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2004-100RESOLUTION NO. 2004-100 RESOLUTION AUTHORIZING THE TOWN OF WAPPINGER TO ENTER INTO AN AGREEMENT WITH ST. FRANCIS HOSPITAL FOR AN EMPLOYEE ASSISTANCE PROGRAM At a regular meeting of the Town Board of the Town of Wappinger, Dutchess County, New York, held at Town Hall, 20 Middlebush Road, Wappingers Falls, New York, on the 23rd day of February, 2004, at 7:30 P.M. The meeting was called to order by Joseph Ruggiero, Supervisor, and upon roll being called, the following were present: PRESENT: ABSENT: Supervisor Council Members - The following Resolution was introduced by Ms McCarthy Joseph Ruggiero Robert L. Valdati Vincent F. Bettina Joseph P. Paoloni Maureen McCarthy Mr. Paoloni and seconded by WHEREAS, the Town of Wappinger has previously retained Saint Francis Hospital (hereinafter referred to as "Hospital") to establish and administer a confidential program entitled the Employee Assistance Program (hereinafter referred to as "EAP") for Town employees and their immediate families to provide prevention, identification, -intervention, assessment, motivation to treatment, referral and follow-up in furtherance of guiding and assisting those individuals who are manifesting deteriorating job performance and who do not respond to normal supervisory counseling procedures; and \\Vsrp03\Common\Wappinger\Town Board\RESOLUTION\EAP - 2004.doc 2/19/2004 WHEREAS, the EAP will provide Town employees and their families assistance with problems including, but not limited to, substance abuse, financial, legal and emotional issues, that may interfere with the employee's ability to function on the job effectively, efficiently, and safely; and WHEREAS, the EAP agreement will apply to Sixty -Five (65) employees at a cost to the Town of One -Thousand Five Hundred Dollars ($1,500.00) per year; and WHEREAS, the EAP agreement is for a term of two years, effective March 1, 2004, and further provides that there shall be no price increase during the term of the agreement; and WHEREAS, the Town Board hereby determines that the scope and objectives of the EAP serve the interests of the citizens of the Town. NOW, THEREFORE, BE IT RESOLVED, as follows: The recitations above set forth are incorporated in this Resolution as if fully set forth and adopted herein. 2. The Town Board hereby accepts the terms and conditions set forth in the Agreement dated March 1, 2004 by and between St. Francis Hospital and the Town of Wapppinger for an Employee Assistance Program for Town employees and their immediate families. 3. The Town Board further authorizes and directs Town Supervisor, Joseph Ruggiero, to execute said Agreement in substantially the same form as annexed hereto on behalf of the Town of Wappinger. \\Vsrp03\Common\Wappinger\Town Board\RESOLUTIOMEAP - PO4.doc 2/19/2004 The foregoing was put to a vote which resulted as follows: JOSEPH RUGGIERO, Supervisor Voting Aye ROBERT L. VALDATI, Councilman Voting Aye VINCENT F. BETTINA, Councilman Voting Absent JOSEPH P. PAOLONI, Councilman Voting Aye MAUREEN McCARTHY, Councilwoman Voting A_. Dated: Wappingers Falls, New York February 23, 2004 The Resolution is hereby duly declared adopted. \\Vsrp03kCommonkWappinger\Town Board\RESOLUTIOWEAP - 9)04.doc 2/19/2004 EMPLOYEE ASSISTANCE PROGRAM This Agreement, made this first day of March 2004 by and between Saint Francis Hospital, Poughkeepsie, New York (herein referrcd to as the "Contractor's and the Town of Wappingers, Wappingers Falls, New York (herein referred to as the "Company"), to establish an Employee Assistance Program. The terms of the Agreement are as follows: SCOP'li. Arm OBJECTIVES 1. Contractor is retained by the Company to establish and administer a confidential program that acts as a resource for work organizations and their employees to be called the Employee Assistance Program. The EAP will provide prevention, identification, intervention, assessment, motivation to treatment, referral and follow-up for employees and their immediate families. 2. The Employee Assistance Program will be administered by the Contractor's EAP Coordinator with assistance from EAP Personnel. 3. The primary responsibilities of the EAP Personnel are twofold: a. To provide training to Company managers and other 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. b. To guide and assist those employees who are referred to the EAP Coordinator by their managers or who voluntarily seek assistance. It is the role of the EAP Coordinator to assess the problem and recommend a course of treatment/action to restore the employees' capability to perform their job at an acceptable level of performance. ` 4. The Employee Assistance Program 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 may typically include but are not limited to alcoholism, drug abuse, emotional, family, marital, financial and legal, etc. S. At the request of the company and/or at the recommendation of the EAP, the Company agrees to establish and to participate, through representation in an advisory committee. The advisory committee will assist the contractor with the development of the, company's employee assistance program policy and procedures and will act as a quality assurance agent. 