You make modifications on it to suit your business needs. Your lawyer will finalize the draft into a legal document.
Alternatively, you and your partner can consider to form two individual companies of your own. The relationship between you and your partner is a contract. You contract the re-manufacture job of your imported goods to your partner and you will pay him the processing fee. You have your own accounting. There might be an increased overhead cost. But that makes it a lot easier for one of you to get out the business without severely affecting the other. And your lawyer's job will be focusing on the contract only.
Alternatively, you and your partner can consider to form two individual companies of your own. The relationship between you and your partner is a contract. You contract the re-manufacture job of your imported goods to your partner and you will pay him the processing fee. You have your own accounting. There might be an increased overhead cost. But that makes it a lot easier for one of you to get out the business without severely affecting the other. And your lawyer's job will be focusing on the contract only.