J-E01005-24 

 2024 PA Super 223 

 

MARCELO AITA 

 v. 

NCB MANAGEMENT SERVICES, INC. 

 Appellant 

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 IN THE SUPERIOR COURT OF 

 PENNSYLVANIA 

No. 510 EDA 2022 

Appeal from the Order Entered January 21, 2022 

In the Court of Common Pleas of Bucks County 

Civil Division at No(s): 2019-00981 

MARCELO AITA 

 Appellant 

 v. 

NCB MANAGEMENT SERVICES, INC. 

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 IN THE SUPERIOR COURT OF 

 PENNSYLVANIA 

No. 615 EDA 2022 

Appeal from the Order Entered January 21, 2022 

In the Court of Common Pleas of Bucks County 

Civil Division at No(s): 2019-00981 

BEFORE: LAZARUS, P.J., BOWES, J., STABILE, J., DUBOW, J., KUNSELMAN, 

J., NICHOLS, J., KING, J., SULLIVAN, J., and LANE, J. 

OPINION BY KING, J.: FILED SEPTEMBER 26, 2024 

 Appellant, NCB Management Services, Inc. (“NCB”), and CrossAppellant, Marcelo Aita (“Aita”), appeal from the order entered in the Bucks 

County Court of Common Pleas, which denied NCB’s motion for summary 

judgment, granted Aita’s cross-motion for summary judgment, and awarded 

Aita $60,000.00 in liquidated damages under the Wage Payment and 
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Collection Law (“WPCL”).1 We affirm. 

 The relevant facts and procedural history of this case are as follows. 

From June 9, 2008, until July 18, 2017, Aita was employed by NCB as its Chief 

Executive Officer. On December 29, 2014, the parties entered into a Private 

Sale Bonus Agreement (“Agreement”). Per the Agreement, NCB would 

provide Aita bonuses, including a retention bonus of $60,000.00 per month 

beginning on the first regular payroll date of January 2015 and continuing for 

seventeen (17) months thereafter, totaling $1,080,000.00 (“Retention 

Bonus”), so long as Aita remained with and provided services to NCB during 

each month preceding each installment payment. NCB timely paid Aita the 

monthly Retention Bonus installments under the terms of the Agreement from 

January 2015 to July 2015. Nevertheless, NCB failed to pay the remaining 

Retention Bonus installments in a timely manner due to cash flow problems. 

In July 2017, NCB paid Aita all but one of the unpaid Retention Bonus 

installments per the Agreement in one lump sum, totaling $660,000.00, plus 

6% interest.2 In October 2017, NCB paid Aita the final Retention Bonus 

installment of $60,000.00, plus 6% interest. 

____________________________________________ 

1 See 43 P.S. §§ 260.1-260.45. 

2

 The Agreement did not provide for a specific rate of interest. Thus, NCB 

applied the general legal rate of interest defined in 41 P.S. § 202 (providing 

that reference in legal document “to an obligation to pay a sum of money ‘with 

interest’ without specification of the applicable rate shall be construed to refer 

to the rate of interest of six per cent per annum”). 
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 On February 13, 2019, Aita filed a complaint against NCB for breach of 

employment contract and a violation of the WPCL, seeking compensatory 

damages, liquidated damages, and attorneys’ fees. NCB filed preliminary 

objections on March 5, 2019, which the trial court sustained as to Aita’s breach 

of contract claim. The trial court overruled NCB’s preliminary objections with 

respect to Aita’s WPCL claim. 

 On March 8, 2021, NCB filed a motion for summary judgment, claiming 

that because it ultimately made all bonus payments before Aita had filed the 

complaint, Aita could not recover under the WPCL. According to NCB, Aita 

could not maintain a cause of action under the WPCL because Aita no longer 

had wages3 that were “payable” at the time he filed suit. Aita responded and 

filed a cross-motion for summary judgment on April 7, 2021, seeking 

$180,000.00 in liquidated damages under the WPCL.4 

 The court heard argument on August 4, 2021 and took the matter under 

advisement. By order filed on January 21, 2022, the court denied NCB’s 

motion for summary judgment. The court granted Aita’s cross-motion for 

summary judgment for liquidated damages, but in the amount of $60,000.00 

____________________________________________ 

3

 The parties do not dispute that bonuses constitute wages for purposes of the 

WPCL. See 43 P.S. § 260.2a. 

