<PAGE>

                                                                   EXHIBIT 10.16


                               November 30, 2000






                                TELEMONDE, INC.
                      TELEMONDE BANDWIDTH (BERMUDA) LTD.



                            GLOBAL CROSSING USA INC
                                  GT U.K. LTD
                               GT LANDING CORP.
                            ATLANTIC CROSSING LTD.



                      __________________________________

                              STANDSTILL AGREEMENT

                      __________________________________
<PAGE>

                                   CONTENTS

A.   Main Agreement

B.   Schedule 1     Details of Agreed Amount in respect of Drawn-Down Capacity

C.   Schedule 2     Capacity Commitment Agreement

D.   Schedule 3     Permitted Borrowings

E.   Schedule 4     Permitted Encumbrances

F.   Schedule 5     Registration Rights Agreement

G.   Schedule 6     [Intentionally Omitted]

H.   Schedule 7     Legal proceedings

I.   Schedule 8     Telemonde Group Companies Giving Guarantees

J.   Schedule 9     Certificate of Designation of Series A Convertible Preferred
                    Stock
<PAGE>

STANDSTILL AGREEMENT

Dated as of November 30, 2000

by and among

TELEMONDE, INC.                         ("TINC")
230 Park Avenue
10/th/ Floor
New York
New York 10169

TELEMONDE BANDWIDTH
(BERMUDA) LTD.                          ("TBBL")
Argonaut House
5 Park Road
Hamilton  HM09
Bermuda

GLOBAL CROSSING USA INC                 ("Global Crossing USA")
GT U.K. LTD                             ("GT UK")
GT LANDING CORP.                        ("GT Landing")
c/o 360 North Crescent Drive
Beverly Hills
California  90210

ATLANTIC CROSSING LTD.                  ("Atlantic Crossing")
Wessex House
45 Reid Street
Hamilton HM12
Bermuda
<PAGE>

                                   RECITALS

A.   On 10/th/ June 1998, TBBL and Atlantic Crossing entered into the Atlantic
     Capacity Agreement including a commitment on behalf of TBBL to acquire from
     Atlantic Crossing a certain amount of transatlantic and other
     telecommunications cable capacity on an indefeasible right of use basis for
     an agreed sum.

B.   TBBL has not drawn-down all the capacity that it agreed to under the
     Atlantic Capacity Agreement. In addition, it owes sums to Atlantic Crossing
     pursuant to that agreement for Drawn-Down Capacity and O&M Charges.

C.   In December 1998, GT UK and TBBL entered into the UK Backhaul Agreement and
     GT Landing and TBBL entered into the US Backhaul Agreement, pursuant to
     which TBBL leased certain capacity in the US and the UK. TBBL owes GT UK
     and GT Landing certain sums under each of these agreements.

D.   On November 1, 1999, TINC entered into the IPL Agreement with Global
     Crossing USA pursuant to which TINC leased certain capacity. TINC owes
     Global Crossing USA certain sums under the IPL Agreement. The IPL Agreement
     has been terminated by mutual consent of the parties thereto, effective as
     of 31 October, 2000, and will be replaced by a new agreement with an
     effective date of November 1, 2000 (which new agreement is outside the
     scope of this Agreement), and by entering into such new agreement, the
     parties to the IPL Agreement have agreed that no additional liabilities
     will accrue under the IPL Agreement from and after November 1, 2000.

E.   Atlantic Crossing, Global Crossing USA, GT UK and GT Landing are affiliated
     companies. TBBL is an Affiliate of TINC.
<PAGE>

F.   The parties have agreed to settle the terms of TBBL's liability to Atlantic
     Crossing, GT UK and GT Landing pursuant to the Atlantic Capacity Agreement,
     the US Backhaul Agreement and the UK Backhaul Agreement and TINC's
     liability to Global Crossing USA pursuant to the IPL Agreement on the terms
     set out herein.


                 [Remainder of page intentionally left blank.]
<PAGE>

                                   AGREEMENT

1.   Definitions

     a)   In this Agreement (including the Recitals) the following terms shall
          have the following meanings:

          "Affiliate" has the meaning set forth in Rule 12b-2 of the regulations
          promulgated under the Securities Exchange Act of 1934, as amended.

