
v. 	) 	C.A. No. 18-378-JJM-PAS
)
PETER ALVITI, JR., in his 	)
Official Capacity as Director of 	)
The Rhode Island Department of 	)
Transportation; RHODE ISLAND 	)
TURNPIKE AND BRIDGE 	)
AUTHORITY, 	)
)
Defendants. 	)
__________________________________________)
ORDER
Before the Court is Magistrate Judge Patricia A. Sullivan’s Report and
Recommendation (“R&R”), ECF No. 285, recommending that the Court grant in part
and deny in part the parties’ Motions for Attorneys’ Fees, Costs, and Expenses. ECF
Nos. 261, 266. Both parties have filed objections to that recommendation. ECF Nos.
290, 291. After reviewing this issue de novo, the Court agrees with part, but not all
of Magistrate Judge Sullivan’s R&R as follows.
I. 	BACKGROUND
This dispute arises from Plaintiffs’ — the American Trucking Associations,
Inc., Cumberland Farms, Inc., M&M Transport Services, Inc., and New England
Case 1:18-cv-00378-JJM-PAS Document 300 Filed 03/27/26 Page 1 of 11 PageID #:
<pageID>

2
Motor Freight, Inc. (collectively, “ATA”) — action against Defendants, Peter Alviti,
Jr. in his official capacity as the director of the Rhode Island Department of
Transportation 	(“RIDOT”) 	and 	Rhode 	Island 	Turnpike 	and 	Bridge 	Authority
(collectively, “Defendants”).1 ATA brought this action in an attempt to invalidate the
State of Rhode Island’s implementation of “The Rhode Island Bridge Replacement,
Reconstruction, and Maintenance Fund Act of 2016”, R.I. Gen. Laws § 42-13.1-1 et
seq (“RhodeWorks”), which attempted to authorize tolling of trucks at various points
throughout the state.2
The Court’s prior Findings of Fact and Conclusions of Law and the First
Circuit’s most recent opinion in this matter provide a meticulous factual backdrop
underlying the lifecycle of this dispute. 	ECF No. 245;
Am. Trucking Ass’ns, Inc. v.
Rhode Island Turnpike and Bridge Authority, 123 F.4th 27, 33-37 (1st Cir. 2024).
The Court therefore incorporates them by reference. 	Specifically, these sources
detail: (1) ATA’s challenge to RhodeWorks and its argument that it violates the
Commerce Clause of the United States Constitution; (2) RhodeWorks’ temporary
demise following this Court’s resolution of this dispute in ATA’s favor; and (3) the
program’s resurrection following Defendants’ appeal.
Am. Trucking Ass’ns, Inc., 123
1 Mr. Alviti no longer serves as RIDOT’s director following his retirement in
late February. Additionally, the Rhode Island Turnpike and Bridge Authority joined
as a Defendant following the Court’s approval of its request to intervene. Text Order
(Aug. 17, 2018).
2 RhodeWorks functions by tolling trucks based on their size. In essence, the
program places the burden of paying tolls on larger trucks based on the idea that
bigger trucks cause a greater amount to damages to Rhode Island’s infrastructure.
Am. Trucking Ass’ns, Inc. v. Rhode Island Turnpike and Bridge Auth., 123 F.4th 27,
48-49 (1st Cir. 2024).
Case 1:18-cv-00378-JJM-PAS Document 300 Filed 03/27/26 Page 2 of 11 PageID #:
<pageID>

3
F.4th at 50-53. 	Ultimately, the First Circuit concluded that the RhodeWorks
program withstood ATA’s constitutional challenge and endorsed the truck tolling
regime that it created.
	Id. at 53. 	Notwithstanding this outcome, the First Circuit
also concluded that the series of daily caps on tolls imposed by the RhodeWorks
program violated the Constitution because they “effectively discriminate[d] against
interstate commerce[.]”
	Id. at 45. 	As a result, the First Circuit severed this
unconstitutional aspect of RhodeWorks while upholding it in all other respects.
	Id.
at 53.
Following the First Circuit’s resolution of this matter, the parties returned to
this Court and, pursuant to 42 U.S.C. § 1988 and Federal Rule of Civil Procedure
54(d), moved for respective awards of attorneys’ fees related to the work they
performed during this dispute.3 ECF Nos. 261, 266. Thereafter, the Court referred
both motions to Magistrate Judge Sullivan. 	Following the parties’ submission of
extensive briefing on their entitlement to attorneys’ fees, Magistrate Judge Sullivan
issued an R&R, which recommended granting in part and denying in part both
motions. 	ECF No. 285 at 32-33. 	Critically, Magistrate Judge Sullivan determined
that both ATA and Defendants qualified as prevailing parties. 	Magistrate Judge
Sullivan then went on to recommend awards to each party based on her assessment
of the nature and degree of the parties’ success in this action.
	Id.4 	ATA and
3 Defendants also sought an award of taxable costs pursuant to 28 U.S.C.
§ 1920.
4 The Magistrate Judge recommended the Court grant in part and deny in part
the motions by both sides as follows: awarding the State costs for $186,156.03 plus
post-judgment interest; denying the State attorneys’ fees; awarding ATA attorneys’
Case 1:18-cv-00378-JJM-PAS Document 300 Filed 03/27/26 Page 3 of 11 PageID #:
<pageID>

