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##### 3.2.2.2.7 Verification of Name, Title, and Authority of Contract Signer and Certificate Approver 1. **Verification Requirements**: For both the Contract Signer and the Certificate Approver, the CA MUST verify the following. 1. **Name, Title and Agency**: The CA MUST verify the name and title of the Contract Signer and the Certificate Approver, as applicable. The CA MUST also verify that the Contract Signer and the Certificate Approver are agents representing the Applicant. 2. **Signing Authority of Contract Signer**: The CA MUST verify that the Contract Signer is authorized by the Applicant to enter into the Subscriber Agreement (and any other relevant contractual obligations) on behalf of the Applicant, including a contract that designates one or more Certificate Approvers on behalf of the Applicant. 3. **EV Authority of Certificate Approver**: The CA MUST verify, through a source other than the Certificate Approver him- or herself, that the Certificate Approver is expressly authorized by the Applicant to do the following, as of the date of the EV Code Signing Certificate Request: 1. Submit, and, if applicable, authorize a Certificate Requester to submit, the EV Code Signing Certificate Request on behalf of the Applicant; and 2. Provide, and, if applicable, authorize a Certificate Requester to provide, the information requested from the Applicant by the CA for issuance of the EV Code SigningCertificate; and 3. Approve EV Code Signing Certificate Requests submitted by a Certificate Requester. 2. **Acceptable Methods of Verification – Name, Title and Agency**: Acceptable methods of verification of the name, title, and agency status of the Contract Signer and the Certificate Approver include the following. 1. **Name and Title**: The CA MAY verify the name and title of the Contract Signer and the Certificate Approver by any appropriate method designed to provide reasonable assurance that a person claiming to act in such a role is in fact the named person designated to act in such role. 2. **Agency**: The CA MAY verify the agency of the Contract Signer and the Certificate Approver by: 1. Contacting the Applicant using a Verified Method of Communication for the Applicant, and obtaining confirmation that the Contract Signer and/or the Certificate Approver, as applicable, is an employee; 2. Obtaining an Independent Confirmation From the Applicant (as described in [Section 3.2.2.2.12](#322212-independent-confirmation-from-applicant)), or a Verified Professional Letter verifying that the Contract Signer and/or the Certificate Approver, as applicable, is either an employee or has otherwise been appointed as an agent of the Applicant; or 3. Obtaining confirmation from a QIIS or QGIS that the Contract Signer and/or Certificate Approver is an employee of the Applicant. The CA MAY also verify the agency of the Certificate Approver via a certification from the Contract Signer (including in a contract between the CA and the Applicant signed by the Contract Signer), provided that the employment or agency status and Signing Authority of the Contract Signer has been verified. 3. **Acceptable Methods of Verification – Authority**: Acceptable methods of verification of the Signing Authority of the Contract Signer, and the EV Authority of the Certificate Approver, as applicable, include: 1. **Verified Professional Letter**: The Signing Authority of the Contract Signer, and/or the EV Authority of the Certificate Approver, MAY be verified by reliance on a Verified Professional Letter; 2. **Corporate Resolution**: The Signing Authority of the Contract Signer, and/or the EV Authority of the Certificate Approver, MAY be verified by reliance on a properly authenticated corporate resolution that confirms that the person has been granted such Signing Authority, provided that such resolution is 1. certified by the appropriate corporate officer (e.g., secretary), and 2. the CA can reliably verify that the certification was validly signed by such person, and that such person does have the requisite authority to provide such certification; 3. **Independent Confirmation from Applicant**: The Signing Authority of the Contract Signer, and/or the EV Authority of the Certificate Approver, MAY be verified by obtaining an Independent Confirmation from the Applicant (as described in [Section 3.2.2.2.12](#322212-independent-confirmation-from-applicant)); 4. **Contract between CA and Applicant**: The EV Authority of the Certificate Approver MAY be verified by reliance on a contract between the CA and the Applicant that designates the Certificate Approver with such EV Authority, provided that the contract is signed by the Contract Signer and provided that the agency and Signing Authority of the Contract Signer have been verified; 5. **Prior Equivalent Authority**: The signing authority of the Contract Signer, and/or the EV authority of the Certificate Approver, MAY be verified by relying on a demonstration of Prior Equivalent Authority. 