          "Agreed Amount" means the sum to be paid pursuant to clause 5 (include
          interest payable as provided in such clause), such amount being the
          amount agreed between the parties as being TBBL and TINC's current
          liability (other than in respect of Outstanding Drawdown Obligations)
          under the Capacity Agreements outstanding as at the date hereof, as
          set out in Schedule 1;

          "Agreed Dates" means the dates for payment of the Agreed Amount as set
          out in Clause 5(a);

          "Agreement" means this agreement including the Schedules hereto;

          "Atlantic Capacity Agreement" means the Capacity Purchase Agreement
          between TBBL and Atlantic Crossing dated 10th June 1998 as amended
          prior to the date hereof;

          "Business Day" means a day (excluding Saturdays and Sundays) on which
          banks are open for business in London;

          "Capacity Agreements" means the Atlantic Capacity Agreement, the UK
          Backhaul Agreement, the US Backhaul Agreement and the IPL Agreement;
<PAGE>

          "Capacity Commitment Agreement" means the draft agreement attached
          hereto at Schedule 2 between TINC and Global Crossing Bandwidth, Inc.;

          "Common Shares" means common stock of Telemonde Inc;

          "Drawn-Down Capacity" means telecommunications capacity drawn-down and
          in service for TBBL pursuant to the Capacity Agreements;

          "Effective Date" means the day on which all of the items set forth in
          Clause 7.2 are delivered to Global Crossing;

          "Global Crossing" means each of  Atlantic Crossing, Global Crossing
          USA, GT UK and GT Landing, and any agreement of "Global Crossing"
          hereunder shall be the agreement of each of them individually;

          "Insolvency Event" means: any dissolution, termination of existence,
          insolvency, business failure, appointment of a receiver of any part of
          the property of, assignment for the benefit of creditors of TINC or
          any Telemonde Group Company, or commencement of any proceeding under
          any bankruptcy or insolvency laws by any TINC or any Telemonde Group
          Company, or commencement of such proceedings against TINC or any
          Telemonde Group Company that remain uncured or undismissed for 60 days
          after such commencement.

          "IPL Agreement" means the International Private Line Services
          Agreement between TINC and Global Crossing USA dated 1st November,
          1999.

          "Management Party" means Adam Bishop and Kevin Maxwell.
<PAGE>

          "O&M Charges" means operations and maintenance charges in respect of
          Drawn Down Capacity payable pursuant to the Capacity Agreements;

          "Outstanding Draw-Down Obligations" means TBBL's outstanding
          obligations to draw down and pay for further capacity pursuant to the
          Atlantic Capacity Agreement;

          "Permitted Borrowings" means the categories of borrowings set out in
          Schedule 3;

          "Permitted Encumbrances" means the categories of encumbrances set out
          in Schedule 4;

          "Preferred Shares" means 5,000,000 shares of Series A Convertible
          Preferred Stock, which shares are designated by, issued pursuant to,
          and are governed by the terms of, the Certificate of Designation of
          Series A Convertible Preferred Stock of Telemonde, Inc. to be filed
          with the Secretary of State of Delaware in the form attached hereto as
          Schedule 9;

          "Preferred Cash Equivalent" means a sum calculated by multiplying (i)
          the lesser of (x) the closing bid price per share of common stock of
          TINC on the Effective Date, (y) any higher price per share paid for
          the purchase of shares of common stock of TINC in any transaction
          effecting the purchase of over 5% of the then-outstanding shares of
          common stock of TINC occurring between then Effective Date and May 30,
          2000 (in either case as adjusted for splits, dividends, and other
          adjustments), (ii) by 23,000,000, to be paid to Global Crossing
          Limited immediately pursuant to a failure by TINC to cause 23,000,000
          Common Shares to be authorized and reserved for issuance to permit the
<PAGE>

          conversion of the Preferred Shares issued to Global Crossing Limited;

          "Registration Rights Agreement" means an agreement providing for
          Common Shares to be issued hereunder to be granted certain
          registration rights in a form substantially similar to that set out in
          Schedule 5;

          "Standstill Period" means the period from the date on which the
          standsill commences to the date on which the standstill expires, in
          each case in accordance with Clause 7;

          "Telemonde Group Company" means any Affiliate of TINC, including TBBL;

          "TNL" means Telemonde Networks Limited;

          "UK Backhaul Agreement" means the Lease Agreement in Inland Capacity
          (United Kingdom) of December 1998 between GT UK and TBBL;

          "US Backhaul Agreement" means the Lease Agreement in Inland Capacity
          (United States) of December 1998 between GT Landing and TBBL.

     b)   In this Agreement, unless the context otherwise requires:

          i)   references to Recitals, Clauses and Schedules are references to
               recitals of, clauses of and schedules to this Agreement;
          ii)  references to any party shall, where relevant, be deemed to be
               references to or include, as appropriate, their respective lawful
               successors, assigns or transferees;
<PAGE>

          iii)  references to one gender include all genders and references to
                the singular include the plural and vice versa

