<PAGE>
                                                                    EXHIBIT 10.2

                                                      OMS Approval No. 3245-0201
<Table>
<S>                          <C>                                          <C>                         <C>
[STAMP]                      U.S. Small Business Administration            -----------------------
                                                                           SBA LOAN NUMBER            -----------
                                            NOTE                           -----------------------      INITIAL
                                                                           PLP-2191384005             /s/ [ILLEGIBLE]
                              WE CERTIFY THIS TO BE A TRUE                 -----------------------    -----------
                              AND CORRECT COPY OF THE MONEY
                                  STORE INVESTMENT CORP.                   Arlington, TX
$357,000.00                                                                -----------------------
-----------                                                                    (City and State)
                              BY /s/ [ILLEGIBLE]
                                 -----------------------                   (Date) July 31, 1998
                                                                                  -------------
</Table>

For value received, the undersigned promises to pay to the order of:

******************** The Money Store Investment Corporation ********************
--------------------------------------------------------------------------------
                                 ([ILLEGIBLE])

at its office in the city of West Sacramento, State of California or at holder's
option, at such other place as may be designated from time to time by the
holder

  ****Three Hundred Fifty-Seven Thousand Dollars and No Cents ($357,000.00)****
--------------------------------------------------------------------------------
                                 ([ILLEGIBLE])

with interest on unpaid principal computed from the date of each advance to the
undersigned at the rate of Prime + 2.750 percent per annum, payment to be made
in installments as follows:

The interest rate on this Note will fluctuate. The initial interest rate is
11.250% per year. This initial rate is the prime rate on the date the SBA
received the Loan application, plus 2.750%.

Borrower must pay principal and interest payments of $4,969.00, on the first
day of each month, beginning on the first day of the Second (2) month following
initial disbursement. Lender will apply each payment first to pay interest
accrued to the day Lender receives the payment, then to bring the principal
current, then to pay late fees, and will then apply any balance to reduce
principal.

Lender may adjust the interest rate for the first time no earlier than the
first calendar day of the first month after initial disbursement. The interest
rate will then be adjusted each calendar quarter (the "change date").

The "Prime Rate" is the prime rate published in The Wall Street Journal, in
effect on the first business day of the month a change occurs. Lender will
adjust the interest rate on each change date. The adjusted interest rate will
be 2.750% above the Prime Rate. The change in interest rate is effective on the
change date. It is effective whether or not Lender gives Borrower notice of the
change.

The amount that the interest rate on this Note may vary is limited by a floor
and a ceiling:
(a) The maximum interest rate (ceiling) will not exceed 5.000% points over the
initial rate of interest, and the minimum interest rate (floor) will not be
less than 5.000% points below the initial rate unless there is a change in the
prime rate between the date SBA receives the Loan application and the date of
final disbursement.
(b) If the prime rate increases between those dates, the difference between the
prime rate on those two dates will be added to the ceiling rate and subtracted
from the floor rate that was calculated in (a) above.
(c) if the prime rate decreases between those dates, the difference between the
prime rate on those two dates will be subtracted from the ceiling rate
calculated in (a) above.

The Lender will adjust the payment amount at least annually as needed to
amortize principal over the remaining term of the Note.


                                                                          Page 1
<PAGE>


If SBA purchases the guaranteed portion of the unpaid principal balance, the
interest rate becomes fixed at the rate in effect at the time of the earliest
uncured payment default. If there is no uncured payment default, the rate
becomes fixed at the rate in effect at the time of purchase.

All remaining principal and accrued interest is due and payable 10 years, 0
months from date of initial disbursement.

Borrower agrees that if default occurs on this Note or on any other outstanding
SBA or SBA-guaranteed loan, Lender has the option to make this Note and such
loans immediately due and payable.

LATE CHARGE: If a payment on this Note is more than 10 days late, Lender may
charge Borrower a late fee of up to 5% of the unpaid portion of the regularly
scheduled payment.

If this Note contains a fluctuating interest rate, the notice provision is not
a pre-condition for fluctuation (which shall take place regardless of notice).
Payment of any installment of principal or interest owing on this Note may be
made prior to the maturity date thereof without penalty. Borrower shall provide
lender with written notice of intent to prepay part or all of this loan at
least three (3) weeks prior to the anticipated prepayment date. A prepayment is
any payment made ahead of schedule that exceeds twenty (20) percent of the then
outstanding principal balance. If borrower makes a prepayment and fails to give
at least three weeks advance notice of intent to prepay, then, notwithstanding
any other provision to the contrary in this note or other document, borrower
shall be required to pay lender three weeks interest on the unpaid principal as
of the date preceding such prepayment.

The term "Indebtedness" as used herein shall mean the indebtedness evidenced
by this Note, including principal, interest and expenses, whether contingent,
now due or hereafter to become due and whether heretofore or contemporaneously
herewith or hereafter contracted. The term "Collateral" as used in this Note
shall mean any funds, guaranties, or other property or rights therein of any
nature whatsoever or the proceeds thereof which may have been, are, or hereafter
may be, hypothecated, directly or indirectly by the undersigned of others. In
connection with, or as security for, the indebtedness or any part thereof. The
Collateral, and each part thereof, shall secure the indebtedness and each part
thereof. The covenants and conditions set forth or referred to in any and all
instruments of hypothecation constituting the Collateral are hereby incorporated
in this Note as covenants and conditions of the undersigned with the same force
and effect as though such covenants and conditions were fully set forth herein.