4
Defendants both seek alteration of Magistrate Judge Sullivan’s R&R, and they object
to the recommended resolution of their purported fee awards.
II. 	DISCUSSION
Pursuant to 28 U.S.C. § 636 and Rule 72(b) of the Federal Rules of Civil
Procedure, district courts must conduct a de novo review of any part of a magistrate
judge’s report and recommendation, if the parties have properly objected to it. Fed.
R. Civ. P. 72(b)(3). Following their de novo review, district courts may — among other
actions — accept, reject, or modify the magistrate judge’s recommended disposition.
Id.
Typically, litigants must compensate their own counsel unless explicit fee-
shifting authority provides otherwise.
Buckhannon Bd. & Care Home, Inc. v. W. Va.
Dep’t Health & Hum. Res., 532 U.S. 598, 602 (2001). Here, 28 U.S.C. § 1988 provides
the source of that authority.
See 28 U.S.C. § 1988(b). Notwithstanding this potential
source of attorneys’ fees, courts may not make an award unless they first determine
that the litigant constitutes a “prevailing party.”
	Suárez-Torres v. Panadería Y
Repostería España, Inc., 988 F.3d 542, 551-53 (1st Cir. 2021). 	Litigants may
demonstrate their entitlement to prevailing party status if they show that: (1) a
material alteration between the parties’ relationship has taken place; and (2) the
alteration possesses the requisite judicial imprimatur.
	Id. With respect to the first
step in this analysis, courts have determined that a material alteration has taken
fees of $2,575,111 and costs of $150,952.29, for a total award of $2,726,063.29; and
denying all other requested relief by both sides.
Case 1:18-cv-00378-JJM-PAS Document 300 Filed 03/27/26 Page 4 of 11 PageID #:
<pageID>

5
place when a plaintiff succeeds on “any significant issue in litigation which achieves
some of the benefit plaintiff sought in bringing the suit.”
Id.
The Court’s review of the record and the arguments submitted reveal that ATA
has 	failed 	to 	demonstrate 	their 	status 	as 	a 	prevailing 	party 	in 	this 	action.
Specifically, the Court determines that ATA has vastly overstated the benefit, if any,
that they have received from the ultimate resolution of their challenge to the
RhodeWorks program and the Court’s assessment of the outcome that occurred
cannot result in its characterization as a prevailing party in this dispute. As an initial
matter, the Court notes that ATA failed to obtain the relief that originally motivated
them to bring this action: “[a] declaratory judgment that Rhode Island’s truck-toll
scheme is unconstitutional” and “[a] permanent injunction enjoining Defendants from
continuing to implement or enforce Rhode Island’s truck tolls.” ECF No. 1 at 29.
Contrary to their wishes, ATA ultimately received a determination from the
First Circuit holding that: (1) the RhodeWorks program’s tolling of some, but not all,
trucks does not violate the Constitution; and (2) the unlawful, daily caps are severable
from the RhodeWorks program writ large.
Am. Trucking Ass’ns, Inc., 123 F.4th at 53.
Ultimately, the First Circuit held that “RhodeWorks may go into effect (absent the
caps) without offending the dormant Commerce Clause.”
	Id. 	Despite ATA’s initial
success in obtaining relief before this Court, the First Circuit’s ultimate decision
upholding all but one aspect of RhodeWorks demonstrates that ATA has not altered
the parties’ relationship in a material manner.
	Suárez-Torres, 988 F.3d at 551-53.
Case 1:18-cv-00378-JJM-PAS Document 300 Filed 03/27/26 Page 5 of 11 PageID #:
<pageID>