6. - After formulation of the programs policy and procedures, the contractor will implement the EAP and will publicize its existence to company managers, employees and their family members. The contractor will provide sessions to company managers and employees during all shifts to provide on-going orientation and training seminars for the purpose of communicating the programs policies and procedures. 7. Tho contractor will provide additional preventive workshops to company managers, employees and other family members for a maximum of two per year. 8. In addition, the contractor will provide specific assistance, upon request, to Company managers and other employees with supervisory responsibility in . dealing with problems relating to deteriorating job performance by individual employees. 9. The company agrees to hold orientations, supervisory training and preventive workshops on company site or at a central offsite location designated by the contractor. 10. The Contractor will provide specific assistance to Company employees and members of their immediate families who have been referred to the Eap or who request such service of their own volition. The Contractor 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 Contractor and employees and such individuals remain confidential. Contractor will encourage the Company employees to proceed with a course of assistance by referring the individual to clinical or supportive organizations and medical professionals. Contractor will familiarize itself with the Company's coverage thereunder of services by such organizations or professionals. Contractor will ensure that recognition is given to the Company's benefits program requirements as to accreditation of such agencies, go that eligibility for medial expense reimbursement to the employee under the Company benefits program is not jeopardized. 11. The Contractor will provide follow-up to monitor referred employees' adherence to the agreed course of treatment by submitting verbal quarterly progress reports to Company managers on employees referred by Supervisors who are utilizing EAP. Such reports will be limited to reporting whether or not the employee is cooperating with the treatment program.EAP 12. The Contractor will assist the Company in promoting and maintaining an awareness of the EAP by Company managers and employees. The Contractor will provide trailing publications, posters for Company display, and EAP cards. 13. If requested, the Contractor will provide other services not specifically covered by this Agreement. Any additional services will be cost -estimated before Contractor undertakes such services, and Contractor will proceed only upon written request from the Company and a satisfactory agreement to both parties as to the payment of the cost of the same. P) 5 919nF.i • I��►! 14. The Contractor will prepare statistical quarterly reports on the caseload activities in any detail requested by the Company, so long as the confidentiality of the Company employees and their families is not jeopardized. N 75 M RMGINN 15. The terms of the Agreement shall be for a period of two years effective March 1, 2004. Either party may terminate this Agreement for any reason upon 90 days written notice to the other party. The Contractor will refund the Company any unused balance within 30 days of termination of the contract. [04PT• • 1t 16. Contractor agrees that it will not without the prior consent of the Company (1) reveal any information concerning this Agreement (2) reveal any proprietary information about the Company, its officers, employees, management, operations, products or services, or any other confidential information whatsoever to any person to whom such information is not necessary in connection with the performance of this Agreement, or (3) release any publicity or advertising concerning this Agreement (other than to report or state that there is an Agreement and that it relates to an employee assistance program). Failure by Contractor to follow the letter and spirit of this paragraph shall constitute a breach of the Agreement. LOOM 4.19 17. Both parties acknowledge that confidentiality is a key element of the EAP. 18. The