2.   Standstill Period and Agreement

     In consideration for:

     a)   TINC agreeing (by means of its execution hereof) to pay the Agreed
          Amount on the Agreed Dates;

     b)   TINC fulfilling its obligations pursuant to Clause 6;

     c)   TINC agreeing (by means of its execution hereof) to procure the
          entering into of the Capacity Commitment Agreement by TNL;

     d)   TINC causing all of the items set forth in Clause 7.2 to be delivered
          to Global Crossing (or any Global Crossing Affiliate noted therein) on
          or before December 14, 2000; and

     e)   TINC and TBBL (by means of their respective execution hereof) agreeing
          to the other matters contained in this Agreement, including their
          performance thereof,

Global Crossing agrees that during the Standstill Period none of them shall:

     a)   make any demand for, or accept payment or discharge or claim or take
          any proceedings or steps to enforce payment or discharge of or to
          recover the Agreed Amount or in respect of the Outstanding Draw Down
          Obligations;

     b)   take steps to enforce or make demand under any guarantee, indemnity,
          security or other right of recourse in respect of
<PAGE>

          the Agreed Amount or in respect of the Outstanding Draw Down
          Obligations;

     c)   take any steps to wind up or appoint a receiver, administrative
          receiver or administrator or other similar officer or commence any
          other insolvency related proceedings or any analogous proceedings in
          any other jurisdiction against any Telemonde Group Company or any
          assets thereof in relation to the Agreed Amount or in respect of the
          Outstanding Draw Down Obligations, and:

     Global Crossing agrees further as set out in this Agreement.  This Clause 2
     shall not restrict or limit Global Crossing from taking any action with
     respect to enforcing its rights under this Agreement during the Standstill
     Period, enforcing its rights under the Capacity Agreements during the
     Standstill Period, other than in relation to the Agreed Amount or in
     respect of the Outstanding Draw Down Obligations, or enforcing its rights
     under any other agreement to which it is party.

3.   Outstanding Draw Down Obligations and Agreed Amount

     3.1  Atlantic Crossing agrees that the issuing of the Preferred Shares on
     the Effective Date to Global Crossing Limited (a Bermuda company with its
     registered office at Wessex House, 45 Reid Street, Hamilton, Bermuda) and
     the authorization and reservation of an additional number of Common Shares
     in an amount sufficient to allow a full conversion of all of the Preferred
     Shares (or the payment in full of the Preferred Cash Equivalent to Global
     Crossing Limited) on or prior to May 30, 2001 shall be in full and final
     settlement of any claims that Atlantic Crossing may have pursuant to or in
     relation to the Atlantic Capacity Agreement arising on or prior to the date
     hereof and in relation to the Outstanding Draw Down Obligations and that,
     subject to termination of the Standstill Period pursuant to Clause 7.3(a),
     such issuance and reservation (or
<PAGE>

     payment) shall release TBBL from all such claims and obligations and in
     such connection, following such issuance and reservation (or payment) and
     termination of the Standstill Period it shall not:

     a)   make any demand for, accept payment or discharge for or make any claim
          or take any proceedings or steps to enforce payment or discharge of or
          to recover any sums in respect of the Outstanding Draw Down
          Obligations;

     b)   take steps to enforce or make demand under any guarantee, indemnity,
          security or other right of recourse in respect of the Outstanding Draw
          Down Obligations; or

     c)   take any steps to wind up or appoint a receiver, administrative
          receiver or other similar officer or commence any other insolvency
          related proceedings or analogous proceedings in any other jurisdiction
          against any Telemonde Group Company or any assets thereof in respect
          of the Outstanding Draw Down Obligations.

     This Clause 3.1 shall not restrict or limit Atlantic Crossing from taking
     any action with respect to enforcing its rights under this Agreement
     following such issue or payment, or enforcing its rights under the Atlantic
     Capacity Agreement after such issue or payment, other than in respect of
     the Outstanding Draw Down Obligations.

     3.2  Global Crossing hereby confirms that, subject to (i) the issuing of
     the Preferred Shares on the Effective Date to Global Crossing Limited and
     the authorization and reservation of an additional number of Common Shares
     in an amount sufficient to allow a full conversion of all of the Preferred
     Shares (or the payment in full of the Preferred Cash Equivalent to Global
     Crossing Limited) on or prior to May 30, 2001, and (ii) TINC's and TBBL's
     compliance with their other obligations under this Agreement (including
     termination of the Standstill Period pursuant to Clause
<PAGE>

     7.3(a)), the Agreed Amount is and shall be the total outstanding liability
     (subject to Clause 3.1) of any Telemonde Group Company to Global Crossing
     as at the date hereof in respect of all liabilities and obligations of such
     Telemonde Group Company accrued or outstanding as at the date hereof under
     the Capacity Agreements (other than in respect of the Outstanding Draw Down
     Obligations) and, during the term of the Standstill Period, and after
     termination of the Standstill Period pursuant to Clause 7.3(a), Global
     Crossing hereby expressly waives the right to recalculate such amount or
     seek to charge any additional sums in respect of services supplied under
     the Capacity Agreements prior to the date hereof. This Clause 3.2 shall not
     restrict or limit Global Crossing from enforcing or pursuing (x) any claims
     under any Capacity Agreement, including any claims in excess of the Agreed
     Amount, upon termination of the Standstill Period other than pursuant to
     Clause 7.3(a), or (y) any claims under any Capacity Agreement in respect of
     services supplied after the date hereof.

