<PAGE>
Exhibit 5.1
-----------
[LETTERHEAD OF LOCKE LIDDELL & SAPP LLP]
October 2, 2000
Direct Dial: (214) 740-8418
e-mail: [email protected]
InsynQ, Inc.
1101 Broadway Plaza
Tacoma, Washington 98402
Re: Registration Statement on Form S-8
Ladies and Gentlemen:
We have acted as counsel to InsynQ, Inc., a Delaware corporation (the
"Company") in connection with the registration, pursuant to a Registration
Statement on Form S-8 being filed with the Securities and Exchange Commission
(the "Registration Statement") under the Securities Act of 1933, as amended, of
the resale of up to 40,000 shares of the Company's Common Stock, $.001 par value
(the "Common Stock"), which have been issued in connection with that certain
Consulting Agreement with MQ Holdings, Inc. (the "Agreement").
In such capacity we have examined the corporate documents of the Company,
including its Certificate of Incorporation, its By-laws, and resolutions adopted
by its board of directors and committees thereof. We have also examined the
Registration Statement, together with the exhibits thereto, and such other
documents which we have deemed necessary for the purposes of expressing the
opinion contained herein. We have relied upon representations made by and
certificates of officers of the Company and public officials with respect to
certain facts material to this opinion. We have made no independent
investigation regarding such representations and certificates.
Based upon the foregoing, we are of the opinion that the Common Stock has been
validly issued, and is fully paid and non-assessable.
We are expressing the opinions above as members of the Bar of the State of
Texas and we express no opinion as to any laws other than the laws of the State
of Texas and, to the extent relevant to the opinions herein, the General
Corporation Law of the State of Delaware. You should be aware that we are not
admitted to the practice of law in the State of Delaware, and any opinion herein
as to the laws of such state is based solely on the most recent unofficial
compilation of the corporate statutes of the Sate of Delaware available to us.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement on Form S-8.
Very truly yours,
LOCKE LIDDELL & SAPP LLP
By: /s/ Lisa A. Genecov
-----------------------------
Lisa A. Genecov