4

 This amount represented 25% of the total of the bonus payments made to 

Aita in July and October 2017 ($720,000.00), in accordance with the WPCL, 

which provides for liquidated damages in the amount of 25% of wages that 

are not paid over 30 days past the regular pay date. See 43 P.S. § 260.10. 
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rather than the $180,000.00 that Aita sought. The court reasoned that some 

of the late payments fell outside of the WPCL’s three-year statute of 

limitations. 

 NCB timely filed a notice of appeal on February 18, 2022, and Aita timely 

filed a cross-appeal. On March 2, 2022, the court ordered the parties to file 

concise statements of errors complained of on appeal per Pa.R.A.P. 1925(b). 

Both NCB and Aita filed their respective Rule 1925(b) statements on March 

18, 2022. 

 On May 15, 2023, a three-judge panel of this Court affirmed the trial 

court’s order, with one dissent. The parties subsequently filed applications for 

reargument. On July 21, 2023, this Court granted en banc reargument and 

withdrew the three-judge panel decision. Thereafter, the parties filed 

substituted briefs for this Court’s en banc review. 

 NCB raises the following issues on appeal: 

Whether the trial court correctly found that an employee can 

maintain a cause of action under the Pennsylvania [WPCL] 

for liquidated damages when no wages were owed to him 

by his employer at the time that he filed his Complaint. 

Whether the trial court correctly found than an employee 

can maintain an action under the WPCL when he has no 

contractual right to wages. 

Whether the trial court correctly found than an employee 

who is owed no wages by his employer is in the class of 

persons protected by the civil remedies and penalties 

section of the WPCL? 

(NCB’s Substituted Brief at 3). 
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 Aita raises the following issue in his cross-appeal: 

Whether the acknowledgement doctrine resets the statute 

of limitations under the WPCL where NCB made a partial 

payment of bonuses due under the WPCL and where NCB 

admits that the payment represented unpaid bonuses. 

(Aita’s Substituted Brief at 14). 

Our standard of review of an order granting summary judgment is wellsettled: 

We view the record in the light most favorable to the 

nonmoving party, and all doubts as to the existence of a 

genuine issue of material fact must be resolved against the 

moving party. Only where there is no material fact and it is 

clear that the moving party is entitled to judgment as a 

matter of law will summary judgment be entered. Our 

scope of review of a trial court’s order granting or denying 

summary judgment is plenary, and our standard of review 

is clear: the trial court’s order will be reversed only where it 

is established that the court committed an error of law or 

abused its discretion. 

Shellenberger v. Kreider Farms, 288 A.3d 898, 905 (Pa.Super. 2023) 

(internal citations and quotation marks omitted). Further: 

Where the non-moving party bears the burden of proof on 

an issue, he may not merely rely on his pleadings or 

answers in order to survive summary judgment. Further, 

failure of a nonmoving party to adduce sufficient evidence 

on an issue essential to his case and on which he bears the 

burden of proof establishes the entitlement of the moving 

party to judgment as a matter of law. 

Thus, our responsibility as an appellate court is to determine 

whether the record either establishes that the material facts 

are undisputed or contains insufficient evidence of facts to 

make out a prima facie cause of action, such that there is 

no issue to be decided by the fact-finder. If there is 

evidence that would allow a fact-finder to render a verdict 

in favor of the non-moving party, then summary judgment 
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should be denied. 

Id. at 905-06 (internal citations and quotation marks omitted). 

