I think you played this well. I'd consider chucking it on the flop, but you have at least three outs if you're behind and MP2 may well be betting a flush draw. You have to bet the turn after it's checked to you - you can't give a free card. Good check on the end here too. It's hard to see what MP2 has that isn't beating you if he calls. He may have something like QK or QT I guess. Still, I'd check behind.