nl50 OP that beats the board

PokerStars, Hold'em No Limit - $0.25/$0.50 - 5 players
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UTG: $52.29 (105 bb)
CO: $55.02 (110 bb)
BU: $76.93 (154 bb)
SB: $33.93 (68 bb)
BB (Hero): $50.00 (100 bb)

Pre-Flop: ($0.75) Hero is BB with T♥ T♣
1 fold, CO raises to $1.10, 1 fold, SB calls $0.85, Hero 3-bets to $6, CO calls $4.90, 1 fold

Flop: ($13.10) 2♥ 9♠ 5♣ (2 players)
Hero bets $4, CO calls $4

Turn: ($21.10) 6♣ (2 players)
Hero bets $15, CO raises to $45.02 (all-in), BB (Hero) folds

Total pot: $51.10 (Rake: $2.81)
CO wins $48.29

he has all the sets and straights, i'm only ahead overcards with clubs i think.
is everyone folding here?
thanks