4.   TINC and TBBL Obligations

     Each of TINC and TBBL agrees that during the Standstill Period it will not
     and agrees to procure that no Telemonde Group Company shall without Global
     Crossing's consent in writing:

     a)   save for Permitted Borrowings, borrow or raise money or credit of
          whatever nature from any person;

     b)   save for Permitted Encumbrances, give, create or allow to subsist any
          charge, lien, security or encumbrance whatsoever or any cash
          collateral/cash cover or provide any preferential treatment to any
          creditor or give or agree to give any guarantee or indemnity in
          respect of any borrowings or liabilities in the nature of borrowings;
<PAGE>

     c)   enter into any transaction (including, but not limited to, a disposal,
          but excluding a Permitted Borrowing) otherwise than on arm's length
          terms in the ordinary course of business;

     d)   dispose of any interest in any asset, including (for the avoidance of
          doubt) shares in a Telemonde Group Company;

     e)   declare or announce any dividend or make any other income distribution
          to its shareholders;

     f)   purchase or redeem any of its issued shares or repurchase any debt in
          TINC or a Telemonde Group Company;

     g)   issue and sell any equity securities for less than 85% of the then-
          fair market value; and

     h)   prepay, or accelerate the due date of, any indebtedness to any person.

     Each of TINC and TBBL agree that during the Standstill Period it will, and
     agrees to cause each Telemonde Group Company to:

     a)   continue to have all current business conducted through a Telemonde
          Group Company;

     b)   continue to cause each Management Party to devote his full time and
          attention to the business of the Telemonde Group Companies;

     c)   provide Global Crossing, upon request, with financial information on
          TINC and its Subsidiaries, including audited consolidated balance
          sheets, statements of income and cash flow statements, by the 90th day
          following the close of TINC's fiscal year, and with unaudited interim
          consolidated
<PAGE>

          balance sheets, statements of income and cash flow statements, by the
          45th day following the close of TINC's fiscal year; provided, however,
                                                              --------  -------
          that TINC will be deemed to have satisfied this obligation by timely
          providing filings containing such information that have been timely
          filed under the Securities Exchange Act of 1934, as amended; and

     d)   provide Global Crossing, upon request and pursuant to a
          confidentiality agreement in form and scope agreeable to the parties,
          with such additional information about TINC's performance or
          operations as Global Crossing may request.

5.   Payment of Agreed Amount

     a)   TINC will pay or cause to be paid to Global Crossing the following
          sums according by the dates indicated below:

          i)     December 14th, 2000  US$1.4 million
          ii)    28th February 2001   US$0.5 million
          iii)   30th November 2001   US$4.0 million
          iv)    30th November 2002   US$6.0 million

          Each payment shall be paid in cleared funds to Global Crossing's bank
          account details as notified to TINC from time to time.

     b)   In addition, interest on each payment delineated in subclause 5(a),
          above, shall accrue at a rate of 7.00% per annum, compounded annually,
          which interest must be paid in full on or prior to 30th November 2002,
          but may be prepaid in full or in part from time to time at the
          election of TINC.

     c)   In the event that TINC raises additional funding by way of public
          offering or investor financing it shall, where such sums are not
          required for demonstrable working capital
<PAGE>

          purposes, use such sums to pay all or part (as reasonable in the
          circumstances) of the outstanding portion of the Agreed Amount.

6.   Issuance of Preferred Shares

     a)   TINC shall on the Effective Date issue all 5,000,000 of the Preferred
          Shares to Global Crossing Limited and shall enter into the
          Registration Rights Agreement in respect of the Common Shares issuable
          pursuant to a conversion of the Preferred Shares.

     b)   TINC agrees to call a meeting of holders of all holders of shares of
          TINC stock prior to May 30, 2001 in order that a proxy vote may be put
          forth to increase TINC's authorised but unissued share capital and
          authorising the Directors and/or executives of TINC to allot such
          Common Shares in order that it may meet its obligation pursuant to
          clause (i) of Clause 6(c), below.

     c)   On or before May 30, 2001, TINC shall either (i) cause 23,000,000
          Common Shares to have been authorized by all necessary corporate
          action, and shall have reserved such Common Shares for issuance
          pursuant to a conversion of the Preferred Shares, or (ii) pay a sum
          equal to the Preferred Cash Equivalent to Global Crossing Limited.

