[Your Name, & Address here]
[Recipient Name & address here]
I acknowledge the receipt of the notice sent by you, dated [notice date].
I want to inform you that we have been unable to resolve this matter to your fulfillment.
Now, to avoid any legal proceedings in relation to this matter, I offer the following:
– [Describe your offer in brief]
I want you to know that I want to resolve this matter to our joint satisfaction.
I will wait for your response to know how you would like to proceed. You may contact me on – [your no. here].
Encl: [Enclosures List here]