Exhibit 10.1


SETTLEMENT AGREEMENT


THIS SETTLEMENT
AGREEMENT (“Agreement”), is made and entered into as of the last day set forth on the signature page (the “Effective
Date”), by and among The Majestic Star Casino, LLC (“Majestic”), Majestic Mississippi, LLC (“Majestic Mississippi”)
and Full House Resorts, Inc., (“Full House”), which may be referred to collectively as the “Parties” or
singularly as a “Party.”


R E C I T A L S:


1.                 
WHEREAS, the Parties entered into an Interest Purchase Agreement dated March 21, 2014 (“Purchase Agreement”)
pursuant to which Full House was to purchase all of the issued and outstanding limited liability company interests of Majestic
Mississippi (“Purchased Interests”); and


 


2.                 
WHEREAS, the Parties also entered into a Deposit Escrow Agreement dated March 21, 2014 (“Deposit Escrow Agreement”)
pursuant to which an escrow account was formed and pursuant to which Full House deposited $1,750,000.00 into that escrow account;
and


 


3.                 
WHEREAS, pursuant to the Deposit Escrow Agreement, Chicago Title and Trust Company has been appointed as the escrow
agent (the “Escrow Agent”); and


 


4.                 
WHEREAS, a dispute has arisen amongst the Parties regarding the terms of the Purchase Agreement and the respective
parties’ rights upon termination thereof; and


 


5.                 
WHEREAS, on August 8, 2014, Majestic and Majestic Mississippi filed a lawsuit against Full House Resorts, Inc. in
the Circuit Court of Tunica County, Mississippi, entitled The Majestic Star Casino, LLC, an Indiana limited liability company,
and Majestic Mississippi, LLC, a Mississippi limited liability company, Plaintiffs v. Full House Resorts, Inc., a Delaware corporation,
Defendant", being Case No. 2014-0127 on the docket of that court (the “Lawsuit”); and


 


6.                 
WHEREAS, Full House disputes the claims made against it in the Lawsuit, and intends to raise a number of defenses
thereto; and


 


7.                 
 WHEREAS, the Parties wish to settle and resolve all disputes among them;


 


NOW, THEREFORE, in
consideration of the mutual releases, covenants and undertakings hereinafter set forth, and for other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:


 






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TERMS


	Incorporation of
Recitals

The foregoing recitals
are incorporated into this Agreement by and through this reference as if fully set forth herein.



	Cash Consideration

The Parties agree
that concurrently herewith, they shall each execute Joint Written Instructions to the Escrow Agent (the “Joint Written
Instructions”) pursuant to Section 9(d) of the Deposit Escrow Agreement instructing the Escrow Agent to release
escrowed funds as follows:


(a)to Majestic,
One Million Six Hundred Ninety Nine Thousand Seven Hundred and 00/100 Dollars ($1,699,700.00);


(b)to Full House,
Forty Nine Thousand Seven Hundred and 00/100 Dollars ($49,700.00); and


(c)to the Escrow
Agent, Six Hundred and 00/100 Dollars ($600.00) as payment of the Annual Administration Fee ($500.00) and wire transfer fees ($100.00)
payable under the Escrow Agreement.


	Mutual release

For the consideration recited
above, Majestic and Majestic Mississippi, for themselves, their officers, directors, employees, and agents, hereby completely release
and forever discharge Full House, its officers, directors, employees, agents, and any other person or entity that may be legally
responsible for the acts or omissions of Full House from any and all claims, demands and causes of action, whatsoever, whether
known or unknown, asserted or unasserted, for any and all damages, whether direct, indirect, consequential, liquidated or unliquidated,
including, without limitation, claims for attorney’s fees or other costs and expenses of litigation, which relate in any
way to the Purchase Agreement, the Deposit Escrow Agreement, the transactions contemplated by the Purchase Agreement and the Deposit
Escrow Agreement, and/or any allegation set forth or which could have been set forth in the Lawsuit.


 


For the consideration recited
above, Full House, for itself, its officers, directors, employees, and agents, hereby completely releases and forever discharges
Majestic and Majestic Mississippi, their officers, directors, members or shareholders, employees, agents, and any other person
or entity that may be legally responsible for the acts or omissions of Majestic or Majestic Mississippi from any and all claims,
demands, and causes of action whatsoever, whether known or unknown, asserted or unasserted, for any and all damages, whether direct,
indirect, consequential, liquidated or unliquidated, including, without limitation, claims for attorney’s fees or other costs
and expenses of litigation which relate in any way to the Purchase Agreement, the Deposit Escrow Agreement, the transactions contemplated
by the Purchase Agreement and the Deposit Escrow Agreement, and/or any allegation set forth or which could have been set forth
in the Lawsuit.


 






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	Dismissal

Within five (5)
business days of all parties executing this Agreement and the Joint Written Instructions, Majestic and Majestic Mississippi will
voluntarily dismiss the Lawsuit, at their cost and with prejudice. No costs will be assessed or taxed against Full House, each
party paying its own attorney fees and costs in connection with this Agreement and the underlying dispute.


	No admission

The Parties acknowledge
that this Agreement is a compromise of disputed claims and is not an admission or acknowledgement of liability or responsibility
on the part of any party hereby released, each of which expressly denies all liability or responsibility.


 


	Acknowledgment of Termination




The Parties agree and acknowledge that the
Purchase Agreement has been terminated and is null and void and of no further force or effect It is agreed that Full House has
no further liabilities, duties, or obligations to Majestic or Majestic Mississippi thereunder, and Majestic and Majestic Mississippi
have no further liabilities, duties or obligations to Full House thereunder.