 For purposes of disposition, we combine NCB’s issues. NCB argues that 

the WPCL only provides a cause of action to an aggrieved party who is owed 

wages. NCB asserts that the statutory language is clear and unambiguous 

that an aggrieved employee must be owed wages to avail himself of the 

remedies provided by the WPCL. NCB maintains that the purpose of the WPCL 

is to provide aggrieved employees a vehicle to collect unpaid wages from their 

employer and to make such employees whole. Because NCB ultimately paid 

all outstanding wages before Aita filed suit, NCB contends that he was already 

made whole. NCB insists that the court’s liquidated damages award of 

$60,000.00 provided a windfall to Aita. In other words, NCB posits that Aita 

was allowed to recover liquidated damages when he could not and did not 

allege that he suffered any wage loss at the time he filed his complaint. NCB 

concludes that the court erred by granting Aita summary judgment, and this 

Court must reverse and remand for entry of summary judgment in NCB’s 

favor. We disagree. 

 To begin, the Pennsylvania legislature’s purpose in passing the WPCL 

was, inter alia, “to provide an employee with a statutory remedy for an 

employer’s breach of its contractual obligation to remit wages.” 

Laborers Combined Funds of Western Pa. v. Mattei, 518 A.2d 1296, 1298 

(Pa.Super. 1986) (emphasis in original). “The policy of the statute is to aid 
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an employe[e] in the prompt collection of compensation due him and to 

discourage an employer from using a position of economic superiority as a 

lever to dissuade an employe[e] from promptly collecting his agreed 

compensation...[.]” Ressler v. Jones Motor Co., 487 A.2d 424, 429 

(Pa.Super. 1985) (internal citation omitted). Consistent with this purpose, 

the WPCL provides a statutory remedy to ensure that employees are paid on 

their regular payday and, if not timely paid, to make them whole by penalizing 

employers who fail to pay regular wages without good cause.5 “The question 

of liability under the [WPCL] is to be gleaned from a perusal of the [statute] 

as whole, and, in this effort, we seek to effectuate the intention and purpose 

of the Legislature by its passage....” Mattei, supra. As such, the civil 

provisions of the WPCL must be liberally construed to effectuate their remedial 

purpose and to “promote justice.” See 1 Pa.C.S.A. § 1928(c). See also 

Braun v. Wal-Mart Stores, Inc., 24 A.3d 875, 960 (Pa.Super. 2011), cert. 

denied, 578 U.S. 905, 136 S.Ct. 1512, 194 L.Ed.2d 602 (2016) 

(acknowledging our mandate to construe WPCL liberally). 

Against this backdrop, the statutory language reinforces the WPCL’s 

purpose. First, the WPCL requires that all wages be paid on an employee’s 

____________________________________________ 

5

 “[T]he right to recover wages ‘earned’ by employees upon separation from 

employment under the WPCL is a statutory remedy which supplements

rather than supplants a common law action for breach of contract.” 

Andrews v. Cross Atl. Cap. Partners, Inc., 158 A.3d 123, 133-34 

(Pa.Super. 2017) (en banc), appeal denied, 643 Pa. 99, 172 A.3d 584 (2017) 

(emphasis in original). 
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“[r]egular payday,” stating: 

§ 260.3. Regular payday 

(a) ... Every employer shall pay all wages, other than fringe 

benefits and wage supplements, due to his employe[e]s on 

regular paydays designated in advance by the employer. 

... All wages, other than fringe benefits and wage 

supplements, earned in any pay period shall be due and 

payable within the number of days after the expiration of 

said pay period as provided in a written contract of 

employment or, if not so specified, within the standard time 

lapse customary in the trade or within 15 days from the end 

of such pay period. ... 

43 P.S. § 260.3(a) (emphasis added). Although the WPCL does not define the 

term “payable” (see 43 P.S. § 260.2a), “payable” as used in this section 

plainly refers to when wages are “due.” See Black’s Law Dictionary (11th 

ed. 2019) (defining “due and payable” (of a debt) as “owed and subject to 

immediate collection because a specified date has arrived or time has elapsed, 

or some other condition for collectability has been met”). 

