
    San Antonio v. Lewis.
    All paml ftmiraots made bylho nmhon>nd iiirents of n corporation within the soopc of the logiiiuiiuc purposes of its institution arc express promises of the corporation; and all duties imposed on thorn by law and all benefits conferred at their request raise implied promise», f-r the enforcement of which an action will ii<\
    The legal eib-«n of written evidence is matter "f law to be determined by the court. It follows a<a noeessary oousequonoe that the court mu<t instruct the jury as to tho legal effect of su<di evidence ; and it is no infraction of the law n hich forbids the court to charge the jury upon the wcialifc of evidence. (No* a K>.)
    By permir'in .-testimony to go to the jury without objection as to the meaning of a written contract, the parties did not deprive the ei>urt of tho right nor exonerate it from the. duty ofexpotuwing to the jury what wn** the legal interpretation of the contract.
    “'There n-'Ch i i done, for a corporation under a special contract, it is not competent to intro-dueo evidence as to the value, of tin* work, unless for the purpose of showing that the com i-jet was so grossly unequal as to raise ihe presumption of fraud or want of authority in tho officer to make it.
    Appeal from Bexar. This suit was brought by the appellee to recover oí tlie appellant. 8511.57, the. amount of an account for printing clone by the former for the latter, pursuant to a contract between the parties.
    Tho defendant denied that the work was done under the contract, and averred that it was worth no more than thirty-two dollars. 'I'iie contract was evidenced by the following proposition, accepted by the city by its Mayor acting under the authority of tlie Board of Aldermen
    “ San Antonio, July 5th, 1830.
    “The undersigned propose to do the city printing at one cent for eacli ten “words and for each insertion in tho paper, and for each hundred hills at “ thirty-live cents for eacli ten words.”
    ■Witnesses were called who testified without objection to their.understanding of tlie meaning; of the contract and to the value of the work done. On both points the, testimony was conflicting. It. was proved that the work was done as charged and that it was contract e.d for by file Mayor, by the authority of llie Board of Aldermen of tlie city, but whether given in writing or verbally did not certainly appear. The minutes of tlie city council showed no written authority.
    The court instructed the jury that if flic Mayor was authorized by tlie Board of Aldermen of the city, either verbally or otherwise, to contract, find did contract, accordingly tlie contract was legal and binding upon the city, and that tlie meaning of the contract admitted iuV.vidence was that tlie undertakers should receive thirty-five cents for every ten words of the first hundred hand bills, and in the same proportion for any greater or less number.
    The court was asked by the defendants but refused to give tlie instruction, “That no resolution of tlie Board of Aldermen of the city is binding upon tlie “ inhabitants unless reduced to writing and spread upon the records.”
    There, was a verdict for tlie plaintiff for tlie full amount of his account, a motion by tlie defendant for a new trial overruled, and the defendant appealed. The assignment of errors questioned the correctness of the instructions of the court aucl tlie propriety of the verdict under tlie evidence and the law of the case. .
    J. A. 8f G. W. Paschal, for appellant.
    
      Karris 8f Pease, for appellee.
   Wheelek, J.

It seems to he the well-settled doctrine that all parol contracts made by the authorized agents of a corporation within the scope of the legitimate purposes of its institution are express promises of the corporation ; and all duties imposed on them by law and all benefits conferred at their request raise implied promises, for the enforcement of which an action will lie. (7 Cr. R., 299; 2 Cond. R., 501; 14 Johns. R., 118.)

NoteIG. — Swift». Herrera, post 2G3; Wright «.Thompson, 14 T., 663; Beach v. Ryan, 40 T.,399.

Tliis doctrine is not now questioned; lint tlie instruction now objected to is that in which the court undertook to give an interpretation of the contract., and it is objected that in this instruction the court both misconstrued the. contract and charged upon the weight of evidence.

It is within the province of (he court to construe written instruments. The legal effect of written evidence is matter of law to be, determined by (he court. It follows as a necessary consequence that the court must instruct the, jury as to the legal effect of such evidence; and it is no infraction of the law which forbids the court to charge the jury upon the weight, of evidence. It was not the intention of the statute, to transfer from the court to the jury the interpretation of written instruments, or to trench upon the right of the court to respond to questions of law. Whether such a contract existed was a question of fact exclusively for tlio decision of the jury. What was its (rue interpretation and legal effect it appertained to (he, court to determine, and we’concur in the interpretation given in the instruction in question.

The testimony of witnesses as to their understanding of the meaning of the contract is not entitled to consideration, and had it been objected tc> it must have, been excluded by the court. It was not competent to construe by parol testimony a written contract, or thus prove its contents when the contract itself was before the court and was free from ambiguity. I?y permitting the testimony to go (o the jury without objection the parties did not deprive the court of the right or exonerate it from the duty of expounding (o the jury what was the legal interpretation of the contract. That was a question of law within the exclusive province of the court, and one, consequently, which it could not confide to the decision of the jury. (4 Blackf. R., 369; 3 Cr. R., 180; 2 Watts R., 347; 10 Mass. R., 384.)

It having been proved that the work was done pursuant to the contract and the charges being in accordance with its stipulations, the jury wore not at liberty to consider the evidence respecting the value of the work, nor could evidence of its value properly be submitted to them unless for the purpose of showing a contract so grossly unequal as to raise the prosumptiou of fraud or want of authority in the Mayor to make it. The amount to be paid bad been settled by the contract. The only questions, therefore, properly before the jury were as to the existence of such a contract and the rendition of the services under it, and upon these questions their finding was fully warranted by the evidence.

But if the verdict rested upon the evidence respecting the actual value of the work done, apart from the contract, we would not be warranted in setting it aside. The evidence leaves it doubtful whether the charges exceeded (.lie customary prices or the real value of the work. The testimony on this point was conflicting, and nothing ban be better settled than that tiie jury are the exclusive judges of the credibility of witnesses and the weight of evidence, and that where these are the questions involved the court will not disturb their verdict. We are of opinion that there is no error in the judgment and that it be affirmed.

Judgment affirmed.  