confidentiality of all transactions and the identity of every person referred to, or voluntarily seeking the support of the EAP, will be maintained by Contractor and the Company. FEES AND PAYMENTS 19. The total fee to be paid by the Company for the contractor's performance of this agreement is for 65 employees for $1500 per year. The company's fee for EAP services is determined according to the company's census on the anniversary date of this contract. The company agrees to submit to the contractor an employee roster 10 days prior to the anniversary date of the contract. A bili will be submitted to the company at the time of contract and annually thereafter. Payment is expected within 10 days. 20. Fees and charges for services by individuals or agencies to which a Company Employee or family member is referred by Contractor are the exclusive responsibility of the employee. The contractor will not be held responsible by the Company for the payment of such fees or charges, nor will the Company be held responsible by the Contractor for payment of such fees. s *14 0 ONK M • 21. In the event of tc-nnination of this agreement: a. Contractor and the Company shall promptly review all work in progress. Contractor shall be responsible only for any work commenced prior to the termination date and any and all charges which may be due and payable at the termination date shall be paid within 30 days of the termination date by the Company. b. Contractor will provide such services and assistance as may be necessary To promptly transfer, in confidence, all records of services rendered and work in progress related to the performance by Contractor under this Agreement, to any third patty mutually agreed to by the Company and. Contractor. 22. If the Company and Contractor agree that it is appropriate and desirable, the Company may provide an office in which the EAP will be housed. The office should have a door and file cabinets which can be locked. 23. This Agreement, which may be amended or modified in writing, supersedes All prior understandings, transactions, communications and writings with respect to the subject matter hereof. To the extent there is any conflict between the terms of the Proposal and of this letter, the terms of this letter shall govern. 24. The Contractor will maintain a 24-hour hot line seven days a week whereby an employee can receive services by a trained professional. NON-ASSIGNAMLITY 25. The obligations of Contractor under this Agreement may not be assigned without the prior written consent of the Company. 26. The Company will indemnify the Contractor and hold the Contractor harmless from any losses, claims, damages or liabilities, joint or several, to which the Contractor might become subject insofar as such losses, claims, damages or liabilities arising to of this agreement or are based upon any actions of the Company, its agents or employees and will reimburse the Contractor for any legal or other expenses, reasonably incurred by the Contractor, in connection with investigating or defending any action or claim. 27. Contractor hereby agrees to assume all risk of liability for and hereby indemnifies, protects and saves harmless, and hereby releases the Company and each and every one of its officers, agents, servants and employees of, from, and against any and all liability, losses, injuries, damages, claims, demands, suites, and fees including reasonable attorney's fees, costs or judgements which may in any manner arise out of, or result from Contractor's performance of and under this agreement including administration of the EAP, whether occasioned by Contractor or by any employee or by any other person or persons; and for further protection of the Company, Contractor shall at it's own cost and expense cause to be delivered to the Company a policy of insurance with an insurer acceptable to the Company, and shall continue such insurance in force during term of this agreement. SAINT FRANCIS HOSPITAL POUGHKEEPSIE, NY - --Wetoria Barrett -Gregory Director of the Employee Assistance Program Date: D �! TOWN OF WAPPINGERS WAPPINGERS FALLS, NY (Company Representative) Date: EMPLOYEE ASSISTANCE PROGRAM This Agreement, made this first day of March 2004 by and between Saint Francis Hospital, Poughkeepsie, New York (herein referred to as the "Contractor") and the Town of Wappingers, Wappingers Falls, New York (herein referred to as the "Company"), to establish an Employee Assistance Program. The terms of the Agreement are as follows: SCOPE AND OBJECTIVES 1. Contractor is retained by the Company to establish and administer a confidential program that acts as a resource for work organizations and their employees to be called the Employee Assistance Program. The EAP will provide prevention, identification, intervention, assessment, motivation to treatment, referral and follow-up for employees and their immediate families. 