 Second, the WPCL entitles an employee to collect liquidated damages 

when the employer fails to make payment on an employee’s regular payday, 

i.e., when wages are payable and not paid within the grace paid. See 43 P.S. 

§ 260.10 (stating: “Where wages remain unpaid for thirty days beyond the 

regularly scheduled payday, or, in the case where no regularly scheduled 

payday is applicable, for sixty days beyond the filing by the employe[e] of a 

proper claim ... and no good faith contest or dispute of any wage claim ... exists 

accounting for such non-payment, the employe[e] shall be entitled to claim, 

in addition, as liquidated damages an amount equal to twenty-five percent 
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(25%) of the total amount of wages due, or five hundred dollars ($500), 

whichever is greater”). Thus, if an employer fails to pay wages within the 

applicable period, an amount equal to 25% of total wages due or $500.00, 

whichever is greater, is automatically added to the wages that were payable 

at the regularly scheduled payday, unless an employer has a good-faith 

defense. “Section 260.10 is intended to be a disincentive or penalty for 

employers to withhold wages in bad faith.” Andrews, supra at 136. This 

section applies regardless of whether the employer ultimately pays the wages 

owed to the employee, because the liquidated damages are statutorily 

imposed once wages remain unpaid for thirty days beyond the scheduled 

payday, and no good faith dispute exists over the claim. 

 Third, the General Assembly considered the failure to pay an employee 

on the regular payday so egregious, that it also provided for a criminal 

penalty: 

§ 260.11a. Criminal penalties

(a) The secretary or any employe[e], group of employe[e]s, 

labor organization or party to whom any type of wages is 

payable may institute prosecutions under this act. 

(b) In addition to any other penalty or punishment otherwise 

prescribed by law, any employer who violates any provisions 

of this act shall be guilty of a summary offense and, upon 

conviction thereof, shall be punished by a fine of not more 

than three hundred dollar ($300), or by imprisonment up to 

90 days, or by both, for each offense. The good faith contest 

or dispute by any employer of any wage claim or the good 

faith assertion of a right of set-off or counter-claim shall not 

be considered a violation of this act: Provided, That the 

employer has paid all wages due in excess of the amount in 
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dispute or asserted to be subject to a right of set-off or 

counter-claim. Nonpayment of wages to, on account of, or 

for the benefit of each individual employe[e] shall constitute 

a separate offense. 

(c) Where such employer is a corporation, the president, 

secretary, treasurer or officers exercising corresponding 

functions shall each by guilty of such summary offense. 

(d) All fines or penalties collected under this act shall be paid 

into the State Treasury through the Department of Revenue 

to the credit of the General Fund. 

43 P.S. § 260.11a. 

 Fourth, the WPCL allows for the imposition of counsel fees to an 

employee who prevails on a claim. See 43 P.S. § 260.9a(f) (stating: “The 

court in any action brought under this section shall, in addition to any 

judgment awarded to the plaintiff or plaintiffs, allow costs for reasonable 

attorneys’ fees of any nature to be paid by the defendant”). The “award of 

attorneys’ fees to a prevailing employee in an action brought under the 

[WPCL] is mandatory,” because it “promotes the statute’s purpose to protect 

employees when employers breach a contractual obligation to pay wages.” 

Oberneder v. Link Computer Corp., 548 Pa. 201, 206, 696 A.2d 148, 151 

(1997). 

 We further note that the WPCL provides that “[a]n employe[e] or group 

of employe[e]s, labor organization or party to whom any type of wages is 

payable may institute actions provided under the act.” 43 P.S. § 260.9a(a). 

 To summarize, the WPCL requires that an employer pay wages on an 

employee’s regular payday, subjects an employer who fails to pay on that date 
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to criminal penalties, and if not paid within the grace period provided by 

statute absent a good-faith defense, imposes liquidated damages against the 

employer as well as reasonable attorneys’ fees expended in pursuing the 

claim. See 43 P.S. §§ 260.3(a); 260.11a; 260.10; and 260.9a(f). 