     d)   If TINC, pursuant to clause c), above, causes 23,000,000 Common Shares
          to have been authorized by all necessary corporate action, and shall
          have reserved such Common Shares for issuance pursuant to a conversion
          of the Preferred Shares, it will at all times continue to segregate
          and reserve that number of Common Shares sufficient to allow all then-
          outstanding Preferred Shares to be converted into Common Shares.
<PAGE>

     e)   If TINC pays the Preferred Cash Equivalent to Global Crossing Limited
          on or before May 30, 2001, Global Crossing Limited shall (and Global
          Crossing shall procure that Global Crossing Limited shall) surrender
          the Preferred Shares to TINC forthwith. If TINC offers to pay the
          Preferred Cash Equivalent to Global Crossing Limited after May 30,
          2001, Global Crossing Limited may, at its sole option, surrender the
          Preferred Shares to TINC in exchange for payment of the Preferred Cash
          Equivalent.

     f)   Global Crossing Limited shall not (and Global Crossing shall procure
          that Global Crossing Limited shall not) elect to convert or attempt to
          convert any Preferred Shares prior to May 30, 2001.

7.   Term of Standstill Period

     7.1  The Standstill Period will commence upon the date hereof and will
     continue until terminated pursuant to Clause 7.3, 7.4, or 8.

     7.2  Telemonde agrees to deliver to Global Crossing (or any other entity
     set forth below) on or prior to December 14, 2000:

     a)   (to Global Crossing Limited) share certificates representing all
          5,000,000 of the Preferred Shares;

     b)   duly executed counterparts of the Registration Rights Agreement;

     c)   duly executed counterparts of the Capacity Commitment Agreement;

     d)   a certificate duly executed by an authorized officer of TINC and TBBL
          certifying that the representations and warranties of TINC and TBBL
          herein are true and correct as of such date;
<PAGE>

     e)   opinions of U.S. and Bermuda counsel, in form reasonably satisfactory
          to Global Crossing, as to (A) TINC and TBBL's due incorporation and
          good standing, (B) TINC and TBBL's due authorization, execution and
          delivery of this Agreement and the Registration Rights Agreement and
          the transactions contemplated hereby and thereby, (C) absence of
          conflict with TINC and TBBL's charter documents and applicable laws,
          (D) receipt of governmental approvals, (E) validity and enforceability
          of this Agreement and the Registration Rights Agreement, and (F) the
          Preferred Shares being validly issued, fully paid and nonassessable;

     f)   guarantees of the punctual observance and performance of TINC and TBBL
          of their obligations hereunder, including TINC's obligation to pay the
          Agreed Amount on the Agreed Dates, by the Telemonde Group Companies
          listed in Schedule 8;

     g)   letter agreements (in form and substance reasonable to Global
          Crossing) from each of the Managing Parties covenanting to devote his
          respective full time and attention to the business of TINC and its
          Affiliates;

     h)   any required third party consents and a written certification and
          warranty from TINC and TBBL that no additional consents, approvals,
          waivers, consents or clearances are required from any third party in
          connection with the execution, delivery and performance of this
          Agreement, the Registration Rights Agreement, the Capacity Commitment
          Agreement, the lease referred to in subclause i), below, and the
          transactions contemplated hereby and thereby;

     i)   a lease, on a form provided by Global Crossing, and in form and
          substance reasonably acceptable to Global Crossing
<PAGE>

          providing for a two year lease of an London-New York STM-1 circuit at
          an initial lease rate of $30,000 per month;

     j)   a summary of all indebtedness of TINC and of TBBL other than
          indebtedness incurred on an arm's length basis in the ordinary course
          of business disclosed in TINC's periodic filings pursuant to the
          Securities Exchange Act of 1934, as amended, certified by an executive
          officer of TINC; and

     k)   a copy of the Certificate of Designation of Series A Preferred Shares
          attached hereto as Schedule 9, certified by the Secretary of State of
          Delaware.

     7.3  The Standstill Period will end upon the earliest to occur of the
     following:

     a)   (i) Payment to Global Crossing of the Agreed Amount and all interest
          due thereupon and (ii) TINC's performance of all actions contemplated
          by Clause 6(a) and by Clause 6(c);

     b)   Forthwith upon any material breach by TINC of the terms of this
          Agreement, including failure to pay any Agreed Amount on any Agreed
          Date;

     c)   Forthwith if any Insolvency Event occurs or is found to exist in
          respect of TINC or any Telemonde Group Company;

     d)   Forthwith upon (i) the default by TINC or any Telemonde Group Company
          of any material indebtedness that results in such indebtedness being
          due and payable, or (ii) the termination of any standstill agreement
          or arrangement with respect to any material indebtedness of TINC or
          any Telemonde Group Company (other than by reason of TINC's
          satisfaction of all obligations thereunder), including
<PAGE>

          termination of the standstill arrangements under that certain
          Standstill letter dated 31 December 1999, as amended, between TINC,
          TNL, and Telemonde International Bandwith Ltd. and MCI Worldcom Global
          Networks U.S., Inc., and MCI Worldcom Global Networks Limited;

     e)   Failure of Telemonde to deliver the items set forth in Clause 7.2 in
          the timescales set forth therein.