2. The Employee Assistance Program will be administered by the Contractor's EAP Coordinator with assistance from EAP Personnel. 3. The primary responsibilities of the EAP Personnel are twofold: a. To provide training to Company managers and other 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. b. To guide and assist those employees who are referred to the EAP Coordinator by their managers or who voluntarily seek assistance. It is the role of the EAP Coordinator to assess the problem and recommend a course of treatment/action to restore the employees' capability to perform their job at an acceptable level of performance. 4. The Employee Assistance Program 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 may typically include but are not limited to alcoholism, drug abuse, emotional, family, marital, financial and legal, etc. 5. At the request of the company and/or at the recommendation of the EAP, the Company agrees to establish and to participate, through representation in an advisory committee. The advisory committee will assist the contractor with the development of the company's employee assistance program policy and procedures and will act as a quality assurance agent. 6. After formulation of the programs policy and procedures, the contractor will implement the EAP and will publicize its existence to company managers, employees and their family members. The contractor will provide sessions to company managers and employees during all shifts to provide on-going orientation and training seminars for the purpose of communicating the programs policies and procedures. 7. The contractor will provide additional preventive workshops to company managers, employees and other family members for a maximum of two per year. 8. In addition, the contractor will provide specific assistance, upon request , to Company managers and other employees with supervisory responsibility in dealing with problems relating to deteriorating job performance by individual employees. 9. The company agrees to hold orientations, supervisory training and preventive workshops on company site or at a central offsite location designated by the contractor. 10. The Contractor will provide specific assistance to Company employees and members of their immediate families who have been referred to the Eap or who request such service of their own volition. The Contractor 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 Contractor and employees and such individuals remain confidential. Contractor will encourage the Company employees to proceed with a course of assistance by referring the individual to clinical or supportive organizations and medical professionals. Contractor will familiarize itself with the Company's coverage thereunder of services by such organizations or professionals. Contractor will ensure that recognition is given to the Company's benefits program requirements as to accreditation of such agencies, do that eligibility for medial expense reimbursement to the employee under the Company benefits program is not jeopardized. 11. The Contractor will provide follow-up to monitor referred employees' adherence to the agreed course of treatment by submitting verbal quarterly progress reports to Company managers on employees referred by Supervisors who are utilizing EAP. Such reports will be limited to reporting whether or not the employee is cooperating with the treatment program.EAP 12. The Contractor will assist the Company in promoting and maintaining an awareness of the EAP by Company managers and employees. The Contractor will provide mailing publications, posters for Company display, and EAP cards. 13. If requested, the Contractor will provide other services not specifically covered by this Agreement. Any additional services will be cost -estimated before Contractor undertakes such services, and Contractor will proceed only upon written request from the Company and a satisfactory agreement to both parties as to the payment of the cost of the same. REPORTS TO THE COMPANY 14. The Contractor will prepare statistical quarterly reports on the caseload activities in any detail requested by the Company, so long as the confidentiality of the Company employees and their families is not jeopardized. DURATION OF AGREEMENT 15. The terms of the Agreement shall be for a period of two years effective March 1, 2004. Either party may terminate this Agreement for any reason upon 90 days written notice to the other party. The Contractor will refund the Company any unused balance within 30 days of