a classless system like gurps, more point buy with out levels, skills and powers on a tree system like feats based on attributes, damage rolls like mutants & masterminds with location chart for a more detailed wound system, maybe a magic system like shadowrun that deals with exhustion takes points to learn new spells that you can cast like a warlock make spells on par with the sword that you can swing all day long, how about a way to take negitives after fighting for so long, say Con in rounds
forget alingment either you are a hero or your not certain powers gained will have a price to pay i.e. ethics, rituals, particular code of conduct ect.
armor is DR , parry rules,
i do like the action points from modern/ebberron,
that all i can think of for now