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Filing tables
Filing exhibits
- S-1 IPO registration
- 1.1 Form of Underwriting Agreement
- 3.1 Certificate of Incorporation
- 3.2 Form of Amended and Restated Certificate of Incorporation
- 3.3 by Laws
- 4.1 Specimen Unit Certificate
- 4.2 Specimen Class a Common Stock Certificate
- 4.3 Specimen Warrant Certificate
- 4.4 Form of Warrant Agreement Between Continental Stock Transfer & Trust Company, LLC and the Registrant
- 5.1 Opinion of Ellenoff Grossman & Schole LLP
- 10.1 Form of Letter Agreement Among the Registrant and Our Officers, Directors and Software Acquisition Holdings II LLC
- 10.2 Promissory Note, Dated June 16, 2020, Issued to Software Acquisition Holdings II LLC
- 10.3 Form of Investment Management Trust Agreement Between Continental Stock Transfer & Trust Company, LLC and the Registrant
- 10.4 Form of Registration and Shareholder Rights Agreement Between the Registrant and Certain Security Holders
- 10.5 Securities Subscription Agreement, Dated June 16, 2020, Between the Registrant and Software Acquisition Holdings II LLC
- 10.6 Form of Private Placement Warrants Purchase Agreement Between the Registrant and Software Acquisition Holdings II LLC
- 10.7 Form of Indemnity Agreement
- 10.8 Form of Administrative Support Agreement by and Between the Registrant and Software Acquisition Holdings II LLC
- 14 Form of Code of Ethics
- 23.1 Consent of Marcum LLP
- 99.1 Form of Audit Committee Charter
- 99.2 Form of Compensation Committee Charter
- 99.3 Consent of Andrew Nikou
- 99.4 Consent of C. Matthew Olton
- 99.5 Consent of Stephanie Davis
- 99.6 Consent of Steven Guggenheimer
- 99.7 Consent of DR. Peter H. Diamandis
- 99.8 Consent of Mike Nikzad
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Exhibit 23.1
Independent Registered Public Accounting Firm’s Consent
We consent to the inclusion in this Registration Statement of Software Acquisition Group, Inc. II on Form S-1 of our report dated July 13, 2020, which includes an explanatory paragraph as to the Company’s ability to continue as a going concern, with respect to our audit of the financial statements of Software Acquisition Group, Inc. II as of June 30, 2020 and for the period from June 16, 2020 (inception) through June 30, 2020, which report appears in the Prospectus, which is part of this Registration Statement. We also consent to the reference to our Firm under the heading “Experts” in such Prospectus.
/s/ Marcum llp
Marcum llp
New York, NY
August 21, 2020