termination of the contract. NON -DISCLOSURE 16. Contractor agrees that it will not without the prior consent of the Company (1) reveal any information concerning this Agreement (2) reveal any proprietary information about the Company, its officers, employees, management, operations, products or services, or any other confidential information whatsoever to any person to whom such information is not necessary in connection with the performance of this Agreement, or (3) release any publicity or advertising concerning this Agreement (other than to report or state that there is an Agreement and that it relates to an employee assistance program). Failure by Contractor to follow the letter and spirit of this paragraph shall constitute a breach of the Agreement. CONFIDENTIALITY 17. Both parties acknowledge that confidentiality is a key element of the EAP. 18. The confidentiality of all transactions and the identity of every person referred to, or voluntarily seeking the support of the EAP, will be maintained by Contractor and the Company. FEES AND PAYMENTS 19. The total fee to be paid by the Company for the contractor's performance of this agreement is for 65 employees for $1500 per year. The company's fee for EAP services is determined according to the company's census on the anniversary date of this contract. The company agrees to submit to the contractor an employee roster 10 days prior to the anniversary date of the contract. A bill will be submitted to the company at the time of contract and annually thereafter. Payment is expected within 10 days. 20. Fees and charges for services by individuals or agencies to which a Company Employee or family member is referred by Contractor are the exclusive responsibility of the employee. The contractor will not be held responsible by the Company for the payment of such fees or charges, nor will the Company be held responsible by the Contractor for payment of such fees. TERMINATION 21. In the event of termination of this agreement: a. Contractor and the Company shall promptly review all work in progress. Contractor shall be responsible only for any work commenced prior to the termination date and any and all charges which may be due and payable at the termination date shall be paid within 30 days of the termination date by the Company. b. Contractor will provide such services and assistance as may be necessary To promptly transfer, in confidence, all records of services rendered and work in progress related to the performance by Contractor under this Agreement, to any third party mutually agreed to by the Company and Contractor. MISCELLANEOUS 22. If the Company and Contractor agree that it is appropriate and desirable, the Company may provide an office in which the EAP will be housed. The office should have a door and file cabinets which can be locked. 23. This Agreement, which may be amended or modified in writing, supersedes All prior understandings, transactions, communications and writings with respect to the subject matter hereof. To the extent there is any conflict between the terms of the Proposal and of this letter, the terms of this letter shall govern. 24. The Contractor will maintain a 24-hour hot line seven days a week whereby an employee can receive services by a trained professional. NON -ASSIGNABILITY 25. The obligations of Contractor under this Agreement may not be assigned without the prior written consent of the Company. INDEMNIFICATION 26. The Company will indemnify the Contractor and hold the Contractor harmless from any losses, claims, damages or liabilities, joint or several, to which the Contractor might become subject insofar as such losses, claims, damages or liabilities arising to of this agreement or are based upon any actions of the Company, its agents or employees and will reimburse the Contractor for any legal or other expenses, reasonably incurred by the Contractor, in connection with investigating or defending any action or claim. 27. Contractor hereby agrees to assume all risk of liability for and hereby indemnifies, protects and saves harmless, and hereby releases the Company and each and every one of its officers, agents, servants and employees of, from, and against any and all liability, losses, injuries, damages, claims, demands, suites, and fees including reasonable attorney's fees, costs or judgements which may in any manner arise out of, or result from Contractor's performance of and under this agreement including administration of the EAP, whether occasioned by Contractor or by any employee or by any other person or persons; and for further protection of the Company, Contractor shall at it's own cost and expense cause to be delivered to the Company a policy of insurance