     7.4  Notwithstanding anything to the contrary in this Agreement, Global
     Crossing has the right to terminate this Agreement, and the Standstill
     period, in its sole discretion, at any time prior to the Effective Date.

     7.5  TINC shall promptly notify Global Crossing upon the occurrence of any
     event or circumstance resulting in termination of the Standstill Period.

8.   Effect of Termination of the Standstill Period

     a)   In the event of termination of the Standstill Period other than in
          accordance with Clause 7.3(a) or Clause 7.4 above:

          i)    any outstanding part of the Agreed Amount (including any
                interest thereon) shall become immediately due and payable;
          ii)   the Preferred Cash Equivalent shall become immediately due and
                payable;
          iii)  interest may be charged on the total outstanding amount under
                clause I) or clause ii) above, from the date of termination at
                the rate of 3.5% above LIBOR.

          Upon any such termination of the Standstill Period, Global Crossing
          may take any action (including any action it agreed not to take during
          the Standstill Period pursuant to Clause 2)
<PAGE>

               to pursue or enforce any claims or rights under the Capacity
               Agreements, including with respect to the Agreed Amount or the
               Outstanding Draw Down Obligations.

     b)   In the event of termination of the Standstill Period in accordance
          with Clause 7.3(a) above, Global Crossing shall make no demand for or
          take or pursue any proceedings or other claims against TBBL, TINC or
          any other Telemonde Group Company pursuant to or in relation to the
          Capacity Agreements, and the payment of the Agreed Amount, the
          issuance of the Preferred Shares (and the authorization and
          reservation of the applicable number of Common Shares in respect of a
          conversion thereof, or payment of the Preferred Cash Equivalent) and
          the entering into of this Agreement and the Capacity Commitment
          Agreement shall be in full and final settlement of any claims that
          Global Crossing may have pursuant to or in relation to the Atlantic
          Capacity Agreements relating to or arising out of services provided,
          or events occurring, prior to the date hereof, SAVE THAT nothing in
          this Clause shall apply to (i) TBBL's continuing obligation to pay
          ongoing O&M Charges, and (ii) any obligation by TINC, TBBL or any
          other Telemonde Group Company to pay ongoing lease or backhaul charges
          related to activities conducted or services provided on or after the
          date hereof pursuant to any of the Capacity Agreements.

     c)   In the event of a termination of the agreement and of the Standstill
          Period pursuant to Clause 7.4, above, this Agreement will be void and
          of no effect.

9.   Ongoing Operations and Maintenance Charges; Survival of Representations and
   Warranties; Losses

     a)   [Intentionally Omitted]
<PAGE>

     b)  All representations and warranties contained in this Agreement and all
     documents delivered in connection with this Agreement shall survive the
     termination of the Standstill Period.

     c)  TINC and TBBL shall jointly and severally indemnify, defend and hold
     Global Crossing, its affiliates, and each of their respective officers,
     directors, partners, managing directors, affiliates, employees, agents,
     consultants, representatives, successors and assigns harmless from and
     against all claims, losses, liabilities, obligations, payments, damages,
     charges, judgments, fines, penalties, amounts paid in settlement, costs and
     expenses (including, without limitation, interest which may be imposed in
     connection therewith), costs and expenses of investigation, action suits,
     proceedings, demands, assessments and fees, reasonable expenses and
     disbursements of counsel, consultants and other experts, incurred or
     suffered by any of them in connection with the transactions contemplated by
     this Agreement arising, directly or indirectly, from or in connection with:

          (A)  any breach of any representation or warranty made by any TINC,
     TBBL or any Telemonde Group Company in this Agreement and any Registration
     Rights Agreement entered into pursuant to Clause 6(a) or Clause 6(b); and

          (B)  any breach by TINC, TBBL or any Telemonde Group Company of any
     covenant or obligation under this Agreement and any Registration Rights
     Agreement.

     The remedies provided in this Clause 9(c) shall not be exclusive of or
     limit any other remedies that may be available to Global Crossing or any of
     its affiliates.