 Instantly, in ruling on the parties’ cross-motions for summary judgment, 

the trial court explained: 

The untimely payments well exceeded both the expiration 

of the pay period as provided in the Agreement for payment 

of wages and the ten (10) day requirement of the employer 

to pay wage supplements under the WPCL. Therefore, the 

withholding and nonpayment of said payments beyond the 

WPCL’s allowable time frames is a proper basis for Aita to 

assert a cause of action under the WPCL. 

Once a contractual basis to compensation is established, a 

Plaintiff has a right to assert a cause of action for liquidated 

damages if said wages or wage supplements remain unpaid 

for a period of time. 

* * * 

This [c]ourt did not err in allowing Aita’s liquidated damages 

claim without a claim for unpaid wages. As discussed above, 

Aita did have a claim for unpaid wages immediately 

following the WPCL’s allowable period of time of delayed 

Bonus Retention installment payments. Still, said payments 

were at least thirteen months late, and well exceeded any 

thirty- or sixty-day allowable delay. 

(Trial Court Opinion, filed 5/19/22, at 8-9, 12-13). 

We agree with the court’s ruling. We reiterate that an employee “to 

whom any type of wages is payable may institute” an action under the WPCL. 

See 43 P.S. § 260.9a(a). Thus, “payable” as used in this section and 

consistent with the statute’s purpose, means when a monetary obligation 
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becomes due or is required to be paid. Such an interpretation is consistent 

with other definitions of “payable” in Black’s Law Dictionary. See Payable, 

Black’s Law Dictionary (11th ed. 2019) (including, inter alia, definitions of 

payable such as “[o]f a sum of money or a negotiable instrument that is to be 

paid”). Consequently, within the meaning of Section 260.9a(a), an employee 

“to whom any type of wages is payable” means that an employee is payable 

on his or her regular payday, i.e., once the grace period has expired, and an 

action can be maintained for liquidated damages thereafter. This 

interpretation is in accord with the General Assembly’s intent to fix a date 

when payment must be made and penalize employers for failure to do so. 

Thus, the WPCL provides for liquidated damages even if the wages are paid 

outside the grace period to further the statutory objective of ensuring that 

employees are paid on their regular payday. See Andrews, supra. 

NCB argues (and our colleagues in the dissent agree) that if the 

employer ultimately pays the wages owed to an employee prior to the 

employee filing a WPCL action, the employee loses the remedy of liquidated 

damages regardless of the employer’s violation of the WPCL. Essentially, this 

interpretation renders the grace period under the statute a mere suggestion 

rather than a fixed date by which liquidated damages can be imposed. 

Further, this interpretation effectively amends the statutory grace period by 

extending it to the day before an employee files suit. In this scenario, an 

employer could drag its feet for months and escape liability for liquidated 
J-E01005-24 

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damages by finally paying the employee’s due and payable wages just before 

the employee files suit. Such an outcome would be in direct contravention of 

the purpose of the WPCL, which is to protect employees when employers 

breach a contractual obligation to pay wages.6 See Oberneder, supra; 

Mattei, supra; Ressler, supra. 

 Furthermore, the WPCL permits a separate claim for liquidated damages 

independent of a claim for unpaid wages. The statute provides: 

No administrative proceedings or legal action shall be 

instituted under the provisions of this act for the collection 

of unpaid wages or liquidated damages more than three 

years after the day on which such wages were due and 

payable as provided in [43 P.S. §§ 260.3 and 260.5]. 

43 P.S. § 260.9a(g) (emphasis added). The use of “or” in this provision carries 

its ordinary disjunctive meaning, indicating that an employee may bring a 

claim for liquidated damages without seeking unpaid wages, or vice versa. 

