<PAGE>   1
                                                                   Exhibit 10(j)

                                  INTEGRA, INC.
                          1060 FIRST AVENUE, SUITE 400
                            KING OF PRUSSIA, PA 19406

                                                               November 12, 1999

Mr. Lawrence M. Davies
131 Howson Lane
Glenmoore, PA  19343

Dear Lawrence:

         This will confirm that your employment and all your positions as an
officer and director of Integra, Inc. and its subsidiaries and affiliates have
terminated as of November 12, 1999.

         This will further confirm the agreement between you and the Company as
follows:

         1. On the Effective Date of November 12, 1999, the Company will provide
you (or your estate or legal representative in the event of your death) a
severance payment of $175,000. In addition, the Company will pay 75% of your
1999 annual bonus opportunity in the amount of $39,375 on the Effective Date.

         2. During the period commencing on the Effective Date and ending on
November 12, 2000, the Company will:

         (i) provide you with coverage fully paid by the Company under the
medical and dental plans of the Company, on the same terms that coverage is
available to employees of the Company generally; and

         (ii) provide you with fully paid coverage under the Long Term
Disability insurance at the current level, to continue your Basic Life Insurance
at two times base salary, and to continue your Accidental Death and
Dismemberment Insurance and Supplemental Life Insurance, in each case in
accordance with the provisions of the applicable group insurance plan of the
Company.

         Any benefit referred to in clause (i) or (ii) shall terminate in the
event that you obtain full-time employment or full time (35 hours or more per
week) consulting with another person or organization prior to November 12, 2000
and are eligible for an equivalent benefit from or through such other person or
organization. You agree to notify the Company immediately following your
obtaining any such employment or consulting.

         3. The Company will separately provide you with information relating to
your rights to continued medical coverage under COBRA.

         4. Your participation in the 401(K) Plan shall cease as of November 12,
1999. The

         5. The car allowance will cease 11/30/99.Company will facilitate an
appropriate rollover of your funds as soon as practical.

         6. The Company will pay you your accrued paid time-off (PTO) on the
Effective Date. You shall not accrue any vacation after the Effective Date. As
of November 12, 1999, you have 234.7 hours of PTO.
<PAGE>   2
         7. The Company will engage you in a consultant capacity effective
12/1/99 and continuing until 4/30/00. This arrangement may be extended by the
Company if mutually agreed upon by you. Duties under this arrangement will be as
an advisor to management in addressing existing and, if requested, future
regulatory legal and other affairs and matters. Specifically, in the ongoing
settlement negotiations with California Transamerica, State of Nevada Medicaid,
discontinued Apogee Group Practice and other related matters. These services
will be paid at a rate of $100 per hour billed, with a minimum of eight hours
per week, and a maximum of twelve hours per week depending upon need, unless
offsite meetings, travel or other reasons cause additional time required in this
regard. You will be entitled to bill biweekly and all invoices will be paid
within ten business days. In addition, other matters such as real estate,
leases, mergers and acquisitions due diligence, etc. may be addressed by you as
requested by management. (Messrs. Raslan or Anderson) and acceptable to you.
These hours will be billed separately from above at a rate of $100 per hour.

         8. You expressly represent and warrant that you have returned to the
Company all of its property in your possession, including, but not limited to,
all copies of software, records, keys, identification documents or cards, and
credit cards. You are entitled to keep your home fax machine and lap top
computer. You may use the Company cell phone until 1/1/00 and a Company paid fax
line until 3/31/00.

         9. In consideration of the agreements by the company herein provided
(which includes consideration being provided to you to which you are not already
entitled), you hereby release the company and its subsidiary and other
affiliated corporations, and its and their respective officers, directors,
employees and stockholders (collectively, the "Releasees"), from all claims,
actions, causes of action, suits, debts, dues, sums of money, accounts,
covenants, contracts, controversies, agreements, promises, damages, judgments,
executions and demands whatsoever, in law or equity, including, without
limitation, all claims and rights arising under the Age Discrimination in
Employment Act, 29 U.S.C. Section 621, et seq., which you ever had, now have or
hereafter can, shall or may have against the Releases or any of them arising on
or before the date hereof out of our relating to your employment with the
Company and the termination of such employment, except as set forth in this
Agreement. This agreement in no way impairs your right to indemnification as an
officer or director for matters arising during the ordinary course of your
employment.

         10. All payments to you referred to in this Agreement shall be subject
to applicable Federal, state and local withholding.

         11. The Company agrees to provide you with a positive letter of
reference. All inquiries concerning your employment shall be directed to Mr.
Shawkat Raslan, whose responses to such inquires shall be positive and generally
supportive.

         12. Except as required by law, the parties agree that the terms and
conditions of this Agreement and the negotiations leading to this Agreement are
confidential. The parties agree that they and their agents and representatives
shall not distribute or disclose in any manner to any other person or entity any
information whatever relating to either the negotiations leading to this
Agreement or the terms of this Agreement, other than what may be required by law
or legal proceeding. The parties agree that neither will make derogatory,
disparaging or untrue remarks about the other (or about the Company's affiliated
corporations or the Company's or such affiliates' respective officers, directors
and employees) or their previous employment relationship.
<PAGE>   3
         13. Except as required by law, you agree to keep all non-public
information known to you about the Company confidential.

         14. This Agreement shall be construed in accordance with the laws of
the Commonwealth of Pennsylvania without regard to its conflict of law
provisions.

          Please indicate your agreement with the foregoing by signing the
enclosed copy of this letter and returning it to the undersigned, whereupon this
shall constitute a binding agreement between you and the Company.

                                      Very truly yours,



By:
    --------------------------------
         Shawkat Raslan


Agreed:

------------------------------------
         Lawrence M. Davies