10.  Representations and warranties
<PAGE>

     Each of TINC and TIBL jointly and severally represents and warrants for
     itself and on behalf of the Telemonde Group Companies that :

     a)   Organization and Good Standing.  It is a corporation duly organized,
          ------------------------------
          validly existing, and in good standing under the laws of its
          jurisdiction of incorporation, with full corporate power and authority
          to conduct its business as it is now being conducted, to own or use
          the properties and assets that it purports to own or use, and to
          perform all its obligations under this Agreement. It and each
          Telemonde Group Company is qualified to do business as a foreign
          corporation and is in good standing under the laws of each state or
          other jurisdiction in which either the ownership or use of the
          properties owned or used by it, or the nature of the activities
          conducted by it, requires such qualification.

     b)   Capitalization.  The authorized equity securities of TINC consist of
          --------------
          145,000,000 shares of common stock, par value $0.001 per share, of
          which 102,575,493 shares are issued and outstanding and 5,000,000
          shares of preferred stock, par value $0.01 per share of which 0 shares
          are issued and outstanding. All of the outstanding equity securities
          of TINC have been duly authorized and validly issued and are fully
          paid and nonassessable. Upon issuance, the Preferred Shares, and all
          Common Shares issued upon conversion thereof, shall be duly
          authorized, validly issued, fully paid and nonassessable. Other than
          this Agreement, and except as set forth in this clause b), there are
          no contracts, agreements or other arrangements relating to the
          issuance, sale or transfer of the Common Shares or Preferred Shares.
          In addition to this Agreement, there are (i) pre-existing commitments
          by TINC to sell 15,684,821Common Shares, and (ii) 6,250,000 Common
          Shares reserved for possible conversion under indebtedness agreements
          to which TINC is a party.
<PAGE>

     c)   Litigation.  Save as set out in Schedule 7, there are no legal or
          ----------
          other proceedings pending against it or any Telemonde Group Company
          and so far as it is aware, no such claims are threatened, before any
          court, tribunal, commission or regulatory authority.

     d)   Authority.  It has the necessary powers and authority to enter into
          ---------
          this Agreement and to perform its obligations hereunder. It will, as
          of December 14, 2000, have the necessary powers and authority to enter
          into the Registration Rights Agreement, as applicable, and to perform
          its obligations hereunder. This Agreement and the Registration Rights
          Agreement constitute (and in the case of the Registration Rights
          Agreement, will constitute as of December 14, 2000) its legal, valid
          and binding obligations, enforceable against it in accordance with its
          terms, except as limited by (A) applicable bankruptcy, insolvency,
          reorganization, moratorium, fraudulent conveyance or similar laws
          relating to or affecting the rights and remedies of creditors and
          debtors and (B) equitable principles generally, regardless of whether
          such principles are considered in a proceeding at equity or at law.

     e)   Required Consents.  It has obtained all consents, approvals, waivers,
          -----------------
          consents and clearances of all third parties, including all
          governmental, judicial and regulatory bodies and authorities, required
          in connection with the execution, delivery and performance of this
          Agreement, the Registration Rights Agreement and the transactions
          contemplated hereby and thereby.

     f)   No Conflict.  There is no law, decree or similar enactment binding
          -----------
          on it or any Telemonde Group Company and no provision in any charter
          or corporate document, mortgage,
<PAGE>

          debenture, trust deed, contract or agreement which would prevent or
          affect it or any Telemonde Group Company from executing and
          delivering, observing or performing any of its or their (as relevant)
          obligations under, this Agreement and the Registration Rights.

     g)   Other Credit Facilities.  There are no undrawn facilities available
          -----------------------
          to TINC or any Telemonde Group Company.

11.  Assignment

     Global Crossing may assign or transfer its obligations to any company that
     is an Affiliate of Global Crossing , but not otherwise and Global Crossing
     agrees to procure that the oligations and agreements herein on behalf of
     Global Crossing apply to any such affiliate .   TINC may not assign any of
     its rights or obligations hereunder.

12.  Notices

     a)   Notices for TINC and TBBL shall be sent to:

     Telemonde Inc
     40 Portman Square
     London  W1H 9FH

     Fax:  +44 (0)20 7487 4001
     FAO:  Director of Legal Services

     b)   Notices for Global Crossing shall be sent to:

     Global Crossing USA Inc
     Attention: General Counsel
     360 N. Crescent Dr.
     Beverly Hills, CA  90210
<PAGE>

     TBBL hereby confirms that TINC at the address above is authorised to accept
     notices on its behalf.

     Global Crossing hereby confirms that Global Crossing USA at the address
     above is authorised to accept notices on its behalf.