1. Prior Equivalent Authority of a Contract Signer MAY be relied upon for confirmation or verification of the signing authority of the Contract Signer when the Contract Signer has executed a binding contract between the CA and the Applicant with a legally valid and enforceable seal or handwritten signature and only when the contract was executed more than 90 days prior to the EV Code Signing Certificate application. The CA MUST record sufficient details of the previous agreement to correctly identify it and associate it with the EV application. Such details MAY include any of the following: 1. Agreement title, 2. Date of Contract Signer's signature, 3. Contract reference number, and 4. Filing location. 2. Prior Equivalent Authority of a Certificate Approver MAY be relied upon for confirmation or verification of the EV Authority of the Certificate Approver when the Certificate Approver has performed one or more of the following: 1. Under contract to the CA, has served (or is serving) as an Enterprise RA for the Applicant, or 2. Has participated in the approval of one or more certificate requests, for certificates issued by the CA and which are currently and verifiably in use by the Applicant. In this case the CA MUST have contacted the Certificate Approver by phone at a previously validated phone number or have accepted a signed and notarized letter approving the certificate request. 6. **QIIS or QGIS**: The Signing Authority of the Contract Signer, and/or the EV Authority of the Certificate Approver, MAY be verified by a QIIS or QGIS that identifies the Contract Signer and/or the Certificate Approver as a corporate officer, sole proprietor, or other senior official of the Applicant. 7. **Contract Signer's Representation/Warranty**: Provided that the CA verifies that the Contract Signer is an employee or agent of the Applicant, the CA MAY rely on the signing authority of the Contract Signer by obtaining a duly executed representation or warranty from the Contract Signer that includes the following acknowledgments: 1. That the Applicant authorizes the Contract Signer to sign the Subscriber Agreement on the Applicant's behalf, 2. That the Subscriber Agreement is a legally valid and enforceable agreement, 3. That, upon execution of the Subscriber Agreement, the Applicant will be bound by all of its terms and conditions, 4. That serious consequences attach to the misuse of an EV Code Signing Certificate, and 5. The contract signer has the authority to obtain the digital equivalent of a corporate seal, stamp or officer's signature to establish the authenticity of the company's Web site. Note: An example of an acceptable representation/warranty appears in [Appendix E](#appendix-e---sample-contract-signers-representationwarranty-informative). 4. **Pre-Authorized Certificate Approver**: Where the CA and Applicant contemplate the submission of multiple future EV Code Signing Certificate Requests, then, after the CA: 1. Has verified the name and title of the Contract Signer and that he/she is an employee or agent of the Applicant; and 2. Has verified the Signing Authority of such Contract Signer in accordance with one of the procedures in 3.2.2.2.7 (3) Acceptable Methods of Verification – Authority. The CA and the Applicant MAY enter into a written agreement, signed by the Contract Signer on behalf of the Applicant, whereby, for a specified term, the Applicant expressly authorizes one or more Certificate Approver(s) designated in such agreement to exercise EV Authority with respect to each future EV Code Signing Certificate Request submitted on behalf of the Applicant and properly authenticated as originating with, or otherwise being approved by, such Certificate Approver(s). Such an agreement MUST provide that the Applicant shall be obligated under the Subscriber Agreement for all EV Code Signing Certificates issued at the request of, or approved by, such Certificate Approver(s) until such EV Authority is revoked, and MUST include mutually agreed-upon provisions for: 1. authenticating the Certificate Approver when EV Code Signing Certificate Requests are approved, 2. periodic re-confirmation of the EV Authority of the Certificate Approver, 3. secure procedures by which the Applicant can notify the CA that the EV Authority of any such Certificate Approver is revoked, and 4. such other appropriate precautions as are reasonably necessary.