See also Braun, supra at 960 (explaining that word “or” is disjunctive and 

word “and” is conjunctive when interpreting Section 260.10 of WPCL 

____________________________________________ 

6

 The parties each cite to Yablonski v. Keevican Weiss Bauerle & Hirsch 

LLC, 197 A.3d 1234 (Pa.Super. 2018), appeal denied, 654 Pa. 424, 215 A.3d 

562 (2019), to support their respective positions on appeal. Nevertheless, 

Yablonksi was concerned with only the calculation of liquidated 

damages, where the employer had claimed on appeal that the amount of 

liquidated damages entered in favor of the employee should be reduced based 

on the employer’s partial payment of wages owed during the pendency of 

litigation. The Yablonski Court was not tasked with analyzing, and did not 

analyze, whether the employee could have brought a claim for liquidated 

damages if the employer had made all belated wage payments owed prior to 

commencement of the litigation. Thus, Yablonski does little to resolve the 

issue in this appeal. 
J-E01005-24 

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concerning liquidated damages). 

 Indeed, at least one federal district court in Pennsylvania has permitted 

a standalone claim for liquidated damages to proceed to trial, where the 

employer had paid all wages owed prior to the commencement of the action. 

See Bair v. Purcell, No. 1:04-CV-1357, 2010 WL 3282653 (M.D.Pa. Aug. 17, 

2010). More recently, another federal district court in Pennsylvania permitted 

a standalone claim for liquidated damages under the WPCL to survive a motion 

to dismiss. See Endo Pharmaceuticals Inc. v. Fryer, No. 17-2245, 2020 

WL 4748296 at *4 (E.D.Pa. Aug. 17, 2020) (denying employer’s motion to 

dismiss employee’s counterclaim under WPCL for paid time off (“PTO”) wages; 

stating “[a]lthough [employer] did pay [employee’s] PTO ‘with interest,’ 

[employee] claims it did not do so until over nineteen months later—far after 

the 60-day period had passed. Therefore, [employee] may still be entitled to 

liquidated damages and [employer’s] Motion to Dismiss is DENIED with 

regards to the PTO payments in counterclaim count five”) (emphasis in 

original).7 

____________________________________________ 

7

 Although the employee in Endo had also asserted a counterclaim under the 

WPCL for severance pay (wages), the court granted the employer’s motion to 

dismiss that counterclaim. See id. Thus, this case did not involve a scenario 

where the employee was seeking another type of unpaid wages in addition to 

liquidated damages. In other words, the court’s disposition in Endo supports 

the notion that a standalone claim for liquidated damages is cognizable under 

the WPCL. To be sure, the procedural history in Endo confirms that the 

employee was terminated in January 2017, and she brought her counterclaims 

under the WPCL against her employer on March 18, 2019, in which the 

(Footnote Continued Next Page) 
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Reading the relevant provisions of the WPCL together as a whole and 

with the purpose and liberal construction of the statute in mind (see Braun, 

supra; Mattei, supra), we hold that an employee can bring an action for 

liquidated damages under the WPCL regardless of whether the employer has 

paid all outstanding wages by the time legal action is commenced. Therefore, 

the trial court properly denied NCB’s motion for summary judgment and 

granted Aita’s cross-motion for summary judgment. 

Turning to Aita’s cross-appeal, Aita argues that the trial court erred in 

applying the three-year statute of limitations to reduce his liquidated damages 

from $180,000.00 to $60,000.00.8 Aita claims that because NCB’s July 2017 

payment “acknowledged” the debt was owed, it reset the statute of limitations 

clock. We disagree.9 

____________________________________________ 

employee admitted that her employer had already paid the PTO with interest, 

albeit 19 months late. See id. at *2, *4. 

8

 The $180,000.00 Aita sought represented 25% of the $720,000.00 that NCB 

had belatedly paid after the grace period expired. Nevertheless, because Aita 

filed his complaint on February 13, 2019, the trial court found that any claim 

for liquidated damages related to bonus payments that became due and 

payable before February 13, 2016 fell outside the three-year statute of 

limitations. Thus, the court reduced the award of liquated damages to 

$60,000.00, representing 25% of the $240,000.00 that became due and 

payable after February 13, 2016 (reflecting the payments that became due 

and payable on March 1, 2016, April 1, 2016, May 1, 2016, and June 1, 2016, 

all of which were paid late). 

