Planescape: The Next Generation
Classes start you out with some skill points (about 5) and a few features that make a class what it is. Most notably they come with an Edge feature that generates tokens that can be spend to do various things, like use or improve some powers, abilities, or rolls. Edge is a short term resource that doesn’t keep well, it is lost pretty quickly after combat ends. When the DM lets players level up, they get one selection from the next level in their class (or maybe an advanced class?). Classes also have optional elements that can be purchased, similar to Races and Factions.
UPDATE: Getting rid of encounter powers, mostly. You can purchase exploits which would be essentially daily powers for any class for xp. At 5th and 10th levels you get one for free.