May's closing

In the July 2 filing, Crescent claims it is entitled to keep$3.5 million of earnest money that the Chicago-based Walton plunkeddown for the Sonoma, CA resort at 100 Boyes Blvd. Dealmakerscouldn't be reached by deadline to comment on the crateredcontract.

In the SEC filing, Crescent contends the agreement wasterminated because the buyer failed "to comply with its obligationsunder the SMI Agreement [Sonoma Mission Inn] regarding delivery ofdocuments and information to the lender on a timely basis."Crescent also based the default declaration on the buyer's "failureto use commercially reasonable efforts" with the lender to assumethe asset's outstanding debt and assigning the agreement to anaffiliate without the lender's consent. Walton had assigned thecontract to WTCC Sonoma Hotel Investors V LLC as its buyer ofrecord for the historic property.