with an insurer acceptable to the Company, and shall continue such insurance in force during term of this agreement. SAINT FRANCIS HOSPITAL P�OUGHKEEPSIE,��NY Victoria Barrett -Gregory Director of the Employee Assistance Program Date: & C q TOWN OF WAPPINGERS WAPPINGERS FALLS, NY (Company Representative) Date: Occupational Health Solutions Suite 103, 243 North Road Poughkeepsie, New York 12601-1359 845/431-8740 Fax 845/485-4015 11 Hastings Drive Beacon, New. York 12508-2026 845/838-4570 Fax 845/838-3821 EMPLOYEE ASSISTANCE PROGRAM Suite 103, 243 North Road Poughkeepsie, New York 12601-1359 800/724-0917 845/485-3710 Fax 845/485-4964 The WorkPlace Saint Francis Hospital and Health Centers February 2, 2004 INVOICE: TOWAPPGRS-2/04 Joseph Ruggiero Supervisor Town of Wappingers 20 Middlebush Road Wappingers Falls, New York 12590 www.saintfrancishospital.com I INVOICE SERVICES RENDERED: Employee Assistance Program Annual (3/1/0/04 - 2/28/05) . $1500 BALANCE DUE: $1500 Please send check made out to Saint Francis Hospital to the attention of: Victoria Barrett -Gregory WorkPldce/EAP North Road Medical Arts Bldg. 243 North Road, Suite 103 Poughkeepsie, N.Y. 12601 Thank you. TOWN OF WAPPINGER SUPERVISOR JOSEPH RUGGIERO To: Al Roberts SUPERVISOR'S OFFICE 20 MIDDLEBUSH ROAD WAPPINGERS FALLS, NY 12590-0324 (845) 297-2744 FAX: (845) 297-4558 Memo From: Joseph Ruggiero, Supervisor Date: February 11, 2004 Re: Resolution 2004-100 EAP Contract TOWN COUNCIL VINCENT BETTINA MAUREEN McCARTHY JOSEPH P. PAOLONI ROBERT L. VALDATI Enclosed please find a copy of the EAP contract with St. Francis Hospital. Please review this document, and draft a resolution authorizing the Supervisor to sign the contract. This resolution will be placed on the February 23rd agenda. If you have any questions, please feel free to contact me. Thank you for your help in this matter. SUPERVISOR JOSEPH RUGGIERO TOWN OF WAPPINGER SUPERVISOR'S OFFICE 20 MIDDLEBUSH ROAD WAPPINGERS FALLS, NY 12590-0324 (845) 297-2744 FAX: (845) 297-4558 (-D0y'D?-7 '�' �) <D << -- 4:) 6 -- Pages including this cover page: f �-- Urgent: Reply: Confirmation requested: TOWN COUNCIL VINCENT BETTINA MAUREEN McCARTHY JOSEPH P. PAOLONI ROBERT L. VALDATI Occupational Health Solutions Suite 103, 243 North Road Poughkeepsie, New York 12601-1359 845/431-8740 Fax 845/485-4015 11 Hastings Drive Beacon, New. York 12508-2026 845/838-4570 Fax 845/838-3821 EMPLOYEE ASSISTANCE PROGRAM Suite 103, 243 North Road Poughkeepsie, New York 12601-1359 800/724-0917 845/485-3710 Fax 845/485-4964 www.saintfrancishospital.com The WorkPlace Saint Francis Hospital and Health Centers February 2, 2004 Joseph Ruggiero Supervisor Town of Wappingers 20 Middlebush Road Wappingers Falls, New York 12590 Dear Mr. Ruggiero: RECEIVED FEB � P n A Y suert =R TOWN Enclosed please find duplicate originals of your new EAP contract. Please sign both copies and return one to us along with an updated roster. As you will note, it is for a two year period with no price increase. I have also enclosed an invoice for 2004. If you have any questions regarding the enclosed, please feel free to contact me at 485-3710. Looking forward to serving the Town of Wappingers employees. Sincerely, , �xL. Victoria Barrett -Gregory EAP Director Enc. VBG/nje EMPLOYEE ASSISTANCE PROGRAM This Agreement, made this first day of March 2004 by and between Saint Francis Hospital, Poughkeepsie, New York (herein referred to as the "Contractor") and the Town of Wappingers , Wappingers Falls, New York (herein referred to as the "Company"), to establish an Employee Assistance Program. The terms of the Agreement are as follows: SCOPE AND OBJECTIVES I . Contractor is retained by the Company to establish and administer a confidential program that acts as a resource for work organizations and their employees to be called the Employee Assistance Program. The EAP will provide prevention, identification, intervention, assessment, motivation to treatment, referral and follow-up for employees and their immediate families. 2. The Employee Assistance Program will be administered by the Contractor's EAP Coordinator with assistance from EAP Personnel. 3. The primary responsibilities of the EAP Personnel are twofold: a. To provide training to Company managers and other 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. b. To guide and assist those employees who are referred to the EAP Coordinator by their managers or who voluntarily seek assistance. It is the role of the EAP Coordinator to assess the problem and recommend a course of treatment/action to restore the employees' capability to perform their job at an acceptable level of performance. 