PURCHASE AGREEMENT

THIS PURCHASE AGREEMENT (as amended, modified, supplemented or restated in accordance with its terms from time to time, this “Agreement”), dated this 24 th day of August, 2009, is between MADRONA VENTURES, INC., a Nevada corporation and its affiliates, as hereinafter defined (the “Purchaser”), and John David Sinclair, his successors and assigns (individually, a “Seller” and together, the “Sellers”). Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in Article VI.

A.           WHERAS The Purchaser is a Nevada Corporation currently listed for quotation on the Over-The-Counter Bulletin Board (OTC:BB) under the symbol “MDRV”; and

B.           WHERAS the Seller is the owner of a European Patent (Application Number 06396001) EP 1681057B1 concerning eating disorders, a copy of which has been attached hereto and incorporated herein by reference as “Exhibit 1” and the Applicant for U.S. Patent Application 11/031,534 a copy of which has been attached hereto and incorporated herein by reference as “Exhibit 2”; and

C.            Subject to the terms and conditions set forth herein, the Purchaser desire to purchase from the Seller, and the Seller desires to sell to the Purchaser, all rights title and interest in the Patent and Patent Applications including but not limited to all Intellectual Property and knowhow and use associated therewith for shares of stock in MDRV.

In consideration of the recitals and the mutual promises, covenants and agreements contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

1. 1           Authorization . The Purchaser has, prior to the date of this Agreement, (i) authorized the purchase of the Patents, and (ii) authorized the issuance of, and reserved for issuance shares of Common Stock for the purchase of the patents.

1.2            Issuance of shares to the Sellers . Subject in all respects to the satisfaction of the terms and conditions herein set forth and in reliance upon the respective representations and warranties of the parties set forth herein or in any document delivered pursuant hereto, the Purchaser agrees to issue to Seller (and such Seller agrees by executing and delivering a signature page hereto to accept said shares) 20,333,333 shares of Restricted Common Stock of MDRV, par value .001, in exchange for all rights, title and interest in European Patent (Application Number 06396001) EP 1681057B1 concerning eating disorders, a copy of which has been attached hereto and incorporated herein by reference as “Exhibit 1” and the Applicant for U.S. Patent Application 11/031,534 a copy of which has been attached hereto and incorporated herein by reference as “Exhibit 2”.

Purchase Agreement – Madrona Ventures Inc.

The obligation of the Sellers to accept the shares is subject to the fulfillment to Seller’s satisfaction, each of the following conditions:

2.1            Representations and Covenants . The representations and warranties made by the Purchaser in Article III shall be true and correct, and all covenants, agreements and conditions contained in this Agreement to be performed or complied with by the Purchaser shall have been performed or complied with.

2.2            Corporate Authorization . At or prior to the Closing, the Purchaser shall have delivered to the Sellers copies of the resolutions of the Board of Directors of the Purchaser approved by the directors of the Purchaser, authorizing, (i) the execution, delivery and performance of this Agreement and the Related Agreements, and the transactions contemplated hereby and thereby, and (ii) the reservation of shares of Common Stock issuable upon execution if this Agreement.

2.3            Corporate Documents . At or prior to the Closing, the Purchaser shall have delivered to the Sellers copies of the Articles of Incorporation for the Purchaser, certified by the Nevada Secretary of State on, or within five business days prior to, the Closing, and copies of the By-Laws of the Purchaser certified by an officer of the Purchaser as of the date of the Closing.

2.4            Legal Compliance . As of the Closing, the issuance of the shares shall be legally permitted by all laws and regulations to which the Sellers and the Purchaser are subject.

2.5            Qualifications . As of the Closing, all authorizations, approvals or permits of, or filings with, any governmental authority that are required by law in connection with the lawful sale and issuance of the Shares by the Purchaser shall have been duly obtained by the Purchaser and shall be effective on and as of the Closing.

2.6            Proceedings and Documents . All corporate and other proceedings in connection with the transactions contemplated hereby and by the Related Agreements, and all documents and instruments incident to such transactions, shall be satisfactory in form and substance to the Sellers, and each Seller shall have received at or prior to the Closing all such documents as such Seller shall have requested.

Purchase Agreement – Madrona Ventures Inc.

The Purchaser hereby represents and warrants to the Sellers as set forth below, and the Purchaser acknowledges that the Sellers are entering into this Agreement in reliance on the truth and accuracy of such representations and warranties.

3.1            Organization and Standing . The Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Nevada. The Purchaser has the requisite legal and corporate power to own all the properties owned by it, and to conduct its business as presently being and as proposed to be conducted by it.

3.2            Corporate Power . The Purchaser has all requisite legal and corporate power to enter into this Agreement and the Related Agreements to which it is a party and to carry out and perform its obligations under the terms of this Agreement and the Related Agreements to which it is a party. The Purchaser has the legal and corporate power to issue the shares of Common Stock issuable upon execution of this Agreement and transfer of ownership of the Patents and all rights title and interest therein.

3.3            Authorization: Enforceability . All corporate action on the part of the Purchaser, and its directors and shareholders, necessary for the authorization, execution, delivery and performance by the Purchaser of this Agreement and the Related Agreements to which it is a party, and the consummation of the transactions contemplated hereby and thereby, for the authorization, issuance and delivery of the shares of Common Stock issuable upon execution of this Agreement and transfer of ownership of the Patents and all rights title and interest therein, has been taken. This Agreement and the Related Agreements are legal, valid and binding obligations of the Purchaser enforceable against the Purchaser in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, insolvency or other laws affecting creditors’ rights generally or by the availability of equitable remedies.

3.4            Capitalization . As of the Closing, the Purchaser’s authorized capital stock will consist of 200,000,000 shares of Common Stock and ZERO shares of Preferred Stock.  There are no outstanding securities of the Purchaser which are convertible into or exchangeable for any shares of the Purchaser’s capital stock or containing any capital appreciation or profit participation features, there is no existing contract, option, warrant, call or other commitment or right of any character granted or issued by the Purchaser calling for or relating to the issuance or transfer of shares of capital stock or any other securities of the Purchaser. The Purchaser is not subject to any obligation (contingent or otherwise) to repurchase or otherwise acquire or retire any shares of its capital stock or any Notes, options or other rights to acquire its capital stock. There are no statutory or contractual preemptive rights or rights of refusal with respect to (i) the issuance of the Shares of Common Stock hereunder, and there are no statutory or contractual preemptive rights or rights or rights of first refusal with respect to the issuance of any other shares of capital stock or other securities or rights of the Purchaser.

3.5            Validity of Shares . The shares of Common Stock issuable upon execution of this Agreement and transfer of ownership of the Patents and all rights title and interest therein, have been duly and validly reserved by the Purchaser and, upon issuance will be duly and validly issued, fully paid, non-assessable and free and clear of all Liens.

3.6            Financial Statements . The financial statements of the Company are available for review and examination on the Securities and Exchange Commission’s (“SEC”) website at www.sec.gov , EDGAR filing system.

3.7            Absence of Material Undisclosed Liabilities . The Purchaser does not have any material liabilities (fixed or contingent, except for payroll tax liabilities due or to become due) which are, or indebtedness which is, not fully reflected or provided for in the Balance Sheet, other than trade payables and accruals incurred in the ordinary course of business since the date of the Balance Sheet and executory contracts entered into in the ordinary course of business.

3.8            Litigation . There are no material actions, suits, proceedings or investigations pending or, to the Purchaser’s knowledge, threatened against or affecting the Purchaser at law or in equity, or before or by any federal, state, municipal or other governmental department, commission, board, agency or instrumentality, domestic or foreign. The Purchaser is not operating under or subject to, nor in default with respect to, any order, writ, injunction or decree of any court or federal, state, municipal or other governmental department, commission, board, agency or instrumentality, foreign or domestic, and the Purchaser has not been charged or, to the Purchaser’s knowledge, threatened with a charge of violation, or under investigation with respect to possible violation, of any provision of any federal, state or local law or administrative ruling or regulation relating to the Purchaser or its business, affairs, assets, prospects, operations, employee relations, rights or condition, financial or otherwise.

3.9            Consents . All material consents, approvals, qualifications, orders or authorizations of, or filings with, any governmental authority, including state securities commissions, required in connection with the Purchaser’s valid execution, delivery or performance of this Agreement and the Related Agreements to which it is a party, the offer, sale and issuance of the Shares and the consummation of any other transaction contemplated on the part of the Purchaser hereby or thereby have been obtained or made.

3.10            Compliance with Law and Other Instruments . The Purchaser is not in violation of any term of its Articles of Incorporation or By-Laws. The Purchaser is not in violation of the provisions of any material note, bond, mortgage, indenture, loan, factoring arrangement, license, agreement, lease or other instrument or obligation to which the Purchaser is a party or by which it or any of its assets may be bound. To the knowledge of the Purchaser, the Purchaser has all material franchises, permits, licenses and approvals necessary to conduct its respective business as presently conducted. To the knowledge of the Purchaser, the Purchaser is not in violation of any term or provision of any such material franchise, permit, license or approval, or any-material law, judgment, order, writ, injunction, decree, statute, rule or regulation of any court, administrative agency, bureau, board, commission, office, authority, department or other governmental entity applicable to the Purchaser, or any of its assets.

3.11            No Violation . None of the execution and delivery of this Agreement and the Related Agreements, the consummation of the transactions provided for herein and therein or contemplated hereby and thereby, the fulfillment by the Purchaser of the terms hereof or thereof, will (a) conflict with or result in a breach of any provision of the Articles of Incorporation or By-Laws of the Purchaser, (b) result in a default or breach, give rise to any right of termination, cancellation or acceleration, or require any consent or approval, under any of the terms, conditions or provisions of any material note, bond, mortgage, indenture, loan, factoring arrangement, license, agreement, lease or other instrument or obligation to which the Purchaser is a party or by which it or any of its respective assets may be bound or (c) to the knowledge of the Purchaser, violate any material law (including, but not limited to, any Environmental Law), judgment, order, writ, injunction, decree, statute, rule or regulation of any court, administrative agency, bureau, board, commission, office, authority, department or other governmental entity applicable to the Purchaser or any of its assets.

Each Seller represents and warrants to the Purchaser with respect to itself as follows:

4.1            Enforceability . This Agreement and the Related Agreements are legal, valid and binding obligations of the Seller, enforceable against such Seller in accordance with their terms.

4.2            Shares for Investment . The Seller will acquire the Common Stock issuable upon execution of this Agreement and transfer of ownership of the Patents and all rights title and interest therein, for investment, and not with a view to distributing all or any part thereof in any transaction, which would constitute a “distribution” within the meaning of the Securities Act. The Seller acknowledges that the Common Stock to be issued to Seller has not been registered under the Securities Act and, except as provided in Article VII hereto, the Purchaser is under no obligation to file a registration statement with the Securities and Exchange Commission with respect to the Common Stock issuable upon execution of this Agreement.

4.3            Purchaser Qualifications . The Seller (a) has such knowledge and experience in financial and bu