0001104659-20-059634 Sample Contracts

May 11, 2020
American International Group Inc • May 11th, 2020 • Fire, marine & casualty insurance

In connection with the several purchases today by the Underwriters named in Schedule I to the Underwriting Agreement, dated May 6, 2020 (the “Underwriting Agreement”), among American International Group, Inc., a Delaware corporation (the “Company”), and Citigroup Global Markets Inc. and J.P. Morgan Securities LLC, as representatives of the several Underwriters named therein, of $1,500,000,000 aggregate principal amount of the Company’s 2.500% Notes Due 2025, $1,600,000,000 aggregate principal amount of the Company’s 3.400% Notes Due 2030, and $1,000,000,000 aggregate principal amount of the Company’s 4.375% Notes Due 2050 (together, the “Securities”), issued pursuant to the Indenture, dated as of October 12, 2006, as supplemented by the Fourth Supplemental Indenture, dated as of April 18, 2007, and the Eighth Supplemental Indenture, dated as of December 3, 2010 (as so supplemented, the “Base Indenture”), and as further supplemented by the Thirty-Ninth Supplemental Indenture, dated as o

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AMERICAN INTERNATIONAL GROUP, INC. 2.500% Notes Due 2025 3.400% Notes Due 2030 4.375% Notes Due 2050 Underwriting Agreement
Underwriting Agreement • May 11th, 2020 • American International Group Inc • Fire, marine & casualty insurance • New York

This opinion is rendered in connection with the several purchases today by you and the other Underwriters named in Schedule I to the Underwriting Agreement, dated May 6, 2020 (the “Underwriting Agreement”), between the Company and you, as representatives of the several Underwriters named therein (the “Underwriters”), of $1.5 billion aggregate principal amount of the Company’s 2.500% Notes Due 2025 (the “2025 Notes”), $1.6 billion aggregate principal amount of the Company’s 3.400% Notes Due 2030 (the “2030 Notes”) and $1.0 billion aggregate principal amount of the Company’s 4.375% Notes Due 2050 (the “2050 Notes” and together with the 2025 Notes and the 2030 Notes, the “Securities”) issued pursuant to the Indenture, dated as of October 12, 2006, as supplemented by the Fourth Supplemental Indenture, dated as of April 18, 2007, and the Eighth Supplemental Indenture, dated as of December 3, 2010 (as so supplemented, the “Original Indenture”), and as further supplemented by the Thirty-Ninth

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