CLOUD SECURITY CORPORATION (OTCMKTS:CLDS) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01Entry into Material Definitive Agreement

On June 28, 2017, Goldenrise Development, Inc., a California
corporation (Goldenrise) and Cloud Security Corporation (the
Company) entered into a Stock Purchase Agreement (the Agreement)
with Michael R. Dunn, the Companys sole officer and director (the
Purchaser). to the Agreement, Goldenrise agreed to sell and
Purchaser agreed to purchase 12,000,000 restricted common stock
shares of the Company (the Shares), representing approximately
92.12% of the Companys outstanding shares of common stock. In
consideration for the Shares, Purchaser will pay to Goldenrise a
total of $400,000 as follows: (i) $180,000 on or before July 15,
2017 (the Closing), (ii) $180,000 shall be withheld by Purchaser
and applied towards monies owed by Seller to Purchaser; and (iii)
$40,000 shall be with withheld by Purchaser and applied towards
invoices related to the audit and legal fees associated with the
reporting requirements of the Company through the date of
Closing. The Agreement is subject to certain customary conditions
to Closing.

The transaction contemplated by the Agreement would effectuate a
change in control of the Company should it ultimately close.
Purchaser would own approximately 92.12% of the Company’s issued
and outstanding common stock. There are no arrangements or
understandings among members of both the former and new control
groups and their associates with respect to election of officers
or other matters.

The foregoing description of the Agreement is not complete and is
qualified in its entirety by reference to the full text thereof,
which is filed as Exhibit 10.1 to this Current Report on Form 8-K
and incorporated by reference into this Item1.01.

Item 1.02Termination of Material Definitive
Agreement

On March 31, 2017, Goldenrise and the Company entered into a
Stock Purchase Agreement (the Expired Agreement) with Zhi Lu
Peng, an individual (the Peng). to the Expired Agreement,
Goldenrise agreed to sell Peng 12,000,000 restricted common stock
shares of the Company. As consideration for the shares, Peng was
obligated to pay $400,000 to Goldenrise on or before June 15,
2017. The purchase price was not paid and the Expired Agreement
terminated by its terms on June 15, 2017 and is no further force
or effect.

The foregoing description of the Agreement is not complete and is
qualified in its entirety by reference to the full text thereof,
which was filed as Exhibit 10.1 to the Current Report on Form 8-K
filed with the Commission on April 4, 2017, and incorporated by
reference into this Item1.02.

Item 8.01Other Events

The Company has changed its principal executive office address to
2 Park Plaza, Suite 400, Irvine, CA 92691. The telephone number
of the Company is (949) 769-3536.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits.

CLOUD SECURITY CORP. Exhibit
EX-10.1 2 cloud_8k-ex1001.htm STOCK PURCHASE AGREEMENT Exhibit 10.1   STOCK PURCHASE AGREEMENT   This Stock Purchase Agreement (this “Agreement”) is made and entered into as of June 28,…
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About CLOUD SECURITY CORPORATION (OTCMKTS:CLDS)

Cloud Security Corporation is an early-stage security and information access technology software company. The Company delivers immediate information with secure access to computer desktops and other consumer electronic devices from remote locations. The Company develops its cloud security technology, MyComputerKey, and related cloud computing security software product lines. The Company’s product, MyComputerKey, is a technology that provides a secure multi-factor validation and authentication system for cloud-based infrastructures and protects data accessed from remote locations across the world. The Company also focuses on developing an application version of this product for mobile devices (MyMobileKey) and tablets (MyTabletKey). MyComputerKey provides secure authentication prior to accesses of a user’s same, consistent and familiar desktop where all of their customized and personal applications and files reside.