4. The Employee Assistance Program 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 may typically include but are not limited to alcoholism, drug abuse, emotional, family, marital, financial and legal, etc. 5. At the request of the company and/or at the recommendation of the EAP, the Company agrees to establish and to participate, through representation in an advisory committee. The advisory committee will assist the contractor with the development of the company's employee assistance program policy and procedures and will act as a quality assurance agent. 6. After formulation of the programs policy and procedures, the contractor will implement the EAP and will publicize its existence to company managers, employees and their family members. The contractor will provide sessions to company managers and employees during all shifts to provide on-going orientation and training seminars for the purpose of communicating the programs policies and procedures. 7. The contractor will provide additional preventive workshops to company managers, employees and other family members for a maximum of two per year. 8. In addition, the contractor will provide specific assistance, upon request , to Company managers and other employees with supervisory responsibility in dealing with problems relating to deteriorating job performance by individual employees. 9. The company agrees to hold orientations, supervisory training and preventive workshops on company site or at a central offsite location designated by the contractor. 10. The Contractor will provide specific assistance to Company employees and members of their immediate families who have been referred to the Eap or who request such service of their own volition. The Contractor 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 Contractor and employees and such individuals remain confidential. Contractor will encourage the Company employees to proceed with a course of assistance by referring the individual to clinical or supportive organizations and medical professionals. Contractor will familiarize itself with the Company's coverage thereunder of services by such organizations or professionals. Contractor will ensure that recognition is given to the Company's benefits program requirements as to accreditation of such agencies, do that eligibility for medial expense reimbursement to the employee under the Company benefits program is not jeopardized. 11. The Contractor will provide follow-up to monitor referred employees' adherence to the agreed course of treatment by submitting verbal quarterly progress reports to Company managers on employees referred by Supervisors who are utilizing EAP. Such reports will be limited to reporting whether or not the employee is cooperating with the treatment program.EAP 12. The Contractor will assist the Company in promoting and maintaining an awareness of the EAP by Company managers and employees. The Contractor will provide mailing publications, posters for Company display, and EAP cards. NON -ASSIGNABILITY 25. The obligations of Contractor under this Agreement may not be assigned without the prior written consent of the Company. INDEMNIFICATION 26. The Company will indemnify the Contractor and hold the Contractor harmless from any losses, claims, damages or liabilities, joint or several, to which the Contractor might become subject insofar as such losses, claims, damages or liabilities arising to of this agreement or are based upon any actions of the Company, its agents or employees and will reimburse the Contractor for any legal or other expenses, reasonably incurred by the Contractor, in connection with investigating or defending any action or claim. 27. Contractor hereby agrees to assume all risk of liability for and hereby indemnifies, protects and saves harmless, and hereby releases the Company and each and every one of its officers, agents, servants and employees of, from, and against any and all liability, losses, injuries, damages, claims, demands, suites, and fees including reasonable attorney's fees, costs or judgements which may in any manner arise out of, or result from Contractor's performance of and under this agreement including administration of the EAP, whether occasioned by Contractor or by any employee or by any other person or persons; and for further protection of the Company, Contractor shall at it's own cost and expense cause to be delivered to the Company a policy of insurance with an insurer acceptable to the Company, and shall continue such insurance in force during term of this agreement. SAINT FRANCIS HOSPITAL POUGHKEEPSIE, NY Y(r6r�- a,e,-,�c Victoria Barrett -Gregory U V Director of the Employee TOWN OF WAPPINGERS WAPPINGERS FALLS, NY (Company Representative) Assistance Program Date:- Date: