So the game has been very limpy, splashy, standard 1/2 at the Empire. Couple of drunk fellas, good laugh and relaxed atmosphere.
We have ~450 to start the hand, and the game is 9 handed.
UTG+1 has ~120 and opens to 7 (Villain 1)
Guy on my right calls.
I have

in MP, and call.
Guy on my left (Villain 2) calls. Has been drinking but seems like he has a clue.
Two other calls.
Pot: ~42, 6 handed.
Flop:

Villain 1 bets 12.
Next to act folds.
I call (raising may as well put a banner on my forehead saying I've got a 9).
Villain 2 makes it 50.
Folds back round to Villain 1, who shoves for ~100.
Back to me - WWYD? Villain 2 is capable of bluffing and value raising worse

. Anything I do is gonna look pretty strong. If I call and Villain 2 calls, we have ~a pot sized bet on the turn.
In game, I called, and villain 2 called.
Pot: ~350, with Villain 1 all in.
Turn:

So the board is:

We have trips and a flush draw, and a pot sized bet left.
I check, Villain 2 goes all in.
Hero?
Thought process was that this is a dry side pot, so can he really be shoving worse often? Perhaps 9T, 98, 97, could have 22, but my main worry was A9, K9.
We have a flush draw which is likely good as it's pretty hard to have a boat on this board atm.
Seems like a trivial call given the previous action and the pot odds, right?
Felt a bit lost at the time, thoughts on all aspects of the hand please! (in before fold pre)