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EXECUTION
EXHIBIT 99.2
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$45,000,000 TERM NOTE
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($80 MILLION CREDIT AGREEMENT)
$45,000,000.00
October 9, 2007
Las Vegas, Nevada
FOR VALUE RECEIVED, the
receipt and sufficiency of which are hereby
acknowledged, INTEGRATED HEALTHCARE HOLDINGS, INC., a Nevada
corporation
("IHHI"), WMC-SA, INC., a California corporation ("WMC-SA"), WMC-A,
INC., a
California corporation ("WMC-A"), CHAPMAN MEDICAL CENTER, INC., a
California
corporation ("CHAPMAN"), and COASTAL COMMUNITIES HOSPITAL, INC., a
California
corporation ("COASTAL") (IHHI, WMC-SA, WMC-A, Chapman and Coastal
are
hereinafter together referred to as the "BORROWERS"), hereby
jointly and
severally promise to pay to the order of MEDICAL PROVIDER FINANCIAL
CORPORATION
II, a Nevada corporation ("LENDER"), the principal amount of FORTY
FIVE MILLION
AND NO/100 DOLLARS ($45,000,000.00) ("$45,000,000 TERM LOAN") or
such lesser
amount as may be loaned by Lender from time to time and be
outstanding, together
with interest on the unpaid balance of such amount from the date of
the initial
advance until paid. This "$45,000,000 TERM NOTE" is the $45,000,000
Term Note
issued under the Credit Agreement ($80,000,000 Facility) by and
among Borrowers,
the Credit Parties named therein, and Lender of even date herewith
(said
agreement, as the same may be amended, restated or supplemented
from time to
time, being herein called the "CREDIT AGREEMENT") to which a
reference is made
for a statement of all of the terms and conditions of the
$45,000,000 Term Loan
evidenced hereby, which such terms and conditions are hereby
incorporated by
reference. Initially capitalized terms not defined in this
$45,000,000 Term Note
shall have the respective meanings assigned to them in the Credit
Agreement.
This $45,000,000 Term Note is secured by, among other things, the
Collateral
Documents referenced in the Credit Agreement, the other Loan
Documents
referenced therein, and is entitled to the benefit of the rights,
remedies and
security provided thereby.
Interest on the outstanding principal balance under this
$45,000,000 Term
Note is payable at the Interest Rat
