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Filing tables
Filing exhibits
- S-1 IPO registration
- 3.1 Certificate of Incorporation
- 3.2 Form of Amended and Restated Certificate of Incorporation
- 3.3 Bylaws
- 4.1 Specimen Unit Certificate
- 4.2 Specimen Class a Common Stock Certificate
- 4.4 Form of Warrant Agreement Between Continental Stock Transfer & Trust Company and the Registrant
- 5.1 Opinion of Skadden, Arps, Slate, Meagher & Flom LLP
- 10.1 Promissory Note, Dated December 10, 2020, Issued to Rosecliff Acquisition Sponsor I LLC
- 10.2 Form of Letter Agreement Among the Registrant and Its Directors and Officers and Rosecliff Acquisition Sponsor I LLC
- 10.3 Form of Investment Management Trust Agreement Between Continental Stock Transfer & Trust Company and the Registrant
- 10.4 Form of Registration Rights Agreement Between the Registrant and Certain Security Holders
- 10.5 Securities Subscription Agreement, Dated December 10, 2020, Between the Registrant and Rosecliff Acquisition Sponsor I LLC
- 10.6 Form of Sponsor Warrants Purchase Agreement Between the Registrant and Rosecliff Acquisition Sponsor I LLC
- 10.7 Form of Indemnity Agreement
- 10.8 Form of Support Services Agreement by and Between the Registrant and Rosecliff Acquisition Sponsor I LLC
- 14 Form of Code of Ethics and Business Conduct
- 23.1 Consent of Withumsmith+brown, PC
- 99.1 Consent of Frank S. Edmonds
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Exhibit 23.1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the use in the Prospectus constituting a part of this Registration Statement on Form S-1 of our report dated January 27, 2021, relating to the financial statements of Rosecliff Acquisition Corp I, which is contained in that Prospectus. We also consent to the reference to us under the caption “Experts” in the Prospectus.
/s/ WithumSmith+Brown, PC | |
New York, New York | |
January 27, 2021 |