 


	Choice of Law and Venue




This Agreement shall be
governed by and construed in accordance with the laws of the State of Mississippi. Any action to enforce or otherwise related to
this agreement shall be brought in a state or federal court in the State of Mississippi. Each Party hereto waives any right to
a trial by jury in connection with any legal action in any way related to the subject matter of the Settlement Agreement.


 


	Consultation with Attorney




Each Party to this Agreement
hereby acknowledges that it has consulted with attorneys of its own choosing with respect to the terms and conditions of this Agreement,
and acknowledges that it has read and fully understands this Agreement and the effect of signing and executing it.


 


	Mutual Cooperation




The Parties hereby agree
to use their best efforts and good faith in carrying out all of the terms of this Agreement.


  



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	Entire Agreement and Severability




This Agreement constitutes
the entire agreement between the Parties and supersedes any and all prior written or oral agreements, representations, or understandings
regarding the matters herein. This Agreement shall be binding on the heirs, successors and assigns of each Party hereby released.
Should any provision of this Agreement be held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions
shall remain in full force and effect.


 


	Interpretation of Agreement




None of the Parties shall
be deemed to be the drafter of this Agreement, inasmuch as each Party has had an opportunity to participate in the drafting of
this Agreement. In the event a court is called upon to enforce this Agreement, such court shall not construe this Agreement or
any provision of it against any Party as the drafter of the Agreement.


 


	Counterparts




This Agreement may be executed
in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument.
All signatures of the parties hereto may be transmitted by facsimile or PDF, and such facsimile or PDF, will, for all purposes,
be deemed to be the original signature of such party whose signature it reproduces and will be binding upon such party.


 


	Further Instruments

 The Parties agree to
execute, acknowledge and/or deliver such further instruments and documents necessary to consummate this Agreement.


 


	Attorneys’ Fees




Each Party shall bear its
own costs and attorney fees incurred in connection with this Agreement. However, if any Party brings suit against another Party
to enforce, challenge, or clarify the terms of the Agreement, the prevailing party in such action shall be entitled to reimbursement
for its actual attorney fees and costs incurred in connection with any such action.


 


	Warranty of Capacity to Execute




The Parties represent and
warrant that no other person or entity has or has had any interest in the claims, demands, obligations, or causes of action referred
to in this Agreement and that they have the sole right and exclusive authority to execute this Agreement. Further, the individual
signing on behalf of each entity represents and warrants that he or she has the requisite authority and capacity to execute this
Agreement.


 






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	Notice




All notices or demands
of any kind that any Party is required to or desires to give relating to this Agreement shall be delivered by registered email,
fax and/or by depositing the notice or demand by certified U.S. Mail and addressed to the Parties as follows:


 


Full House Resorts, Inc.


4670 S. Fort Apache Rd.
Suite I90


Las Vegas, Nevada 89147


Attention: Mr. Mark Miller,
Chief Operating Officer


Fax: 702-221-8101


Email: Mmiller@fullhouseresorts.com


 


With a copy (which shall
not constitute notice):


 


Full House Resorts, Inc.


4670 S. Fort Apache Road,
Suite 190


Las Vegas, Nevada 89147


Attention: Ms. Elaine Guidroz


Fax: 812-438-5165


Email: eguidroz@fullhouseresorts.com


 


Full House Resorts, Inc.


C/O John Brewer, Esq.


Leslie S. Godfrey, Esq.


Greenberg
Traurig, LLP


3773 Howard Hughes Parkway,
Suite 400 North


Las Vegas, Nevada 89169


brewerj@gtlaw.com


godfreyl@gtlaw.com


  


The Majestic Star Casino,
LLC


Majestic Mississippi, LLC



One Buffington Harbor Drive


Gary, Indiana 46406


Attention: Mr. Peter Liguori,
Chief Executive Officer


Fax: 219-977-7811


Email: pliguori@majesticstar.com


 






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The Majestic Star Casino,
LLC


Majestic Mississippi, LLC


One Buffington Harbor Drive


Gary, Indiana 46406


Attention: Mr. Rodney Phillipe,
General Counsel


Fax: 219-977-7023


Email: rphillipe@majesticstar.com


 


With a copy to (which shall
not constitute notice):


 


Taft
Stettinius & Hollister, LLP


111 E. Wacker Drive, Suite
2800


Chicago, Illinois 60601-3713


Attention: Kim Copp


Fax: 312-275-7557


Email: kcopp@taftlaw.com


  


	Modification




No modification to this
Agreement shall be binding upon any Party unless the same is in writing and signed by all Parties.


 


	No Assignment to Third Parties




This Agreement shall be
binding on and inure to the benefit of the Parties, their respective successors and any permitted assigns. Neither Party shall
assign this Agreement, or any of its rights and obligations hereunder, to any third party.


 


[SIGNATURES ON FOLLOWING PAGE]


 






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IN WITNESS WHEREOF,
the Parties hereto have duly executed this Agreement as of the Effective Date.


 





	 	Majestic Mississippi, LLC
	 		 
	 		 
	 	/s/ Peter Liguori	 
	 	By: 	 
	 	      President and CEO	 
	 	 Its: 	 
	 		 
	 	Date:    8/21/14                                               
    	 
	 		 
	 		 
	 		 
	 	The Majestic Star Casino, LLC 
	 		 
	 		 
	 	/s/ Peter Liguori	 
	 	By: 	 
	 	      President and CEO	 
	 	 Its: 	 
	 		 
	 	Date:    8/21/14                                               
    	 
	 		 
	 		 
	 		 
		Full House Resorts, Inc.
	 		 
	 	/s/ Andre M. Hilliou	 
	 	By: 	 
	 	      Chairman and CEO	 
	 	 Its: 	 
	 		 
	 	Date:    8/21/14                                               
    	 







  


[SIGNATURE PAGE –
SETTLEMENT AGREEMENT]




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