The WorkPlace
1 Webster Ave. The AtriuntSuite 400 Poughkecosse NY 17601 . Bas 48. 51501 i aalicle
Employee Assistance Program ot KA) MMidHudson Regional Hospita va, of Westchester Medical Center Westchester
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September 1, 2025 INVOICE NO. RHV10-25
Village of Red Hook 7467 South Broadway Red Hook, NY 12571 Attn: Karen Smythe, Mayor
INVOICE
SERVICES RENDERED: Employee Assistance Program
(10/14/25- 10/13/26) Flat Fee $900.00
Balance Due by 10/14/25: $900.00
Please make checks payable to Westchester Medical Center and please remit to:
Attention: Matthew Osterhoudt, Director The Work Place/FAP
1 Webster Avenue, The Atrium-Suite 400 Poughkeepsie, N.Y. 12601
The Work Piace Employee Assistance Program « «A Midriudson Regicnai Hospitai Zz ‘ of Westchester Medical Center — Westchester
i Webster Ave The Atrum-Suite 400. Poughk
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EMPLOYEE ASSISTANCE PROGRAM AGREEMENT
This Agreement (“Agreement”) is made this fourteeth day of October 2025 (“Effective Date”) by and between MidHudson Regional Hospital! of Westchester Medical Center, located at | Webster Avenue, Suite 400, Poughkeepsie, New York (“The Work Place”) and the Village of Red Hook located at 7467 South Broadway, Red Hook, New York (“Company”), to establish an Employee Assistance Program (“EAP”). The Work Place and Company may be referred to individual as a “Party” and together as the “Parties.”
The terms of the Agreement are as follows: :
SCOPE AND OBJECTIVES:
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The Work Place is retained by the Company to establish and administer the EAP, a confidential program that acts as a resource for work organizations and their employees. The EAP will provide certain prevention, identification, intervention, assessment, motivation to treatment, referral and follow-up services
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The EAP is established to provide the Company’s employees and their families assistance with problems that can interfere with the employee’s ability to function on the job effectively, efficiently, and safely. These problems typically include, but are not limited to alcoholism, drug abuse, emotional, family, marital, financial and legal, ete.
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The primary EAP responsibilities of The Work Place are:
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a. The Work Place will provide training to Company employees with supervisory responsibilities to assist them in the identification of those employees who manifest deteriorating job performance and who do not respond to the Company’s normal supervisory counseling procedures. In addition, The Work Place will provide specific assistance, upon request, to Company employees with supervisory responsibility in dealing with problems relating to deteriorating job performance by individual employees.
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b. The Work Place will guide and assist those Company employees or an employee’s family member who are referred to the EAP by Company or who voluntarily seek assistance. It is the role of the EAP to assess the problem and recommend a course of treatment/action with the goal of restoring the employees’ capability to perform their job at an acceptable level of performance.
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c. The Work Place will provide mutually agreed upon sessions to Company employees to provide on-going orientation and training seminars for the purpose of communicating the programs policies and procedures
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d. The Work Place will assist the Company in promoting and maintaining an awareness of the EAP. The Work Place will provide certain publications, posters, and EAP cards.
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e. The Work Place will encourage the Company employees to proceed with a course of assistance by referring the individual to clinical or supportive organizations and medical professionals, if applicable.
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f. The Work Place will provide additional preventive workshops to Company managers, employees and other family members for a maximum of two per year
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g. The Work Place will provide follow-up to monitor referred employees’ adherence to the agreed course of treatment by submitting verbal progress reports to Company. Such reports will be limited to reporting whether or not the employee is cooperating with EAP recommendations related to employee work performance problems.
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h. The Work Place maintains a 24-hour EAP hot line seven days a week available to participants in the EAP.
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- i. Ifrequested, The Work Place may provide services not covered by this Agreement. Any such additional services and fees will be mutually agreed upon in advance and in writing by the Parties.
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The primary EAP responsibilities of the Company are:
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a. The Company agrees to publicize the EAP program to its employees.
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b. The Company agrees to hold orientations, supervisory training and preventive workshops on company site or at a central offsite location designated by The Work Place.
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c. The Company will assist The Work Place with the implementation of the EAP, as may be requested.
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TERM and TERMINATION:
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The term of the Agreement shail be for a period of one year beginning on the Effective Date.
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Either Party may terminate this Agreement without cause and without liability upon at least 7 days prior written notice to the other Party.
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Inthe event of termination of this agreement:
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a. The Work Place and the Company shall promptly review all work in progress. The Work Place shall be responsible only for any work commenced prior to the termination date. Company remains responsible for payment for services provided by Company after the date of termination, in the event such services are required to safely transition Company’s employees to another provider of such EAP services. This provision will survive termination of this Agreement.
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b. The Work Place will provide such services and assistance as may be reasonably necessary to transfer, in confidence, all records of services rendered and work in progress related to the performance by The Work Place under this Agreement, to any third Party mutually agreed to by the Company and The Work Place.
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c. The Work Place may refund the Company any unused prepaid compensation within 90 days of termination of this Agreement.
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CONFIDENTIALITY
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The Work Place and the Company will adopt safeguards to assure that EAP services are conducted in a manner designed to preserve the privacy of Company employees and their families to assure that conversations and other contacts between The Work Place and employees and such individuals remain confidential.
