Member Agreement
Status: v2.0 draft. Drafted by senior counsel (UK Digital Services), 28 May 2026. Not yet effective. Pending Drew sign-off + entity-name / registered-office / ICO-number insertion. The API surface (
POST /me/member-agreement) will record acknowledgements at versionv2.0once those gates clear.Cultural Advisor plain-language review gate retired 2026-05-30 — per the Cultural Architecture Policy v2.0 the Cultural Advisor decisioning layer is retired; Member-led review via the Petitions Office is the canonical change mechanism going forward.
Source-of-truth:
foundational-agreements-pack-v2-source.md
Preamble
This Preamble is intended to assist comprehension and is not part of the operative terms.
This Member Agreement governs your relationship with other Members of Circles you join through the Platform, and with Circlworld in respect of the framework, attestation, documentation, and dispute facilitation services Circlworld provides.
The five Operating Principles — non-custodial, communication isolation, cultural representation, additive change, and member dignity — are expressed in the Statement of Operating Principles in Charter Hall. Selected provisions of those principles are made contractually binding through this Agreement; others remain non-binding statements of values.
1. Definitions
Definitions are imported from the Definitions section of the Foundational Agreements Pack and apply throughout this Agreement.
2. The contractual structure created by joining a Circle
(C2 — full text in source pack §2.1–2.9; reproduced here per counsel posture confirmation 2026-06-05.)
2.1 The Platform provides a framework within which Members coordinate community-savings activity with one another. This clause 2 explains the contractual relationships that arise when you join a Circle through the Platform.
2.2 The Circle Bylaws. Each Circle has Circle Bylaws which specify, at minimum: (a) the identity of the Members of the Circle; (b) the contribution amount payable by each Member; (c) the frequency and dates on which contributions are payable; (d) the order in which payouts are made; (e) the duration of cycles; (f) the identity of the Treasurer; (g) any additional Circle-specific rules.
The Circle Bylaws are proposed by the founding Treasurer of the Circle and become binding on each Member of the Circle when that Member completes the Circle joining process described in clause 2.4.
2.3 The contractual relationships. When you complete the Circle joining process for a given Circle, you enter into:
(a) a contract with each other Member of that Circle (the "Inter-Member Contract") on the terms of (i) the Circle Bylaws of that Circle and (ii) those provisions of this Member Agreement which expressly govern Member-to-Member dealings; and
(b) a contract with Circlworld under which Circlworld provides framework, attestation, documentation, and dispute facilitation services in respect of that Circle (the "Framework Contract") on the terms of these Documents.
2.4 Formation of the Inter-Member Contract. (see source §2.4 (a)–(e))
2.5 Variation by the Circle. (see source §2.5)
2.6 Joining and leaving a Circle. (see source §2.6)
2.7 Circlworld is not a party to the Inter-Member Contract. Circlworld is a party only to the Framework Contract. Circlworld's role is limited to providing the framework and services described in clause 5. Members may not bring claims against Circlworld arising from another Member's breach of the Inter-Member Contract, save in respect of Circlworld's own breach of the Framework Contract.
2.8 Enforceability. The Inter-Member Contract is enforceable as between the Members in the courts of England and Wales, and (subject to applicable law) in other courts of competent jurisdiction. Members acknowledge that the Platform produces documentation suitable for use in such enforcement, including the Evidence Pack.
2.9 Contracts (Rights of Third Parties) Act 1999. Notwithstanding clause 2.7, a Member of a Circle may rely on and enforce the terms of the Inter-Member Contract against any other Member of the same Circle pursuant to the Contracts (Rights of Third Parties) Act 1999 in respect of any obligation owed under that Inter-Member Contract.
7. Confidentiality and protection of mediation communications
(C4 — full text in source pack §7.1–7.6; reproduced here per counsel posture confirmation 2026-06-05.)
7.1 The parties to mediation through the Dispute Settlement Centre conduct that mediation as a settlement negotiation. The parties intend that communications made for the purpose of, and in the course of, that mediation will attract without-prejudice privilege under English law.