     Notices may be delivered personally, sent by registered post or facsimile.
     Any such notice shall be deemed to have been received:

     a)   If delivered personally, at the time of delivery
     b)   If communicated by facsimile, upon receipt by the sender of a
          facsimile transmission report (or other appropriate evidence)
          indicating successful transmission
     c)   If sent by registered post, at the time of receipt

     PROVIDED THAT where in the case of delivery by hand or facsimile
     transmission, receipt (or deemed receipt) occurs after 6.00pm on a Business
     Day or on a day which is not a Business Day, receipt shall be deemed to
     have occurred at 9.00am on the next following Business Day

13.  Payments

     If any payment under this Agreement falls on a day which is not a Business
     Day, the payment shall be made on the next succeeding Business Day, save
     where such day falls in the next month in which case, payment shall be made
     on the immediately preceeding Business Day.

     All payments shall be made in $US in immediately cleared funds into such
     account as notified to TINC from time to time.

     Each payment to be made to Global Crossing under this Agreement shall be
     made free and clear of and without deduction, withholding
<PAGE>

     or set-off whatsoever, including for or on account of taxes, unless the
     payer is required by law to make such payment subject to a deduction or
     withholding. If the payer is required by law to make a deduction or
     withholding from such a payment, the relevant sum payable by the payer
     shall be increased by an additional amount to the extent necessary to
     ensure that, after the making of such deduction or withholding, Global
     Crossing receives and retains (free from any liability in respect of any
     such deduction or withholding) a net sum equal to that which it would have
     received and so retained had no such deduction or withholding been made or
     required to be made.

14.  Variation; Waiver; Entire Agreement

     No variation of this Agreement shall be effective unless such variation
     shall have been made in writing and signed by a duly authorised officer of
     each party.  "Variation" shall include any variation, supplement, deletion,
     replacement or amendment however effected.  No waiver of a breach of the
     terms of this Agreement or any default hereunder shall be deemed a waiver
     of any subsequent breach or default or in any way affect any other terms of
     this Agreement.  This Agreement (along with the documents referred to in
     this Agreement) constitutes a complete and exclusive statement of the terms
     of the agreement between the parties with respect to its subject matter.

     Global Crossing Limited is an intended third party beneficiary of this
     Agreement.

15.  Costs

     Each party shall bear its own costs in connection with the negotiation,
     preparation and execution and implementation of this Agreement (including,
     without limitation, fees and disbursements of legal, accountancy and other
     advisors).
<PAGE>

16.  Confidentiality and announcements

     a)   Except as required by law, any regulatory or governmental body or
          authority, or as made to professional advisers, no announcement,
          statement or information shall be issued by either party save in terms
          agreed by the other PROVIDED THAT each party agrees not to
          unreasonably withhold or delay its consent to any press release
          proposed to be issued by any other party to accompany any regulatory
          filing required to be made following completion of this Agreement.
          Any party may disclose the terms of this Agreement for the purpose of
          enforcing its terms or the terms of any document referred to in or
          contemplated by it.

     b)   Global Crossing jointly and severally agree to keep confidential any
          information supplied to it or any of them in connection with the
          matters herein contained or otherwise save (i) where such information
          is or becomes in the public domain (other than by a breach of
          confidentiality by Global Crossing); or (ii) where such disclosure is
          required by law or any regulatory or governmental authority or body;
          or (iii) where the disclosure is agreed by TINC in writing in advance;
          or (iv) that it may disclose such information under professional
          advisers who are under similar duties or obligations of
          confidentiality.

17.  Counterparts

     This Agreement may be signed in any number of counterparts and by different
     parties on separate counterparts which when taken together shall be deemed
     to constitute one Agreement.

18.  Law and Venue; Service of Process
<PAGE>

     This Agreement will be governed by and construed and enforced in accordance
     with the laws of the State of New York.  Any action or proceeding seeking
     to enforce any provision of, or based on any right arising out of, this
     Agreement, may be brought against any of the parties in the courts of the
     State of New York, County of New York, or, if it has or can acquire
     jurisdiction, in the United States District Court for the Southern District
     of New York, and each of the parties irrevocably consents to the
     jurisdiction of such courts (and of the appropriate appellate courts) in
     any such action or proceeding and waivers any objection to venue laid
     therein.  Any  notice of legal process will be deemed sufficiently served
     on TINC or any Telemonde Group Company if delivered to it at its address
     for notices.



                 [Remainder of page intentionally left blank.]

EXECUTED BY THE PARTIES ON THE DAY AND DATE SET OUT ABOVE


/s/ Kevin Maxwell
 .................................
For and on behalf of
Telemonde Inc


/s/ Michael Collins
 ...................................
For and on behalf of
Telemonde Bandwidth (Bermuda) Limited
<PAGE>

 ...................................
For and on behalf of
Global Crossing USA Inc


/s/ Jackie Armstrong
 ......................................
For and on behalf of
Atlantic Crossing Limited


/s/ Jackie Armstrong
 ......................................
For and on behalf of
GT UK Ltd



 ......................................
For and on behalf of
GT Lending Corp