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The Parties shall abide by all federal and state law with respect to maintaining the confidentiality of patient information. The Parties agree to comply with the Health Insurance Portability and Accountability Act of 1996 and associated regulations (HIPAA).
- 10, Each Party acknowledges and agrees that, in the course of performance under this Agreement, it may have access to certain confidential information, including but not limited to, trade secrets, policies, procedures, operating manuals, utilization and quality assurance programs, software, marketing techniques, contractual arrangements, patient information, price lists, pricing policies and other business and financial information (“Confidential Information”). Each Party shall maintain the confidentiality of all such Confidential Information belonging to the other Party and shall not divulge such information to any third Parties, except as otherwise provided for under this Agreement and under law. This provision survives termination of this Agreement.
FEES AND PAYMENTS:
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For the services provided under this Agreement, Company will compensate The Work Place an amount equal to $900.00 annually.
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The Work Place will provide Company written invoices which are due and payable within 10 days of receipt by Company. In addition to all remedies allowed under law, The Work Place may suspend services or terminate this Agreement in the event payment is not made in a timely manner.
INDEMNIFICATION:
- The Company will indemnify The Work Place and hold The Work Place harmless from any losses, claims, damages or liabilities, joint or several, to which The Work Place might become subject insofar as such losses, claims, damages or liabilities arising out of this Agreement or are based upon any actions of the Company, its agents or employees and will reimburse The Work Place for any legal or other expenses, reasonably incurred by The Work Place, in connection with any action or claim. This provision will survive termination of this Agreement.
MISCELLANEOUS:
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This Agreement and all exhibits represent the entire agreement between the Parties regarding the subject matter of this Agreement, and no other representations or agreements, oral or otherwise, shall be of any force or effect. This Agreement may be amended only by the mutual written agreement of duly authorized representatives of both Parties specifically referencing this Agreement. The unenforceability or invalidity of any provision of this Agreement shall not affect the validity and enforceability of the remainder of this Agreement, unless such unenforceability or invalidity would materially change the Parties’ relationship. The waiver by either Party of any one or more defaults or contract violations on the part of the other shall not be construed to operate as a waiver of any other or future defaults or contract violations.
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No Party shall be deemed to be in violation of this Agreement if it is prevented from performing any of its obligations for reasons beyond its control, including but not limited to, acts of God or of the public enemy, war, terrorism, flood, storm, strikes or law or actions of any federal, state or local government.
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This Agreement shall be binding upon and inure to the benefit of the Parties, their successors and permitted assigns. The rights, obligations and privileges of this Agreement may not be assigned, delegated or transferred by one Party without the written consent of the other Party; provided that either Party may assign this Agreement without the prior written consent of the other Party to a subsidiary or affiliate that is wholly owned by or under common control of the assignor.
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This Agreement is intended only to benefit the named Parties, and there is no intent to create any rights, interests or benefits for any other third Party.
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Company and The Work Place are independent contractors, and neither Party, nor any agent, employee or representative of such Party, shall be deemed to be an employee of the other Party. This Agreement shall not be construed to create any partnership, joint venture, lease or equity relationship, expressly or by implication, between the Parties. Each Party shall have sole responsibility for the reporting and payment of these taxes for its own respective employees.
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Neither Party, nor any of its employees performing services under this Agreement have been debarred, suspended, declared ineligible or excluded from Medicare/Medicaid or any other federal or state healthcare program. Both Parties agree to promptly notify the other Party of any limitation or governmental action initiated against it that would materially affect this Agreement.
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This Agreement shall be construed in accordance with the laws of the State of New York, regardless of conflict of laws provisions. Only the federal or state courts located in Westchester County, New York shall have jurisdiction to hear any dispute under this Agreement. In the event any provision of this Agreement is held to be unenforceable for any reason, the unenforceability thereof shall not affect the remainder of this Agreement, which shall remain in full force and effect and enforceable in accordance with its terms. This provision will survive termination or expiration of this Agreement
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This Agreement may be executed in any number of counterparts which, when taken together, will constitute one original, and photocopy, facsimile, electronic or other copies shall have the same effect for all purposes as an ink-signed original.
IN WITNESS WHEREFORE, the Parties have executed this Agreement in as of the date set forth above.
MidHudson Regional Hospital of Westchester Medical Center
Village of Red Hook
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The Work Place Employee Assistance Program WY) VidHudson Reaional Hospital! " a, of Westchester Medical Center | sees socen
1 Webster Ave
The Atnam
Suite 400 Poughkee NY _ }a5.485. 4964
wow westchesterrmedicaice
,
September 1, 2025
Village of Red Hook
7467 South Broadway
Red Hook, N¥ 12571
Karen Smythe, Mayor
Dear Mayor Smythe:
Enclosed please find duplicate originals of your Employee Assistance Program Contract for the year of 10/14/25 -10/13/26. Please sign both copies and return them to us, along with your current employee roster. We will then send you an executed copy for your files.
| have also enclosed your annual invoice.
If you have any questions regarding the enclosed, please feel free to contact me at 483-5150.
Sincerely,
Matthew Osterhoudt
Director of The Work Place