9

 In its opinion, the trial court notes that Aita failed to serve his Rule 1925(b) 

statement on the trial judge in accordance with the court’s order. Although 

the court’s Rule 1925(b) order directed Aita to “serve upon the undersigned” 

(Footnote Continued Next Page) 
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As previously mentioned, the WPCL has a three-year statute of 

limitations. See 43 P.S. § 260.9a(g). Nevertheless, “the ‘acknowledgement 

doctrine’ provides that a statute of limitations may be tolled or its bar removed 

by a promise to pay the debt.” S.T. Hudson Engineers, Inc. v. Camden 

Hotel Development Associates, 747 A.2d 931, 934 (Pa.Super. 2000) 

(holding appellee’s claim was not barred by statute of limitations where 

appellants had acknowledged that debt was owed, promised to pay its debt to 

appellee, and appellee relied on such; in reliance on appellants’ promise to 

pay, appellee agreed to wait until appellants received certain settlement 

funds; nevertheless, appellants failed to remit payment of amount due despite 

receipt of funds from which it had promised to pay appellee; therefore, 

appellee was not on notice of any breach of appellants’ promise until 

appellants denied payment after receiving funds from its settlement). 

Significantly, we must interpret the “acknowledgment doctrine” strictly. 

Huntingdon Finance Corp. v. Newtown Artesian Water Co., 659 A.2d 

1052, 1054 (Pa.Super. 1995). Thus: 

A clear, distinct and unequivocal acknowledgment of a debt 

as an existing obligation, such as is consistent with a 

____________________________________________ 

his Rule 1925(b) statement no later than 21 days from date of order, the trial 

court’s order also failed to comply with our Rules of Appellate Procedure by 

specifying the place Aita could serve the statement in person and the address 

to which Aita could mail the statement. See Pa.R.A.P. 1925(b)(3)(iii). Thus, 

we decline to find waiver of Aita’s issue on this ground and address the merits 

of Aita’s cross-appeal. See Commonwealth v. Jones, 193 A.3d 957 

(Pa.Super. 2018) (declining to waive issue for failure to serve trial judge with 

Rule 1925(b) statement where trial court’s Rule 1925(b) order was deficient). 
J-E01005-24 

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promise to pay, is sufficient to toll the statute. There must, 

however, be no uncertainty either in the acknowledgment 

or in the identification of the debt; and the 

acknowledgment must be plainly referable to the very 

debt upon which the action is based; and also must be 

consistent with a promise to pay on demand and not 

accompanied by other expressions indicating a mere 

willingness to pay at a future time. A simple declaration of 

an intention to discharge an obligation is not the equivalent 

of a promise to pay, but is more in the nature of a desire to 

do so, from which there is no implication of a promise. 

* * * 

The acknowledgment doctrine serves a very useful purpose 

to both parties in that the creditor receives payment on a 

debt that would otherwise be unenforceable and the debtor 

satisfies a moral obligation to make payments pursuant to 

a contract where no legal obligation exists, thereby 

bolstering the credibility of its business. To accept 

appellant’s position, debtors would be discouraged from 

acknowledging debts because of the corresponding interest 

payments, which in some instances could exceed the 

principal. The four-year statute of limitations [applicable in 

this case] serves to protect individuals from suffering the 

continuing anxiety over the possibility of the 

commencement of an action against them in the future. 

Because this acknowledgment doctrine removes the 

protection of the statute of limitations, the acknowledgment 

must be patently clear and distinct and free from ambiguity. 

Id. at 1054-55 (citation omitted) (emphasis added) (holding appellee 

unquestionably acknowledged its obligation with respect to principal of debt; 

there can be no more clear and unequivocal acknowledgment of debt than 

actual payment, thus removing statute of limitations with respect to principal; 

however, this acknowledgment does not extend to corresponding interest on 

underlying debt; appellant does not cite to any place in record where appellee 

acknowledged duty to pay contested interest; appellee’s payment was exact 
J-E01005-24 

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amount of principal owed; thus, appellee’s payment of principal cannot be 

construed as promise to also pay interest when appellee never acknowledged 

such duty). 