6
As a result, the Court determines that ATA has failed to meet the threshold
requirement that would entitle it to an award of attorneys’ fees.
ATA insists that its finding of a dormant Commerce Clause violation and
subsequent 	severance 	of 	the 	caps 	entitle 	it 	to 	prevailing 	party 	status,
notwithstanding the First Circuit’s decision upholding the RhodeWorks program.
ECF No. 291 at 8. Specifically, ATA argues that: (1) the caps themselves favored in-
state actors over out-of-state actors; (2) the First Circuit’s invalidation of them
constitutes a significant, material benefit to them; and (3) seeking elimination of the
caps constituted “a central reason why ATA brought this suit.”
	Id. 	The Court
determines that ATA’s advancement of these arguments strains credulity for two
primary reasons.
First, even though ATA seeks recognition as a prevailing party based on the
invalidation of the daily caps, ATA expressly advocated
against their severance from
RhodeWorks. 	ECF No. 290 at 7 (citing ATA’s First Circuit brief, which states that
“the Court should not sever the RhodeWorks caps” and argues that “severance would
be improper even if the [First Circuit] believes that the caps are RhodeWorks’ only
unconstitutional element.”) (cleaned up). While courts have undoubtedly determined
that a plaintiff constitutes a prevailing party when they have obtained some, but not
all, of the benefit that they have sought, the Court declines to extend this reasoning
to conclude that ATA is a prevailing party after they have received an outcome that
they explicitly asked the First Circuit to reject.
	See Gay Officers Action League v.
Puerto Rico, 247 F.3d 288, 293 (1st Cir. 2001) (noting that “obtaining equitable relief
Case 1:18-cv-00378-JJM-PAS Document 300 Filed 03/27/26 Page 6 of 11 PageID #:
<pageID>

7
does not automatically confer prevailing party status” and determining that “an
inquiring court must always make a qualitative inquiry of the relief obtained.”)
(cleaned up).
Second, the Court declines to recognize ATA as a prevailing party because it
failed to obtain any practical benefit from the First Circuit’s severance of the caps.
Specifically, the evidence from this dispute confirmed that the lack of daily caps will
result in ATA paying a higher amount in daily tolls and that it does not receive any
tangible financial benefit from their elimination.5
	See ECF No. 243 at 25-26. Given
the ultimate determination that RhodeWorks itself does not violate the dormant
Commerce Clause, and that ATA now faces an increase in the number of daily tolls
the Defendants can subject them to, the Court refuses to characterize it as a
prevailing party.
	Gay Officers Action League, 247 F.3d at 294 (“If, however, the
plaintiffs’ success on that claim was purely technical or
de minimis a court would be
well within its rights to deny prevailing party status.”) (cleaned up);
	see also
Anheuser-Busch, Inc. v. Schnorf, No. 10-cv-1601, 2012 WL 1068765 at * 7 (N.D. Ill.
March 29, 2012) (noting that the relief ordered by the Court was the opposite of the
plaintiff’s request and concluding that “while the defendants’ conduct changed, it did
not do so in a way that benefited Plaintiffs.”) (cleaned up). As a result, ATA has failed
to demonstrate that it has directly benefited from its decision to bring this action,
5 Some members of ATA will now likely pay higher fees because of the outcome
of this case.
Case 1:18-cv-00378-JJM-PAS Document 300 Filed 03/27/26 Page 7 of 11 PageID #:
<pageID>

8
which therefore does not warrant the Court’s recognition of ATA as a prevailing
party.
Suárez-Torres, 988 F.3d at 551-53.
Nevertheless, ATA insists that they have prevailed here and argues that the
outcome of this action has left it better off than before ATA brought this constitutional
challenge. 	Specifically, ATA characterizes its outcome in the following manner:
“[A]lthough ATA didn’t receive all of the relief it requested, an anticompetitive
imposition on interstate truckers has been eliminated and the creation of truck-only
tolling has been discouraged, in Rhode Island and elsewhere.” 	ECF No. 296 at 6.
Notwithstanding the fact that the First Circuit explicitly upheld Rhode Island’s
truck-only tolling regime, ATA’s post-hoc characterization of this case overlooks the
pragmatic effect of the ultimate outcome and likely overstates the downstream
impact that this action will have.6 	Additionally, caselaw has counseled against
parties attempting to demonstrate their entitlement to prevailing party status by
relying on the metaphysical results that they obtained from their involvement in
litigating a dispute.
	See Gay Officers Action League, 247 F.3d at 294 (“Of itself, the
moral satisfaction that results from any favorable statement of law cannot bestow
prevailing party status.”) (quoting
Farrar v. Hobby, 506 U.S. 103, 112 (1992)).
Finally, ATA appears to argue that Rhode Island’s delay in reimposing the
RhodeWorks program somehow demonstrates its overall success and its entitlement
6 	If 	anything, 	the 	First 	Circuit’s 	determination 	that 	Rhode 	Island 	may
permissibly operate a truck-only tolling program in the state will likely encourage,
rather than discourage, the implementation of capless, truck-only tolling throughout
the United States.
Case 1:18-cv-00378-JJM-PAS Document 300 Filed 03/27/26 Page 8 of 11 PageID #:
<pageID>