7.2 Without-prejudice privilege is a doctrine of English law that protects communications made in genuine attempts to settle a dispute. The privilege:
(a) arises as a matter of law where (i) communications are made between parties to a genuine dispute and (ii) the communications are made in a genuine attempt to settle that dispute;
(b) cannot be created or guaranteed by contractual statement alone;
(c) may be displaced in certain circumstances recognised by English law (including by both parties' express waiver, or where the communication is itself relied on as evidence of an independent wrong such as fraud or threat).
7.3 By participating in mediation through the Dispute Settlement Centre, the parties expressly: (a) agree that the mediation is conducted as a genuine attempt to settle the dispute between them; (b) agree to treat communications made in the course of the mediation as confidential; (c) agree not to disclose such communications to any third party except as required by law, with the express written consent of the other party, or as otherwise permitted by this clause 7; (d) agree that, save as required by law, they will not seek to introduce such communications as evidence in any subsequent legal proceedings between them.
7.4 What is and is not protected. (see source §7.4)
7.5 Circlworld's role. (see source §7.5)
7.6 Limitation. Circlworld does not guarantee that any particular communication will be protected from disclosure or use as evidence in any particular proceeding. The application of without-prejudice privilege is a matter of law for the court before which proceedings are brought. Members are encouraged to obtain independent legal advice in relation to material disputes.
9. Standing, Credibility data, and external sharing
(C8 — full text in source pack §9.1–9.8; reproduced here per counsel posture confirmation 2026-06-05.)
9.1 The Platform records Member activity and computes a Standing for each Member. The methodology by which Standing is calculated is published in the Credibility Methodology.
9.2 Standing is provided to the Member. (see source §9.2)
9.3 Sharing with external parties. Where the Member elects to share Standing data, the Credibility Report, or the Evidence Pack with any external party (including but not limited to lenders, landlords, employers, or partner institutions), the Member does so by their own act and on their own consent. Each share is recorded.
9.4 Limitation of Circlworld's role. Circlworld does not: (a) provide Standing data to lenders or other external parties without Member consent; (b) make credit decisions on behalf of any external party; (c) furnish credit information to credit reference agencies in respect of Members; (d) hold itself out as a credit reference agency.
9.5–9.8 — see source pack.
16. Migration of Members who joined before this Agreement
(C13 — full text in source pack §16.1–16.6; reproduced here per counsel posture confirmation 2026-06-05.)
16.1 This clause applies to any Member who: (a) registered an Account before the effective date of this Member Agreement; and (b) has not previously acknowledged this Member Agreement.
16.2 Such a Member ("Pre-existing Member") is required to acknowledge this Member Agreement on next login, and in any event before: (a) joining any new Circle; (b) participating in any cycle commencing after the effective date of this Member Agreement; (c) accessing any feature requiring acknowledgement of this Member Agreement.
16.3 (see source §16.3 — Circles already in progress)
16.4 Effect on legacy disputes. Any dispute that arose before the effective date of this Member Agreement may be brought into the Dispute Settlement Centre with the consent of both parties. Where consent is not forthcoming from any party, the dispute is governed by the rules and expectations applicable when it arose.
16.5 Right to decline. A Pre-existing Member who declines to acknowledge this Member Agreement:
(a) may not access features requiring acknowledgement; (b) retains access to their historical records and the right to request an Evidence Pack; (c) may close their Account at any time; (d) remains bound by their existing obligations to other Members under Circles already in progress, until those Circles complete or the Member withdraws in accordance with the Circle Bylaws.
16.6 Notification. Circlworld will give Pre-existing Members at least 30 days' notice of the requirement to acknowledge this Member Agreement before the requirement comes into force.
Acknowledgement record
When you acknowledge this Member Agreement through the Platform, your acknowledgement is recorded with:
- the version of the Agreement you acknowledged (e.g.
v2.0) - the jurisdiction you identified at acknowledgement
- the date and time of acknowledgement
- a cryptographic attestation of acknowledgement
The acknowledgement record is the record of your agreement to this Member Agreement. It does not contain the text of the Agreement; it points to the version you acknowledged. The text of every version of this Agreement is preserved in Charter Hall.
— End of Member Agreement v2.0 draft —