Instantly, the trial court explained its decision to award Aita $60,000.00 

in liquidated damages instead of the amount Aita sought as follows: 

[T]he three-year limit attached to each first regular payroll 

date from January 2015 and each regular payroll date for 

seventeen months thereafter. Aita filed the Complaint, 

commencing legal action, on February 13, 2019. Any 

Retention Bonus installment payment which became due 

and payable before February 13, 2016, was therefore, 

outside the statute of limitations. 

* * * 

NCB’s final payments did not constitute a partial payment 

so as to infer a promise to pay liquidated damages. Aita 

does not cite to any place in the record where NCB 

acknowledged a duty to pay liquidated damages. Further, 

Aita’s position is a contravention of public policy. The 

acknowledgment doctrine serves a very useful purpose to 

both parties in that the creditor receives payment on a debt 

that would otherwise be unenforceable and the debtor 

satisfies a moral obligation to make payments pursuant to 

a contract where no legal obligation exists, thereby 

bolstering the credibility of its business. To allow the tolling, 

employer debtors would be discouraged from 

acknowledging wages owed because of other corresponding 

interest or, in this case, liquidated damages. 

(Trial Court Opinion at 14-16) (internal citations omitted). 

We agree with the trial court’s rationale. While there is no dispute that 

NCB “acknowledged” the debt for the unpaid bonuses by virtue of the July 

2017 payment, the trial court correctly found that Aita does not cite to any 

place in the record where NCB “acknowledged” a duty to pay liquidated 
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damages under the WPCL. (See id.) To the contrary, NCB has consistently 

contested any obligation to pay liquidated damages (see, e.g., Aita’s 

Supplemental R.R. at 371b-376b) (providing July 2017 e-mail thread where 

NCB acknowledged obligation to pay bonuses and interest but expressly stated 

that it did not intend to pay 25% in liquidated damages), and as evidenced by 

this appeal. Aita has simply failed to show that NCB acknowledged any 

obligation to pay liquidated damages in a way that was “patently clear and 

distinct and free from ambiguity.” See Huntingdon Finance Corp., supra.

10

 

Because the trial court properly found that NCB did not acknowledge a debt 

for liquidated damages under the WPCL, we see no error in the court’s denial 

of liquidated damages in the amount sought. Accordingly, we affirm. 

Order affirmed. 

____________________________________________ 

10 Aita argues that Huntingdon Finance Corp. is distinguishable because 

liquidated damages due under the WPCL are different from interest due in a 

breach of contract claim. (See Aita’s Substituted Brief at 18). Aita claims 

that, unlike interest, liquidated damages are not a separate component of the 

underlying debt. Rather, liquidated damages are due as a result of the breach 

of the WPCL. (See id. at 18-19). Although we agree with Aita, in general, 

that interest and liquidated damages are not the same under the law and may 

have distinct purposes, we disagree with Aita that those differences are 

dispositive here. Just as the appellee in Huntingdon Finance Corp.

acknowledged the obligation to pay the principal but not the interest, here, 

NCB acknowledged its obligation to pay Aita the unpaid bonuses and interest, 

but not any liquidated damages due thereon. See Huntingdon Finance 

Corp., supra. Additionally, as the trial court observed, and as expressed in 

Huntingdon Finance Corp., Aita’s position contravenes public policy. If 

plaintiffs are permitted to recover liquidated damages on claims otherwise 

barred by the three-year statute of limitations, it would discourage employers 

from acknowledging wages owed because of other corresponding payments of 

liquidated damages. See id.
J-E01005-24 

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President Judge Lazarus, Judge Kunselman, Judge Nichols, 

and Judge Lane join the Opinion. 

Judge Bowes files a Dissenting Opinion in which Judge 

Stabile, Judge Dubow and Judge Sullivan join. 

Judge Sullivan files a Dissenting Opinion in which Judge Dubow joins. 

Date: 9/26/2024