The indebtedness shall immediately become due and payable, without notice or
demand, upon the appointment of a receiver or liquidator, whether voluntary or
involuntary, for the undersigned or for any of its property, or upon the filing
of a petition by or against the undersigned under the provisions of any State
insolvency law or under the provisions of the Bankruptcy Reform Act of 1978, as
amended, or upon the making by the undersigned of an assignment for the
benefit of its creditors. Holder is authorized to declare all or any part of
the indebtedness due and payable upon the happening of any of the following
events: (1) failure to pay any part of the indebtedness when due; (2)
nonperformance by the undersigned of any agreement with, or any condition
imposed by, Holder or Small Business Administration (hereinafter called
"SBA"), with respect to the indebtedness; (3) Holder's discovery of the
undersigned's failure in any application of the undersigned to Holder or SBA to
disclose any fact deemed by Holder to be material or of the making therein or
in any of the said agreements, or in any affidavit or other documents submitted
in connection with said application or the indebtedness, of any
misrepresentation by, on behalf of, or for the benefit of the undersigned; (4)
the reorganization (other than a reorganization pursuant to any of the
provisions of the Bankruptcy Reform Act of 1978, as amended) or merger or
consolidation of the undersigned (or the making of any agreement therefor)
without the prior written consent of Holder; (5) the undersigned's failure duly
to account, to Holder's satisfaction, at such time or times as Holder may
require, for any of the Collateral, or proceeds thereof, coming into the control
of the undersigned; (6) the institution of any suit affecting the undersigned
deemed by Holder to affect adversely its interest hereunder in the Collateral or
otherwise. Holder's failure to exercise its rights under this paragraph shall
not constitute a waiver thereof.


                                                                          Page 2


<PAGE>
Upon the nonpayment of indebtedness, or any part thereof, when due, whether by
acceleration or otherwise, Holder is empowered to sell, assign, and deliver the
whole or any part of the Collateral at public or private sale, without demand,
advertisement or notice of the time or place of sale or of any adjournment
thereof, which are hereby expressly waived. After deducting all expenses
incidental to or arising from such sale or sales, Holder may apply the residue
of the proceeds thereof to the payment of the indebtedness, as it shall deem
proper, returning the excess, if any, to the undersigned. The undersigned
hereby waives all right of redemption or appraisement whether before or after
sale.

Holder is further empowered to collect or cause to be collected or otherwise to
be converted into money all or any part of the Collateral, by suit or
otherwise, and to surrender, compromise, release, renew, extend, exchange, or
substitute any item of the Collateral in transactions with the undersigned or
any third party, irrespective of any assignment thereof by the undersigned, and
without prior notice to or consent of the undersigned or any assignee. Whenever
any item of the Collateral shall not be paid when due, or otherwise shall be in
default, whether or not the indebtedness, or any part thereof, has become due,
Holder shall have the same rights and powers with respect to such item of the
Collateral as are granted in this paragraph in case of nonpayment of the
indebtedness, or any part thereof, when due. None of the rights, remedies,
privileges, or powers of Holder expressly provided for herein shall be
exclusive, but each of them shall be cumulative with and in addition to every
other right, remedy, privilege, and power now or hereafter existing in favor of
Holder, whether at law or equity, by statute or otherwise.

The undersigned agrees to take all necessary steps to administer, supervise,
preserve, and, protect the Collateral; and regardless of any action taken by
Holder, there shall be no duty upon Holder in this respect. The undersigned
shall pay all expenses of any nature, whether incurred in or out of court, and
whether incurred before or after this Note shall become due at its maturity
date or otherwise, including but not limited to reasonable attorney's fees and
costs, which Holder may deem necessary or proper in connection with the
satisfaction of the indebtedness or the administration, supervision,
preservation, protection of (including, but not limited to, the maintenance of
adequate insurance) or the realization upon the Collateral. Holder is
authorized to pay at any time and from time to time any or all of such
expenses, add the amount of such payment to the amount of the indebtedness, and
charge interest thereon at the rate specified herein with respect to the
principal amount of this Note.

The security rights of Holder and its assigns hereunder shall not be impaired
by Holder's sale, hypothecation or rehypothecation of any note of the
undersigned or any item of the Collateral, or by any indulgence, including but
not limited to (a) any renewal, extension, or modification which Holder may
grant with respect to the indebtedness or any part thereof, or (b) any
surrender, compromise, release, renewal, extension, exchange, or substitution
which Holder may grant in respect of the Collateral, or (c) any indulgence
granted in respect of any endorser, guarantor, or surety. The purchaser,
assignee, transferee, or pledgee of this Note, the Collateral, and guaranty,
and any other document (or any of them), sold assigned, transferred, pledged,
or repledged, shall forthwith become vested with and entitled to exercise all
the powers and rights given by this Note and all applications of the
undersigned to Holder or SBA, as if said purchaser, assignee, transferee, or
pledgee were originally named as Payee in this Note and in said application or
applications.

This promissory note is given to secure a loan which SBA is making or in which
it is participating and pursuant to Part 101 of the Rules and Regulations of
SBA (13 C.F.R. 101.1(d)), this instrument is to be construed and (when SBA is
the Holder or a party in interest) enforced in accordance with applicable
Federal law.




                                                                          Page 3

<PAGE>
                                                                 SBA LOAN NUMBER
                                                                  PLP-2191384005

                       U.S. SMALL BUSINESS ADMINISTRATION

                                      NOTE

MPM Medical, Inc.

By: /s/ MICHAEL J. LIVELY
   ------------------------------------
    Michael J. Lively, President

By: /s/ SHERRY G. LIVELY
   ------------------------------------
    Sherry G. Lively, Secretary

Diversified Care, Inc.

By: /s/ MICHAEL J. LIVELY
   ------------------------------------
    Michael J. Lively, President

By: /s/ SHERRY G. LIVELY
   ------------------------------------
    Sherry G. Lively, Secretary


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[ILLEGIBLE]

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