9
to prevailing party status. 	ECF No. 298 at 5-8. 	Notwithstanding ATA’s attempt to
capitalize on the delay in reimplementation, Defendants have presented evidence
that flatly contradicts the notion that Rhode Island has abandoned the RhodeWorks
program. 	ECF No. 277 at 2 (“RIDOT is working earnestly to have the RhodeWorks
tolling network partially operational within the next fiscal year, and plans to have
the tolling network fully operational as soon as possible.”). 	As a result of ATA’s
failure to demonstrate its status as a prevailing party, the Court declines to award it
with attorneys’ fees for their involvement in this action.
Moreover, even if the invalidation of the daily caps alone requires the Court to
characterize Defendants as a prevailing party, the Court declines to award fees to
ATA based on its assessment of the degree of success it obtained.
	See Farrar, 506
U.S. at 115 (“In some circumstances, even a plaintiff who formally ‘prevails’ under
§ 1988 should receive no attorneys’ fees at all.”). 	As described above, ATA has
received a ruling determining that a single, severable aspect of RhodeWorks violates
the dormant Commerce Clause and its invalidation will: (1) leave ATA in a worse
financial position than they were before it brought this action; and (2) likely permit
Rhode 	Island 	and 	potentially 	other 	states 	to 	enact 	truck-only 	tolling 	regimes
throughout the United States without offending the Constitution. 	As a result, the
Court finds no basis to award ATA attorneys’ fees even assuming they deserve
recognition as a prevailing party here.
See Schnorf, 2012 WL 1068765 at * 9 (denying
the 	plaintiff’s 	motion 	for 	attorneys’ 	fees 	after 	determining 	that 	the 	plaintiff’s
“nominal success resulting from the constitutional victory amounts to a ‘Pyrrhic
Case 1:18-cv-00378-JJM-PAS Document 300 Filed 03/27/26 Page 9 of 11 PageID #:
<pageID>

10
victory’” and noting that “Plaintiffs did not receive the result they hoped for, yet
Plaintiffs seek to shift on to Defendants—and ultimately the Illinois tax payers—the
$1.6 million bill for their expedited litigation.”).
Separately, Defendants seek a ruling from this Court determining that, in
addition to their taxable costs, they too deserve an award for their attorneys’ fees. As
Defendants properly acknowledge, a prevailing defendant may only obtain an award
of attorneys’ fees and non-taxable if the Court finds that a plaintiff has filed a claim
that is “vexatious, frivolous or brought to harass or embarrass the defendant.”
Hensley v. Eckerhart, 461 U.S. 424, 429 n.2 (1983). While the Court agrees that the
Defendants’ 	role 	in 	upholding 	the 	RhodeWorks 	program 	qualifies 	them 	as 	a
prevailing party, it declines to find that ATA filed this action for any improper
purpose. In support of this determination, the Court emphasizes ATA’s initial victory
before this Court as a testament to the legitimacy and magnitude of the legal question
that ATA raised in challenging the RhodeWorks program.
Therefore, the Court adopts Magistrate Judge Sullivan’s recommendation in
part, which limits Defendants to their taxable costs pursuant to 28 U.S.C. § 1920 and
Fed. R. Civ. P. 54(d)(1).7 	Notwithstanding this adoption, the Court concludes that
Defendants should receive their taxable costs in full based on its prior determination
that ATA is not a prevailing party, which therefore renders Magistrate Judge
Sullivan’s offset unnecessary.
7 ATA does not appear to contest Defendants’ request for taxable costs. 	As a
result, the Court determines that they have waived any objection to Defendants’
request for this relief.
Case 1:18-cv-00378-JJM-PAS Document 300 Filed 03/27/26 Page 10 of 11 PageID
#: <pageID>

11
III. 	CONCLUSION
Based on the foregoing, the Court concludes that ATA has not demonstrated
its 	entitlement 	to 	prevailing 	party 	status 	and 	is 	therefore 	not 	entitled 	to 	a
reimbursement for attorneys’ fees. 	However, Magistrate Judge Sullivan properly
determined that Defendants are prevailing parties and that their success warrants
an award of taxable costs, although not attorneys’ fees.
The Report and Recommendation (ECF No. 285) is accepted in part and
rejected in part as follows:
1. 	The Court GRANTS in part and DENIES in part Defendants’ Motion for
Attorneys’ 	Fees 	and 	Costs 	(ECF 	No. 261). 	The 	Court 	DENIES 	the
Defendants’ request for attorneys’ fees and GRANTS the Defendants an
award of costs from ATA for $199,281.15.
2. 	The Court DENIES ATA’s Motion for Attorneys’ Fees, Costs, and Expenses
(ECF No. 266).
IT IS SO ORDERED.
s/John J. McConnell, Jr.
___________________________
JOHN J. MCCONNELL, JR.
Chief Judge
United States District Court
March 27, 2026
Case 1:18-cv-00378-JJM-PAS Document 300 Filed 03/27/26 Page 11 of 11 PageID
#: <pageID>