ex4-3.htm


    
      
        

      

    

    EXHIBIT
4.3

     

    
      	
              NUMBER

            	
              INTERNAP

            	
              SHARES

            
	
               NEW

            	
              INTERNAP
      NETWORK SERVICES CORPORATION

            	 
      
	 
      	
              INCORPORATED
      UNDER THE LAWS OF THE STATE OF DELAWARE

            	 
      
	
              COMMON
      STOCK

            	 
      	
              CUSIP
      45885A 30 0

            


    

     

    SEE
REVERSE FOR CERTAIN DEFINITIONS

     

        THIS CERTIFIES
THAT

     

     

    is the
owner of

     

    FULLY
PAID AND NONASSESSABLE SHARES OF THE COMMON STOCK, $.001 PAR VALUE,
OF

     

    INTERNAP
NETWORK SERVICES CORPORATION

     

     

    transferable
only on the share register of the Corporation in person or by duly authorized
attorney upon surrender of this certificate properly endorsed or assigned. This
certificate and the shares represented hereby are issued and shall have the
rights specified in and held subject to all of the provisions of the Certificate
of Incorporation and the Bylaws of the Corporation and any amendments thereto to
all of which the holder of this certificate by acceptance hereof assents. This
certificate is not valid unless countersigned and registered by the Transfer
Agent and Registrar.

     

     

        WITNESS
the facsimilie signatures of the duly authorized officers of the
Corporation.

     

    Dated:

     

    
      	
              /s/
      Richard P. Dobb

            	 
      	
              /s/
      James P. DeBlasio

            
	
              Secretary

            	 
      	
              President
      and Chief Executive Officer

            


    

    
      
        

      

       

    

    INTERNAP
NETWORK SERVICES CORPORATION

     

        The
following abbreviations, when used in the inscription on the face of this
certificate, shall be construed as though they were written out in full
according to applicable laws or regulations:

     

    
      	
              TEN
      COM

            	 
      	
              —

            	 
      	
              as
      tenants in common

            	 
      	
              UNIF
      GIFT MIN ACT—

            	 
      	
              Custodian

            	 
      
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	
               

            	 
      	
               

            
	
              TEN
      ENT

            	 
      	
              —

            	 
      	
              as
      tenants by the entireties

            	 
      	 
      	
              (Cust)

            	 
      	
              (Minor)

            
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	
              under
      Uniform Gifts to Minors

            
	
              JT
      TEN

            	 
      	
              —

            	 
      	
              as
      joint tenants with right of

            	 
      	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	
              survivorship
      and not as tenants

            	 
      	
              Act

            	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	
              in
      common

            	 
      	 
      	
               

            
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	
              (State)

            


    

     

    Additional
abbreviations may also be used though not in the above list.

     

    
      	 
      	 
      	
              For
      Value Received,

            	 
      	
              hereby
      sell, assign and transfer unto

            
	 
      	 
      	 
      	
               

            	 
      


    

    


    
      	
              PLEASE
      INSERT SOCIAL SECURITY OR OTHER

              IDENTIFYING
      NUMBER OF ASSIGNEE

            	 
      	 
      
	
               

            	 
      	 
      
	
               

               

            	 
      	 
      


    

     

    
      
        

      

    

     

    (PLEASE
PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE OF
ASSIGNEE).

     

    
      

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      
        

      

    

     

    
      	 
      	 
      	
              Shares

            
	
               

            	 
      	 
      
	
              of
      the common stock represented by the within Certificate, and do hereby
      irrevocably constitute and appoint

            	 
      	 
      
	 
      	 
      	
               

              Attorney

            
	
               

            	 
      	 
      
	
              to
      transfer the said stock on the books of the within named Corporation with
      full power of substitution in the premises.

            	 
      	 
      


    

    


    
      	
              Dated

            	 
      	 
      	 
      	 
      
	 
      	
               

            	 
      	 
      	 
      
	 
      	 
      	 
      	
               

               

            
	 
      	 
      	 
      	
              NOTICE:

            	
              THE
      SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON
      THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR
      ENLARGEMENT OR ANY CHANGE WHATEVER.

            


    

     

    Signature(s)
Guaranteed:

     

    
      	
               

            	 
      	 
      
	
              SIGNATURE(S)
      MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS,
      STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH
      MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT
      TO S.E.C. RULE 17Ad-15.

            	 
      	 
      


    

     

    KEEP THIS
CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN, MUTILATED OR DESTROYED, THE
CORPORATION WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION TO THE ISSUANCE OF A
REPLACEMENT CERTIFICATE.