Evidence of Signatory Authority
- If contractor is a partnership: A certification from a general partner other than the signatory stating that the general partner executing the contract has authority to do so;
- If contractor is an LLC: A certification stating that: (i) the LLC is run by members or managers; (ii) that the signatory is either a member or manager of the LLC; and (iii)that as such, he or she is not prohibited or limited by the articles of organization from binging the LLC;
- If contractor is a corporation:
- A certified copy of the corporate resolution authorizing the signatory to execute contracts on behalf of and bind the corporation,
- A certified copy of minutes of the meeting of the board of directors at which the signatory was authorized to execute either the contract under review or the particular type of contract of which the contract under review is an example; or
- A certified copy of that section of the corporate by-laws which authorizes the signatory to execute contracts on behalf of and bind the corporation, along with certification that the person signing the contract in fact holds the office in question.
If the contractor is either an LLC or a corporation, the seal of the entity should appear on the certification. If the LLC or corporation has no seal, the "L,S," notation may be used instead, but the certification must specifically state that the LLC or corporation has no seal. (See, Exhibit G for sample certifications.)